Lake Forest City Council
July 19, 2022

AGENDA

LAKE FOREST CITY COUNCIL
Regular Meeting of the City Council
Tuesday, July 19, 2022
Closed Session 5:30 p.m.

Public Session 6:30 p.m.

City Council Chambers, 100 Civic Center Drive, Lake Forest, California NOTICE : Pursuant to Lake Forest Municipal Code Section 2.04.010, Regular Meetings of the City Council are held the First and Third Tuesday of each month at the hour of 5:30 p.m. for Closed Session matters, if required. The Public Session of the meeting shall commence at 6:30 p.m. or as soon thereafter as possible. Special Meeting times may be held at a different time and date as listed on the Agenda.

AGENDA DOCUMENT REVIEW : The Agenda and staff reports are available on the Internet at https://www.lakeforestca.gov/129/Agendas and at the City Clerk’s Office, 100 Civic Center Drive, Lake Forest, California, on the Friday before the meeting on Tuesday.

AGENDA DESCRIPTION : The Agenda descriptions are intended to give notice to members of the public of a general summary of items of business to be transacted or discussed. The listed Recommended Action represents staff’s recommendation. The City Council may take any action which it deems to be appropriate on the agenda item and is not limited in any way by the recommended action.

AGENDA ON SOCIAL MEDIA: This meeting will be streamed through Facebook Live. Comments will not be taken via Facebook Live. To ensure that the City Council receives your comments, you may submit written comments or voicemail messages to the City Clerk prior to the meeting. The City provides the Facebook Live stream as an additional service to the public. However, the City cannot guarantee that its network and/or the site will be uninterrupted. The City is not responsible for any interrupted service.

SPECIAL NOTICE REGARDING PUBLIC ACCESS TO THE MEETING AND PUBLIC COMMENT:

ASSEMBLY BILL 361 : This meeting will occur in accordance with Government Code section 54953(e) et seq. (“AB 361”) wherein the City of Lake Forest City Council may continue to participate in meetings via teleconference.

PUBLIC PARTICIPATION: In addition to attending in person, pursuant to AB 361 members of the public may access the meeting live on our website at https://www.lakeforestca.gov/129/Agendas .

PUBLIC COMMENT PRIOR TO THE MEETING: Members of the public may submit email comments to [email protected] . Email comments will be uploaded to the agenda packet and made part of the official public record of the meeting and will not be read at the meeting. To ensure staff reviews all comments prior to the City Council meeting, please submit email comments no later than 5:00 p.m. the day of the meeting.

PUBLIC COMMENT: Members of the public may provide comments in-person at the meeting or remotely. Those wishing to provide comments in-person at the meeting will be asked to submit a request to speak to the City Clerk. Those wishing to provide comments remotely may join the meeting online at https://call.lifesizecloud.com/5038350 and enter Passcode 1004# or by phone at (312) 584-2401 and enter meeting number 5038350# followed by Passcode 1004#.

July 19, 2022 LAKE FOREST CITY COUNCIL AGENDA Page 1
CALL TO ORDER: 5:30 p.m.

Council Members: Neeki Moatazedi (teleconference)
Mark Tettemer
Scott Voigts
Mayor Pro Tem: Doug Cirbo (teleconference)
Mayor: Robert Pequeño
City Manager: Debra Rose
City Attorney: Matthew E. Richardson
City Clerk: Lisa Berglund
CLOSED SESSION PUBLIC COMMENT:

CLOSED SESSION: At this time, the City Council may recess to Closed Session for conference with Legal Counsel to discuss the items listed below pursuant to Government Code requirements. Any items not concluded by 6:30 p.m. may be continued to the end of the Public Session. At this time, members of the public may address the City Council regarding any items listed on the Closed Session agenda. No action may be taken on items not listed on the agenda unless authorized by law. Comments shall be limited to three minutes per item. Any person wishing to address the City Council on a Closed Session matter is requested to complete a "Request to Speak" form available at agenda public review table near the entrance. The completed form is to be submitted to the City Clerk prior to an individual being heard by the City Council. Whenever possible, lengthy testimony should be presented to the City Council in writing (8 copies) and only pertinent points presented orally.

CLOSED SESSION (Item Nos. 1 – 2)
CLOSED SESSION: At this time, the City Council may recess to Closed Session for conference with Legal Counsel to discuss the items listed below pursuant to Government Code requirements. Any items not concluded by 6:30 p.m. may be continued to the end of the Public Session.

1. CONFERENCE WITH REAL PROPERTY NEGOTIATORS
PURSUANT TO GOVERNMENT CODE SECTION 54956.8
Property: APN # 614-021-31 (Mamie Thomas parcel)
Agency negotiators: Mayor and City Manager
Negotiating parties: City of Lake Forest
Under Negotiation: Price and Terms of Payment
Property: Passive park site in Serrano Summit; approximately 82-acre Master Planned Community located at the terminus of Biscayne Bay Drive, east of Bake Parkway, and west of Serrano Creek
Agency Negotiators: City Manager and City Attorney
Negotiating Parties: City of Lake Forest and Irvine Ranch Water District July 19, 2022 LAKE FOREST CITY COUNCIL AGENDA Page 2
Under Negotiation: Price and Terms of Payment
RECOMMENDED ACTION: Conduct Closed Session.

2. CONFERENCE WITH LABOR NEGOTIATORS
PURSUANT TO GOVERNMENT CODE SECTION 54957.6
AGENCY DESIGNATED REPRESENTATIVE: CITY MANAGER
UNREPRESENTED EMPLOYEE: ALL EMPLOYEES
RECOMMENDED ACTION: Conduct Closed Session.

RECESS: City Council will recess to Closed Session for the purpose of conducting regular City business.

RECONVENE : City Council will reconvene to continue regular City business.

PUBLIC SESSION: 6:30 p.m.

PUBLIC SESSION: At this time, the City Council will convene to consider public matters. Those wishing to address the City Council must submit a completed “Request to Speak” form to the City Clerk prior to City Council action.

INVOCATION: The Invocation will be provided by Pastor Mike Schroeder, Mission Hills Church.

PLEDGE OF ALLEGIANCE: The Pledge of Allegiance to the Flag of our Country to be led by Council Member Tettemer.

CLOSED SESSION REPORT: City Attorney will report on Closed Session.

PRESENTATIONS: (Item Nos. 3 – 4)
July 19, 2022 LAKE FOREST CITY COUNCIL AGENDA Page 3

3. RECOGNITION OF EL TORO HIGH SCHOOL LIAISON, NATASHA QUINN RECOMMENDED ACTION: Present the Certificate of Recognition

4. 2021 OUTSTANDING COMMISSIONER AWARD RECOGNIZING JIM

ROSENBERG, POSTHUMOUSLY, BY THE CALIFORNIA ASSOCIATION

OF PARK RECREATION COMMISSIONERS & BOARD MEMBERS
RECOMMENDED ACTION: Receive a presentation from the California Association of Park Recreation Commissioners & Board Members, posthumously recognizing former Community Services Commissioner, Jim Rosenberg, as a recipient of the 2021 Outstanding Commissioner Award.

PUBLIC COMMENTS
Members of the public can submit an e-comment t o c o u n c i l @ l a k e f o r e s t c a . g o v . E - c o m m e n t s w i l l n o t b e r e a d a t t h e m e e t i n g .

M e m b e r s o f t h e p u b l i c m a y a l s o p r o v i d e c o m m e n t s i n - p e r s o n a t t h e m e e t i n g o r r e m o t e l y . T h o s e w i s h i n g t o p r o v i d e c o m m e n t s i n - p e r s o n a t t h e m e e t i n g w i l l b e a s k e d t o s u b m i t a r e q u e s t t o s p e a k t o t h e C i t y C l e r k . T h o s e w i s h i n g t o p r o v i d e c o m m e n t s r e m o t e l y m a y j o i n t h e m e e t i n g o n l i n e a t h t t p s : / / c a l l . l i f e s i z e c l o u d . c o m / 5 0 3 8 3 5 0 a n d e n t e r P a s s c o d e 1 0 0 4 # o r b y p h o n e a t ( 3 1 2 ) 5 8 4 - 2 4 0 1 a n d e n t e r m e e t i n g n u m b e r 5 0 3 8 3 5 0 # f o l l o w e d b y P a s s c o d e 1 0 0 4 # .

CONSENT CALENDAR (Item Nos. 5 – 14)
All matters listed under the Consent Calendar are considered routine and will be enacted by one vote. There will be no separate discussion of these items unless Members of the City Council, the public, or staff request specific items be removed from the Consent Calendar for separate action.

5. MOTION TO WAIVE RESOLUTIONS AND ORDINANCES
RECOMMENDED ACTION: Said Ordinances and Resolutions which appear on the public agenda shall be determined to have been read by title and further reading waived.

6. MONTHLY TREASURER'S REPORT - JUNE 2022
RECOMMENDED ACTION: Receive and file.

7. PROCLAMATION DECLARING JULY 2022 AS PARKS AND

RECREATION MONTH
July 19, 2022 LAKE FOREST CITY COUNCIL AGENDA Page 4
RECOMMENDED ACTION: Proclaim July as "Parks and Recreation Month."

8. GRANT OF EASEMENT TO IRVINE RANCH WATER DISTRICT TO
MAINTAIN SEWER LINE AT PORTOLA PARK, TRACT 17821
RECOMMENDED ACTION: 1. Approve the Grant of Easement to Irvine Ranch Water District (“IRWD”) to maintain a sewer line in Portola Park, Tract 17821.

2. Authorize the Mayor to sign, and the City Clerk to attest, the Grant of Easement.

9. AWARD CONSTRUCTION CONTRACT FOR NEIGHBORHOOD PARK
RENOVATIONS: BORREGO OVERLOOK PARK, REGENCY PARK, AND
RANCHO SERRANO PARK (PW2017-17E)
RECOMMENDED ACTION: 1. Approve contract documents for construction of Neighborhood Park Renovations: Borrego Overlook, Regency, and Rancho Serrano Parks.

2.Award a contract in the amount of $936,893.50 to Elegant Construction, Inc.

3. Reject all other bids received and authorize return of the bid bonds upon receipt of the executed contract documents from Elegant Construction, Inc.

4. Authorize the Mayor to sign, and the City Clerk to attest the contract with Elegant Construction, Inc.

10. PROCUREMENT OF OFFICE PRODUCTIVITY SOFTWARE
RECOMMENDED ACTION: 1. Award an Agreement with Softchoice, Inc., which incorporates a Piggyback Contract with the County of Riverside, for Microsoft Office software licenses, in the amount of $117,851.40.

2. Authorize the Mayor to sign, and the City Clerk to attest, the Agreement with Softchoice, Inc., substantially in the form attached.

July 19, 2022 LAKE FOREST CITY COUNCIL AGENDA Page 5

3. Authorize the City Manager to complete City enrollment in Microsoft Volume Licensing Agreement #8084445.

4. Authorize the City Manager to complete approval of quote #Q-1020748 with Softchoice, Inc.

11. CONTRACT AWARD FOR PRINTING AND MAILING SERVICES
RECOMMENDED ACTION: 1. Award the Agreement with Advantage Mailing LLC with a total compensation amount of $466,811 for printing and mail preparation of City newsletters and materials.

2. Authorize the Mayor to sign, and the City Clerk to attest, the Agreement with Advantage Mailing LLC, substantially in the form attached.

12. AWARD SPORTS PROGRAM SERVICES AGREEMENT FOR YOUTH

FLAG FOOTBALL TO SOUTH COUNTY FRIDAY NIGHT LIGHTS
RECOMMENDED ACTION: 1. Award a Sports Program Services
Agreement to South Orange County Friday Night Lights to provide Youth Flag Football programming at the Lake Forest Sports Park.

2. Authorize the Mayor to sign, and the City Clerk to attest the agreement with South County Friday Night Lights, for Youth Flag Football programming, substantially in the form attached.

13. AWARD SPORTS PROGRAM SERVICES AGREEMENT FOR YOUTH

SOCCER TO SUPER SOCCER STARS
RECOMMENDED ACTION: 1. Award a Sports Program Services
Agreement to Super Soccer Stars to provide Youth Soccer programming at the Lake Forest Sports Park and/or Baker Ranch Community Park.

2. Authorize the Mayor to sign, and the City Clerk to attest the agreement with Super Soccer Stars, for Youth Soccer programming, substantially in the form attached.

July 19, 2022 LAKE FOREST CITY COUNCIL AGENDA Page 6

14. AWARD SPORTS PROGRAM SERVICES AGREEMENT FOR YOUTH

MULTI-SPORT PROGRAMMING TO SKYHAWKS SPORTS ACADEMY
RECOMMENDED ACTION: 1. Award a Sports Program Services
Agreement to Skyhawks Sports Academy to provide Youth Multi-Sport programming at the Lake Forest Sports Park.

2. Authorize the Mayor to sign, and the City Clerk to attest the agreement with Skyhawks Sports Academy, for Youth Multi-Sport programming, substantially in the form attached.

PUBLIC HEARING(S) (Item No. 15)
Public Hearings are scheduled for a time certain of 6:30 p.m. or as soon thereafter as possible. City Council, when considering the matter scheduled for hearing, will take the following actions: 1. Open the Public Hearing. 2. Receive staff report. 3. Accept public testimony. 4. City Council comments and questions. 5. Take appropriate action. Those wishing to address the City Council during the Public Hearing must complete a Request to Speak form and provide it to the City Clerk prior to the hearing.

15. AN ORDINANCE AMENDING LAKE FOREST MUNICIPAL CODE (LFMC) SECTION 9.04.030, CHAPTER 9.162, SECTION 9.184.020, AND SECTION 9.184.040 TO REQUIRE A WIRELESS COMMUNICATION
FACILITY (WCF) PERMIT FOR CLASS 4, CLASS 7, AND CLASS 8 WCFS,

IN LIEU OF A CHANGED PLAN AND SITE DEVELOPMENT PERMIT

RESPECTIVELY, AND PROCESSING PROCEDURES FOR
CONSISTENCY WITH STATE AND FEDERAL LAW.

RECOMMENDED ACTION: Introduce for first reading an Ordinance Entitled: AN ORDINANCE OF THE CITY COUNCIL OF LAKE FOREST, CALIFORNIA, AMENDING SECTION 9.04.030, CHAPTER 9.162,
SECTION 9.184.020, AND SECTION 9.184.040 OF THE LAKE FOREST

MUNICIPAL CODE REGARDING WIRELESS COMMUNICATION
FACILITIES AND FINDING THE ACTION EXEMPT FROM CEQA.

DISCUSSION/ACTION ITEMS (Item No. 16)
The following matters are for City Council consideration/discussion/action. Members of the public may have the opportunity to address these items if they wish to do so. Please complete the Request to Speak form and give to the City Clerk.

16. STRATEGIC PLAN QUARTERLY UPDATE
RECOMMENDED ACTION: Receive and file.

July 19, 2022 LAKE FOREST CITY COUNCIL AGENDA Page 7

CITY MANAGER'S REPORT
At this time, the City Manager may comment on agenda and non-agenda items; and report on items of interest to the City Council and community.

CITY COUNCIL COMMENTS
At this time, City Council Members may comment on agenda or non-agenda matters. No discussion may take place on any item not appearing on the posted agenda. Council Members may ask a question for clarification, respond to statements made or questions posed by the public, make a brief announcement, or make a brief report on his or her own activities. In addition, the City Council may refer to staff or other resources for factual information, request staff to report back at a subsequent meeting or direct staff to place a matter of business on a future agenda. No action may be taken on non-agenda matters unless authorized by law (Government Code Section 54954.2).

Council Member Moatazedi:

Council Member Tettemer:

Council Member Voigts:

Mayor Pro Tem Cirbo:

Mayor Pequeño:

ADJOURNMENT:

In compliance with the Americans With Disabilities Act, if you need special assistance to participate in this Meeting, including auxiliary aids or services, you should contact the Office of the City Clerk at (949) 461-3400. Notification 48 hours prior to the Meeting will enable the City to make reasonable arrangements to assure accessibility to this meeting. The City Council agenda and agenda back-up materials can be obtained from the Office of the City Clerk on the Friday prior to the City Council meeting. Copies of all Agendas, Staff Reports and Supporting Materials can also be found on the City’s website – https://www.lakeforestca.gov/129/Agendas . Agenda and agenda packets, if requested, will be made available in an appropriate alternative format to persons with a disability as required by the Americans With Disabilities Act. Copies of the agenda are provided at no cost and agenda back-up materials are available at the per page copy cost.

The City of Lake Forest mailing address is City Council Chambers, 100 Civic Center Drive, Lake Forest, California .

Phone: (949) 461-3400. FAX (949) 461-3511
CERTIFICATION: I, Lisa Berglund, City Clerk of the City of Lake Forest, California, hereby certify that the foregoing agenda was posted for public review at City Hall on July 14, 2022.

Lisa Berglund
City Clerk
July 19, 2022 LAKE FOREST CITY COUNCIL AGENDA Page 8

CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: City Clerk
SUBJECT:

RECOGNITION OF EL TORO HIGH SCHOOL LIAISON, NATASHA QUINN RECOMMENDED ACTION(S):

Present the Certificate of Recognition.

EXECUTIVE SUMMARY:

Natasha Quinn served as the El Toro High School’s student liaison for the 2021- 22 school year. Natasha was responsible for attending City Council meetings and reporting the school activities to the City Council and community. Natasha has proven to be an outstanding representative. Her reports were informative and concise, providing insight to the City Council on the El Toro High School student academia.

Natasha will be a senior next year at El Toro High School, where she also plays volleyball. The City would like to recognize her contributions to the community and wish her continued success in her academic and athletic endeavors.

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

ATTACHMENTS:

Certificate of Recognition
Initiated By: Jennifer Weiss, Assistant City Clerk
Submitted By: Lisa Berglund, City Clerk
Approved By: Debra Rose, City Manager
Item: 3
9 Attachment
Item: 3
10 Item: 3
11 CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Management Services
SUBJECT:
2021 OUTSTANDING COMMISSIONER AWARD RECOGNIZING JIM

ROSENBERG, POSTHUMOUSLY, BY THE CALIFORNIA ASSOCIATION OF

PARK RECREATION COMMISSIONERS & BOARD MEMBERS
RECOMMENDED ACTION(S):

Receive a presentation from the California Association of Park Recreation Commissioners & Board Members, posthumously recognizing former Community Services Commissioner, Jim Rosenberg, as a recipient of the 2021 Outstanding Commissioner Award.

EXECUTIVE SUMMARY:

The California Association of Park Recreation Commissioners & Board Members ("CAPRCBM") is a not-for-profit organization formed in 1968, made up of appointed and elected officials serving their respective local communities. The organization's primary purpose is to enhance the role of commissioners and board members by providing education, advocacy, and networking for its members state-wide. The City of Lake Forest's Community Services Division maintains an annual membership with the organization.

CAPRCBM may present up to three awards annually, if deemed appropriate, for commissioners who have displayed exemplary service and/or outstanding programs or projects. They may also present awards to model commissions/boards. For its 2021 Outstanding Commissioner Award, the organization has selected to posthumously recognize Jim Rosenberg, former Community Services Commissioner for the City of Lake Forest.

The award is to be presented by Ronald Ruef, CAPRCBM President and City of Mission Viejo Community Services Commissioner and Donna Peery, CAPRCBM Past President (2018) and City of Tustin Community Services Commissioner.

Jim was nominated by his fellow Lake Forest Community Services Commissioner Loretta Herrin, who is also a CAPRCBM Past President (2020).

Item: 4
12 2
0 9
8 FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

ATTACHMENTS:

None.

Initiated By: Nicole Houston, Management Analyst
Submitted By: Brett Channing, Deputy City Manager
Approved By: Debra Rose, City Manager
Item: 4
13 CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: City Clerk
SUBJECT:

MOTION TO WAIVE READING OF RESOLUTIONS AND ORDINANCES
RECOMMENDED ACTION(S):

Said Ordinances and Resolutions which appear on the public agenda shall be determined to have been read by title and further reading waived.

EXECUTIVE SUMMARY:

California Government Code 36934 allows titles of ordinances and resolutions to be waived.

FISCAL IMPACT:

There is minimal fiscal impact associated with the recommended action.

ATTACHMENTS:

None.

Submitted By: Lisa Berglund, MPA, City Clerk
Approved By: Debra Rose, City Manager
Item: 5
14 CITY COUNCIL AGENDA REPORT
MEETING DATE: 07/19/2022
DEPARTMENT: Finance
SUBJECT:

MONTHLY TREASURER'S REPORT - JUNE 2022
RECOMMENDED ACTION(S):

Receive and file.

EXECUTIVE SUMMARY:

The Treasurer's Report for the month ended June 30, 2022 is attached. There are no exceptions to the Investment Policy. Total cash and investments equal $162.6 million for the period.

DISCUSSION:

The Treasurer’s Report for the month ended June 30, 2022 is attached. There are no exceptions to the Investment Policy.

Investment Portfolio
The City’s balances consist of the following:

Type Millions
Local Agency Investment Fund (LAIF) $ 74.8
California Asset Management Program (CAMP) 43.0
Orange County Investment Pool (OCIP) 41.3
Federated Government Obligations Fund 0.0
Operating Bank Balance-US Bank 3.5
Total Cash and Investments $ 162.6
The investment portfolio balance increased by $28.5 million due to a transfer of available funds to the California Asset Management Program (“CAMP”). This transfer reduced the operating bank balance and deposited the available funds in the City’s liquidity pools. The balance in the investment portfolio was consistent Item: 6
15 2
0 6
8 with staff’s expectations based on the operating and capital improvement activities during the month.

There was one maturity during the month with a par value of $2.0 million. An investment purchased June 29, 2017, with Federal Home Loan Bank reached its maturity date on June 10, 2022. The types of investments currently included in the portfolio are described below with any new information since the last report.

The Local Agency Investment Fund (“LAIF”), Orange County Investment Pool (“OCIP”), and California Asset Management Program (“CAMP”) are the City’s liquidity pools. Liquidity pools are the source of funding for weekly ongoing operating costs. Many cities use only LAIF, while Lake Forest has been more conservative in this respect. The US Bank balance reflected on the previous page is mostly transitory, as a function of holding deposits until the funds are invested and subsequently disbursed from LAIF/OCIP/CAMP for operations.

State law requires that these bank balances be collateralized at 110%. The Federated Government Obligations Fund Service Share Money Market Fund is also mostly transitory, as a function of holding matured investments and earnings until the City purchases new investments. This account is the custodial account for the City’s investment safekeeping institution, US Bank.

LAIF is a conservative investment pool managed by the State. The State cannot access these balances to fund its operational expenditures. Staff believes it is still prudent to maintain funds for liquidity in LAIF. LAIF earned .861% on the fund in June, which is slightly lower than the City’s earnings of .911% as of June 30, 2022.

Orange County Investment Pool (“OCIP”) allows local government agencies to voluntarily invest surplus cash to obtain competitive yields while maintaining safety and liquidity, thereby creating a multi-million-dollar County investment pool that enables investments in diversified instruments. OCIP earned approximately .762% on the fund as of June 30, 2022.

CAMP is a conservative short-term money market investment pool for a group of local agencies. CAMP earned approximately 1.14% on the fund as of June 30, 2022.

Cash with Fiscal Agent
During the month, cash with the fiscal agent was unchanged.

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

Item: 6
16 2
0 6
8 ATTACHMENTS:

Monthly Treasurer's Report
Initiated By: Amy Lewis, Assistant Director of Finance
Submitted By: Kevin Shirah, Director of Finance/City Treasurer Approved By: Debra Rose, City Manager
Item: 6
17 ATTACHMENT
Item: 6
18 VALUE OF PORTFOLIO
This Month Last Month
Market Value 159,102,250$ 130,593,602$
Book Value 159,102,250$ 130,592,902$
This Month Last Month
Average Maturity (days) 1 1
Average Maturity to Call (days) 1 1
RETURN
This Month Last Month
Average Annual Return 0.911% 0.617%
Average Annual Return to Call 0.911% 0.617%

1. I hereby certify that the investments are in compliance with the investment policy approved by the City Council on December 21, 2021.

2. Although any investment is impacted by market conditions, the current investments are structured to reduce the impact of market conditions.

3. The market values for the investments are provided by the City's Custodian, US Bank.

Local Agency Investment Fund, California Asset Management Program and

4. The City has the ability to meet its budgeted expenditures for the next six months.

Kevin R. Shirah
Director of Finance / City Treasurer

CITY OF LAKE FOREST

MONTHLY INVESTMENT HIGHLIGHTS
June 30, 2022
Orange County Investment Pool market values are the withdrawal amount. 1 Item: 6
19 SUMMARY OF TRANSACTIONS
Investment Securities*
Activity
Dollar Volume
(Par Value)
Transaction
Count
Purchases -$ 0
Maturities 2,000,000$ 1
Called - Prior to Maturity -$ -$
Sale - Prior to Maturity -$ -$
* The Investment Securities activity is also included in the account summary below.

LAIF, CAMP, OCIP & Money Market Mutual Fund (MMMF)
Category Deposits Withdrawals
Local Agency Investment Fund -$ -$
California Asset Management Program 43,013,121$ -$
Orange County Investment Pool 19,150$ 702$
Federated Government Obligations Fund Service Shares 25,081$ 14,547,305$ No exceptions.

EXCEPTIONS TO INVESTMENT POLICY
June 30, 2022

CITY OF LAKE FOREST

MONTHLY INVESTMENT HIGHLIGHTS/
June 30, 2022

EXCEPTIONS TO INVESTMENT POLICY

CITY OF LAKE FOREST
2 Item: 6
20 CITY OF LAKE FOREST

CASH AND INVESTMENTS
June 30, 2022
CASH & INVESTMENTS:

Type Market Value
Bank Accounts 3,455,038$
Investments 0
Local Agency Investment Fund 74,754,160
California Asset Management Program 43,017,047
Orange County Investment Pool 41,326,043
Federated Government Obligations Fund Service Shares 5,000 Total 162,557,288$
CASH WITH FISCAL AGENT:

Type Market Value
First American Treasury Obligatory Fund -$
3 Item: 6
21 CITY OF LAKE FOREST

PORTFOLIO STRUCTURE
June 30, 2022
COMPARISON OF INVESTMENT PORTFOLIO BY TYPE:

Average
% or $ Average Maturity Allowed
Book % or $ Over Maturity to Call Maturity
Type of Instrument Value Portfolio Allowed Limit (in days) (in days) (in days) U.S. Treasury Bills 0.0% 100% 1825
U.S. Treasury Notes 0.0% 100% 1825
U.S. Treasury Bonds 0.0% 100% 1825
Federal Agencies -$ 0.0% 100% 0 0 1825 Bankers' Acceptances 0.0% 20% 180
Certificates of Deposit (Non-Negotiable) 0.0% 30% 730
Commercial Paper 0.0% 25% 270
Local Agency Investment Fund 74,754,160 47.0% $75 MM N/A N/A N/A California Asset Management Program 43,017,047 27.0% 30% N/A N/A N/A Orange County Investment Pool 41,326,043 26.0% 100% N/A N/A N/A Federated Government Obligations Fund Service Shares 5,000 0.0% 10% N/A N/A N/A Totals 159,102,250$ 100.0%
CALLABLES AS PERCENTAGE OF BOOK VALUE:

Federal Agencies - Callable -$ 0.0% 100% 0 0 1825 4 Item: 6
22 INVESTMENT PORTFOLIO BY ISSUER:

Book % of % or $ Over
Issuer Name Value Portfolio Allowed Limit Quality
Local Agency Investment Fund 74,754,160 47.0% $75 MM N/R California Asset Management Program 43,017,047 27.0% 30% N/R Orange County Investment Pool 41,326,043 26.0% 100% N/R Federated Government Obligations Fund Service Shares 5,000 0.0% 10% AAA Totals 159,102,250$ 100.0%
DISTRIBUTION BY SELLING INSTITUTION:
% of
Name of Institution Book Value Total
Local Agency Investment Fund 74,754,160 47.0%
California Asset Management Program 43,017,047 27.0%
Orange County Investment Pool 41,326,043 26.0%
Federated Government Obligations Fund Service Shares 5,000 0.0% Totals 159,102,250$ 100.0%

CITY OF LAKE FOREST

DISTRIBUTION BY SELLING INSTITUTION
June 30, 2022

PORTFOLIO STRUCTURE
5 Item: 6
23 CITY OF LAKE FOREST
PORTFOLIO DETAILS SORTED BY MATURITY DATES 1
June 30, 2022
Market Par Book Coupon Yield to Purchase Maturity
Type of Instrument Issuer Seller Value 2
Value Value Rate Maturity Date Date
LAIF 3
N/A N/A 74,754,160 74,754,160 74,754,160 N/A N/A N/A N/A CAMP 4
N/A N/A 43,017,047 43,017,047 43,017,047 N/A N/A N/A N/A OCIP 5 N/A N/A 41,326,043 41,326,043 41,326,043 N/A N/A N/A N/A Money Market Fund 6
N/A N/A 5,000 5,000 5,000 N/A N/A N/A N/A
Totals 159,102,250$ 159,102,250$ 159,102,250$
1 All investments are held in safekeeping by US Bank.
2 Market values are obtained monthly from US Bank.
3 Local Agency Investment Fund
4 California Asset Management Program
5 Orange County Investment Pool
6 Federated Government Obligations Money Market Fund
6 Item: 6
24 CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Community Services
SUBJECT:

PROCLAMATION DECLARING JULY 2022 AS PARKS AND RECREATION MONTH
RECOMMENDED ACTION(S):

Proclaim July as "Parks and Recreation Month."
EXECUTIVE SUMMARY:

The Management Services Department Community Services Division requests the City Council declare July as "Parks and Recreation Month." Since the early 1980's America has celebrated July as the nation's official Parks and Recreation Month. Each July, the National Recreation and Parks Association ("NRPA") encourages cities and parks departments to celebrate with this campaign.

Residents in Lake Forest enjoy a diverse park system comprised of City Parks (32), County parks (Heritage Hill and Whiting Ranch), and trails. The City also offers recreational programming for all ages that includes classes, youth and adult sports, special events, excursions, camps, and dances. Moreover, the Lake Forest community is full of top-notch recreation facilities such as the Clubhouse, Community Center, Lake Forest Sports Park, and the Etnies Skatepark of Lake Forest. The City encourages residents and businesses to enjoy these community assets year-round, but especially during the month of July.

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

ATTACHMENTS:

Parks & Recreation Month Proclamation
Initiated By: Victoria Blethen, Recreation Manager
Submitted By: Brett Channing, Deputy City Manager
Approved By: Debra Rose, City Manager
Item: 7
25 Attachment
Item: 7
26 Item: 7
27 CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Public Works
SUBJECT:

GRANT OF EASEMENT TO IRVINE RANCH WATER DISTRICT TO MAINTAIN SEWER LINE AT PORTOLA PARK, TRACT 17821
RECOMMENDED ACTION(S):

1. Approve the Grant of Easement to Irvine Ranch Water District (“IRWD”) to maintain a sewer line in Portola Park, Tract 17821.

2. Authorize the Mayor to sign, and the City Clerk to attest, the Grant of Easement.

EXECUTIVE SUMMARY:

The Portola Center Project Development Agreement required the developer, USA Portola Properties, LLC (“Baldwin”), to grant a five-acre parcel to the City to construct a new park. The park, known as Portola Park, was completed on March 16, 2021. As part of the park design, Irvine Ranch Water District (“IRWD”) required a sewer line to be constructed in the parking lot (see Location Map, Attachment 1). IRWD requires an easement to maintain the sewer line and the attached Grant of Easement provides a non-exclusive easement for sewer maintenance purposes (Attachment 2). The form of the easement has been reviewed and approved by the City Attorney’s Office and the legal description has been deemed technically correct by the Public Works Department. It is recommended that the City Council approve the Grant of Easement and authorize the Mayor to sign, and the City Clerk to attest, the Grant of Easement.

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

ATTACHMENTS:

1. Location Map

2. Grant of Easement
Item: 8
28 2
0 7
0 Initiated By: Douglas Erdman, Engineering Services Mngr - Asst. City Eng.

Submitted By: Thomas E. Wheeler, P.E., Director of Public Works/City Engineer Approved By: Debra Rose, City Manager
Item: 8
29 Attachment 1
Item: 8
30 IRWD SEWER EASEMENT
Item: 8
31 Attachment 2
Item: 8
32 Item: 8
33 Item: 8
34 Item: 8
35 Item: 8
36 Item: 8
37 Item: 8
38 Item: 8
39 Item: 8
40 Item: 8
41 Item: 8
42 Item: 8
43 CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Public Works
SUBJECT:

AWARD CONSTRUCTION CONTRACT FOR NEIGHBORHOOD PARK
RENOVATIONS: BORREGO OVERLOOK PARK, REGENCY PARK, AND
RANCHO SERRANO PARK (PW2017-17E)
RECOMMENDED ACTION(S):

1. Approve contract documents for construction of Neighborhood Park Renovations: Borrego Overlook, Regency, and Rancho Serrano Parks.

2. Award a contract in the amount of $936,893.50 to Elegant Construction, Inc.

3. Reject all other bids received and authorize return of the bid bonds upon receipt of the executed contract documents from Elegant Construction, Inc.

4. Authorize the Mayor to sign, and the City Clerk to attest the contract with Elegant Construction, Inc.

EXECUTIVE SUMMARY:

This project would renovate Borrego Overlook, Regency, and Rancho Serrano Parks as part of the Neighborhood Park Renovation program. In a memo dated August 2, 2021, the City Manager authorized staff to solicit bids for construction.

On June 22, 2022, the City received bids from five (5) firms. Bid prices ranged from $936,893.50 to $1,294,873.14. The low bidder is Elegant Construction Inc. ("ECI"). The total project cost to construct, inspect, provide construction support, and provide contingency for the project is estimated to cost $1,210,000. The City received a Prop 68 grant for Regency Park in the amount of $230,725. With the Prop 68 Grant and the Neighborhood Park Improvement Funds allocated for these parks there are sufficient funds to cover the costs of awarding this project.

BACKGROUND:

In July 2018, the City Council approved the conceptual designs and authorized RJM Design Group (“RJM”), the City’s Park Design Consultant, to prepare final Item: 9
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1 designs and construction documents for the ten (10) City Neighborhood Parks Renovation Project. The list of parks and their current status are detailed in Table 1 below:

Table 1: Neighborhood Park Renovation Project Status
Previously
Completed
Under Construction Out for Bid
Cherry Park Sundowner Park Borrego Overlook Park
Peachwood Park Vintage Park Rancho Serrano Park
Darrin Park Regency Park
Montbury Park
Pebble Creek Park
In August 2019, the City Council approved the 2017-2019 Capital Improvements Project Budget Amendment to advance construction funding for Peachwood Park. The City Council also approved the 2019-2021 Capital Improvement Plan, which allocated $3,150,000 in Fiscal Year (“FY”) 2019-20 and $3,500,000 in FY 2020-21. Cherry, Darrin, Montbury, and Pebble Creek Parks were selected to be renovated in FY 2019-20, while the remaining parks were scheduled to be renovated in FY 2020-21. All four parks originally scheduled for construction in FY 2019-20 were temporarily delayed due to COVID-19. Subsequently, the City Council awarded the Cherry Park project in July 2020, which was completed in February 2021. Darrin, Montbury, and Pebble Creek Parks were awarded for construction in February 2021 and completed in February 2022.

This project would renovate Borrego Overlook, Regency and Rancho Serrano Parks. In general, the improvements at Borrego Park consist of grading, landscaping, irrigation, site furnishings, redesigned play area with resilient surfacing, new playground equipment, and shade structure improvements. At Regency Park, a concrete pathway would be installed around the turf area with benches at various locations. At Rancho Serrano Park, the improvements consist of removal and replacement of various park amenities. Approved concept designs for Borrego Overlook, Regency, and Rancho Serrano Parks are attached (Attachment 1). Staff issued four addenda responding to bidder questions and clarifying items within the project plans and specifications.

This project was previously bid in March of this year. However, upon review of the low bid, staff found several irregularities with the itemized bid amounts and received a bid protest from one bidder regarding the low bidder’s bid. At the April 19 City Council meeting, Council rejected all bids and directed staff to solicit new bids for the project.

Item: 9
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1 DISCUSSION:

In August 2021, the City Manager authorized staff to solicit bids for construction for Borrego Overlook, Regency, and Rancho Serrano Parks. After rejecting all bids due in part to a bid protest, staff rebid the project and on June 22, 2022. The City received bids from five (5) firms in response to the solicitation published on June 22, 2022. The Engineer’s Estimate for the project is $950,000. The City utilizes an electronic bidding system that eliminates mathematical errors in the bids, therefore the submitted bid results are as follows:

Table 2: Bid Results
Contracting Firm PlanetBids Verified
Base Bid Amounts
Elegant Construction Inc. $936,893.50
Diamond Construction & Design $1,058,331.37
California Landscape & Design, Inc. $1,147,417.30
MBC Enterprises, Inc. $1,259,068.00
C.S. Legacy Construction, Inc. $1,294,873.14
After analysis of the bids received, staff reviewed all the bid packages for completeness and determined that ECI was the lowest responsive, responsible bidder for this project. Recently, ECI completed projects for the City of La Mirada, the City of Santa Ana, and Orange Coast College. ECI is also the contractor that completed the first phase renovations on both sides of the Arbors and is currently constructing the ADA Access Ramp at the Arbors. Staff conducted a reference check that indicated ECI is a responsible contractor (Attachment 2).

The Finance Department prepared the contract, which ECI subsequently executed (Attachment 3). The City Attorney reviewed and approved the contract as to form. The contract bid amount as determined by the estimated quantities is $936,893.50.

Per Lake Forest Municipal Code Section 3.13.085, the City Manager may approve additional work not-to-exceed 10% of the final contract amount. Ten percent of the contract costs is $93,689.35 The total project cost to construct, inspect, provide construction support, and provide contingency for the project is estimated to cost $1,210,000. The contract plans and specifications are not attached to the staff report due to their size; however, they are available for review in the City Clerk’s Office and will be on display in the City Council Chambers before and during the City Council meeting. Staff has attached the approved signed title sheet for the project (Attachment 4).

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1 FISCAL IMPACT:

Approving the recommended action would award a contract to Elegant Construction Inc. in the amount of $936,893.50. Sufficient funds exist to cover the costs of the recommended actions.

ATTACHMENTS:

1. Park Concept Plans

2. Contractor’s Reference Check

3. Contract with Elegant Construction Inc.

4. Signed Title Sheets
Initiated By: Douglas Erdman, Engineering Services Mngr - Asst. City Eng.

Submitted By: Thomas Wheeler, P.E., Director of Public Works/City Engineer Approved By: Debra Rose, City Manager
Item: 9
47 Attachment 1
Item: 9
48 Borrego Overlook Park
Neighborhood Park Improvement Plan —
Master Plan Improvements
New Play Equipment
with Rubber Surfacing
New Picnic Tables
under Shade Structure
Renovate Shade
Structure Columns
Replace Existing
Site Furnishings
Tier 1 Improvements
Item: 9
49 Rancho Serrano Park
Neighborhood Park Improvement Plan —
Master Plan Improvements
Tier 1 Improvements
• Park Light Replacement
• Replacement of Existing
Site Furnishings
Item: 9
50 Regency Park
Neighborhood Park Improvement Plan —
Master Plan Improvements
Concrete Loop Walkway
with Seating AreasTier 1 Improvements
Item: 9
51 Attachment 2
Item: 9
52 City of Lake Forest
Public Works Department
Reference Check
Apparent Low Bidder: Contact #1: Contact #2: Contact #3:

Elegant Construction Inc. City of La Mirada City of Santa Ana Orange Coast College Name: Sam Jafaklou Robert Aguirre James Farrow

QUESTION RESPONSE RESPONSE RESPONSE

1. Title and type of project City of La Mirada Gymnasium City of Santa Ana, Fire Station #77 Site Improvements Sculpture Installation and Site Work

2. Contract Amount $150,000 $77,000 $42,800

3. Approximate duration 9 months 1 month 120 days

4. Actual or estimated project completion date November 2020 October 2020 September 2021

5. Quality of the work 4 5 5

6. Contractor’s communication with agency representatives? 4 5 5

7. Claims or stop notices None None None

8. Non-agency change order requests? None None None

9. Agency’s desire to have contractor bid on future projects Yes Yes Yes

10. Additional Comments Good company to work with None None Scale 1-5: 1= Very Poor 2 = Poor 3 = Fair 4 = Good 5 = Very Good Neighborhood Parks Renovations - Borrego Overlook, Ranch Serrano & Regency Item: 9
53 Attachment 3
Item: 9
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55 Item: 9
56 Item: 9
57 Attachment 4
Item: 9
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62 CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Information Technology
SUBJECT:

PROCUREMENT OF OFFICE PRODUCTIVITY SOFTWARE
RECOMMENDED ACTION(S):

1. Award an Agreement with Softchoice, Inc., which incorporates a Piggyback Contract with the County of Riverside, for Microsoft Office software licenses, in the amount of $117,851.40.

2. Authorize the Mayor to sign, and the City Clerk to attest, the Agreement with Softchoice, Inc., substantially in the form attached.

3. Authorize the City Manager to complete City enrollment in Microsoft Volume Licensing Agreement #8084445.

4. Authorize the City Manager to complete approval of quote #Q-1020748 with Softchoice, Inc.

EXECUTIVE SUMMARY:

The City uses Microsoft Office 365 software for email, word processing, spreadsheets, presentations, document collaboration, and project coordination.

The existing licenses expire on June 30, 2022. Estimating a cost of under $50,000, staff followed procedures in the Purchasing & Contracting Guidelines for an informal procurement process. Staff obtained quotes from four Microsoft product resellers for a one-year annual renewal, ranging from $44,535 to $51,064 over a one-year term. The firm which provided the lowest quote, Softchoice Inc., also provided the option of a three-year agreement at a fixed price established by a cooperative purchasing agreement executed with the County of Riverside (“Riverside Agreement”). The other firms were unable to offer a similar three-year agreement with fixed pricing.

The City’s Municipal Code establishes the ability of the City to purchase goods or services by means of cooperative purchasing agreements. The license cost established in the Riverside Agreement provides the lowest price and will protect the City from potential price increases during the contract term. Following a formal bid process for the procurement is unlikely to result in pricing lower than Item: 10
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0 that achieved with the informal procurement process that staff conducted and would result in additional delays. Therefore, staff suggests an exception to the formal bidding process will be in the best interests of the City and recommends the City Council approve the attached Agreement Incorporating Piggyback Contract with Softchoice, Inc. for Microsoft Office 365 licenses (“Softchoice Agreement”), using the Riverside Agreement pricing, in the amount of $117,851.40 for a term of three years.

BACKGROUND:

The City has used multiple versions of Microsoft Office (“Office”) over the years, such as Office XP, Office 2003, and Office 2010, establishing Office as the standard desktop productivity software used by the City. The City has purchased licenses incrementally to accommodate the growing number of work and training computers and has upgraded licenses when the features available in new versions proved useful or necessary. Office is currently the de-facto standard in use by the majority of government and private entities with which the City does business. This standardization on a single platform and document format, as informal as it has been, has greatly improved the ease of cooperation and coordination between organizations.

In 2019, staff realized it was necessary to upgrade the version currently in use and recommended upgrading to Office 365, the first subscription-based and cloud-based version of Office. Per the City’s Purchasing & Contracting Guidelines, software and licenses may be procured through the City’s IT support services contractor, and competitive quotes are not required. Using the provision, on January 19, 2019, the City Council approved an agreement with ConvergeOne, Inc., (“ConvergeOne”), the City’s IT support services contractor at that time, to upgrade all Office software licenses to Office 365. This contract included $15,960 in professional services and $48,810 in software licenses for a total cost of $64,770. Table 1 below summarizes Office 365 procurements and renewals:

Table 1: Microsoft Office Procurement History
Date Term Quantity/Type Vendor Lic.

Amount
January 19, 2019 1-year 120 E3
58 Plan2
45 Desktop
ConvergeOne $48,810
July 10, 2019 1-year co-term +42 Plan2 ConvergeOne $3,742 April 20, 2020 1-year renewal 120 E3
100 Plan2
+3 Visio
ConvergeOne $31,830
April 30, 2021 1-year renewal 120 E3 ConvergeOne $35,609 Item: 10
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Amount
100 Plan2
4 Visio (+1)
January 24, 2022 1-year co-term +63 P1* Abtech** $2,117 April 20, 2022 2-month*** 140 E3 (+20)
80 Plan2 (-20)
5 Visio (+1)
63 P1
Abtech $10,369
June 28, 2022 1-month*** 140 E3
80 Plan2
5 Visio
63 P1
Abtech $5,176
*P1 licenses were added to add security capabilities.
**Abtech Technologies became the City’s IT support provider on June 18, 2021. ***Temporary license extensions during while 3-year procurement is in process.

DISCUSSION:

Microsoft Office 365 was launched in 2017 as a strategic move by Microsoft, which shifted the Office suite from a strictly desktop application to an internet- based family of collaboration tools using subscription licensing. Office 365 includes transformational technologies the City is now utilizing or is in the process of deploying, such as Onedrive, Sharepoint, and Teams, which come included with Office 365 licenses.

Although Office 365 enabled new capabilities in how the City conducts business, its subscription-based licensing model dramatically changed how the City budgeted for Office licenses. Previously, the City procured licenses when they were required for upgrades or when new employees or contractors were added to staff. With Office 365, each user must have their own “named” user license, purchased through monthly or annual subscription. Based on each user’s requirements, the license can be of one of several types, described below:
E3: E3 is the “standard” mid-level license, providing the full desktop Office suite, including automatic upgrades and the right to install Office on multiple personal devices.
Plan2: Plan2 was called “E1” in 2019. Plan2 does not support installation of the desktop applications, it only allows online access of the applications and email. Nor does it support multi-factor authentication; Office applications can be accessed only by the assigned user.

Item: 10
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0 P1: P1 is an add-on for Plan2 which is required to enable fingerprint readers, the City’s method for implementing multi-factor authentication. E3 licenses include this capability.
Visio Plan2: “Visio” is a specialized design and flowcharting application used by several staff but is not included in the standard Office license packages.
2019: The desktop version of the application, used by the City on shared computers such as those in the Training Labs, or the Lake Forest Sports Park workroom. These are perpetual licenses, not subscriptions.

The license counts shown in Table 2 were the counts used for the purposes of obtaining the comparison quotes. Office 2019 Desktop licenses (as indicated above) are perpetual licenses and do not need to be renewed, therefore were not included in the renewal quote request.

Table 2: Office 365 License Count
License Type Quote Request
E3 140
Plan2 (E1 & P1) 80
Visio Plan2 5
Four firms responded with valid quotes for the Office 365 renewal, shown in Table 3: Abtech Technologies, All-Covered (a subsidiary of Konica-Minolta Business Solutions, ConvergeOne, and Softchoice.

Table 3: Office 365 Renewal Quotes
Firm One-Time
Cost
Annual
Cost
Total First-
Year Cost
Extended
(3-Years)
Abtech $ 0 $ 47,376.00 $ 47,376.00 n/a
All-Covered $ 300.00 $ 47,220.00 $ 47,520.00 n/a
ConvergeOne $ 0 $ 51,064.65 $ 51,067.65 n/a
Softchoice $ 0 $ 44,535.72 $ 44,535.72 $ 133,607.16
Softchoice provided the lowest quote for the requested licenses in the amount of $44,535.72. Softchoice based their pricing on their participation in a cooperative purchasing agreement for volume licensing between Microsoft and the County of Riverside, which provides for the participation of other California government agencies (Attachment 1). To provide additional time for staff to negotiate with Softchoice and request participation in the cooperative purchasing program, the City Manager approved a two-month extension to the Office 365 licenses.

Item: 10
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0 The proposed Softchoice Agreement establishes a fixed cost for the licenses for a term of three years. The other firms did not commit to a three-year fixed cost agreement, which could potentially have a significant impact on the cost of Office 365 licenses during the three-year period. Subsequent discussions with Softchoice about the three-year price commitment revealed the contract provides for increases in license count, but not decreases, during the term. Staff performed a final assessment to the minimum possible count, resulting in a total of 120 E3 licenses, 70 Plan2 and P1, and 5 Visio licenses (“Licenses”) for a revised annual amount of $39,283.80.

Section 3.12.135 of the City’s Municipal Code permits the purchase of goods or services by means of cooperative purchasing agreements, although these are not addressed in the City’s Purchasing & Contracting Guidelines.

Section 3.12.135 of the City Municipal Code (“Code”) provides:

The City may, subject to any limits and policies set forth in this chapter, make purchases for any goods or services by contracts established by other public agencies, including, but not limited to, cooperative purchase agreements, piggyback contracting, and multiple award schedules, provided the contract was awarded or established following a competitive selection process.

Subsection (B) of section 3.12.150 provides:

The City Council may authorize purchase of supplies, equipment and non-professional service contracts without complying with the above procedures when in the opinion of the City Council compliance with the procedures is not in the best interest of the City.

Softchoice has represented to the City that the contract with the County of Riverside was entered into after a competitive selection process and that it is willing to contract with the City on the same terms for the licenses, as set forth in Attachment 1. The City solicited license quotes from various firms and the proposed Softchoice Agreement offers the most advantageous pricing proposed to the City. Furthermore, it is unlikely the City’s use of a formal competitive bidding process would result in more favorable terms than those obtained by the County of Riverside or staff in response to its informal solicitation.

Therefore, staff believes that an exception to the formal bidding procedures set forth in Chapter 3.12 of the Municipal Code is in the best interests of the City with respect to the acquisition of Licenses. Staff recommends the City Council approve the Softchoice Agreement for licenses in the amount of $117,851.40 for a term of three years beginning July 1, 2022 and authorize the City Manager to complete the various program enrollment forms with Microsoft and Softchoice.

Item: 10
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0 The City Attorney has reviewed the Softchoice Agreement and enrollment forms and approves them as to form.

FISCAL IMPACT:

The proposed Softchoice Agreement provides a total not-to-exceed compensation amount of $117,851.40 for a term of three years. Annual license renewals in the amount of $39,283.80 per year will begin on July 1, 2022.

Sufficient funding is included in the 2021-2023 Operating Budget to cover the costs recommended action.

ATTACHMENTS:

1. Agreement with Softchoice, Inc.
a. County of Riverside Cooperative Purchasing Agreement b. Microsoft, Inc. Enrollment Forms
c. Softchoice Quote Q-1020748
Initiated By: Douglas McBratney, Information Technology Manager Submitted By: Keith Neves, Assistant City Manager
Approved By: Debra Rose, City Manager
Item: 10
68 ATTACHMENT 1
Item: 10
69 55136.00000\40303680.1

AGREEMENT INCORPORATING PIGGYBACK CONTRACT

This agreement (“Agreement”) is by and between the City of Lake Forest (“City”) and Softchoice Corporation, a New York corporation (“Contractor” or “Seller”). City and Seller are together referred to as “Parties”, and individually, as a “Party”.

RECITALS

1. After a competitive solicitation and selection process by County of Riverside, Seller was awarded and entered into a contract with County of Riverside (“Riverside Contract”); and

2. The Parties desire for City to purchase the Licenses set forth herein on the same terms as the Riverside Contract.

AGREEMENT

1. INCORPORATION OF RECITALS AND ATTACHMENTS

The preceding recitals, and all subsequent attachments, are incorporated as though fully set forth in this Agreement, including but not limited to:

a. The Riverside Contract, including all of its provisions and documents incorporated therein by reference or operation of law, attached hereto as Attachment 1.

b. Description and Pricing of Licenses under Riverside Contract, attached hereto as Attachment 2.

c. General Terms and Conditions, attached hereto as Attachment 3.

To the extent any term or condition of this Agreement is inconsistent with the Riverside Contract, the Riverside Contract shall control, except for (1) the delivery, payment, venue, or jurisdiction provisions in this Agreement which shall control over all other contradictory provisions, and (2) any provision in the General Terms and Conditions, attached hereto as Attachment 3, which shall control when more favorable to the City than the Riverside Contract.

2. EFFECTIVE DATE AND TERM

a. This Agreement is effective on __________________ (“Effective Date”).

b. Unless terminated or otherwise cancelled in accordance with a provision of this Agreement, the term of this Agreement shall be: (i) from the Effective Date to (ii) the date of the actual delivery of all Products and satisfaction of all obligations under this Agreement.

Item: 10
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3. PRODUCTS
Seller shall deliver to City the licenses set forth in Attachment 2 (“Licenses”).

4. SALE PRICE
City shall pay Seller for Licenses satisfactorily furnished to C ity under this Ag reement the sum specified in Attachment 2, which is attached and incorporated by reference. Seller hereby acknowledges, certifies, and warrants that that the prices indicated in Attachment 2 are the prices indicated and/or authorized in the Riverside Contract.

5. DELIVERY AND PAYMENT
Seller shall deliver the Products on or immediately following the date the City signs the Microsoft agreement documents. The City shall pay for the Licenses individually after delivery of each of the Licenses to the City. Seller shall invoice the City for any delivered Licenses and City shall pay Seller within thirty (30) days of receipt of an undisputed invoice from Seller.

6. GENERAL TERMS AND CONDITIONS
Attachment 3, entitled General Terms and Conditions, is attached and incorporated by reference.

7. NOTICE
Any notice required by this Agreement may be given either by personal service or by deposit (postage prepaid) in the U.S. mail addressed as follows:

To City:

City of Lake Forest
Attn
: City Clerk
100 Civic Center Dr.

Lake Forest, CA 92630
To Seller:

Softchoice Corporation
Attn: Legal Department
173 Dufferin St. Suite 200
Toronto, Ontario Canada M6K 3H7
Item: 10
71 55136.00000\40303680.1
T
he Parties have executed this Agreement on the dates indicated below.

City of Lake Forest
Date: , 20
By:

Print Name:

Its:

Softchoice Corporation, a New York
corporation
Date: , 20
By:

Print Name:

Its:

July 13
22 Danielle Ryterband
Senior Legal Counsel
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ATTACHMENT 1
to AGREEMENT INCORPORATING PIGGYBACK CONTRACT

Riverside Contract

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[THE BALANCE OF THE RIVERSIDE AGREEMENT IS ON FILE WITH THE CITY CLERK]
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Additional Forms
(not included in original Riverside Contract, but
necessary for this Agreement)
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EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 1 of 10
Document X20-10635

Enterprise Enrollment State and Local
Enterprise Enrollment number
(Microsoft to complete) 89484214 Framework ID
(if applicable)
Previous Enrollment number
(Reseller to complete)

This Enrollment must be attached to a signature form to be valid.

This Microsoft Enterprise Enrollment is entered into between the entities as identified in the signature form as of the effective date. Enrolled Affiliate represents and warrants it is the same Customer, or an Affiliate of the Customer, that entered into the Enterprise Agreement identified on the program signature form.

This Enrollment consists of: (1) these terms and conditions, (2) the terms of the Enterprise Agreement identified on the signature form, (3) the Product Selection Form, (4) the Product Terms, (5) the Online Services Terms, ( 6) any Supplemental Contact Information Form, Previous Agreement/Enrollment form , and other forms that may be required, and (7) any order submitted under this Enrollment. This Enrollment may only be entered into under a 2011 or later Enterprise Agreement. By entering into this Enrollment, Enrolled Affiliate agrees to be bound by the terms and conditions of the Enterprise Agreement.

All terms used but not defined are located at http://www.microsoft.com/licensing/contracts. In the event of any conflict the terms of this Agreement control.

Effective date. If Enrolled Affiliate is renewing Software Assurance or Subscription Licenses from one or more previous Enrollments or agreements, then the effective date will be the day after the first prior Enrollment or agreement expires or terminates. If this Enrollment is renewed, the effective date of the renewal term will be the day after the Expiration Date of the initial term. Otherwise, the effective date will be the date this Enrollment is accepted by Microsoft. Any reference to “anniversary date” refers to the anniversary of the effective date of the applicable initial or renewal term for each year this Enrollment is in effect.

Term. The initial term of th is Enrollment will expire on the last day of the month, 36 full calendar months from the effective date of the initial term . The renewal term will expire 36 full calendar m onths after the effective date of the renewal term.

Terms and Conditions

1. Definitions.

Terms used but not defined in this Enrollment will have the definition in the Enterprise Agreement. The following definitions are used in this Enrollment:
“Additional Product” means any Product identified as such in the Product Terms and chosen by Enrolled Affiliate under this Enrollment.
“Community” means the community consisting of one or more of the following: (1) a Government, (2) an Enrolled Affiliate u sing eligible Government Community Cloud Services to provide solutions to a Government or a qualified member of the Community, or (3) a Customer with Customer Data that is subject to Government regulations for which Customer determines and Microsoft agrees that the use of Government Community Cloud Services is appropriate to meet Customer’s regulatory requirements.

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EA20201EnrGov(US)SLG(ENG)(Oct2019) Page 2 of 10
Document X20-10635

Membership in the Community is ultimately at Microsoft’s discretion, which may vary by Government Community Cloud Service.
“Enterprise Online Service” means any Online Service designated as an Enterprise Online Service in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Online Services are treated as Online Services, except as noted.
“Enterprise Product” means any Desktop Platform Product that Microsoft designates as an Enterprise Product in the Product Terms and chosen by Enrolled Affiliate under this Enrollment. Enterprise Products must be licensed for all Qualified Devices and Qualified Users on an Enterprise -wide basis under this program.
“Expiration Date” means the date upon which the Enrollment expires. “Federal Agency” means a bureau, office, agency, department or other entity of the United States Government.
“Government” means a Federal Agency, State/Local Entity, or Tribal Entity acting in its governmental capacity.
“Government Community Cloud Services” means Microsoft Online Services that are provisioned in Microsoft’s multi-tenant data centers for exclusive use by or for the Community and offered in accordance with the National Institute of Standards and Technology (NIST) Special Publication 800- 145. Microsoft Online Services that are Government Community Cloud Services are designated as such in the Use Rights and Product Terms.
“Industry Device” (also known as line of business device) means any device that: (1) is not useable in its deployed configuration as a general purpose personal computing device (such as a personal computer), a multi-function server, or a commercially viable substitute for one of these systems; and (2) only employs an industry or task-specific software program (e.g. a computer-aided design program used by an architect or a point of sale program) (“Industry Program”). The device may include features and functions derived from Microsoft software or third-party software. If the device performs desktop functions (such as email, word processing, spreadsheets, database, network or Internet browsing, or scheduling, or personal finance), then the desktop functions: ( 1) may only be used for the purpose of supporting the Industry Program functionality; and (2) must be technically integrated with the Industry Program or employ technically enforced policies or architecture to operate only when used with the Industry Program functionality. “Managed Device” means any device on which any Affiliate in the Enterprise directly or indirectly controls one or more operating system environments. Examples of Managed Devices can be found in the Product Terms.
“Qualified Device” means any device that is used by or for the benefit of Enrolled Affiliate’s Enterprise and is: (1) a personal desktop computer, portable computer, workstation, or similar device capable of running Windows Pro locally (in a physical or virtual operating system environment), or (2) a device used to access a virtual desktop infrastructure (“VDI”). Qualified Devices do not include any device that is: (1) designated as a server and not used as a personal computer, (2) an Industry Device, or (3) not a Managed Device. At its option, the Enrolled Affiliate may designate any device excluded above (e.g., Industry Device) that is used by or for the benefit of the Enrolled Affiliate’s Enterprise as a Qualified Device for all or a subset of Enterprise Products or Online Services the Enrolled Affiliate has selected. “Qualified User” means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms. “Reseller” means an entity authorized by Microsoft to resell Licenses under this program and engaged by an Enrolled Affiliate to provide pre- and post-transaction assistance related to this agreement; “Reserved License” means for an Online Service identified as eligible for true -ups in the Product Terms, the License reserved by Enrolled Affiliate prior to use and for which Microsoft will make the Online Service available for activation.

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"State/Local Entity" means (1) any agency of a state or local government in the United States, or (2) any United States county, borough, commonwealth, city, municipality, town, township, special purpose district, or other similar type of governmental instrumentality established by the laws of Customer’s state and located within Customer’s state’s jurisdiction and geographic boundaries. “Tribal Entity” means a federally recognized tribal entity performing tribal governmental functions and eligible for funding and services from the U.S. Department of Interior by virtue of its status as an Indian tribe.
“Use Rights” means, with respec t to any licensing program, the use rights or terms of service for each Product and version published for that licensing program at the Volume Licensing Site and updated from time to time. The Use Rights include the Product -Specific License Terms, the Lice nse Model terms, the Universal License Terms, the Data Protection Terms, and the Other Legal Terms. The Use Rights supersede the terms of any end user license agreement (on- screen or otherwise) that accompanies a Product.
“Volume Licensing Site” means http://www.microsoft.com/licensing/contracts or a successor site.

2. Order requirements.
a. Minimum order requirements. Enrolled Affiliate’s Enterprise must have a minimum of 250 Qualified Users or Qualified Devices. The initial order must include at least 250 Licenses for Enterprise Products or Enterprise Online Services.
(i) Enterprise commitment. Enrolled Affiliate must order enough Licenses to cover all Qualified Users or Qualified Devices, depending on the License Type, with one or more Enterprise Products or a mix of Enterprise Products and the corresponding Enterprise Online Services (as long as all Qualified Devices not covered by a License are only used by users covered with a user License).
(ii) Enterprise Online Services only. If no Enterprise Product is ordered, then Enrolled Affiliate need only maintain at least 250 Subscription Licenses for Enterprise Online Services.
b. Additional Products. Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products.
c. Use Rights for Enterprise Products. For Enterprise Products, if a new Product version has more restrictive use rights than the version that is current at the start of the applicable initial or renewal term of the Enrollment, those more restrictive use rights will not apply to Enrolled Affiliate’s use of that Product during that term.
d. Country of usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders.
e. Resellers. Enrolled Affiliate must choose and maintain a Reseller authorized in the United States. Enrolled Affiliate will acquire its Licenses through its chosen Reseller. Orders must be submitted to the Reseller who will transmit the order to Microsoft. The Reseller and Enrolled Affiliate determine pricing and payment terms as between them, and Microsoft will invoice the Reseller based on those terms. Throughout this Agreement the term “price” refers to reference price. Resellers and other third parties do not have authority to bind or impose any obligation or liability on Microsoft.
f. Adding Products.
(i) Adding new Products not previously ordered. New Enterprise Products or Enterprise Online Services may be added at any time by contacting a Microsoft Account Manager or Reseller. New Additional Products, other than Online Services, may be used if an order is placed in the month the Product is first used. For Additional Products that are Online Services, an initial order for the Online Service is required prior to use.

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(ii) Adding Licenses for previously ordered Products. Additional Licenses for previously ordered Products other than Online Services may be added at any time but must be included in the next true-up order. Additional Licenses for Online Services must be ordered prior to use, unless the Online Services are (1) identified as eligible for true -up in the Product Terms or (2) included as part of other Licenses. g. True-up requirements. Enrolled Affiliate must submit an annual true- up order that accounts for any changes since the initial order or last order. If there are no changes, then an update statement must be submitted instead of a true-up order. (i) Enterprise Products. For Enterprise Products, Enrolled Affiliate must determine the number of Qualified Devices and Qualified Users (if ordering user -based Licenses) at the time the true-up order is placed and must order additional Licenses for all Qualified Devices and Qualified Users that are not already covered by existing Licenses, including any Enterprise Online Services.
(ii) Additional Products. For Additional Products that have been previously ordered under this Enrollment , Enrolled Affiliate mus t determine the maximum number of Additional Products used since the latter of the initial order, the last true -up order, or the prior anniversary date and submit a true-up order that accounts for any increase. (iii) Online Services. For Online Services identif ied as eligible for true -up in the Product Terms, Enrolled Affiliate may place a reservation order for the additional Licenses prior to use and payment may be deferred until the next true- up order. Microsoft will provide a report of Reserved Licenses ordered but not yet invoiced to Enrolled Affiliate and its Reseller. Reserved Licenses will be invoiced retrospectively to the month in which they were ordered.
(iv) Subscription License reductions. Enrolled Affiliate may reduce the quantity of Subscription Licenses at the Enrollment anniversary date on a prospective basis if permitted in the Product Terms, as follows:
1) For Subscription Licenses that are part of an Enterprise-wide purchase, Licenses may be reduced if the total quantity of Licenses and Software Assurance for an applicable group meets or exceeds the quantity of Qualified Devices and Qualified Users (if ordering user-based Licenses) identified on the Product Selection Form, and includes any additional Qualified Devices and Qualified Users added in any prior true-up orders.

Step-up Licenses do not count towards this total count. 2) For Enterprise Online Services that are not a part of an Enterprise- wide purchase, Licenses can be reduced as long as the initial order minimum requirements are maintained.
3) For Additional Products available as Subscription Licenses, Enrolled Affiliate may reduce the Licenses. If the License count is reduced to zero, then Enrolled Affiliate’s use of the applicable Subscription License will be cancelled.

Invoices will be adjusted to reflect any reductions in Subscription Licenses at the true -up order Enrollment anniversary date and effective as of such date. (v) Update statement. An update statement must be submitted instead of a true-up order if, since the i nitial order or last true- up order, Enrolled Affiliate’s Enterprise: (1) has not changed the number of Qualified Devices and Qualified Users licensed with Enterprise Products or Enterprise Online Services; and (2) has not increased its usage of Additional Products. This update statement must be signed by Enrolled Affiliat e’s authorized representative.
(vi) True-up order period. The true- up order or update statement must be received by Microsoft between 60 and 30 days prior to each Enrollment anniversary date. The third- year true-up order or update statement is due within 30 days prior to the Expiration Date, and any license reservations within this 30 day period will not be accepted. Enrolled Affiliate Item: 10
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may submit true-up orders more often to account for increa ses in Product usage, but an annual true-up order or update statement must still be submitted during the annual order period.
(vii) Late true-up order. If the true -up order or update statement is not received when due, Microsoft will invoice Reseller for all Re served Licenses not previously invoiced and Subscription License reductions cannot be reported until the following Enrollment anniversary date (or at Enrollment renewal, as applicable). h. Step-up Licenses. For Licenses eligible for a step-up under this Enrollment, Enrolled Affiliate may step-up to a higher edition or suite as follows:
(i) For step-up Licenses included on an initial order, Enrolled Affiliate may order according to the true-up process.
(ii) If step -up Licenses are not included on an initial order, Enrolled Affiliate may step -up initially by following the process described in the Section titled “Adding new Products not previously ordered,” then for additional step- up Licenses, by following the true -up order process.
i. Clerical errors. Microsoft may correct clerical errors in this Enrollment, and any documents submitted with or under this Enrollment, by providing notice by email and a reasonable opportunity for Enrolled Affiliate to object to the correction. Clerical errors include minor mistakes, unintentional additions and omissions. This provision does not apply to material terms, such as the identity, quantity or price of a Product ordered. j. Verifying compliance. Microsoft may, in its discretion and at its expense, verify compliance with this Enrollment as set forth in the Enterprise Agreement.

3. Pricing.
a. Price Levels. For both the initial and any renewal term Enrolled Affiliate’s Price Level for all Products ordered under this Enrollment will be Level “D” throughout the term of the Enrollment. b. Setting Prices. Enrolled Affiliate’s prices for each Product or Service will be established by its Reseller. Except for Online Services designated in the Product Terms as being exempt from fixed pricing, As long as Enrolled Affiliate continues to qualify for the same price level, Microsoft’s prices for Resellers for each Product or Service ordered will be fixed throughout the applicable initial or renewal Enrollment term. Microsoft’s prices to Resellers are reestablished at the beginning of the renewal term.

4. Payment terms.

For the initial or renewal order, Microsoft will invoice Enrolled Affiliate’s Reseller in three equal annual installments. The first installment will be invoiced upon Microsoft’s acceptance of this Enrollment and remaining installments will be invoiced on each subsequent Enrollment anniversary date. Subsequent orders are invoiced upon acceptance of the order and Enrolled Affiliate may elect to pay annually or upfront for Online Services and upfront for all other Licenses.

5. End of Enrollment term and termination.
a. General. At the Expiration Date, Enrolled Affiliate must immediately order and pay for Licenses for Products it has used but has not previously submitted an order, except as otherwis e provided in this Enrollment.
b. Renewal option. At the Expiration Date of the initial term , Enrolled Affiliate can renew Products by renewing this Enrollment for one additional 36- month term or by signing a new Enrollment. Microsoft must receive a Renewal Form, Product Selection Form , and renewal order prior to or at the Expiration Date. Microsoft will not unreasonably reject any renewal.

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Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at renewal. c. If Enrolled Affiliate elects not to renew.
(i) Software Assurance. If Enrolled Affiliate elects not to renew Software Assurance for any Product under its Enrollment, then Enrolled Affiliate will not be permitted to order Software Assurance later without first acquiring a new License with Software Assurance. (ii) Online Services eligible for an Extended Term. For Online Services identified as eligible for an Extended Term in the Product Terms, the following options are available at the end of the Enrollment initial or renewal term.
1) Extended Term. Licenses for Online Services will automatically expire in accordance with the terms of the Enrollment. An extended term feature that allows Online Services to continue month- to-month (“Extended Term”) is available. During the Extended Term, Online Services will be invoiced monthly at the then- current published price as of the Expiration Date plus a 3% administrative fee for up to one year . If Enrolled Affiliate wants an Extended Term, Enrolled Affiliate must submit a request to Microsoft at least 30 days prior to the Expiration Date.
2) Cancellation during Extended Term. At any time during the first year of the Extended Term, Enrolled Affiliate may terminate the Extended T erm by submitting a notice of cancellation to Microsoft for each Online Service. Thereafter, either party may terminate the Extended Term by providing the other with a notice of cancellation for each Online Service. Cancellation will be effective at the end of the month following 30 days after Microsoft has received or issued the notice. (iii) Subscription Licenses and Online Services not eligible for an Extended Term. If Enrolled Affiliate elects not to renew, the Licenses will be cancelled and will terminate as of the Expiration Date. Any associated media must be uninstalled and destroyed and Enrolled Affiliate’s Enterprise must discontinue use. Microsoft may request written certification to verify compliance.
d. Termination for cause. Any termination for caus e of this Enrollment will be subject to the “Termination for cause” s ection of the A greement. In addition, it shall be a breach of this Enrollment if Enrolled Affiliate or any Affiliate in the Enterprise that uses Government Community Cloud Services fails to meet and maintain the conditions of membership in the definition of Community.
e. Early termination. Any early termination of this Enrollment will be subject to the “Early Termination” Section of the Enterprise Agreement.

For Subscription Licenses, in the event of a breach by Microsoft, or if Microsoft terminates an Online Service for regulatory reasons, Microsoft will issue Reseller a credit for any amount paid in advance for the period after termination.

6. Government Community Cloud.
a. Community requirements. If Enrolled Affiliate purchases Government Community Cloud Services, Enrolled Affiliate certifies that it is a member of the Community and agrees t o use Government Community Cloud Services solely in its capacity as a member of the Community and, for eligible Government Community Cloud Services, for the benefit of end users that are members of the Community. Use of Government Community Cloud Services by an entity that is not a member of the Community or to provide services to non-Community members is strictly prohibited and could result in termination of Enrolled Affiliate’s license(s) for Government Community Cloud Services without notice. Enrolled Affiliate acknowledges that only Community members may use Government Community Cloud Services. b. All terms and conditions applicable to non-Government Community Cloud Services also apply Item: 10
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to their corresponding Government Community Cloud Services, except as otherwise noted in the Use Rights, Product Terms, and this Enrollment.
c. Enrolled Affiliate may not deploy or use Government Community Cloud Services and corresponding non-Government Community Cloud Services in the same domain. d. Use Rights for Gover nment Community Cloud Services. For Government Community Cloud Services, notwithstanding anything to the contrary in the Use Rights:
(i) Government Community Cloud Services will be offered only within the United States. (ii) Additional European Terms, as set forth in the Use Rights, will not apply. (iii) References to geographic areas in the Use Rights with respect to the location of Customer Data at rest, as set forth in the Use Rights, refer only to the United States.

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Enrollment Details

1. Enrolled Affiliate’s Enterprise.
a. Identify which Agency Affiliates are included in the Enterprise. (Required) Enrolled Affiliate’s Enterprise must consist of entire offices, bureaus, agencies, departments or other entities of Enrolled Affiliate, not partial offices, bureaus, agencies, or departments, or other partial entities.

Check only one box in this section. If no boxes are checked, Microsoft will deem the Enterprise to include the Enrolled Affiliate only. If more than one box is checked, Microsoft will deem the Enterprise to include the largest number of Affiliates:
 Enrolled Affiliate only
 Enrolled Affiliate and all Affiliates
 Enrolled Affiliate and the following Affiliate(s) (Only identify specific affiliates to be included if fewer than all Affiliates are to be included in the Enterprise):

 Enrolled Affiliate and all Affiliates, with following Affiliate(s) excluded:

b. Please indicate whether the Enrolled Affiliate’s Enterprise will include all new Affiliates acquired after the start of this Enrollment: Exclude future Affiliates

2. Contact information.

Each party will notify the other in writing if any of the information in the following contact information page(s) changes. The asterisks (*) indicate required fields. B y providing contact information, Enrolled Affiliate consents to its use for purposes of administering this Enrollment by Microsoft, its Affiliates, and other parties that help administer this Enrollment. The personal information provided in connection with this Enrollment will be used and protected in accordance with the privacy statement available at https://www.microsoft.com/licensing/servicecenter
.
a. Primary contact. This contact is the primary contact for the Enrollment from within Enrolled Affiliate’s Enterprise. This contact is also an Online Administrator for the Volume Licensing Service Center and may grant online access to others. The primary contact will be the default contact for all purposes unless separate contacts are identified for specific purposes Name of entity (must be legal entity name)* City of Lake Forest Contact name* First Douglas Last McBratney
Contact email address* [email protected]
Street address* 25550 Commercentre Dr Ste 100
City* Lake Forest
State* CA
Postal code* 92630-8893-
(Please provide the zip + 4, e.g. xxxxx-xxxx)
Country* United States
Phone* (949) 461-3475
Tax ID
* indicates required fields
b. Notices contact and Online Administrator. This contact (1) receives the contractual notices, (2) is the Online Administrator for the Volume Licensing Service Center and may grant online access to others, and (3) is authorized to order Reserved Licenses for eligible Online Servies, including adding or reassigning Licenses and stepping-up prior to a true-up order.

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 Same as primary contact (default if no information is provided below, even if the box is not checked).

Contact name* First Douglas Last McBratney
Contact email address* [email protected]
Street address* 25550 Commercentre Dr Ste 100
City* Lake Forest
State* CA
Postal code* 92630-8893-
(Please provide the zip + 4, e.g. xxxxx-xxxx)
Country* United States
Phone* (949) 461-3475
Language preference. Choose the language for notices. English  This contact is a third party (not the Enrolled Affiliate). Warning: This contact receives personally identifiable information of the Customer and its Affiliates. * indicates required fields
c. Online Services Manager. This contact is authorized to manage the Online Services ordered under the Enrollment and (for applicable Online Services) to add or reassign Licenses and step-up prior to a true-up order.

Same as notices contact and Online Administrator (default if no information is provided below, even if box is not checked)
Contact name*: First Douglas Last McBratney
Contact email address* [email protected]
Phone* (949) 461-3475
 This contact is from a third party organization (not the entity). Warning: This contact receives personally identifiable information of the entity.
* indicates required fields
d. Reseller information. Reseller contact for this Enrollment is:

Reseller company name* SoftChoice Corporation
Street address (PO boxes will not be accepted)* 314 W Superior St STE 400 City* Chicago
State* IL
Postal code* 60654-3538
Country* United States
Contact name* Licensing Administrator
Phone* 0000
Contact email address* [email protected] * indicates required fields
By signing below, the Reseller identified above confirms that all information provided in this Enrollment is correct.

Signature*
Printed name*
Printed title*
Date*
* indicates required fields
Changing a Reseller. If Microsoft or the Reseller chooses to discontinue doing business with each other, Enrolled Affiliate must choose a replacement Reseller. If Enrolled Affiliate or the Reseller intends to terminate their relationship, the initiating party must notify Microsoft and the Item: 10
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other party using a form provided by Microsoft at least 90 days prior to the date on which the change is to take effect.
e. If Enrolled Affiliate requires a separate contact for any of the following, attach the Supplemental Contact Information form. Otherwise, the notices contact and Online Administrator remains the default.
(i) Additional notices contact
(ii) Software Assurance manager
(iii) Subscriptions manager
(iv) Customer Support Manager (CSM) contact

3. Financing elections.

Is a purchase under this Enrollment being financed through MS Financing?  Yes,  No.

If a purchase under this Enrollment is financed through MS Financing, and Enrolled Affiliate chooses not to finance any associated taxes, it must pay these taxes directly to Microsoft.

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Item: 10
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ProgramSignForm(MSSign)(NA,LatAm)ExBRA,MLI(ENG)(May2020) Page 1 of 2 Document X20-12883

Program Signature Form
MBA/MBSA number

1183994.003
Agreement number 8084445

Note: Enter the applicable active numbers associated with the documents below. Microsoft requires the associated active number be indicated here, or listed below as new.

For the purposes of this form, “Customer” can mean the signing entity, Enrolled Affiliate, Government Partner, Institution, or other party entering into a volume licensing program agreement.

This signature form and all contract documents identified in the table below are entered into between the Customer and the Microsoft Affiliate signing, as of the effective date identified below.

Contract Document Number or Code
Enterprise Enrollment (Indirect) X20-10635
Sub250 Form W29
Enterprise Amendment W29(New)
Product Selection Form 1183994.003_PSF
By signing below, Customer and the Microsoft Affiliate agree that both parties (1) have received, read and understand the above contract documents, including any websites or documents incorporated by reference and any amendments and (2) agree to be bound by the terms of all such documents.

Customer
Name of Entity (must be legal entity name)* City of Lake Forest Signature*
Printed First and Last Name*
Printed Title
Signature Date*
Tax ID
* indicates required field
Microsoft Affiliate
Microsoft Corporation
Signature
Printed First and Last Name
Printed Title
Signature Date
(date Microsoft Affiliate countersigns)
Agreement Effective Date
(may be different than Microsoft’s signature date)
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Optional 2nd Customer signature or Outsourcer signature (if applicable) Customer
Name of Entity (must be legal entity name)*
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
* indicates required field
Outsourcer
Name of Entity (must be legal entity name)*
Signature*
Printed First and Last Name*
Printed Title
Signature Date*
* indicates required field
If Customer requires additional contacts or is reporting multiple previous Enrollments, include the appropriate form(s) with this signature form.

After this signature form is signed by the Customer, send it and the Contract Documents to Customer’s channel partner or Microsoft account manager, who must submit them to the following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy.

Microsoft Corporation
Dept. 551, Volume Licensing
6880 Sierra Center Parkway
Reno, Nevada 89511
USA
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EAEnrAmend(NA)(ENG)(May2018) Sub 250 Program
W29
O

Enterprise
Sub 250 Program
Amendment ID W29
The parties agree that the Enrollment is amended as follows:

1. On the first page of the Enrollment, the following is added after the second paragraph:

By entering into this Enrollment, the Enrolled Affiliate agrees that (1) it also has 25 or more Qualified Devices or Qualified Users; or (2) as a condition of entering into this Enrollment with 25 -249 Qualified Devices or Qualified Users, Enrolled Affiliate has elected not to receive CD ROMs as part of the Enrollment and therefore no CD ROMs will automatically be shipped. If Enrolled Affiliate is enrolling with 25-249 Qualified Devices or Qualified Users and it would like to receive CD ROM Kits and updates, Enrolled Affiliate may order these through its Reseller for a fee.

The submission of this Amendment can only be placed against a 2011 Enterprise Agreement or an Enrollment that has the Updated EA Amendment terms and conditions applied. The submittal of this Amendment may not be contingent on submittal of a new Enterprise Agreement.

2. Section 2a of the Enrollment titled “Order Requirements”, is hereby amended and restated in its entirety with the following:
a. Minimum Order Requirements. Enrolled Affiliate’s Enterprise must have a minimum of 25 Qualified Users or Qualified Devices.
(i) Initial Order. Initial order must include at least 25 Licenses from one of the four groups outlined in the Product Selection Form.
(ii) If choosing Enterprise Products. If choosing Enterprise Products in a specific group outlined in the Product Selection Form, Enrolled Affiliate’s initial order must include an Enterprise-wide selection of one or more Enterprise Products or a mix of Enterprise Products and corresponding Enterprise Online Services for that group. (iii) Additional Products. Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products.
(iv) Country of Usage. Enrolled Affiliate must specify the countries where Licenses will be used on its initial order and on any additional orders. (v) Enterprise Online Services only. If no Enterprise Product is ordered, then Enrolled Affiliate need only maintain at least 25 Subscription Licenses for Enterprise Online Services.

3. Software Assurance renewal.

Renewing Software Assurance: If Enrolled Affiliate will be renewing Products Software Assurance coverage from a separate agreement, check this box.  By checking the above box, a new section is added to the Enrollment entitled “Software Assurance Addition.”
Software Assurance Addition. Enrolled Affiliate is permitted to and will include in its initial order under this Enrollment Software Assurance quantities from eligible Program’s identified in the table below, even though Enrolled Affiliate is not otherwise eligible to order such Software Assurance without simultaneously ordering a License.

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125

EAEnrAmend(NA)(ENG)(May2018) Sub 250 Program
W29
O

Enrolled Affiliate agrees that any perpetual Li censes received through the New Software Assurance shall supersede and replace the underlying Licenses, and the underlying Licenses are not to be transferred separately from any Licenses received through the New Software Assurance. Any remaining payment obligations with respect to the underlying Licenses shall continue in effect.

Program License ID Number Expiration Date
<> <> <>

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55136.00000\40303680.1
ATTACHMENT 2
to AGREEMENT INCORPORATING PIGGYBACK CONTRACT
D
escription and Pricing of Licenses under Riverside Contract.

Item: 10
127
Budgetary Quote
Ship To :

City Of Lake Forest
100 CIVIC CTR DR
LAKE FOREST, CA 92630
Bill To:

City Of Lake Forest
100 CIVIC CTR DR

LAKE FOREST CA
92630
Quote Prepared For
City Of Lake Forest
Phone:

Email:

Quote Sent By Madeline Pokora
[email protected]
Phone: 312-655-9002
Fax:

Anniversary Date
Authorization Number
Agreement End Date
Comments
NN SLG EA - Annualized - Year 1 of 3
Item # Mfg SKU # Description Qty Billing
Frequency
Start
Date
End
Date
Usage
Country
License
Type Unit Price Extended
Price
2000402848 T6A-00024 O365E1 ShrdSvr ALNG SubsVL MVL PerUsr 70 Upfront 01-May- 2022
30-Apr-
2023
United
States
Subscription $86.40 $6,048.00
2000402468 AAA-10842 O365E3 ShrdSvr ALNG SubsVL MVL PerUsr 120 Upfront 01-May- 2022
30-Apr-
2023
United
States
Subscription $238.80 $28,656.00
2000671979 NYG-00001 AUDIO CONFERENCING SELECT DIAL OUT

SUB ADD-ON
190 Upfront 01-May-
2022
30-Apr-
2023
United
States
Subscription $0.00 $0.00
Quote Q-1020748
Date 02-Jun-2022
Softchoice
20 Mowat Avenue
Toronto, ON
M6K 3E8
Sales/Order desk
Phone: (800) 268-7638
Fax: (800)
268-7639
Item: 10
128
Budgetary Quote

2000402387 3R2-00002 AzureActvDrctryPremP1 ShrdSvr ALNG SubsVL MVL PerUsr
70 Upfront 01-May-
2022
30-Apr-
2023
United
States
Subscription $55.44 $3,880.80
2000402742 N9U-00002 VisioPlan2 ShrdSvr ALNG SubsVL MVL PerUsr
5 Upfront 01-May-
2022
30-Apr-
2023
Subscription $139.80 $699.00
GROUP TOTAL $39,283.80
NN SLG EA - Annualized - Year 2 of 3
Item # Mfg SKU # Description Qty Billing
Frequency
Start
Date
End
Date
Usage
Country
License
Type Unit Price Extended
Price
2000402848 T6A-00024 O365E1 ShrdSvr ALNG SubsVL MVL PerUsr 70 Upfront 01-May- 2023
30-Apr-
2024
United
States
Subscription $86.40 $6,048.00
2000402468 AAA-10842 O365E3 ShrdSvr ALNG SubsVL MVL PerUsr 120 Upfront 01-May- 2023
30-Apr-
2024
United
States
Subscription $238.80 $28,656.00
2000671979 NYG-00001 AUDIO CONFERENCING SELECT DIAL OUT

SUB ADD-ON
190 Upfront 01-May-
2023
30-Apr-
2024
United
States
Subscription $0.00 $0.00
2000402387 3R2-00002 AzureActvDrctryPremP1 ShrdSvr ALNG SubsVL MVL PerUsr
70 Upfront 01-May-
2023
30-Apr-
2024
United
States
Subscription $55.44 $3,880.80
2000402742 N9U-00002 VisioPlan2 ShrdSvr ALNG SubsVL MVL PerUsr
5 Upfront 01-May-
2023
30-Apr-
2024
Subscription $139.80 $699.00
GROUP TOTAL $39,283.80
NN SLG EA - Annualized - Year 3 of 3
Item # Mfg SKU # Description Qty Billing
Frequency
Start
Date
End
Date
Usage
Country
License
Type Unit Price Extended
Price
2000402848 T6A-00024 O365E1 ShrdSvr ALNG SubsVL MVL PerUsr 70 Upfront 01-May- 2024
30-Apr-
2025
United
States
Subscription $86.40 $6,048.00
Item: 10
129
Budgetary Quote

2000402468 AAA-10842 O365E3 ShrdSvr ALNG SubsVL MVL PerUsr 120 Upfront 01-May- 2024
30-Apr-
2025
United
States
Subscription $238.80 $28,656.00
2000671979 NYG-00001 AUDIO CONFERENCING SELECT DIAL OUT

SUB ADD-ON
190 Upfront 01-May-
2024
30-Apr-
2025
United
States
Subscription $0.00 $0.00
2000402387 3R2-00002 AzureActvDrctryPremP1 ShrdSvr ALNG SubsVL MVL PerUsr
70 Upfront 01-May-
2024
30-Apr-
2025
United
States
Subscription $55.44 $3,880.80
2000402742 N9U-00002 VisioPlan2 ShrdSvr ALNG SubsVL MVL PerUsr
5 Upfront 01-May-
2024
30-Apr-
2025
Subscription $139.80 $699.00
GROUP TOTAL $39,283.80

SUBTOTAL
DELIVERY: Ground - 3 to 5 days
State Tax
Local Tax
$117,851.40
$0.00
$0.00
$0.00
All currency in this quote is in (USD). TOTAL
$117,851.40
$0.00
$0.00
$0.00
$117,851.40
Payment options are only available in listed currency and not billable in other currencies. Pricing, availability, and special offers are subject to change at any time.

This document and the transaction(s) to which it pertains are governed by Softchoice's online terms of sale, unless a separate purchase agreement was signed by both your company and Softchoice, in which case, that separate agreement will govern. Softchoice's terms of sale can be found http://www.softchoice.com/softchoice-terms-and-conditions- for-products
As noted in the Microsoft Enterprise Agreement, any online subscription services within this quote will automatically renew annually unless Softchoice is notified in writing at least 30 days prior to your anniversary. If you are within the final year of your agreement the previous statement does not apply; new products and quantities will be reviewed in your renewal process.

Signature :

Name :

Title :

Date :

Item: 10
130
55136.00000\40303680.1
ATTACHMENT 3
to AGREEMENT INCORPORATING PIGGYBACK CONTRACT

GENERAL TERMS AND CONDITIONS

1. LIMITATION OF LIABILITY . Other than as
provided in this Agreement, City’s financial obligations under this Agreement shall be limited to the payment of the compensation provided in this Agreement.

Notwithstanding any other provision of this Agreement,
in no event, shall City be liable, regardless of whether any claim is based on contract or tort, for any special,
consequential, indirect or incidental damages, including, but not limited to, lost profits or revenue, arising out of or in connection with this Agreement for the services
performed in connection with this Agreement.

2. TIME IS OF THE ESSENCE. Time is of the essence
in the performance of this Agreement and the timing
requirements agreed upon by the Parties, if any, shall be strictly adhered to unless otherwise modified in writing.

3. PROVISIONS REQUIRED BY LAW DEEMED
INSERTED. Each and every provision of law and clause
required by law to be inserted in this Agreement shall be deemed to be inserted and this Agreement shall be read
and enforced as though it were included. If through
mistake or otherwise, any provision is not inserted or is not correctly inserted, then upon application of either Party, the Agreement shall be amended to make the
insertion or corr ection. All references to statutes and regulations shall include all amendments, replacements, and enactments in the subject which are in effect as of the date of this Agreement, and any later changes which do
not materially and substantially alter the positions of the Parties.

4. ASSIGNMENT AND SUCCESSORS. Neither City
nor Seller shall, without the prior written consent of the other Party, assign the benefit or in any way transfer their respective obligations under this Agreement. This
Agreement shall inure to the benefit of and be binding
upon the Parties hereto and, except as otherwise provided herein, upon their executors, administrators, successors, and assigns.

5. SEVERABILITY. In the event that any provision of this Agreement shall be construed to be illegal or invalid for any reason, said illegality or invalidity shall not affect th e
r
emaining provisions hereof, but such illegal or invalid provision shall be fully severable and this Agreement
shall be construed and enforced as if such illegal or
invalid provision had never been included herein, unless to do so would frustrate the intent and purpose of this Agreement.

6. FORCE MAJEURE. No Party shall be liable to any
other Party for any loss or damage of any kind or for any default or delay in the performance of its obligations
under this Agreement (except for payment obligations) i f
a
nd to the extent that the same is caused, directly or
indirectly, by fire, flood, earthquake, elements of nature, epidemics, pandemics, quarantines, acts of God, acts of war, terrorism, civil unrest or political, religious, civil or economic strife, or any other cause beyond a Party’s
reasonable control.

7. VENUE/GOVERNING LAWS. This Agreement shall
be governed by the laws of the State of California a
nd
ve
nue shall be in the County and/or federal judicial
district in which the City’s principal administrative office is located.

8. ATTORNEY’S FEES. If suit is brought by either Party to enforce any of the terms of this Agreement, each Party shall bear its own attorney’s fees and costs.

9. ENTIRE AGREEMENT. This Agreement represents
the entire agreement between City and Seller an
d
s
upersedes all prior negotiations, representations or
agreements, either written or oral. This Agreement may be amended or modified only by an agreement in writing, signed by both City and Seller.

10. MODIFICATION. This Agreement may be amended at
any time by the written agreement of City and Seller.

11. 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.

12. AUTHORITY. The individual executing this
Agreement on behalf of Seller warrants that he/she is
authorized to execute the Agreement on behalf of Seller and that Seller will be bound by the terms and conditions contained herein.

13. HEADINGS & CONSTRUCTION. Headings at t h
e
be
ginning of each paragraph and subparagraph are solely
for the convenience of the Parties and are not a part of the Agreement. Whenever required by the context of this
Agreement, the singular shall include the plural and the masculine shall include the feminine and vice versa. This Agreement shall not be construed as if it had been
prepared by one of the Parties, but rather as if both Parties had prepared the same. Unless otherwise indicated, all references to paragraphs, sections, subparagraphs, and
subsections are to this Agreement.

14. COUNTERPARTS. This Agreement may be
executed in counterparts, each of which shall be deemed an original, but all of which, together, when signed by all of the Parties hereto, shall constitute one and the sam e
in
strument. A facsimile or electronic signature shall be as valid as an original.

Item: 10
131

CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Management Services
SUBJECT:

CONTRACT AWARD FOR PRINTING AND MAILING SERVICES
RECOMMENDED ACTION(S):

1. Award the Agreement with Advantage Mailing LLC with a total compensation amount of $466,811 for printing and mail preparation of City newsletters and materials.

2. Authorize the Mayor to sign, and the City Clerk to attest, the Agreement with Advantage Mailing LLC, substantially in the form attached.

EXECUTIVE SUMMARY:

The City relies on a printing contractor to print and mail City newsletters (e.g., In Business, The Leaflet and Recreation Guide), and project-specific postcards and brochures. Advantage Mailing LLC (“Advantage”) has been under contract with the City for these services since August 1, 2017. The term of this existing contract is set to expire on July 31, 2022.

On June 6, 2022, the City published a Request for Bids to secure a new contract with a vendor to provide printing and mailing services. The Request for Bids process identified Advantage as offering the best pricing for the City’s printing needs. Therefore, staff recommends the City Council approve the proposed three-year Agreement for General Services (“Agreement”) with Advantage. The Agreement includes a three-year term and a compensation amount of $466,811 for printing and mail preparation of City newsletters and materials. Sufficient funding has been included in the 2021-2023 Operating Budget to cover the costs of the recommendation action.

BACKGROUND:

The City’s biennial Resident and Business Satisfaction Survey continues to show The Leaflet and Recreation Guide is residents’ top source for City news and information. Each quarter, approximately 37,000 copies of each edition of The Leaflet and Recreation Guide is printed, with 33,185 mailed to residents and Item: 11
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businesses. The remainder are distributed at the Lake Forest Sports Park and Civic Center. Additionally, the City’s Economic Development Division prints 3,600 copies of In Business annually, mailing 3,240 to Lake Forest businesses. Various Public Works and other outreach projects also call for printing and mailing various postcards throughout the year, along with specialty brochures, such as a new recruitment pamphlet.

Printing and mailing City materials to residents and businesses meets two of the City’s three Strategic Plan Priority Areas:

1. Informed – Transparency about decision making and government performance cultivates public trust.

2. Engaged – Outreach, creative events, and programs inspire connection and participation between residents, businesses, and City government.

Since 2014, the City has used Advantage to print, bind, and mail the aforementioned newsletters and materials. The City Council first awarded a one- year agreement with Advantage on July 1, 2014, which was then extended two additional years. The City Council then awarded a three-year agreement to Advantage on August 1, 2017 with two optional one-year extensions available based on performance. The City Council exercised the one-year extensions in 2020 and 2021, and the agreement is set to expire on July 30, 2022.

DISCUSSION:

Staff initiated the competitive bid process with a final scope of work that included print specifications and requirements to capture the best price while maintaining the integrity and quality of the City’s printing projects. This commenced with staff posting a draft Scope of Work on PlanetBids, the City’s electronic procurement management system, from April 6, 2022 through April 14, 2022. Six questions and requests for clarifications were received and added to the bid request. The City Manager approved the formal Request for Bids (“RFB”) for Printing and Mailing services for posting on June 6, 2022, to Planet Bids. All bids were due to the City on June 21, 2022.

On June 21, 2022, staff received bids (Attachment 1) from four firms:
Advantage Mailing LLC (Anaheim, CA)
LA Soar Ventures/The UPS Store (Fullerton, CA)
Lotus USA Inc. (Los Angeles, CA)
WestAmerica Communications (Lake Forest, CA)

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Advantage was the apparent low bidder of the four bids received, as seen in Figure 1. The bid documents specifically state the City shall award the contract to the lowest responsible bidder, as determined from the base bid. Staff verified bid calculations and confirmed bids were equally comparable to one another. Figure 1 below provides a comparison chart of each firm’s cost when utilizing their total bid submitted, both on an annual basis and for the proposed contract term of three years.

Figure 1: Bid Analysis
The total bid amounts from each firm were produced from a list of potential products the City might print, including multiple versions of The Leaflet and Recreation Guide with various page counts. Likewise, multiple sizes of pamphlets and quantities of post cards were included in the bids, providing the City a contractual price list for potential products, although any specific product may never be produced. Therefore, to determine a more accurate total compensation amount for the contract with Advantage, staff added up prices for products that will realistically be produced and mailed over the three-year period.

To ensure the contract contains enough compensation for the three-year duration, staff included pricing for the largest anticipated edition of The Leaflet and Recreation Guide, which is 56 pages This is shown in Figure 2 below and includes printing and mailing for:
12 editions of The Leaflet and Recreation Guide (4 per year), 6 editions of In Business (2 per year),
3 Brochures (1 per year),
8 Postcards at 5,000 mailing (1-2 per year), and
3 Postcards at 35,000 mailing (1 per year)
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Figure 2: Advantage Three-Year Agreement Cost Breakdown

Located in Anaheim, Advantage has been in the printing and mailing industry for over 28 years, and currently serves several public agencies, including the cities of La Mirada, Laguna Beach, Lakewood, and Yorba Linda. After finding Advantage’s bid complete, staff conducted reference checks to verify the company’s standing as a responsible contractor. Staff received favorable comments from the references provided that conducted similar work (Attachment 2).

The City received no bid protests during the bidding period; therefore, staff recommends the City Council approve the proposed Agreement with Advantage for Mailing and Print Services. The Agreement includes a compensation amount of $466,811 and a three-year term. The Finance Department prepared the Agreement, and it was reviewed and approved by the City Attorney’s Office (Attachment 3).

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FISCAL IMPACT:

The proposed Agreement with Advantage includes a three-year term and a total compensation amount of $466,811. Sufficient funding has been included in the 2021-2023 Operating Budget to cover the costs of the recommendation action.

ATTACHMENTS:

1. Bids received

2. References for Advantage Mailing LLC

3. Proposed Agreement with Advantage Mailing LLC
Initiated By: Jonathan Volzke, Communications and Marketing Manager Submitted By: Brett Channing, Deputy City Manager
Approved By: Debra Rose, City Manager
Item: 11
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Attachment 1
Item: 11
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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/23/2022
PlanetBids, Inc.

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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/23/2022
PlanetBids, Inc.

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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/23/2022
PlanetBids, Inc.

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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/27/2022
PlanetBids, Inc.

Item: 11
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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/27/2022
PlanetBids, Inc.

Item: 11
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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/27/2022
PlanetBids, Inc.

Item: 11
143
City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/27/2022
PlanetBids, Inc.

Item: 11
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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/27/2022
PlanetBids, Inc.

Item: 11
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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/27/2022
PlanetBids, Inc.

Item: 11
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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/23/2022
PlanetBids, Inc.

Item: 11
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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/23/2022
PlanetBids, Inc.

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City of Lake Forest
Printing and Mailing Services (22-020), bidding on 06/21/2022 5:00 PM (PDT)

Printed 06/23/2022
PlanetBids, Inc.

Item: 11
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A
ttachment 2
Item: 11
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Jane Lynch
City of La Mirada
1 . Has Advantage been a timely and reliable contractor for your City? Yes, our projects have been delivered on time and Advantage has been reliable.

2. How would you describe the quality of Advantage’s work? The paper and color quality has been excellent in my experience, and their pricing is fa
ir.

Sco
tt always works with me on paper options if I’m going for a certain look a
nd feel or if I need to be within a certain budget.

W
e’ve printed season brochures, magazines, postcards, and more with th
em. I trust them with my projects big and small.
3 . Has the company and its representatives been responsive, and provide
d good customer service?
Y
es, they are communicative and available when I have questions and when we are working through a project.

They have worked with me on tight schedules and understand how the City operates with regards to payment processes and bid requests. 4 . Would you recommend the City of Lake Forest contract with Adva
ntage?
The City of La Mirada policy requires formal bids for contracts such as this s
o I would assume Lake Forest did the same.

On a personal note, I would recommend Advantage. (I’m not sure I’m a
llowed to recommend on behalf of the City).

5. Is there anything else you’d like to add about your experience with Advantage?
I
t’s been a good experience over several years. Scott gave me a tour of the large facility at one point and showed me the printing presses. It was qu
ite impressive.

Item: 11
151
Adam Gufarotti
City of Laguna Beach

1. Has Advantage been a timely and reliable contractor for your City? Yes, they produced our brochure for many years, from 2015 to 2020. We only stopped because of COVID.

2. How would you describe the quality of Advantage’s work? Very good. Had issues with previous printer who delivered a project with splotches on pages they didn’t even notice. The quality with Advantage is very good.

3. Has the company and its representatives been responsive, and provided good customer service?
They have very good customer service. Our rep, Scott, even delivered a proof to my house on a Saturday.

4. Would you recommend the City of Lake Forest contract with Advantage?
Yes. We did an extensive search before going with them. We are very happy with them.

5. Is there anything else you’d like to add about your experience with Advantage?
They’re local, too, so I was able to pick up a project three days ahead of schedule.

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Catherine Shad
City of Lakewood

1. Has Advantage been a timely and reliable contractor for your City? Yes, we’ve had a very good experience working with Advantage. All publications have been printed on time.

2. How would you describe the quality of Advantage’s work? All of the work we have completed with Advantage has been of the highest quality.

3. Has the company and its representatives been responsive, and provided good customer service?
Yes, customer service with Advantage has always been top notch. Scott has even gone out of his way to drop off hard copies of proofs when we have requested them.

4. Would you recommend the City of Lake Forest contract with Advantage?
Yes.

5. Is there anything else you’d like to add about your experience with Advantage?
We have had a very positive experience with Advantage.

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153
Julio Palacios
City of Yorba Linda

1. Has Advantage been a timely and reliable contractor for your City? Advantage has and continues to be a reliable contractor and has always met our deadlines.

2. How would you describe the quality of Advantage’s work? Advantage has provided a high quality print for us and has also provided us with different paper options based on the trends and changes of paper mills.

3. Has the company and its representatives been responsive, and provided good customer service?
Advantage has great communication, and they also assign a specific staff to manage the account. In addition, should the account manager not be available, they always have had someone that is readily available to answer questions on their behalf.

4. Would you recommend the City of Lake Forest contract with Advantage?
Based on our experience, I would highly recommend Advantage.

5. Is there anything else you’d like to add about your experience with Advantage?
We transitioned over to Advantage from Trend Offset back in 2019 and they made the transition very smooth! To this date, Advantage has been great with communication, especially during COVID, when the price on paper fluctuated.

Item: 11
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Attachment 3
Item: 11
155

CITY OF LAKE FOREST

AGREEMENT FOR GENERAL SERVICES

1. PARTIES AND DATE
This Agreement for Printing and Mailing Services ("Agreement") on this __ day of ___ , 2022, by and between the City of Lake Forest, a municipal corporation organized under the laws of the State of California with its principal place of business at 100 Civic Center Dr, Lake Forest, California 92630 ("City") and Advantage Mailing LLC, a California Corporation, with its principal place of business at 1600 N Kraemer Blvd., Anaheim, CA 92806 ("Contractor"). City and Contractor are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement.

2. RECITALS

2.1 Contractor.

Contractor desires to perform and assume responsibility for the provision of certain Printing and Mailing services required by City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing Printing and Mailing services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Contractor to render such services for the Printing and Mailing Services project ("Project") as set forth in this Agreement.

2.3 Incorporation of Documents.

If applicable, this Agreement includes and hereby incorporates in full by reference the following documents, including all exhibits, drawings, specifications and documents therein, and attachments and addenda thereto: Notice Inviting Bids, Request for Bids, and Contractor's Bid.

3. TERMS

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Contractor promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the services and advice on various issues affecting the decisions of City regarding the Project and on other programs and matters affecting City ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term
The term of this Agreement shall be from July 20th, 2022 to July 191\2025, unless earlier 55136.00503\33 I 03 I 30.6
1 AGREEMENT FOR PRINTING AND

MAILING SERVICES
Item: 11
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terminated as provided herein. The City reserves the right to review the Contractor's performance at the end of each year and cancel all or part of the Agreement.

3.2 Responsibilities of Contractor.

3.2.1 Control and Payment of Subordinates: Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee of City. Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Neither City, or any of its officials, officers, directors, employees or agents shall have control over the conduct of Contractor or any of Contractor's officers, employees or agents, except as set forth in this Agreement. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services/Time for Performance.
(a) Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Contractor represents that it has the skilled personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor's conformance with the Schedule, City shall respond to Contractor's submittals in a timely manner. Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. (b) Neither City nor Contractor shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects a Party's performance and is one or more of the following: (1) Acts of God or other natural disasters; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); (4) strikes and other organized labor action occurring at the site and the effects thereof on the services, only to the extent such strikes and other organized labor action are beyond the control of Contractor and its subcontractors, and to the extent the effects thereof cannot be avoided by use of replacement workers; and (5) pandemics, epidemics or quarantine restrictions. For purposes of this section, "orders of governmental authorities," includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of a public agency applicable to the services and Agreement. Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the ·efforts being made to resume performance of this Agreement. Force Majeure Events and/or delays, regardless of the Party responsible for the delay, shall not entitle Contractor to any additional compensation. 55136.00503\33103130.6
2 AGREEMENT FOR PRINTING AND

MAILING SERVICES
Item: 11
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Notwithstanding the foregoing in this section, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

3.2.3 Conformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel. Contractor has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Contractor may substitute other personnel of at least equal competence and experience upon written approval of City. In the event that City and Contractor cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to City, or who are determined by City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by Contractor at the request of City. The key personnel for performance of this Agreement are as follows: Scott Ogle, Account Executive.

3.2.5 City's Representative. City hereby designates Brett Channing, Deputy City Manager/Director of Management Services, or his or his designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of City for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than City's Representative or his or her designee.

3.2.6 Contractor's Representative. Contractor hereby designates Scott Ogle, Account Executive, or his or her designee, to act as its representative for the performance of this Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of Contractor for all purposes under this Agreement. Contractor's Representative shall supervise and direct the Services, using his or her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2. 7 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City's staff, contractors and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by contractors in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including any required business license, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from City, any services necessary to correct errors or omissions which are caused by Contractor's failure to comply with the standard of care provided for herein, and shall be fully responsible to City for all damages and other liabilities provided for in the indemnification provisions of this Agreement arising from the Contractor's errors and omissions.. Any employee of Contractor or its 55136.00503\33103130.6
3 AGREEMENT FOR PRINTING AND

MAILING SERVICES
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subcontractors who is determined by City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to City, shall be promptly removed from the Project by Contractor and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.9 Laws and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to City, Contractor shall be solely responsible for all costs arising therefrom. Contractor shall defend, indemnify and hold City, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. (a) Labor Code Compliance: Audit Rights. City shall have the right to audit Contractor's compliance with this Agreement and California Labor laws with respect to Contractor's personnel, including, but not limited to, Contractor's compliance with Sections 3.2.1,

3.2.10, and 3.6. Upon City's request, Contractor shall provide within five (5) business days documents sufficient to demonstrate its compliance with this Agreement including, but not limited to, W4s, itemized wage statements, employee handbooks, and time cards for any of Contractor's personnel who provide the Services.

3.2.10 Insurance.
(a) Time for Compliance. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors.

Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to City that the subcontractor has secured all insurance required under this section.
(b) Types of Required Coverages. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder and without limiting the indemnity provisions of the Agreement, Contractor in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement, the following policies of insurance.
(1) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as the latest version of the Insurance Services Office "occurrence" form CG 0001, with minimum limits of at least $1,000,000 per occurrence.

Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions limiting coverage for (1) products and completed operations; (2) contractual liability; (3) third party action over claims; or (4) cross liability exclusion for claims or suits by one insured against another.
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(2) Workers' Compensation and Employer's Liability: Workers' Compensation Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (c) Endorsements.
(1) The policy or policies of insurance required by Section

3.2.11 (b) (i) Commercial General Liability shall be endorsed to provide the following:
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(1) Additional Insured: City, its officials, officers, employees and agents shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement. Endorsements shall be issued on a combination of ISO CG 20 10 and CG 20 37 or exact equivalents. Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Contractor; or (4) contain any other exclusions contrary to the Agreement.
(2) Primary Insurance and Non-Contributing Insurance: This insurance shall be primary and any other insurance, deductible, or self­ insurance maintained by the City, its officials, officers, employees and agents shall not contribute with this primary insurance. (3) Severability: In the event of one insured, whether named or additional, incurs liability to any other of the insureds, whether named or additional, the policy shall cover the insured against whom claim is or may be made in the same manner as if separate policies had been issued to each insured, except that the limits of insurance shall not be increased thereby.
(4) Cancellation: The policy shall not be canceled or the coverage suspended, voided, reduced or allowed to expire until a thirty (30) day prior written notice of cancellation has been served upon City except ten (10) days prior written notice shall be allowed for non­ payment of premium.
(5) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees and agents.
(6) Duties: Any failure by the named insured to comply with reporting provisions of the policy or breaches or violations of warranties shall not affect coverage provided to the City, its officials, officers, employees and agents.
(7) Applicability: That the coverage provided therein shall apply to the obligations assumed by Contractor under the indemnity provisions of the Agreement, unless the policy or policies contain a blanket form of contractual liability coverage.
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(2) The policy or policies of insurance required by Section

3.2.11(b) (iii) Workers' Compensation shall be endorsed, as follows:
(1) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees and agents.
(2) Cancellation: The policy shall not be canceled or the coverage suspended, voided, reduced or allowed to expire until a thirty (30) day prior written notice of cancellation has been served upon City except ten (10) days prior written notice shall be allowed for non­ payment of premium.
(d) Deductible. Any deductible or self-insured retention must be approved in writing by City and shall protect the City, its officials, officers, employees and agents in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention. (e) Evidence of Insurance. Contractor, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates and endorsements on forms approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with City. If such coverage is cancelled or reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. (f) Failure to Maintain Coverage. Contractor agrees to suspend and cease all operations hereunder during such period of time as the required insurance coverage is not in effect and evidence of insurance has not been furnished to City. City shall have the right to withhold any payment due Contractor until Contractor has fully complied with the insurance provisions of this Agreement.

In the event that Contractor's operations are suspended for failure to maintain required insurance coverage, Contractor shall not be entitled to an extension of time for completion of the work because of production lost during suspension.
(g) Acceptability of Insurers. Each such policy shall be from a company or companies with a current AM. Best's rating of no less than A-:VII and authorized to do business in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. (h) Insurance for Subcontractors. Contractor shall be responsible for causing subcontractors to purchase the appropriate insurance in compliance with the terms of this Agreement, including adding City as an Additional Insured to the subcontractor's policies.

3.2.11 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, Contractor shall at all 55136.00503\33103130.6
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times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.3 Fees and Payments.

3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed FOUR HUNDRED SIXTY SIX THOUSAND EIGHT HUNDRED ELEVEN DOLLARS ($466,811.00) without written approval of City Council or City's City Manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Contractor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within forty-five (45) days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Contractor shall not be reimbursed for any expenses unless authorized in writing by City.

3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative.

3.4 Accounting Records.

3.4.1 Maintenance and Inspection. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred and fees charged under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 55 I 36.00503\33103 I 30.6
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3.5 General Provisions.

3.5.1 Termination of Agreement.
(a) Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have been fully and adequately rendered to City through the effective date of the termination, and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause. (b) Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data, as defined below, and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. (c) Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Contractor:

City:

Advantage
1600 N. Kraemer Boulevard
Anaheim, CA 92806
A TIN: Scott Ogle, Account Executive
City of Lake Forest
100 Civic Center Dr.

Lake Forest, CA 92630
Attn: City Clerk
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.3 Cooperation: Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

Attorneys' Fees. If either party commences an action against the other party, either legal, .administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reason3.5.3 55136.00503\33103130.6
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3.5.4 Ownership of Materials and Confidentiality.

3.5.4.1 Documents & Data: Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data.

Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.

3.5.4.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.5.4.3 Confidential Information. The City shall refrain from releasing Consultant's proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.

Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney's fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.5.4 Harassment Policy. Consultant shall provide a copy of the City's Harassment Policy to each of its employees assigned to perform the tasks under this Agreement.

Consultant shall submit to the City's Personnel Manager a statement signed by each of its employees who are assigned to perform the Services under this Agreement certifying receipt of City's Harassment Policy and certifying that they have read the Harassment Policy. A finding by the City that any of Consultant's employees has harassed a City employee shall be grounds for 55136.00503\33103130.6
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appropriate discipline, up to and including such employee's removal from performance of this Agreement at City's request.

3.5.5 Fraud Policy. Consultant shall provide a copy of the City's Fraud Policy to each of its employees assigned to perform the tasks under this Agreement. Consultant shall submit to the City's Personnel Manager a statement signed by Consultant and by each of its employees who are assigned to perform the Services under this Agreement certifying receipt of City's Fraud Policy and certifying that they have read the Fraud Policy. A finding by the City that any of Consultant's employees have committed fraud against the City shall be grounds for appropriate discipline, up to and including such employee's removal from performance of this Agreement at City's request. Consultant shall reimburse the City for any costs and expenses associated with fraud against the City.

3.5.6 Cooperation: Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.5. 7 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action

3.5.8 Indemnification. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged negligent acts, omissions or willful misconduct of Contractor, its officials, officers, employees, agents, subconsultants and subcontractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all damages, attorneys' fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its officials, officers, employees, agents or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceeding.

Contractor shall reimburse City and its officials, officers, employees, agents and/or volunteers, for any and all legal expenses and costs, including reasonable attorneys' fees, incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by City or its officials, officers, employees, agents or volunteers. This Section 3.5.5 shall survive any expiration or termination of this Agreement.

3.5.9 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be supplemented, amended or modified by a writing signed by both Parties.

3.5.10 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.
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3.5.11 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.12 City's Right to Employ Other Contractors. City reserves the right to employ other Contractors in connection with this Project.

3.5.13 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.5.14 Assignment or Transfer. Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.5.15 Construction; References: Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.5.16 Amendment: Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.5.17 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.5.18 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

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

3.5.20 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, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
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3.5.21 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. Contractor shall also comply with all relevant provisions of any minority business enterprise program, affirmative action plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.5.22 Labor Certification. By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5.23 Authority to Enter Agreement. 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 bind each respective Party.

3.5.24 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.5.25 Employment Adverse to City. Contractor shall notify City, and shall obtain City's written consent, prior to accepting work to assist with or participate in a third-party lawsuit or other legal or administrative proceeding against City during the term of this Agreement.

3.5.26 Conflict of Employment. Employment by Contractor of personnel currently on the payroll of City shall not be permitted in the performance of this Agreement, even though such employment may occur outside of the employee's regular working hours or on weekends, holidays or vacation time. Further, the employment by Contractor of personnel who have been on City's payroll within one year prior to the date of execution of this Agreement, where this employment is caused by and or dependent upon Contractor securing this or related Agreements with City, is prohibited.

3.5.27 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification and confidentiality obligations, and the obligations related to receipt of subpoenas ·or court orders, shall survive any such expiration or termination.

3.6 Independent Contractors and Subcontracting

3.6.1 Use of Contractors. Contractor is aware of statutory and case law regarding classification of workers as independent contractors, including California Labor Code Section 2750.3 and Dynamex Operations West. Inc. v. Superior Court, 4 Cal. 5th 903 (2018). To ensure that Contractor is in compliance with the California Labor Code, Contractor shall only utilize its employees to provide the Services. Contractor may not provide the services through any independent contractor, subcontractor or subconsultant ("Subcontractor(s)") unless approved by the City as set forth in Section 3.6.2 below. Contractor represents and warrants that all personnel who perform the Services on Contractor's behalf are Contractor's employees, and that Contractor complies with all applicable laws, rules and regulations governing its employees, 55136.00503\33103130.6
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including, but not limited to, the California Labor Code, Unemployment Insurance Code and all applicable Industrial Welfare Commission Wage Orders.

3.6.2 Prior Approval Required. Contractor shall not use any Subcontractor to provide the Services, or any portion of the work required by this Agreement, without prior written approval of City. In the event that City authorizes Contractor to use a Subcontractor, Contractor shall enter into a written agreement with the Subcontractor, which must include all applioable provisions of the Agreement, including a restriction on the Subcontractor's use of further independent contractors, subcontractors or subconsultants without the City's prior written consent.
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SIGNATURE PAGE FOR AGREEMENT

FOR GENERAL SERVICES

BETWEEN THE CITY OF LAKE FOREST
AND ADVANTAGE LLC.

IN WITNESS WHEREOF, each of the Parties has caused this Contract to be executed on the day and year first above written.

CITY OF LAKE FOREST
By:

Robert Pequeno
Mayor
ATTEST:

By:

Lisa Berglund
City Clerk
APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney
(BB&K 2019)
55136.00503\32910850.3
-14-

ADVANTAGE LLC
By:
[INSERT NAME AND TITLE]
[If Corporation, TWO SIGNATURES,
President OR Vice President AND
Secretary OR Treasurer REQUIRED]
By: �H ti,:x; --H�&iJ&I-!�
[INSERT NAME AND TITLE
Printing and Mailing Services

AGREEMENT
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EXHIBIT "A"

SCOPE OF SERVICES

NEWSLETTER PRINTING AND MAILING
Article 1 General Specifications

1.1 The City of Lake Forest requires Newsletter Printing and Mailing for City publications identified herein as (1) The Leaflet and Recreation Guide and (2) In Business. Samples of The Leaflet and Recreation Guide are available at www.lakeforestca.gov/publications and the In Business newsletter can be found at www.lakeforestbusiness.com. The City also seeks bids on an informational brochure, as well as informational postcards.

Publication Format
The Leaflet and Recreation Guide is published quarterly and mailed to 33, 185 Lake Forest homes and businesses. An additional 515 are split between deliveries at the Lake Forest Civic Center and Lake Forest Sports Park and Recreation Center.

The total print run is 33,700. The publication can vary from 44, 48, 52, or 56 pages, plus cover. The publication is bound by two stitches. The in Business newsletter is six panels total, in a tri-fold format. The informational brochure would be eight, 10, or 12 pages (8.5 x 11) folded with an 80 lb cover.

Publication Process and Deadlines
The City's graphic designer provides a digital file to the Consultant which is to be uploaded electronically via a File Transfer Protocol ("FTP") site. The City or the graphic designer will communicate the successful file transfer via email to the Consultant and in all instances the Consultant shall acknowledge receipt of the digital file. The Consultant shall furnish all equipment, labor and materials necessary to print and deliver each newsletter within fourteen (14) days (including weekends and holidays) from receipt of the digital file. The equipment must be compatible with industry standard software. Consultant shall include a line-item price for city-requested changes/corrections up to and including the proofing stage in the Bid Form.

Time is of the essence to meet the promised delivery date. Delivery of finished product is critical and must be accomplished within 14 (fourteen) working days (including weekends and holidays) from the time the digital file is given to the Consultant via FTP site. Starting date for delivery will begin when the digital file is uploaded to the firm's FTP site and notification is provided to the firm via email.

Newsletter delivery will be considered completed when all necessary publications are delivered to Irvine and Rancho Santa Margarita Post Offices and Lake Forest Civic Center and Sports Park Recreation Center.

1.2 Delivery Costs
Consultant shall deliver publication(s) to the designated mailer or Post Office in an expedient manner as publication(s) are date/time sensitive. All delivery costs should be included in the bid line items and no separate and/or additional delivery charges incurred for the performance of the Services.

Exhibit "A"-1 Printing and Mailing Services
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Article 2 Detailed Specifications

2.1 Project 1: City Newsletters (Leaflet and Recreation Guide, In Business)

2.1.1. Publication Schedule and Production:

Consultant shall print and mail a minimum of four (4) newsletters per year to all mailing addresses in Lake Forest, Portola Hills, and Foothill Ranch, according to the following schedule:

Publication Name Page Length Issues Per Year
The Leaflet Up to 56 pages 6 issues, bimonthly
In Business 6 panels Up to 4 issues

2.1.2. The Leaflet and Recreation Guide

2.1.2.1. The Leaflet and Recreation Guide shall be printed and mailed four (4) times per year, quarterly. The Communications and Marketing Office will issue a production schedule with specific deadlines in advance of each Leaflet edition.

Leaflet Edition Approximate Publish Date
Summer Beginning to Mid-August
Fall Beginning to Mid-November
Winter Beginning to Mid-February
Spring Beginning to Mid-May

2.1.2.2. Leaflet and Recreation Guide Specifications.

Size Flat: 11" x 17" or 10.875" x 16. 75"
Finished: 8.375" x 10.875"
4-Page Cover: 100# Gloss or similar
Interior Pages: 60# Gloss or similar
Binding: Saddlestitch
Ink: 4/4 Color All Pages or similar

2.1.3. In Business newsletter

2.1.3.1. 55136.00503\32910850.3
The City will publish one issue of the "In Business" newsletter during the year. The publication schedule is undetermined at this time. The print run will total 3,600 copies. Of that 3,600, 3,240 must be addressed, sorted and delivered to the Post Office. The remainder is delivered to the Lake Forest Civic Center.

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2.1.3.2. In Business Specification: The In Business newsletter will be 6 panels, tri-fold.

Size Finished: 8.5" x 10.875"
Paper: 80# Gloss book recycled
Binding: Tri-fold
Ink: 6 panels full color bleed for the newsletter
4/4=4 color process, two sides

2.2 Project 2: City Brochure
The City may prepare a brochure for (non-mail) distribution to residents. The informational brochure would be eight, or 12 pages (8.5 x 11) folded with an 80 lb. cover. Please provide bids in printing lots of 5,000, 10,000, 20,000 and 30,000.

2.3 Project 4: City Postcards
The City may prepare community postcards on an as-needed basis. The postcards will be 4 x 6 incues. Please provide bids in printing lots of 5,000, 10,000, 20,000, and 35,000.

2.4 Quantities

2.4.1. The quantities included in the Bid Form are estimates only for purposes of comparing bids. The City anticipates that for the Leaflet and Leisure Times, not less than 33,700 copies will be required. The City anticipates that for business publications, not less than 3,600 copies will be required since these publications are only mailed to Lake Forest businesses. Copies of the Leaflet and Recreation Guide not delivered to the Irvine and Rancho Santa Margarita Post Offices serving postal customers in Lake Forest, Foothill Ranch, and Portola Hills, shall be delivered to Lake Forest City Civic Center and to the Sports Park and Recreation Center. Copies of the In Business that are not delivered shall be delivered to Lake Forest City Civic Center.

2.4.2. Any increase or decrease in the required copies will be paid for at the pre­ determined rate set forth in the Bid Schedule. The City notes that it has several development projects at various stages of the process. The City is expecting an increase of approximately 1,000 new addresses over the next 48 months, which will increase the print run.

2.4.3. The City reserves the right to change the quantities, number of pages, or take any other action which would be in the best interest of the City.

Article 3 General Specifications
Exhibit "A"-3 Printing and Mailing Services
55136.00503\32910850.3
Item: 11
172

3.1 Mailing House
Copies to be prepared for delivery to the Irvine and Rancho Santa Margarita Post Offices by Carrier Route Sorting. Consultant is responsible for maintaining and updating a Carrier Route sortation list every six (6) months. In addition, consultant must provide an updated Carrier Route database list to the City one week prior to the publish date. City shall review and approve the database and address any discrepancies with the consultant.

The City will provide a mailing list of Lake Forest business addresses for the In Business publication.

3.2 Liquidated Damages
In the event of late delivery of the finished product to the U.S. Post Offices by the required due date, Consultant is responsible for liquidated damages that will be deducted from the Consultant's final payment according to the following schedule below. The Consultant will not be responsible for delays due to an Act of God.

Business Da)ls Late Total Amount
Deducted from Invoice
1 day 2%
2 days 4%
3 days 6%
4 days 8%
5 days or more 10% plus 4% each day over 5

3.3 Reports
Consultant shall electronically provide completed Postal Reports Form 3607 Mailing Transaction Receipt to the City within two (2) working days of delivery.

3.4 Delivery Deadline
Completed newsletters must be delivered to every Lake Forest, Foothill Ranch and Portola Hills' postal customers. Consultant is required to ensure compliance with all postal regulations. Consultant assumes responsibility of delivery to Irvine and Rancho Santa Margarita Post Offices and Lake Forest Civic Center. The newsletter shall be delivered no later than fourteen (14) working days from receipt of the digital file. The newsletters are considered delivered when received in appropriate sorts/bundles at all necessary Post Offices and Lake Forest Civic Center and Sports Park Recreation Center.

3.5 Postage
The City is responsible for the cost of postage and will handle that expense directly with the Post Office.

Exhibit "A"-4 Printing and Mailing Services
55136.00503\329 l 0850.3
Item: 11
173

3.6 Proofs
Consultant shall furnish and deliver two (2) matchprint proofs to be approved before printing within five (5) business days once the digital file is uploaded to the FTP site. One proof will be checked for color quality of camera work/line work, etc.

The second proof will be reviewed for organization. Each proof will contain an approval slip. The City will authorize final approval within one business day following receipt of the match print proofs. The City reserves the right to print with no changes, print with changes, or require a new proof. Approval by the City of the matchprint proofs constitute acceptance of the job as it stands. Consultant must pick up proofs upon City final approval.

The Consultant shall provide to the City a proof of all corrections requested by City prior to final printing.

3.7 Graphic Design
All work is to be coordinated with the City's graphic designer or designated representative. The graphic designer shall provide camera-ready art for printing.

3.8 Artwork
The City will provide all artwork as In Design or other compatible file.

3.9 Paper
All paper quality changes shall be approved by the City in writing, prior to printing.

3.10 Heatset Web Offset Printing or Qualitive Equivalent Consultant shall use a heatset web offset printing process in which ink is dried rapidly by forced-air heating, a sheet fed offset printing process, or other qualitive equivalent. The type of equipment to be used must be specified in the bid.

3.11 Mandatory Pre-Job Meeting
A mandatory pre-job meeting will be held to discuss deadlines and other requirements as set forth by these specifications.

3.12 Quality Control
Consultant shall ensure reasonable standards of quality control when printing the publications. The areas requiring process inspections must include but are not limited to color dryness registrations and ink damage due to incomplete dryness.

These areas identified and other areas will be discussed with the Project Manager and/or designated representatives. Penalty negotiations will be required to reach agreement.

Exhibit "A"-5 Printing and Mailing Services
55136.00503\32910850.3
Item: 11
174

3.13 Primary and Secondary Back-Up Equipment
In addition to the primary piece of equipment for production of the newsletters, Consultant shall have two (2) presses located at its site capable of producing the newsletter. This assures the City of a reliable source in the event of an equipment malfunction.

Exhibit "A"-6 Printing and Mailing Services
55136.00503\32910850.3
Item: 11
175
EXHIBIT "B"

SCHEDULE OF SERVICES
Failure to deliver to the U.S. Post Office the finished product in an acceptable form by the required due date will result in the right to assess the contractor liquidated damages. The parties agree that it is impracticable or extremely difficult to determine the actual damages to purchaser from late delivery of all or any portion of this order and that the following percentages of the total price of the order delivered late shall be deducted from final payment as liquidated damages for such delay:

Business Days Late Total Amount
Deducted from Invoice
1 day 2%
2 days 4%
3days 6%
4 days 8%
5 days or more 10% plus 4% each day over 5
Consultant shall be held harmless if an Act of God interrupts work outlined in this agreement. An Act of God is defined as a violent and/or catastrophic event caused by forces of nature, which could not have been prevented or avoided by foresight or prudence. An Act of God includes, but is not limited to, earthquake, flood, hurricane, lightning, and tornado. An Act of God which makes performance impossible will excuse performance of that duty.

Consultant shall be held harmless if an Act of War interrupts work outlined in this contract. An Act of War includes, but is not limited to, military intervention and/or acts of terrorism. An Act of War which makes performance impossible will excuse performance of that duty.

Exhibit "A"-7 Printing and Mailing Services
55136.00503\32910850.3
Item: 11
176
Exhibit "C"
Compensation
Consultant shall be paid for services rendered in accordance with Section 3.3 of the Agreement, and as described above under Scope of Services, the not to exceed fee of FOUR HUNDRED SIXTY-SIX THOUSAND EIGHT HUNDRED ELEVEN DOLLARS ($466,811.00) billed in accordance with the schedule set forth below. Item cost below is on based on a per item amount.

Additional fees for each item will be charged at the rates set forth in Table A. Sales tax is included in all pricing.

The Leaflet
56 page The Leaflet
33,700 quantity
The Leaflet Mail Services
56 page The Leaflet
33,700 quantity
In Business
6 panel In Business
3600 quantity
In Business Mail Service
6 panel In Business
3600 quantity
City Brochure - 8 Page
5,000 quantity

8.5x11 with 80Ib Cover
City Brochure - 12 Page
30,000 quantity

8.5x11 with 80lb Cover
Postcard
5,000 quantity
Postcard Mailing Services
5,000 quantity
Postcard
35,000 quantity
Postcard Mailing Services
35,000 quantity
55 \36.00503\32910850.3
$32,689.00
$1,011.00
$1,908.00
$421.00
$4,300.00
$19,200.00
$650.00
$500.00
$2,100.00
$700.00
Exhibit "C"-1 Printing and Mailing Services
Item: 11
177
TABLE A:

Seasonal
Leaflet
Seasonal
Leaflet
Seasonal
Leaflet
Seasonal
Leaflet
Seasonal
Leaflet
Seasonal
Leaflet
Seasonal
Leaflet
Seasonal
Leaflet
Annual In
Business
Newsletter
Annual In
Business
Newsletter
City
Brochure
City
Brochure
City
Brochure
City
Brochure
Description
44 Page - Flat: I I" x 17" or I 0.875" by 16.75" Finished: 8.375" x I 0.875" 4-page cover, I 00# Gloss or similar; Interior pages 60# Gloss or similar. Saddlestitch binding; 4/4 Color all pages or similar
Mailing Services for 44 Page Publication
48 Page - Flat: 11 " x 17" or I 0.875" by 16.75" Finished: 8.375" x I 0.875" 4-page cover, I 00# Gloss or similar; Interior pages 60# Gloss or similar. Saddlestitch binding; 4/4 Color all pages or similar
Mailing Services for 48 Page Publication
52 Page - Flat: 11" x 17" or I 0.875" by 16.75" Finished: 8.375" x I 0.875" 4-page cover, I 00# Gloss or similar; Interior pages 60# Gloss or similar. Saddlestitch binding; 4/4 Color all pages or similar
Mailing Services for 52 Page Publication
56 Page - Flat: 11 " x 17" or I 0.875" by 16.75" Finished: 8.375" x I 0.875" 4-page cover, I 00# Gloss or simlar; Interior pages 60# Gloss or similar. Saddlestitch binding; 4/4 Color all pages or similar
Mailing Services for 56 Page Publication
6 Panel - Flat: 11" x 25 ½" or I 0.875" x 23.375" (6 panels), 80# Opus gloss book recycled, Saddlestitch binding, 6 panels full color bleed for the newsletter4/4=4 color process, two
sidesFinished: 8.5'' x I 0.875"
Postage and Mailing of 6 Panel Newsletter
8 Page Printing 8.5x I I pages folded with an 801b cover 12 Page Printing 8.5x I I pages folded with an 801b cover 8 Page Printing 8.5x I I pages folded with an 801b cover 12 Page Printing 8.5x I I pages folded with an 801b cover Unit Price
$0.86
$0.03
$0.83
$0.03
$0.93
$0 .03
$0.97
$0.03
$0.53
$0.13
$0.86
$1 .42
$0.63
$1 .0 1
Exhibit "C"-2 Printing and Mailing Services
55136.00503\32910850.3
Item: 11
178
City 8 Page Printing 8.Sx I I pages folded with an 801b cover $0.49 Brochure City 12 Page Printing 8.Sx I I pages folded with an 801b cover $0.78 Brochure City 8 Page Printing 8.Sx I I pages folded with an 801b cover $0.40 Brochure City 12 Page Printing 8.Sx I I pages folded with an 801b cover $0.64 Brochure City Printing Community Postcards as-needed $0.13 Postcard City Mailing Community Postcards as-needed $0.10 Postcard City Printing Community Postcards as-needed $0.09 Postcard City Mailing Community Postcards as-needed $0.05 Postcard City Printing Community Postcards as-needed $0.07 Postcard City Mailing Community Postcards as-needed $0.03 Postcard City Printing Community Postcards as-needed $0.06 Postcard City Mailing Community Postcards as-needed $0.02 Postcard Exhibit "C"-3 Printing and Mailing Services
55136.00503\32910850. 3
Item: 11
179

1.1 Insurance.

EXHIBIT "D"

INSURANCE REQUIREMENTS

1.1.1 Time for Compliance. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section.

1.1.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Contractor, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Contractor agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and not less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (8) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence. (1) a Personal Automobile Liability policy for the Consultant's own vehicle stipulating "Automobile Liability Insurance with a limit of not less than $1,000,000 each accident"; or (2) a non-owned auto endorsement to the Commercial General Liability policy if Consultant uses vehicles of others (e.g., vehicles of employees).
(C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant's profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement. (E)
Exhibit "C"-4 Printing and Mailing Services
55136.00503\32910850.3
Item: 11
180
(F)

1.1.3 Endorsements. Required insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement. For all policies of Commercial General Liability insurance, Contractor shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement.

Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Contractor; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

Exhibit "C"-5 Printing and Mailing Services
55136.00503\329108503
Item: 11
181

1.1.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

Additional Insured Endorsements shall not (1) be
restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 1 O 01 (or endorsements providing the exact same coverage) to effectuate this requirement.
(2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability:
(C) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

1.1.3 Professional Liability (Errors & Omissions):
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (8) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must "pay on behalf of' the insured and include a provision establishing the insurer's duty to defend.

1.1.3 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

1.1.4 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

Exhibit "C"-6 Printing and Mailing Services
55136.00503\32910850.3
Item: 11
182

1.1.5 Waiver of Subrogation. All required policies of Commercial General Liability and Automobile Liability insurance shall contain or be endorsed to waive subrogation against the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against the City, its officials, officers, employees, agents and volunteers and shall require similar written express waivers and insurance clauses from each of its subcontractors.

1.1.6 Deductibles and Self-Insured Retentions. Any deductible or self-insured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents and volunteers in the same manner and to the same extent as they wouid have been protected had the policy or policies not contained a deductible or self-insured retention.

1.1.7 Evidence of Insurance. The Contractor, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

1.1.8 Failure to Maintain Coverage. In the event any policy of insurance required under this Contract does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement.

1.1.9 Acceptability of Insurers. Each such policy shall be from a company or companies with a current AM. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

1.1.10 Enforcement of Contract Provisions (non estoppel). Contractor acknowledges and agrees that actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposed no additional obligation on the City nor does it waive any rights hereunder.

1.1.11 Requirements Not Limiting. Requirement of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

1.1.12 Insurance for Subcontractors. Contractor shall include all subcontractors Exhibit "C"-7 Printing and Mailing Services
55 l36.00503\32910850.3
Item: 11
183
engaged in any work for Contractor relating to this Agreement as additional insureds under the Contractor's policies, or the Contractor shall be responsible for causing subcontractors to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents and volunteers as Additional Insureds to the subcontractor's policies. All policies of Commercial General Liability insurance provided by Contractor's subcontractors performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Contractor shall not allow any subcontractor to commence work until it has received satisfactory evidence of subcontractor's compliance with all insurance requirements under this Agreement, to the extent applicable. The Contractor shall provide satisfactory evidence of compliance with this section upon request of the City.

Exhibit "C"-8 Printing and Mailing Services
55136.00503\32910850.3
Item: 11
184

CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Management Services
SUBJECT:

AWARD SPORTS PROGRAM SERVICES AGREEMENT FOR YOUTH FLAG

FOOTBALL TO SOUTH COUNTY FRIDAY NIGHT LIGHTS
RECOMMENDED ACTION(S):

1. Award a Sports Program Services Agreement to South Orange County Friday Night Lights to provide Youth Flag Football programming at the Lake Forest Sports Park.

2. Authorize the Mayor to sign, and the City Clerk to attest the agreement with South County Friday Night Lights, for Youth Flag Football programming, substantially in the form attached.

EXECUTIVE SUMMARY:

As part of the Purchasing and Contracting Guidelines (“Guidelines”) update approved by City Council on March 15, 2022, a formal process for procuring Recreation Vendors and Contract Instructors was created. Recreation Vendor and Contract Instructor arrangement are managed by the Community Services Division. The Recreation and Contract Instructor Procurement Process ensures a fair and equitable selection process for instructors interested in providing programming to the community. For a two-week period starting on May 3, 2022, staff conducted the process outlined in the Guidelines for requesting applications from organizations interested offering youth flag football to the community. The City received two applications and subsequently conducted interviews.

Staff recommends awarding the proposed Sports Program Services Agreement to South Orange County Friday Night Lights (“FNL”) to commence on July 19, 2022 ("Agreement"). The Agreement includes a three-year term. Exhibit “C” (entitled Compensation) of the proposed Agreement specifies the City shall receive 30% of the registration fee revenue collected.
________________________________________________________________ Item: 12
185
2 0
1 9
BACKGROUND:

The Community Services Division utilizes contracted instructors to offer recreational classes for the community. The City enters into a Recreation Class Instructor Contract Agreement (“Contract Class Agreement”) with independent instructors. These agreements stipulate that the City will be responsible for advertising the classes to the community, managing registration for the class, and hosting the class at City facilities. Unlike the City’s typical service agreements that include defined compensation rates, compensation for Contract Class Agreements is determined by the number of registered participants and the registration fee, which then is split through a 70/30 formula. Under the 70/30 formula, contractors are entitled to 70% of all program registration revenue, while the City receives the remaining 30%.

As part of the Guidelines updated and approved by City Council on March 15, 2022, a new process has been developed for utilization of Recreation Vendor and Contract Instructors. The process was developed to create an open and fair approach to all potential providers of service, as well as the option to enter into a three-year agreement with the selected organization that is approved by the City Council. It also established a workflow process for agreements based on the projected compensation to the vendor, as seen in Figure 1 below.

Item: 12
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Figure 1: Recreation Vendor and Contract Instructor Procurement Types and Process
If it is anticipated that the total compensation to the vendor will exceed $10,000, a Recreation and Contract Instructors procurement process must take place.

This includes a public posting regarding the opportunity and interviews, if necessary. Should the compensation exceed $50,000 for the term of the agreement, then the agreement must be approved by the City Council.

The City has offered youth flag football at the Lake Forest Sports Park since 2018. For the first year of the program, two separate organizations provided programming, however, only FNL has run programming each fall and spring since inception. The City has signed one-year Contract Instructor Agreements with FNL to offer its program, with the most recent agreement expiring June 30, 2022. Since the amount of past revenue FNL received per year exceeded $50,000 for the term of the agreement, staff has followed the new procurement process outlined in Figure 1 for future youth flag football programming at the Lake Forest Sports Park.

Item: 12
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________________________________________________________________ DISCUSSION:

Following the process outlined in the Guidelines, the City Manager authorized staff to begin requesting applications from organizations interested in the opportunity to offer youth flag football to the community. This process began Wednesday, May 3, 2022, with the opportunity posted on the City’s website that included a link to the Scope of Work (Attachment 1), Recreation and Contract Instructor Guide (Attachment 2), and Contract Class Proposal Application (Attachment 3) on the City’s website. The opportunity was posted for a period of two weeks and was advertised on the City’s social media accounts. Staff also contacted three youth flag football organizations that have a large presence in Orange County. At the end of the two-week period, two applications were submitted: FNL and Matt Leinart Flag Football.

The Selection Committee, composed of the following staff, reviewed the applications and held interviews with the two applicants on May 17, 2022:
Brett Channing, Deputy City Manager
Laura Lisack, Recreation Manager
Ken Sipes, Recreation Supervisor
Following interviews, the committee concluded that the organization best suited to provide youth flag football programming to the Lake Forest community was FNL. FNL is an organization for youth of all different skill levels in grades K-8.

FNL hosts two seasons per calendar year. The seasons are 10 weeks long, with the Spring Season games beginning in March and finishing in May, and the Fall Season games beginning in September and finishing in November. The format is a six versus six running and passing league with very little contact. The ideal team roster will have no more than eight players per team, with players playing a minimum of three out of four quarters. FNL’s key operating philosophy is “FUN!” If approved by the City Council, the proposed Agreement will commence FNL’s 6th season with Lake Forest beginning in Fall 2022. Due to its longevity with the City, the program has garnered significant momentum in terms of popularity with the community. The program has been widely sought after, with 750-825 kids participating over the past few seasons. Based on a registration fee of $275 for grades 1 through 8, $245 for kindergarten age, and $255 for families with multiple participants, FNL collects approximately $353,000 in revenue per fiscal year.

Typically, registration fees for recreation contract classes are collected by the City. The City then pays 70% of proceeds to the vendor and retains 30%.

However, FNL has a unique registration software for its youth flag football Item: 12
188
2 0
1 9
program that assists with game scheduling, team roster development, and communication with registrants. Therefore, FNL has requested to utilize its software and manage registration rather than the City. This is not unique, as the City of Mission Viejo and other cities allow registration directly with its flag football vendor. This has also been the practice the City has incorporated with FNL for the past five years with success. For these reasons, staff supports continuing this registration process, whereby FNL pays the City 30% of the registration collected no more than 30 days following the start of the season. As a result, the City does not make any payments to FNL and only collects revenue owed. For the 2021-22 program, the City received approximately $106,000 from FNL, or 30% of total program revenue. Staff expects the revenue levels from the FNL program to endure over the three-year term of the proposed Agreement. To ensure registration numbers correlate with payment, staff required full auditing authorization of FNL’s software platform as part of the agreement.

Staff recommends the City Council approve the proposed three-year Agreement with FNL to provide youth flag football at the Lake Forest Sports Park and authorize staff to accept payments from the organization during this term (Attachment 4). The Management Services Department prepared the Agreement, and the City Attorney’s Office reviewed and approved it as to form.

FISCAL IMPACT:

Approval of the recommended action will result in an estimated $318,000 in revenue for the City over the term of the proposed Agreement, dependent on registration quantity and type. This is a result of collecting 30% of the registration fees paid to FNL for their youth flag football program at the Lake Forest Sports Park. The 2021-2023 Operating Budget includes sufficient funding to cover the costs of the recommended action.

ATTACHMENTS:

1. Scope of Work - Youth Flag Football

2. Recreation and Contract Instructor Guide

3. Contract Class Proposal Application

4. Sports Program Services Agreement with South Coast Friday Night Lights Initiated By: Nicole Houston, Management Analyst
Submitted By: Brett Channing, Deputy City Manager
Approved By: Debra Rose, City Manager
Item: 12
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Attachment 1
Item: 12
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Scope of Work
The City’s Community Services Division offers a variety of recreational activities and programs for both children and adults. Many of these activities take place at the Lake Forest Sports Park & Recreation Center. The City is seeking such an organization to operate the Lake Forest Youth Flag Football League. The selected vendor is expected to develop, advertise, and organize a league for Lake Forest youth. If your organization is interested, please fill out the Contract Class Proposal Application, and send to [email protected]. Applications are due no later than May 3, 2022.

A. Programming:

1. The City’s Youth Football Leagues shall operate no more than two (2) seasons per year. The Fall season may run anytime during the months of August through November, and a Spring season may run anytime during the months of February through June.

2. Specific commencement dates will be determined and included in the Instructor Agreement, no less than six (6) months prior to the scheduled start date of each season.

3. The season will consist of a minimum of eight (8) games, not including playoff games. All league games will be played on Friday evening.

4. Leagues games times will be determined at the discretion of the contractor, dependent on registration and number of teams.

5. Games may start no earlier than 5:00 pm and may end no later than 9:30 pm.

6. The selected vendor will be required to have a minimum play rule of at least one- half (1/2) of every league game.

B. Field Availability:

1. Available fields for Flag Football are at the Lake Forest Sports Park, in particular the back grass field area and one of the two artificial turf areas.

2. Practice sites are available at the Lake Forest Sports Park, as determined by City staff at the beginning of the season.

C. Vendor Responsibility:

1. The vendor and all representatives will cooperate and communicate with City staff on a regular and recurring basis.

2. Any reporting or information requested by the City will be made available by the vendor.

3. If the selected organization manages registration, the City must be granted administrative access to the system utilized, for auditing purposes.

4. It will be the responsibility of the selected organization to staff all activities, with individuals who have gone through the City background check process, including fingerprinting.

5. Vendor shall submit a staff roster prior to each season.

6. Vendor shall submit a participant roster prior to each season.

7. Any ancillary programming – camps, clinics, workshops, etc. – may be developed, but require prior authorization.

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8. Vendor shall provide service to all participants and guardians, including telephone customer service to handle questions, issues, and disputes involving all aspects of the youth flag football program.

9. Vendor shall assign participants to teams in a fair and equitable manners, and advertise the method of team distribution, prior to participant registration.

10. Vendor shall schedule all teams, provide game schedules, and update scores that shall be made readily available online to all registered participants.

11. Vendor will be responsible for the preparation of fields to be used for games (striping, cones, flags, etc.).

D. City Responsibility:

1. The City will be responsible for reserving field space, based on availability and league registration.

2. The City will maintain all fields, as well as schedule field lighting.

3. The City will advertise the flag football league in the quarterly recreation brochure.

E. Compensation:

1. Registration fees collected from participants will be split between the vendor and the City.

2. If the vendor manages registration, the vendor will be obligated to pay to the City 30% of fees, while retaining 70%, within 30 days following the last day of the season.

3. If the City manages registration, the City will be obligated to pay to the vendor 70% of fees, while retaining 30%, within 30 days following the last day of the season.

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Attachment 2
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RECREATION AND CONTRACT

INSTRUCTOR GUIDE AND

APPLICATION PACKET
Item: 12
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Contract Classes
Item: 12
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Contract Instructor
Item: 12
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Contract Class Proposal and Applications
[email protected]
Item: 12
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The Leaflet
•
•
•
•
Item: 12
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Contract Instructor Responsibilities
•
•
•
•
•
•
•
•
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Class Requirements
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Contract Instructor
Agreements
Upon selection, the City will enter
into a mutual agreement with the
Instructor . Contracts will be
created for a term of a minimum of 3
months up to 1 year . Class
instructors may not hold classes
until an agreement has been signed
and executed.

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Rosters and Enrollment
Item: 12
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Cancellations, Absences,
Make-Up Classes, and
Observation
Item: 12
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Fees and Compensation
This Photo b Unkno n A thor is
Item: 12
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Refunds
Item: 12
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Logistics
•
•
•
•
•
•
•
•
•
•
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Registration and Waivers
Item: 12
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Insurance and Liability
Item: 12
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Safety
•
•
•
•
•
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General Rules and Guidelines
•
•
•
•
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Attachment 3
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Contract Class Proposal Application
Instructor Name:

Address:

Phone Number
Yes No
Home:

Other:

May we give this phone number to the public?
Email Address:

Information listed below represents a class and schedule I am submitting for consideration by the City of Lake Forest Community Services Division.

Date:Signature:

Proposed Course Title:

Course Description:

Ages:

Number of days per week:

Number of weeks:

Date:
to
Day(s):

Time(s):

Proposed Fee:

Material Fee (If Any):

Class Minimum:

Class Maximum:

Note: Class minimums may not exceed five (5) participants. Please price accordingly.

Item: 12
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Contract Class Proposal Application
The Recreation and Contract Instructor Guide and Application Packet is available year-round on the City’s website. Contract instructors are welcomed and encouraged to complete an application to be considered for programming. For review, completed applications must be submitted to [email protected].

Applications will be reviewed on an on-going basis. If necessary, follow up interviews may be scheduled by staff. It is important to note that programming decisions are made two seasons in advance of the program season, for scheduling purposes and inclusion of program information in the City’s quarterly publication, The Leaflet.

Staff will review applications and make selections based on several factors including popularity, type of class, and availability of instructor and facilities. Final programming decisions will be made no later than the first week of the season prior.

The City publishes a quarterly publication, The Leaflet, advertising all class offerings. The Leaflet is distributed to over 35,000 homes each year. Instructors are responsible for providing the following information for publication:
• Description of the class
• Special instructions (if applicable)
• Material fees
• Required supplies
Recreation and Contract Instructors are required to review the Recreation and Contract Instructor Guide and Application Packet, and acknowledge its procedures and requirements. Initial below, where applicable.

Live Scan Harassment Policy Mandated Reporting Videos and Recording Surveillance This application, the applicable policies, insurance, and all other requirements are due to the Community Services division.

Additional requirements are due within one week of application submission.

The arrangement for class Instructors is that of an Independent Contractor with the City of Lake Forest. The payment percentage split is 70/30, with 70% of registration collected paid to the Instructors and the remaining 30% retained by the City.

The City provides a facility, creates and distributes promotional materials, and processes registration and fee collection. Full session fees must be paid at time of registration. Instructors may not offer any special rates or fees, nor may they accept any registrations or payments. Payments are collected through Active Net, unless otherwise specified as part of an agreement, approved by the City Manager or his/her designee.

The marketing of courses consists of quarterly distribution of The Leaflet brochure, various flyers, ads, and press releases. Any outside marketing of courses must have the approval of the City.

Contract instructors are independent and not employees of the City. While not employed by the City, contract instructors are expected to act in a professional manner, and to abide by the rules of the City and its facilities. The City reserves the right to terminate an agreement at any time.

The City of Lake Forest provides recreation activities to its residents through the Community Services Division. In order to provide a wide array of classes, the City partners with independent contractors, each specializing in skillsets not offered directly by the City.

The City’s annual class calendar breaks down into four seasons:

Summer (June, July, August)
Fall (September, October, November)
Winter (December, January, February)
Spring (March, April, May)
All classes must start and end within the scheduled session dates.

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Attachment 4
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CITY OF LAKE FOREST

SPORTS PROGRAM SERVICES AGREEMENT

1. P ARTIES AND DATE.

This Agreement is made and entered into this _____ day of ________, 2022, by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California, 92630 ("City") and Orange County Youth Sports Foundation, a California 501(c)(3) Nonprofit Corporation, DBA South Orange County Friday Night Lights, with its principal place of business at 3 Bellflower Street, Ladera Ranch CA 92694 ("Contractor"). City and Contractor are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. R ECITALS.

2.1 Contractor.

Contractor desires to perform and assume responsibility for the provision of certain sports instruction and program services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing these services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Program.

City desires to engage Contractor to render such sports instruction and program services for the Friday Night Lights Flag Football Program ("Program") as set forth in this Agreement.

3. T ERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately provide the sports program and instruction services necessary for the Program ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Ter
m. The term of this Agreement shall be from July 19, 2022 to July 18, 2025, unless earlier terminated as provided herein. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.

3.2 Responsibilities of Contractor.

3.2.1 Independent Contractor; Control and Payment of Subordinates .

The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Item: 12
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Agreement. City retains Contractor on an independent contractor basis and not as an employee.

Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Contractor or any of Contractor's officers, employees, or agents, except as set forth in this Agreement. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Program Schedule and Terms. Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the terms set forth in Exhibit "B" attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor's conformance with the Program Schedule and Terms, City shall respond to Contractor's submittals in a timely manner.

Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Program Schedule.

3.2.3 C onformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City.

3.2.4 S ubstitution of Key Personnel . Contractor has represented to City that certain key personnel will perform and coordinate the Services under this Agreement.

Should one or more of such personnel become unavailable, Contractor may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Contractor cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Program or a threat to the safety of persons or property, shall be promptly removed from the Program by the Contractor at the request of the City.

3.2.5 C
ity's Representative. The City hereby designates Brett Channing, Deputy City M anager, or his designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative").

City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Contractor but not the authority to enlarge the Scope of Work or change the total compensation due to Contractor under this Agreement. The Deputy City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Contractor's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Contractor shall not accept direction or orders from any person other than the Deputy City Manager, City's Representative or his/her designee.

3.2.6 C ontr
actor's Representative. Contractor hereby designates
Keith Mariscola, or h is designee, to act as its representative for the performance of this Item: 12
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Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City's staff, Contractor s and other staff at all reasonable times.

3.2.8 S tandard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractor s have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.

As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor's failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub-Contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Program, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Program by the Contractor and shall not be re-employed to perform any of the Services or to work on the Program.

3.2.9 Law
s and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Program or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If Contractor performs any work knowing it to be contrary to such laws, rules and regulations, Contractor shall be solely responsible for all costs arising therefrom. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.10 S
afety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors , such as safe wal kways, scaffolds, fall protection ladders, bridges, gang Item: 12
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planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.11 Insurance. Contractor agrees to procure and maintain, at Contractor’s expense all insurance specified in Exhibit “D” attached hereto and by this reference incorporated herein. Contractor shall require all subcontractor s to carry the same policies and limits of insurance that the Contractor is required to maintain, unless otherwise approved in writing by the City.

3.3 Fees and Payments.

3.3.1 Compensation. Contractor shall receive compensation for Services rendered under this Agreement in the form of program revenue as set forth in Exhibit “C” and City shall receive compensation from Contractor in the manner set forth in Exhibit "C" attached hereto and incorporated herein by reference. Extra Work may be authorized, as described below, and if authorized, will be compensated as set forth in this Agreement.

3.3.2 R
eimbursement for Expenses . Contractor shall not be
reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.3.3 Ex
tra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Program, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Contractor shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.4 Accounting Records.

3.4.1 Maintenance and Inspection. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.5 General Provisions.

3.5.1 Termination of Agreement.

3.5.1.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have been adequately rendered to City, and Item: 12
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Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.

3.5.1.3 A dditional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5.1.4 D elivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Contractor: South Orange County Friday Night Lights
3 Bellflower Street
Ladera Ranch CA 92694
ATTN: Keith Mariscola

City: City of Lake Forest
100 Civic Center Drive
Lake Forest, CA 92630
ATTN: City Clerk
Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first Program postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.2 Ownership of Materials and Confidentiality.

3.5.2.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data.

Contractor makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Contractor or provided to Contractor by the City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.

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3.5.2.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor. Such materials shall not, without the prior written consent of City, be used by Contractor for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Program. Nothing furnished to Contractor which is otherwise known to Contractor or is generally known, or has become known, to the related industry shall be deemed confidential. Contractor shall not use City's name or insignia, photographs of the Program , or any publicity pertaining to the Services or the Program in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.5.2.3 C onfidential Information. The City shall refrain from releasing Contractor’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Contractor of its intention to release Proprietary Information.

Contractor shall have five (5) working days after receipt of the Release Notice to give City written notice of Contractor's objection to the City's release of Proprietary Information. Contractor shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Contractor fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.5.3 C
ooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.5.4 A
ttorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action.

3.5.5 Indem
nification.

To the fullest extent permitted by law, Contractor shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, Contractors or agents in connection with the performance of the Contractor 's Services, the Program or this Agreement, including without limitation the payment of all damages, expert witness fees and attorneys ’ fees and other related costs and expenses. Contractor's obligation Item: 12
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to indemnify shall not be restricted to insurance proceeds, if any, received by the Contractor or the City, its officials, officers, employees, agents or volunteers.

If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor ’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor ’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.

3.5.6 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

3.5.7 G
overning Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.

3.5.8 Ti me of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.9 C ity's Right to Employ Other Contractor s. City reserves right to employ other Contractors in connection with this Program.

3.5.10 S uccessors and Assigns . This Agreement shall be binding on the successors and assigns of the parties.

3.5.11 A ssignment or Transfer. Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.5.12 C
onstruction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement.

The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.5.13 A
mendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

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3.5.14 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.5.15 N o Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.5.16 Inv alidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.17 P
rohibited 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, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.5.18 E
qual 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. Contractor shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.5.19 Labor
Certification. By its signature hereunder, Contractor
certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-ins urance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5.20 A
uthority to Enter Agreement. 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 bind each respective Party.

3.5.21 C
ounterparts . This Agreement may be signed in counterparts, each of which shall constitute an original.

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Exhibit “A”-1

EXHIBIT "A"

SCOPE OF SERVICES
Contractor shall provide the services set forth herein to operate and implement the Lake Forest Youth Flag Football League at the Lake Forest Sports Park through the Friday Night Lights youth flag football program.

A. Programming:

1. The City’s Youth Football Leagues shall operate no less than two (2) seasons per year. The Fall season may run anytime during the months of August through November, and a Spring season may run anytime during the months of February through June.

2. Specific commencement dates will be determined and included in the Instructor Agreement, no less than six (6) months prior to the scheduled start date of each season.

3. The season will consist of a minimum of eight (8) games, not including playoff games. All league games will be played on Friday evenings.

4. Leagues games times will be determined at the discretion of the contractor, dependent on registration and number of teams, and must be provided to Community Services staff no less than 2 weeks prior to game commencement.

5. Games may start no earlier than 5:00 pm and may end no later than 9:30 pm.

6. The selected vendor will be required to have a minimum play rule of at least one-half (1/2) of every league game.

B. Field Availability:

1. Available fields for Flag Football are at the Lake Forest Sports Park, in particular the back grass field area and one of the two artificial turf areas. Additional field space may be considered by Community Services staff, if deemed necessary and appropriate.

2. Practice sites are available at the Lake Forest Sports Park, as determined by Community Services staff at the beginning of the season.

See additional services and program details on following pages.

*Registration fees listed herein are subject to change each year. Contractor to provide City will current registration fees prior to the commencement of each program.

Item: 12
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Exhibit “B”-1

EXHIBIT "B"

PROGRAM SCHEDULE AND TERMS
Contractor shall perform the work and adhere to the program schedule as described in the above referenced Exhibit “A” Scope of Services at the direction of the City and in accordance with the following specific program terms:

Facility. Unless otherwise agreed upon by the parties, the City will provide and maintain a facility for the Program without charging Contractor any rental fees for the use of the facility . The City will be responsible for reserving location/field space, based on registration.

Publicity. The City will provide publicity relating to the instruction of the Program in the quarterly recreation brochure published four (4) four times each year, as applicable.

Instruction. Contractor shall provide employees or agents (“Employee(s)”) to instruct the Program.

Contractor’s Employees agree to use his/her best efforts to properly instruct the Program in accordance with the Contractor ’s Program description, as described on Contractor’s program application. Contractor is responsible for determining the method and manner of instruction.

Minimum Participants. Contractor shall determine the minimum number of participants required for instruction in the Program. In the event that the minimum number of participants is not realized by the second meeting of the Program, the Program may be canceled. In the event the Program is canceled, the Contractor will be under no obligation to provide instruction services and City will be under no obligation to pay Contractor. If the minimum number is met or exceeded, the Program will be held as scheduled (regardless if any of the initial participants terminate). If the demand is such that it is deemed necessary to institute an additional Program, it shall be taken under consideration and negotiated by the City and Contractor.

Staff Cooperation. Contractor shall at all times cooperate with the Community Services Division staff to ensure that the instruction of the Program conforms to the requirements of this Agreement.

City Property. Contractor, on behalf of itself and its employees, agrees to use due care to properly secure and prevent theft of all property belonging to the City and its Community Services Division.

Discipline. Contractor, on behalf of itself and its Employees, agrees to use due care to ensure the orderly and disciplined conduct of all participants in the Program and to supervise the conduct of the participants and participants’ children. Children shall not run through City building or be unattended in facility at any time.

Absences. Contractor shall obtain permission of the Community Services Division at least one (1) week prior to any absence of an Contractor Employee from the Program. Contractor will contact Program participants when canceling a Program. The Contractor is urged to arrange for a substitute in the event of missed Programs.

Supplies and Equipment. Contractor shall acquire, provide, repair, and maintain at Contractor’s own expense such supplies, equipment and additional personnel as deemed necessary for personal use in performing the service under this Agreement.

Cancellations. Contractor’s Employee(s) who are assigned to a Program shall show up at first Program unless Contractor cancels Program one (1) week prior to Program start date. If Program Item: 12
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55136.00000\40317767.1

(BB&K 2019)

Exhibit “B”-2

is canceled two (2) times in a row, the Program will not be rescheduled until public demand has increased and as determined by the Community Services Division.

Contact Information. Contractor shall notify Community Services Division of the Contractor’s address change or telephone number change immediately.

Background Checks.

Contractor, all Contractor’s Employees and their employees, or agreed upon substitute personnel who will be working with persons of 18 years of age or under as part of the services to be provided pursuant to this Agreement shall be required to pass a criminal background investigation prior to performing such services.

Contractor, all Contractor’s Employees and their employees, or agreed upon substitute personnel agrees to submit to a criminal background check conducted by the City or City’s designee at Contractor’s sole cost and expense, payable in advance. At the City’s absolute and sole discretion, the City may prohibit any person who does not pass the criminal background check required hereunder from working with any person 18 years of age or under unless and until the City receives clearance from the Department of Justice.

Additional Contractor Responsibilities. Additional Contractor responsibilities include the following:

1. Cooperating with requests from the Recreation Staff.

2. Class/Program participants will be cleared from Class/Program area by the designated end time of Class/Program.

3. If any music or sound system is used, keep the sound level down so it will not interfere with other activities going on at the facility.

4. Requests for make-up classes/programs will be scheduled through Community Services Division. Do not assume that the facility is available if the Community Services Division has not been contacted in advance.

5. Submitting class/program information on time and in the format required by the Community Services Staff.

6. Classes/Programs shall not be added after the Recreation Guide brochure has gone to print.

7. Follow the City policy regarding the restriction of the use of expandable polystyrene, commonly referred to by the trade name “Styrofoam,” at all City facilities. Failure to abide by this policy may result in the termination of this Agreement.

8. Field Requests – Contractor to provide field requests thirty (30) days in advance of start of season.

9. Field Allocation Meeting – Contractor to attend field allocation meetings twice per year.

10. Practice Schedule – Contractor shall provide a cloud-based practice schedule giving Item: 12
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Exhibit “B”-3

City staff viewing access.

11. Contractor shall provide an online player registration system and related software to all participants to collect all enrollment fees. Contractors shall only collect material fees that are reviewed by City. Contractor shall provide City full access to its registration system; including financial reports, rosters, and player addresses for auditing purposes.

12. Scholarship Program – contractor shall develop a scholarship program to be reviewed and approved by City staff. Scholarships should be made available to residents who are 17 years of age or younger and/or residents who are developmentally disabled (any age). Qualifying participants will receive a credit of up to $100 per child per season.

13. Fair Play – Contractor shall apply fair-play methods to divisions and team matchups within each grouping (e.g., first/second grade), acknowledging various skill levels.

14. Contractor and City may consider holding an end of season tournament with other Orange County Friday Night Light leagues. All terms and conditions of such tournament must be approved in writing by the City.

Item: 12
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55136.00000\40317767.1

(BB&K 2017)

Exhibit “C”-1

EXHIBIT "C"

COMPENSATION
Contractor shall receive compensation for services rendered in accordance with Section 3.3. of the Agreement in the manner set forth below:

Contractor shall submit an IRS W-9 form to the City each year before the program commences along with the current program registration fees. Contractor will submit payment to the City finance department, mailed to the address noted in Section 3.5.1.4 within thirty (30) working days from the beginning date of the Program. City shall receive compensation equal to 30% of the total seasonal revenue of the Program.

Item: 12
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55136.00000\40317767.1

(BB&K 2019)

Exhibit “D”-1

EXHIBIT “D”

INSURANCE REQUIREMENTS

3.2.11 Insurance.

3.2.11.1 Time for Compliance. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section.

3.2.11.2 Ty
pes of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Contractor , in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Contractor agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (C) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Contractor ’s profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement.

3.2.11.3 Insurance Endorsements . Required insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability:
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

Item: 12
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Exhibit “D”-2

Additional Insured Endorsements shall not (1) be
restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Contractor; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Contractor shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

3.2.11.4 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

3.2.11.5 Professional Liability (Errors & Omissions):
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.

3.2.11.6 Primary and Non-Contributing Insurance. All policies of Commercial General Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3.2.11.7 Wai
ver of Subrogation. All policies of Commercial General Liability insurance shall contain or be endorsed to waive subrogation against the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its Subcontractors.

3.2.11.8 D
eductibles and Self-Insured Retentions. Any deductible or self- insured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.

Item: 12
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55136.00000\40317767.1

(BB&K 2019)

Exhibit “D”-3

3.2.11.9 Evidence of Insurance. The Contractor , concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.2.11.10 Fai
lure to Maintain Coverage. In the event any policy of
insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement effective upon notice.

3.2.11.11 A
cceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.2.11.12 E
nforcement of Agreement Provisions (non estoppel) .

Contractor acknowledges and agrees that actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.2.11.13 R equirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Appendix are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

3.2.11.14 Ins
urance for Subc ontractors. Contractor shall include all Subcontractors engaged in any work for Contractor relating to this Agreement as additional insureds under the Contractor 's policies, or the Contractor shall be responsible for causing Subcontractors to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the Subcontractor’s policies. All policies of Commercial General Liability insurance provided by Contractor’s Subcontractors performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Contractor shall not allow any Subcontractor to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of Subcontractor’s compliance with all insurance requirements under this Agreement, Item: 12
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55136.00000\40317767.1

(BB&K 2019)

Exhibit “D”-4

to the extent applicable. The Contractor shall provide satisfactory evidence of compliance with this section upon request of the City.

Item: 12
232

CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Management Services
SUBJECT:

AWARD SPORTS PROGRAM SERVICES AGREEMENT FOR YOUTH

SOCCER TO SUPER SOCCER STARS
RECOMMENDED ACTION(S):

1. Award a Sports Program Services Agreement to Super Soccer Stars to provide Youth Soccer programming at the Lake Forest Sports Park and/or Baker Ranch Community Park.

2. Authorize the Mayor to sign, and the City Clerk to attest the agreement with Super Soccer Stars, for Youth Soccer programming, substantially in the form attached.

EXECUTIVE SUMMARY:

As part of the Purchasing & Contracting Guidelines (“Guidelines”) update approved by the City Council on March 15, 2022, a formal process for procuring Recreation Vendors and Contract Instructors was created. Recreation Vendor and Contract Instructor arrangements are managed by the Community Services Division. The Recreation and Contract Instructor Procurement Process ensures a fair and equitable selection process for instructors interested in providing programming to the community. For a two-week period starting on June 15, 2022, staff conducted the process outlined in the Guidelines for requesting applications from organizations interested in the opportunity to offer youth soccer programming to the community. The City received two applications and subsequently conducted interviews.

Staff recommends awarding the proposed Sports Program Services Agreement to Super Soccer Stars (“SSS”), to commence on September 1, 2022 (“Agreement”). The Agreement includes a three-year term and a $330,000 compensation amount. Under the Agreement, program participants are required to register and pay a fee to participate in the programming provided by SSS.

SSS is entitled to 70% of all proceeds generated from program registration, while the City is entitled to the remaining 30%. Based on a historical review of soccer- related programming, it is estimated that SSS will receive $330,000 in compensation over the term of the proposed Agreement.

Item: 13
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BACKGROUND:

The Community Services Division utilizes contracted instructors to offer recreational classes for the community. The City enters into a Recreation Class Instructor Contract Agreement (“Contract Class Agreement”) with these independent instructors. These agreements stipulate that the City will be responsible for advertising the classes to the community, managing registration for the class, and hosting the class at City facilities. Compensation for Contract Class Agreements is determined by the number of registered participants and the registration fee, which is then split through a 70/30 formula. Under the 70/30 formula, contractors are entitled to 70% of program registration revenue, while the City receives the remaining 30%.

As part of the Guidelines updated and approved by City Council on March 15, 2022, a new process has been developed for utilization of Recreation and Contract Instructors. The process was developed to create an open and fair approach to all potential providers of service, as well as the option to enter into a three-year agreement with the selected organization that is approved by the City Council. It also established a workflow process for agreements based on the projected compensation to the vendor, as seen in Figure 1 below.

Item: 13
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Figure 1: Recreation Vendor and Contract Instructor Procurement Types and Process
If it is anticipated that the total compensation to the vendor will exceed $10,000, a Recreation and Contract Instructors procurement process must take place.

This includes a public posting regarding the opportunity and interviews, if necessary. Should the compensation exceed $50,000 for the term of the agreement, then the agreement must be approved by the City Council.

The City has offered youth soccer programming to the community since 2015, with SSS running programming each quarterly season since inception. Staff most recently signed a quarterly Contract Instructor Agreement with SSS to offer its program for the summer season, expiring August 31, 2022. Based on past experience and registration numbers for youth soccer programming, staff estimates the amount of compensation the City will pay to the vendor for such services will exceed $10,000 per season. Therefore, staff has followed the new procurement process outlined in Figure 1 above for youth soccer programming at the Lake Forest Sports Park and/or Baker Ranch Community Park.

Item: 13
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DISCUSSION:

Following the process outlined in the Guidelines, the City Manager authorized staff to begin requesting applications from organizations interested in the opportunity to offer youth multi-sport programming to the community. This process began Wednesday, June 15, 2022, with the opportunity posted on the City’s website that included a link to the Scope of Work, Recreation and Contract Instructor Guide (Attachment 1), and Contract Class Proposal Application (Attachment 2). The opportunity was posted for two weeks and advertised on the City’s social media accounts. At the end of the two-week period, two applications were received: SSS and Liverpool Football Club International Academy, So Cal (Liverpool).

The Selection Committee, composed of the following staff, reviewed the applications and held interviews with the two applicants on July 5, 2022:
Brett Channing, Deputy City Manager
Laura Lisack, Recreation Manager
Bill Barry, Senior Recreation Supervisor
Following interviews, the committee concluded that the organization best suited to provide youth soccer programming to the Lake Forest community was SSS.

However, staff was also impressed with Liverpool’s program and is working with them to offer soccer programming to older aged youth (ages 10-18).

Offering fun games, technical skill development, and group activities, SSS offers programming for children of all skill levels. Their classes are held each of the City’s four seasons for ages 1 through 7 years old. Due to its program offerings and reputation, SSS classes are extremely popular with the community. Based on registration fees of $115 to $125 for residents, and $120 to $130 for non- residents, the amount of revenue SSS generated during Fiscal Year 2021-22 was $93,015. Registration fees for contract classes are collected by the City, paying 70% of proceeds to the vendor and retaining 30%. For the Fiscal Year 2021-22 program, the City received $27,904.5 from SSS, which represents 30% of total program revenue. Staff expects the revenue levels from the SSS program to endure over the three-year term of the proposed Agreement.

Staff recommends the City Council approve the proposed three-year Agreement with SSS to provide youth soccer at the Lake Forest Sports Park and/or Baker Ranch Community Park and authorize staff to make payments to the organization during this term (Attachment 3). The Management Services Item: 13
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Department prepared the Agreement, and the City Attorney’s Office reviewed and approved it as to form.

FISCAL IMPACT:

Approval of the recommended action will result in an estimated compensation of $330,000 to SSS over the term of the proposed Agreement, dependent on registration quantity and type. This, in turn, will result in approximately $99,000 in revenue for the City over the term of the proposed Agreement (30% of registration proceeds). The 2021-2023 Operating Budget includes sufficient funding to cover the costs of the recommended action.

ATTACHMENTS:

1. Recreation and Contract Instructor Guide

2. Contract Class Proposal Application

3. Recreation and Contract Instructor Agreement with Super Soccer Stars Initiated By: Nicole Houston, Management Analyst
Submitted By: Brett Channing, Deputy City Manager
Approved By: Debra Rose, City Manager
Item: 13
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Attachment 1
Item: 13
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RECREATION AND CONTRACT

INSTRUCTOR GUIDE AND

APPLICATION PACKET
Item: 13
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Contract Classes
Item: 13
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Contract Instructor
Item: 13
241
Contract Class Proposal and Applications
[email protected]
Item: 13
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The Leaflet
•
•
•
•
Item: 13
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Contract Instructor Responsibilities
•
•
•
•
•
•
•
•
Item: 13
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Class Requirements
Item: 13
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Contract Instructor
Agreements
Upon selection, the City will enter
into a mutual agreement with the
Instructor . Contracts will be
created for a term of a minimum of 3
months up to 1 year . Class
instructors may not hold classes
until an agreement has been signed
and executed.

Item: 13
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Rosters and Enrollment
Item: 13
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Cancellations, Absences,
Make-Up Classes, and
Observation
Item: 13
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Fees and Compensation
This Photo b Unkno n A thor is
Item: 13
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Refunds
Item: 13
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Logistics
•
•
•
•
•
•
•
•
•
•
Item: 13
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Registration and Waivers
Item: 13
252
Insurance and Liability
Item: 13
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Safety
•
•
•
•
•
Item: 13
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General Rules and Guidelines
•
•
•
•
Item: 13
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Attachment 2
Item: 13
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Contract Class Proposal Application
Instructor Name:

Address:

Phone Number
Yes No
Home:

Other:

May we give this phone number to the public?
Email Address:

Information listed below represents a class and schedule I am submitting for consideration by the City of Lake Forest Community Services Division.

Date:Signature:

Proposed Course Title:

Course Description:

Ages:

Number of days per week:

Number of weeks:

Date:
to
Day(s):

Time(s):

Proposed Fee:

Material Fee (If Any):

Class Minimum:

Class Maximum:

Note: Class minimums may not exceed five (5) participants. Please price accordingly.

Item: 13
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Contract Class Proposal Application
The Recreation and Contract Instructor Guide and Application Packet is available year-round on the City’s website. Contract instructors are welcomed and encouraged to complete an application to be considered for programming. For review, completed applications must be submitted to [email protected].

Applications will be reviewed on an on-going basis. If necessary, follow up interviews may be scheduled by staff. It is important to note that programming decisions are made two seasons in advance of the program season, for scheduling purposes and inclusion of program information in the City’s quarterly publication, The Leaflet.

Staff will review applications and make selections based on several factors including popularity, type of class, and availability of instructor and facilities. Final programming decisions will be made no later than the first week of the season prior.

The City publishes a quarterly publication, The Leaflet, advertising all class offerings. The Leaflet is distributed to over 35,000 homes each year. Instructors are responsible for providing the following information for publication:
• Description of the class
• Special instructions (if applicable)
• Material fees
• Required supplies
Recreation and Contract Instructors are required to review the Recreation and Contract Instructor Guide and Application Packet, and acknowledge its procedures and requirements. Initial below, where applicable.

Live Scan Harassment Policy Mandated Reporting Videos and Recording Surveillance This application, the applicable policies, insurance, and all other requirements are due to the Community Services division.

Additional requirements are due within one week of application submission.

The arrangement for class Instructors is that of an Independent Contractor with the City of Lake Forest. The payment percentage split is 70/30, with 70% of registration collected paid to the Instructors and the remaining 30% retained by the City.

The City provides a facility, creates and distributes promotional materials, and processes registration and fee collection. Full session fees must be paid at time of registration. Instructors may not offer any special rates or fees, nor may they accept any registrations or payments. Payments are collected through Active Net, unless otherwise specified as part of an agreement, approved by the City Manager or his/her designee.

The marketing of courses consists of quarterly distribution of The Leaflet brochure, various flyers, ads, and press releases. Any outside marketing of courses must have the approval of the City.

Contract instructors are independent and not employees of the City. While not employed by the City, contract instructors are expected to act in a professional manner, and to abide by the rules of the City and its facilities. The City reserves the right to terminate an agreement at any time.

The City of Lake Forest provides recreation activities to its residents through the Community Services Division. In order to provide a wide array of classes, the City partners with independent contractors, each specializing in skillsets not offered directly by the City.

The City’s annual class calendar breaks down into four seasons:

Summer (June, July, August)
Fall (September, October, November)
Winter (December, January, February)
Spring (March, April, May)
All classes must start and end within the scheduled session dates.

Item: 13
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Attachment 3
Item: 13
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55136.00000\40317422.2
(BB&K 2019)
-1-

CITY OF LAKE FOREST

SPORTS PROGRAM SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this _____ day of ________, 2022, by and betw
een the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California, 92630 ("City") and Super Soccer Stars, LLC, a California Limited Liability Corporation, with its principal place of business at 1960 East Grand Avenue Suite 820 El Segundo, CA 90245 ("Contractor"). City and Contractor are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Contractor.

Contractor desires to perform and assume responsibility for the provision of certain sports instruction and program services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in providing these services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Program.

City desires to engage Contractor to render such sports instruction and program services for the Super Soccer Stars Program ("Program") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 G eneral Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and cus tomary work necessary to fully and adequately provide the sports program and instruction services necessary for the Program ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The ter
m of this Agreement shall be from September 1,
2022 to August 30, 2025, unless earlier terminated as provided herein. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.

3.2 R
esponsibilities of Contractor .

3.2.1 Independent Contractor; Control and Payment of Subordinates .

The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Item: 13
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(BB&K 2019)
-2-

Agreement. City retains Contractor on an independent contractor basis and not as an employee.

Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Contractor or any of Contractor's officers, employees, or agents, except as set forth in this Agreement. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Program Schedule and Terms. Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the terms set forth in Exhibit "B" attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor's conformance with the Program Schedule and Terms, City shall respond to Contractor's submittals in a timely manner.

Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Program Schedule.

3.2.3 C
onformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City.

3.2.4 S ubstitution of Key Personnel . Contractor has represented to City that certain key personnel will perform and coordinate the Services under this Agreement.

Should one or more of such personnel become unavailable, Contractor may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Contractor cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Program or a threat to the safety of persons or property, shall be promptly removed from the Program by the Contractor at the request of the City.

3.2.5 C ity's Representative. The City hereby designates Brett Channing, Deputy City Manager, or his designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative").

City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Contractor but not the authority to enlarge the Scope of Work or change the total compensation due to Contractor under this Agreement. The Deputy City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Contractor's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Contractor shall not accept direction or orders from any person other than the Deputy City Manager, City's Representative or his/her designee.

3.2.6 C
ontractor's Representative. Contractor hereby designates Stacey Neldon, or her designee, to act as its representative for the performance of this Agreement Item: 13
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("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City's staff, Contractor s and other staff at all reasonable times.

3.2.8 S tandard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractor s have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.

As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor's failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub-Contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Program, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Program by the Contractor and shall not be re-employed to perform any of the Services or to work on the Program.

3.2.9 Law
s and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Program or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If Contractor performs any work knowing it to be contrary to such laws, rules and regulations, Contractor shall be solely responsible for all costs arising therefrom. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.10 S
afety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors , such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, Item: 13
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equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.11 Insurance. Contractor agrees to procure and maintain, at Contractor’s expense all insurance specified in Exhibit “D” attached hereto and by this reference incorporated herein. Contractor shall require all subcontractor s to carry the same policies and limits of insurance that the Contractor is required to maintain, unless otherwise approved in writing by the City.

3.3 Fees and Payments.

3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement in the manner set forth in Exhibit "C " attached hereto and incorporated herein by reference. The total compensation shall not exceed Three Hundred Thirty Thousand Dollars ($33 0,000) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 R
eimbursement for Expenses . Contractor shall not be
reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.3.3 Ex
tra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Program, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Contractor shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.4 Accounting Records.

3.4.1 Maintenance and Inspection. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.5 General Provisions.

3.5.1 Termination of Agreement.

3.5.1.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have been adequately rendered to City, and Item: 13
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Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.

3.5.1.3 A dditional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5.1.4 D elivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Contractor: Super Soccer Stars
1960 East Grand Avenue, Suite 820
El Segundo, CA 90245
ATTN: Stacey Neldon
City: City of Lake Forest
100 Civic Center Drive
Lake Forest, CA 92630
ATTN: City Clerk
Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first Program postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.2 Ownership of Materials and Confidentiality.

3.5.2.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data.

Contractor makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Contractor or provided to Contractor by the City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.

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3.5.2.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor. Such materials shall not, without the prior written consent of City, be used by Contractor for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Program. Nothing furnished to Contractor which is otherwise known to Contractor or is generally known, or has become known, to the related industry shall be deemed confidential. Contractor shall not use City's name or insignia, photographs of the Program , or any publicity pertaining to the Services or the Program in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.5.2.3 C onfidential Information. The City shall refrain from releasing Contractor’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Contractor of its intention to release Proprietary Information.

Contractor shall have five (5) working days after receipt of the Release Notice to give City written notice of Contractor's objection to the City's release of Proprietary Information. Contractor shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Contractor fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.5.3 C
ooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.5.4 A ttorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action.

3.5.5 Indem
nification.

To the fullest extent permitted by law, Contractor shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, Contractors or agents in connection with the performance of the Contractor 's Services, the Program or this Agreement, including without limitation the payment of all damages, expert witness fees and attorneys ’ fees and other related costs and expenses. Contractor's obligation Item: 13
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to indemnify shall not be restricted to insurance proceeds, if any, received by the Contractor or the City, its officials, officers, employees, agents or volunteers.

If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor ’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor ’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.

3.5.6 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

3.5.7 G
overning Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.

3.5.8 Ti me of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.9 C ity's Right to Employ Other Contractor s. City reserves right to employ other Contractors in connection with this Program.

3.5.10 S uccessors and Assigns . This Agreement shall be binding on the successors and assigns of the parties.

3.5.11 A ssignment or Transfer. Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.5.12 C
onstruction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement.

The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.5.13 A
mendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

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3.5.14 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.5.15 N o Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.5.16 Inv alidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.17 P
rohibited 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, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.5.18 E
qual 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. Contractor shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.5.19 Labor
Certification. By its signature hereunder, Contractor
certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-ins urance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5.20 A
uthority to Enter Agreement. 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 bind each respective Party.

3.5.21 C
ounterparts . This Agreement may be signed in counterparts, each of which shall constitute an original.

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Exhibit “A”-1

EXHIBIT "A"

SCOPE OF SERVICES
Contractor shall provide the services set forth herein to operate and implement Lake Forest Youth Soccer Programs.

A. Programming:

1. The City’s Youth Soccer Program shall operate four (4) seasons per year. The Fall season may run anytime during the months of August through November, Winter during December through February, Spring will be March through May and Summer is June through August.

2. Specific commencement dates will be determined and provided to City, no less than three (3) months prior to the scheduled start date of each season.

3. Each season will consist of a minimum of four (4) weeks of programming, which can be offered any day of the week.

B. Location Availability:

1. Available location for Soccer Programs is at the Lake Forest Sports Park and Baker Ranch Community Park.

See additional services and program details on following pages.

*Registration fees listed herein are subject to change each season. Contractor to provide City with current registration fees prior to the commencement of each program.

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Exhibit “B”-1

EXHIBIT "B"

PROGRAM SCHEDULE AND TERMS
Contractor shall perform the work and adhere to the program schedule as described in the above referenced Exhibit “A” Scope of Services at the direction of the City and in accordance with the following specific program terms:

Facility. Unless otherwise agreed upon by the parties, the City will provide and maintain a facility for the Program without charging Contractor any rental fees for the use of the facility . The City will be responsible for reserving location/field space, based on registration.

Publicity. The City will provide publicity relating to the instruction of the Program in the quarterly recreation brochure published four (4) four times each year, as applicable.

Instruction. Contractor shall provide employees or agents (“Employee(s)”) to instruct the Program.

Contractor’s Employees agree to use his/her best efforts to properly instruct the Program in accordance with the Contractor ’s Program descripti on, as described on Contractor’s program application. Contractor is responsible for determining the method and manner of instruction.

Minimum Participants. Contractor shall determine the minimum number of participants required for instruction in the Program. In the event that the minimum number of participants is not realized by the second meeting of the Program, the Program may be canceled. In the event the Program is canceled, the Contractor will be under no obligation to provide instruction services and City will be under no obligation to pay Contractor. If the minimum number is met or exceeded, the Program will be held as scheduled (regardless if any of the initial participants terminate). If the demand is such that it is deemed necessary to institute an additional Program, it shall be taken under consideration and negotiated by the City and Contractor.

Staff Cooperation. Contractor shall at all times cooperate with the Community Services Division staff to ensure that the instruction of the Program conforms to the requirements of this Agreement.

City Property. Contractor, on behalf of itself and its employees, agrees to use due care to properly secure and prevent theft of all property belonging to the City and its Community Services Division.

Discipline. Contractor, on behalf of itself and its Employees, agrees to use due care to ensure the orderly and disciplined conduct of all participants in the Program and to supervise the conduct of the participants and participants’ children. Children shall not run through City building or be unattended in facility at any time.

Absences. Contractor shall obtain permission of the Community Services Division at least one (1) week prior to any absence of an Contractor Employee from the Program. Contractor will contact Program participants when canceling a Program. The Contractor is urged to arrange for a substitute in the event of missed Programs.

Supplies and Equipment. Contractor shall acquire, provide, repair, and maintain at Contractor’s own expense such supplies, equipment and additional personnel as deemed necessary for personal use in performing the service under this Agreement.

Cancellations. Contractor’s Employee(s) who are assigned to a Program shall show up at first Program unless Contractor cancels Program one (1) week prior to Program start date. If Program Item: 13
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Exhibit “B”-2

is canceled two (2) times in a row, the Program will not be rescheduled until public demand has increased and as determined by the Community Services Division.

Contact Information. Contractor shall notify Community Services Division of the Contractor’s address change or telephone number change immediately.

Background Checks.

Contractor, all Contractor’s Employees and their employees, or agreed upon substitute personnel who will be working with persons of 18 years of age or under as part of the services to be provided pursuant to this Agreement shall be required to pass a criminal background investigation prior to performing such services.

Contractor, all Contractor’s Employees and their employees, or agreed upon substitute personnel agrees to submit to a criminal background check conducted by the City or City’s designee at Contractor’s sole cost and expense, payable in advance. At the City’s absolute and sole discretion, the City may prohibit any person who does not pass the criminal background check required hereunder from working with any person 18 years of age or under unless and until the City receives clearance from the Department of Justice.

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Exhibit “C”-1

EXHIBIT "C"

COMPENSATION
Contractor shall receive compensation for services rendered in accordance with Section 3.3. of the Agreement in the manner set forth below:

Contractor shall submit an IRS W-9 form to the City each year before the program commences along with the current program registration fees. The City will submit a request for payment to the City finance department within thirty (30) working days from the ending date of the Program.

Contractor shall receive compensation equal to 70% of the total revenue of the Program at the conclusion of each Program for a total not to exceed amount of $330,000 over the term of the agreement. Instructor payments will be mailed to the address noted in Section 3.5.1.4 within thirty (30) working days after the payment request has been submitted. .

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Exhibit “D”-1

EXHIBIT “D”

INSURANCE REQUIREMENTS

3.2.11 Insurance.

3.2.11.1 Time for Compliance. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section.

3.2.11.2 Ty
pes of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Contractor , in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Contractor agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (C) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Contractor ’s profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement.

3.2.11.3 Insurance Endorsements . Required insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability:
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement. Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; Item: 13
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Exhibit “D”-2

(3) restrict coverage to "sole" liability of Contractor; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Contractor shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

3.2.11.4 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

3.2.11.5 Professional Liability (Errors & Omissions):
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.

3.2.11.6 Prim ary and Non-Contributing Insurance. All policies of Commercial General Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3.2.11.7 Wai
ver of Subrogation. All policies of Commercial General Liability shall contain or be endorsed to waive subrogation against the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its Subcontractors.

3.2.11.8 D
eductibles and Self-Insured Retentions. Any deductible or self- insured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.

3.2.11.9 E
vidence of Insurance. The Contractor , concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall Item: 13
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Exhibit “D”-3

deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of i nsurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.2.11.10 Failure to Maintain Coverage. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement effective upon notice.

3.2.11.11 A
cceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.2.11.12 E
nforcement of Agreement Provisions (non estoppel) .

Contractor acknowledges and agrees that actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.2.11.13 R equirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Appendix are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

3.2.11.14 Ins urance for Subc ontractors. Contractor shall include all Subcontractors engaged in any work for Contractor relating to this Agreement as additional insureds under the Contractor 's policies, or the Contractor shall be responsible for causing Subcontractors to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the Subcontractor’s policies. All policies of Commercial General Liability insurance provided by Contractor’s Subcontractors performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Contractor shall not allow any Subcontractor to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of Subcontractor’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Contractor shall provide satisfactory evidence of compliance with this section upon request of the City.

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Exhibit “D”-4

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Management Services
SUBJECT:

AWARD SPORTS PROGRAM SERVICES AGREEMENT FOR YOUTH MULTI-

SPORT PROGRAMMING TO SKYHAWKS SPORTS ACADEMY
RECOMMENDED ACTION(S):

1. Award a Sports Program Services Agreement to Skyhawks Sports Academy to provide Youth Multi-Sport programming at the Lake Forest Sports Park.

2. Authorize the Mayor to sign, and the City Clerk to attest the agreement with Skyhawks Sports Academy, for Youth Multi-Sport programming, substantially in the form attached.

EXECUTIVE SUMMARY:

As part of the Purchasing and Contracting Guidelines (“Guidelines”) update approved by City Council on March 15, 2022, a formal process for procuring Recreation Vendors and Contract Instructors was created. Recreation Vendor and Contract Instructor arrangements are managed by the Community Services Division. The Recreation and Contract Instructor Procurement Process ensures a fair and equitable selection process for instructors interested in providing programming to the community. For a two-week period starting on June 15, 2022, staff conducted the process outlined in the Guidelines for requesting applications from organizations interested in the opportunity to offer youth multi- sport programming to the community. One application was received and reviewed by staff.

Staff recommends awarding the proposed Sports Program Services Agreement to Skyhawks Sports Academy (“Skyhawks”) to commence on September 1, 2022 (“Agreement”). The Agreement includes a three-year term and includes a $300,000 compensation amount. Under the Agreement, program participants are required to register and pay a fee to participate in programming provided by Skyhawks. Skyhawks is entitled to 70% of all proceeds generated from program registration, while the City is entitled to the remaining 30%. Based on a historical review of soccer-related programming, it is estimated that Skyhawks will receive $300,000 in compensation over the term of the proposed Agreement.

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BACKGROUND:

The Community Services Division utilizes contracted instructors to offer recreational classes for the community. The City enters into a Recreation Class Instructor Contract Agreement (“Contract Class Agreement”) with these independent instructors. These agreements stipulate that the City will be responsible for advertising the classes to the community, managing registration for the class, and hosting the class at City facilities. Compensation for Contract Class Agreements is determined by the number of registered participants and the registration fee, which is then split through a 70/30 formula. Under the 70/30 formula, contractors are entitled to 70% of program registration revenue, while the City receives the remaining 30%.

As part of the Guidelines updated and approved by City Council on March 15, 2022, a new process has been developed for utilization of Recreation and Contract Instructors. The process was developed to create an open and fair approach to all potential providers of service, as well as the option to enter into a three-year agreement with the selected organization that is approved by the City Council. It also established a workflow process for agreements based on the projected compensation to the vendor, as seen in Figure 1 below.

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Figure 1: Recreation Vendor and Contract Instructor Procurement Types and Process
If it is anticipated that the total compensation to the vendor will exceed $10,000, a Recreation and Contract Instructors procurement process must take place.

This includes a public posting regarding the opportunity and interviews, if necessary. Should the compensation exceed $50,000 for the term of the agreement, then the agreement must be approved by the City Council.

The City has offered youth multi-sport programming at the Lake Forest Sports Park since 2017, with Skyhawks exclusively running programming each quarterly season. Staff most recently signed a quarterly Contract Instructor Agreement with Skyhawks to offer its program for the summer season, which is set to expire August 31, 2022. Based on past experience and registration numbers for youth multi-sport programming, staff estimates the amount of compensation the City will pay to the vendor for such services (70% of program registration revenue) will exceed $10,000 per season. Therefore, staff has followed the new Item: 14
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procurement process outlined in Figure 1 above for youth multi-sport programming at the Lake Forest Sports Park.

DISCUSSION:

Following the process outlined in the Guidelines, the City Manager authorized staff to begin requesting applications from organizations interested in the opportunity to offer youth multi-sport programming to the community. This process began Wednesday, June 15, 2022, with the opportunity posted on the City’s website that included a link to the Scope of Work, Recreation and Contract Instructor Guide (Attachment 1), and Contract Class Proposal Application (Attachment 2). The opportunity was posted for a period of two weeks and was advertised on the City’s social media accounts. At the end of the two-week period, one application was received from Skyhawks.

The Selection Committee, composed of the following staff, reviewed the application on June 29, 2022:
Brett Channing, Deputy City Manager
Laura Lisack, Recreation Manager
Ken Sipes, Recreation Supervisor
The committee approved the application submitted by Skyhawks, concluding they are the best suited organization to continue providing youth multi-sport programming to the Lake Forest community. Offering baseball, basketball, and soccer classes, paired with lessons on sportsmanship and teamwork, Skyhawks offers programming for children all skill levels. Their classes are held during each of the City’s four seasons for ages 2 through 10 years old.

Due to its programs offered and reputation, Skyhawks classes are very popular with the community. Based on registration fees of $105 to $165 for residents and $110 to $170 for non-residents, the amount of revenue Skyhawks generated during Fiscal Year 2021-22 was $84,407. Registration fees for contract classes are collected by the City, paying 70% of proceeds to the vendor and retaining 30%. For Fiscal Year 2021-22 program, the City received $25,322.10 from Skyhawks, or 30% of total program revenue. Staff expects the revenue levels from the Skyhawks programs to endure over the three-year term of the proposed Agreement.

Staff recommends the City Council approve the proposed Agreement with Skyhawks to provide youth multi-sport programming at the Lake Forest Sports Park and authorize staff to make payments to the organization during this term (Attachment 3). The Management Services Department prepared the Agreement, and the City Attorney’s Office reviewed and approved it as to form.

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FISCAL IMPACT:

Approval of the recommended action will result in an estimated compensation of $300,000 to Skyhawks over the term of the proposed Agreement, dependent on registration quantity and type. This, in turn, will result in approximately $90,000 in revenue for the City over the term of the proposed Agreement (30% of registration proceeds). The 2021-2023 Operating Budget includes sufficient funding to cover the costs of the recommended action.

ATTACHMENTS:

1. Recreation and Contractor Instructor Guide

2. Contract Class Proposal Application

3. Sports Program Services Agreement with Super Soccer Stars Initiated By: Nicole Houston, Management Analyst
Submitted By: Brett Channing, Deputy City Manager
Approved By: Debra Rose, City Manager
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Attachment 1
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RECREATION AND CONTRACT

INSTRUCTOR GUIDE AND

APPLICATION PACKET
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Contract Classes
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Contract Instructor
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Contract Class Proposal and Applications
[email protected]
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The Leaflet
•
•
•
•
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Contract Instructor Responsibilities
•
•
•
•
•
•
•
•
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Class Requirements
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Contract Instructor
Agreements
Upon selection, the City will enter
into a mutual agreement with the
Instructor . Contracts will be
created for a term of a minimum of 3
months up to 1 year . Class
instructors may not hold classes
until an agreement has been signed
and executed.

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Rosters and Enrollment
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Cancellations, Absences,
Make-Up Classes, and
Observation
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Fees and Compensation
This Photo b Unkno n A thor is
Item: 14
293
Refunds
Item: 14
294
Logistics
•
•
•
•
•
•
•
•
•
•
Item: 14
295
Registration and Waivers
Item: 14
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Insurance and Liability
Item: 14
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Safety
•
•
•
•
•
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General Rules and Guidelines
•
•
•
•
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Attachment 2
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Contract Class Proposal Application
Instructor Name:

Address:

Phone Number
Yes No
Home:

Other:

May we give this phone number to the public?
Email Address:

Information listed below represents a class and schedule I am submitting for consideration by the City of Lake Forest Community Services Division.

Date:Signature:

Proposed Course Title:

Course Description:

Ages:

Number of days per week:

Number of weeks:

Date:
to
Day(s):

Time(s):

Proposed Fee:

Material Fee (If Any):

Class Minimum:

Class Maximum:

Note: Class minimums may not exceed five (5) participants. Please price accordingly.

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Contract Class Proposal Application
The Recreation and Contract Instructor Guide and Application Packet is available year-round on the City’s website. Contract instructors are welcomed and encouraged to complete an application to be considered for programming. For review, completed applications must be submitted to [email protected].

Applications will be reviewed on an on-going basis. If necessary, follow up interviews may be scheduled by staff. It is important to note that programming decisions are made two seasons in advance of the program season, for scheduling purposes and inclusion of program information in the City’s quarterly publication, The Leaflet.

Staff will review applications and make selections based on several factors including popularity, type of class, and availability of instructor and facilities. Final programming decisions will be made no later than the first week of the season prior.

The City publishes a quarterly publication, The Leaflet, advertising all class offerings. The Leaflet is distributed to over 35,000 homes each year. Instructors are responsible for providing the following information for publication:
• Description of the class
• Special instructions (if applicable)
• Material fees
• Required supplies
Recreation and Contract Instructors are required to review the Recreation and Contract Instructor Guide and Application Packet, and acknowledge its procedures and requirements. Initial below, where applicable.

Live Scan Harassment Policy Mandated Reporting Videos and Recording Surveillance This application, the applicable policies, insurance, and all other requirements are due to the Community Services division.

Additional requirements are due within one week of application submission.

The arrangement for class Instructors is that of an Independent Contractor with the City of Lake Forest. The payment percentage split is 70/30, with 70% of registration collected paid to the Instructors and the remaining 30% retained by the City.

The City provides a facility, creates and distributes promotional materials, and processes registration and fee collection. Full session fees must be paid at time of registration. Instructors may not offer any special rates or fees, nor may they accept any registrations or payments. Payments are collected through Active Net, unless otherwise specified as part of an agreement, approved by the City Manager or his/her designee.

The marketing of courses consists of quarterly distribution of The Leaflet brochure, various flyers, ads, and press releases. Any outside marketing of courses must have the approval of the City.

Contract instructors are independent and not employees of the City. While not employed by the City, contract instructors are expected to act in a professional manner, and to abide by the rules of the City and its facilities. The City reserves the right to terminate an agreement at any time.

The City of Lake Forest provides recreation activities to its residents through the Community Services Division. In order to provide a wide array of classes, the City partners with independent contractors, each specializing in skillsets not offered directly by the City.

The City’s annual class calendar breaks down into four seasons:

Summer (June, July, August)
Fall (September, October, November)
Winter (December, January, February)
Spring (March, April, May)
All classes must start and end within the scheduled session dates.

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Attachment 3
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CITY OF LAKE FOREST

SPORTS PROGRAM SERVICES AGREEMENT

1. P ARTIES AND DATE.

This Agreement is made and entered into this _____ day of ________, 2022, by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California, 92630 ("City") and Skyhawks Sports Academy, Inc., a Washington Corporation, with its principal place of business at 1826 E. Sprague Avenue, Spokane WA 99202("Contractor "). City and Contractor are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. R ECITALS.

2.1 Contractor.

Contractor desires to perform and assume responsibility for the provision of certain sports instruction and program services required by the City on the terms and conditions set forth in this Agreement. Contractor represents that it is experienced in prov iding these services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Program.

City desires to engage Contractor to render such sports instruction and program services for the Skyhawks Multi-Sport Program ("Program") as set forth in this Agreement.

3. T ERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately provide the sports program and instruction services necessary for the Program ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Ter
m. The term of this Agreement shall be from September 1, 2022 to August 30, 2025, unless earlier terminated as provided herein. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.

3.2 Responsibilities of Contractor.

3.2.1 Independent Contractor; Control and Payment of Subordinates .

The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee.

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Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Contractor or any of Contractor's officers, employees, or agents, except as set forth in this Agreement. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Program Schedule and Terms. Contractor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the terms set forth in Exhibit "B" attached hereto and incorporated herein by reference. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor's conformance with the Program Schedule and Terms, City shall respond to Contractor's submittals in a timely manner.

Upon request of City, Contractor shall provide a more detailed schedule of anticipated performance to meet the Program Schedule.

3.2.3 C onformance to Applicable Requirements. All work prepared by Contractor shall be subject to the approval of City.

3.2.4 S ubstitution of Key Personnel . Contractor has represented to City that certain key personnel will perform and coordinate the Services under this Agreement.

Should one or more of such personnel become unavailable, Contractor may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Contractor cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Program or a threat to the safety of persons or property, shall be promptly removed from the Program by the Contractor at the request of the City.

3.2.5 C
ity's Representative. The City hereby designates Brett Channing, Deputy City Manager, or his designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative").

City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Contractor but not the authority to enlarge the Scope of Work or change the total compensation due to Contractor under this Agreement. The Deputy City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Contractor's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Contractor shall not accept direction or orders from any person other than the Deputy City Manager, City's Representative or his/her designee.

3.2.6 C
ontractor's Representative. Contractor hereby designates Jason Frazier, or his designee, to act as its representative for the performance of this Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent Item: 14
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and act on behalf of the Contractor for all purposes under this Agreement. The Contractor's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City's staff, Contractors and other staff at all reasonable times.

3.2.8 S
tandard of Care; Performance of Employees. Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Contractor represents that it, its employees and subcontractor s have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.

As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor's failure to comply with the standard of care provided for herein. Any employee of the Contractor or its sub-Contractors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Program, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Program by the Contractor and shall not be re-employed to perform any of the Services or to work on the Program.

3.2.9 Law
s and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Program or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If Contractor performs any work knowing it to be contrary to such laws, rules and regulations, Contractor shall be solely responsible for all costs arising therefrom. Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.10 S
afety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors , such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or Item: 14
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injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.11 Insurance. Contractor agrees to procure and maintain, at Contractor’s expense all insurance specified in Exhibit “D” attached hereto and by this reference incorporated herein. Contractor shall require all subcontractor s to carry the same policies and limits of insurance that the Contractor is required to maintain, unless otherwise approved in writing by the City.

3.3 Fees and Payments.

3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement in the manner set forth in Exhibit "C " attached hereto and incorporated herein by reference. The total compensation shall not exceed Three Hundred Thousand Dollars ($30 0,000) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 R eimbursement for Expenses . Contractor shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.3.3 Ex
tra Work. At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Program, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Contractor shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.4 Accounting Records.

3.4.1 Maintenance and Inspection. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.5 General Provisions.

3.5.1 Termination of Agreement.

3.5.1.1 Grounds for Termination. City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have been adequately rendered to City, and Item: 14
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Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Contractor to provide all finished or unfinished Documents and Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.

3.5.1.3 A dditional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5.1.4 D elivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Contractor: Skyhawks Sports Academy
1826 E. Sprague Avenue
Spokane WA 99202
ATTN: Jason Frazier
City: City of Lake Forest
100 Civic Center Drive
Lake Forest, CA 92630
ATTN: City Clerk
Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first Program postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.2 Ownership of Materials and Confidentiality.

3.5.2.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data.

Contractor makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Contractor or provided to Con tractor by the City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.

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3.5.2.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor. Such materials shall not, without the prior written consent of City, be used by Contractor for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Program. Nothing furnished to Contractor which is otherwise known to Contractor or is generally known, or has become known, to the related industry shall be deemed confidential. Contractor shall not use City's name or insignia, photographs of the Program , or any publicity pertaining to the Services or the Program in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.5.2.3 C onfidential Information. The City shall refrain from releasing Contractor’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Contractor of its intention to release Proprietary Information.

Contractor shall have five (5) working days after receipt of the Release Notice to give City written notice of Contractor's objection to the City's release of Proprietary Information. Contractor shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Contractor fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.5.3 C
ooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.5.4 A
ttorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action.

3.5.5 Indem
nification.

To the fullest extent permitted by law, Contractor shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, Contractors or agents in connection with the performance of the Contractor 's Services, the Program or this Agreement, including without limitation the payment of all damages, expert witness fees and attorneys ’ fees and other related costs and expenses. Contractor's obligation Item: 14
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to indemnify shall not be restricted to insurance proceeds, if any, received by the Contractor or the City, its officials, officers, employees, agents or volunteers.

If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor ’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor ’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.

3.5.6 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

3.5.7 G
overning Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.

3.5.8 Ti me of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.9 C ity's Right to Employ Other Contractor s. City reserves right to employ other Contractors in connection with this Program.

3.5.10 S uccessors and Assigns . This Agreement shall be binding on the successors and assigns of the parties.

3.5.11 A ssignment or Transfer. Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.5.12 C
onstruction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement.

The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.5.13 A
mendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

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-8-

3.5.14 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.5.15 N o Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.5.16 Inv alidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.17 P
rohibited 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, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.5.18 E
qual 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. Contractor shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.5.19 Labor
Certification. By its signature hereunder, Contractor
certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-ins urance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5.20 A
uthority to Enter Agreement. 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 bind each respective Party.

3.5.21 C
ounterparts . This Agreement may be signed in counterparts, each of which shall constitute an original.

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Item: 14
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55136.00000\40317491.1
(BB&K 2019) Exhibit “A”-1

EXHIBIT "A"

SCOPE OF SERVICES
Contractor shall provide the services set forth herein to operate and implement Lake Forest Youth Multi-Sport Programs which would offer at a minimum; youth basketball, baseball , and football programs.

A. P rogramming:

1. The C
ity’s Youth Multi-Sport Programs shall operate four (4) seasons per year. The Fal
l season may run anytime during the months of August through November, Winter during December through February, Spring will be March through May and Summer is June through August.

2. Specific commencement dates will be determined and included in the Instructor Agreement, no less than three (3) months prior to the scheduled start date of eac h
s
eason.

3. E
ach season will consist of a minimum of a four (4) week program, which can be offer
ed any day of the week.

B. Loc ation Availability:

1. Available location for Multi-Sport Programs is at the Lake Forest Sports Park.

S
ee additional services and program details on following pages. *
Registration fees listed herein are subject to change each year. Contractor to provide City with current registration fees prior to the commencement of each program.

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Exhibit “B”-1

EXHIBIT "B"

PROGRAM SCHEDULE AND TERMS
Contractor shall perform the work and adhere to the program schedule as described in the above referenced Exhibit “A” Scope of Services at the direction of the City and in accordance with the following specific program terms:

Facility. Unless otherwise agreed upon by the parties, the City will provide and maintain a facility for the Program without charging Contractor any rental fees for the use of the facility . The City will be responsible for reserving location/field space, based on registration.

Publicity. The City will provide publicity relating to the instruction of the Program in the quarterly recreation brochure published four (4) four times each year, as applicable.

Instruction. Contractor shall provide employees or agents (“Employee(s)”) to instruct the Program.

Contractor’s Employees agree to use his/her best efforts to properly instruct the Program in accordance with the Contractor ’s Program description, as described on Contractor’s program application. Contractor is responsible for determining the method and manner of instruction.

Minimum Participants. Contractor shall determine the minimum number of participants required for instruction in the Program. In the event that the minimum number of participants is not realized by the second meeting of the Program, the Program may be canceled. In the event the Program is canceled, the Contractor will be under no obligation to provide instruction services and City will be under no obligation to pay Contractor. If the minimum number is met or exceeded, the Program will be held as scheduled (regardless if any of the initial participants terminate). If the demand is such that it is deemed necessary to institute an additional Program, it shall be taken under consideration and negotiated by the City and Contractor.

Staff Cooperation. Contractor shall at all times cooperate with the Community Services Division staff to ensure that the instruction of the Program conforms to the requirements of this Agreement.

City Property. Contractor, on behalf of itself and its employees, agrees to use due care to properly secure and prevent theft of all property belonging to the City and its Community Services Division.

Discipline. Contractor, on behalf of itself and its Employees, agrees to use due care to ensure the orderly and disciplined conduct of all participants in the Program and to supervise the conduct of the participants and participants’ children. Children shall not run through City building or be unattended in facility at any time.

Absences. Contractor shall obtain permission of the Community Services Division at least one (1) week prior to any absence of an Contractor Employee from the Program. Contractor will contact Program participants when canceling a Program. The Contractor is urged to arrange for a substitute in the event of missed Programs.

Supplies and Equipment. Contractor shall acquire, provide, repair, and maintain at Contractor’s own expense such supplies, equipment and additional personnel as deemed necessary for personal use in performing the service under this Agreement.

Cancellations. Contractor’s Employee(s) who are assigned to a Program shall show up at first Program unless Contractor cancels Program one (1) week prior to Program start date. If Program Item: 14
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Exhibit “B”-2

is canceled two (2) times in a row, the Program will not be rescheduled until public demand has increased and as determined by the Community Services Division.

Contact Information. Contractor shall notify Community Services Division of the Contractor’s address change or telephone number change immediately.

Background Checks.

Contractor, all Contractor’s Employees and their employees, or agreed upon substitute personnel who will be working with persons of 18 years of age or under as part of the services to be provided pursuant to this Agreement shall be required to pass a criminal background investigation prior to performing such services.

Contractor, all Contractor’s Employees and their employees, or agreed upon substitute personnel agrees to submit to a criminal background check conducted by the City or City’s designee at Contractor’s sole cost and expense, payable in advance. At the City’s absolute and sole discretion, the City may prohibit any person who does not pass the criminal background check required hereunder from working with any person 18 years of age or under unless and until the City receives clearance from the Department of Justice.

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Exhibit “C”-1

EXHIBIT "C"

COMPENSATION
Contractor shall receive compensation for services rendered in accordance with Section 3.3. of the Agreement in the manner set forth below:

Contractor shall submit an IRS W-9 form to the City each year before the program commences along with the current program registration fees. The City will submit a request for payment to the City finance department within thirty (30) working days from the ending date of the Program.

Contractor shall receive compensation equal to 70% of the total revenue of the Program at the conclusion of each Program for a total not to exceed amount of $300,000 over the term of the agreement. Instructor payments will be mailed to the address noted in Section 3.5.1.4 within thirty (30) working days after the payment request has been submitted.

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Exhibit “D”-1

EXHIBIT “D”

INSURANCE REQUIREMENTS

3.2.11 Insurance.

3.2.11.1 Time for Compliance. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section.

3.2.11.2 Ty
pes of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Contractor , in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Contractor agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (C) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Contractor ’s profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement.

3.2.11.3 Insurance Endorsements . Required insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability:
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

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Exhibit “D”-2

Additional Insured Endorsements shall not (1) be
restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Contractor; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Contractor shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.

3.2.11.4 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

3.2.11.5 Professional Liability (Errors & Omissions):
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.

3.2.11.6 Primary and Non-Contributing Insurance. All policies of Commercial General Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3.2.11.7 Wai
ver of Subrogation. All policies of Commercial General Liability insurance shall contain or be endorsed to waive subrogation against the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its Subcontractors.

3.2.11.8 D
eductibles and Self-Insured Retentions. Any deductible or self- insured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.

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Exhibit “D”-3

3.2.11.9 Evidence of Insurance. The Contractor , concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.2.11.10 Fai
lure to Maintain Coverage. In the event any policy of
insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement effective upon notice.

3.2.11.11 A
cceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.2.11.12 E
nforcement of Agreement Provisions (non estoppel) .

Contractor acknowledges and agrees that actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.2.11.13 R equirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Appendix are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

3.2.11.14 Ins urance for Subc ontractors. Contractor shall include all Subcontractors engaged in any work for Contractor relating to this Agreement as additional insureds under the Contractor 's policies, or the Contractor shall be responsible for causing Subcontractors to purchase the appropriate insurance in compliance with the terms of thes e Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the Subcontractor’s policies. All policies of Commercial General Liability insurance provided by Contractor’s Subcontractors performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Contractor shall not allow any Subcontractor to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of Subcontractor’s compliance with all insurance requirements under this Agreement, Item: 14
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Exhibit “D”-4

to the extent applicable. The Contractor shall provide satisfactory evidence of compliance with this section upon request of the City.

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: Community Development
SUBJECT:

AN ORDINANCE AMENDING LAKE FOREST MUNICIPAL CODE (LFMC) SECTION 9.04.030, CHAPTER 9.162, SECTION 9.184.020, AND SECTION

9.184.040 TO REQUIRE A WIRELESS COMMUNICATION FACILITY (WCF) PERMIT FOR CLASS 4, CLASS 7, AND CLASS 8 WCFs, IN LIEU OF A

CHANGED PLAN AND SITE DEVELOPMENT PERMIT RESPECTIVELY, AND

PROCESSING PROCEDURES FOR CONSISTENCY WITH STATE AND
FEDERAL LAW.

RECOMMENDED ACTION(S):

Introduce for first reading an Ordinance Entitled: AN ORDINANCE OF THE CITY COUNCIL OF LAKE FOREST, CALIFORNIA, AMENDING SECTION 9.04.030, CHAPTER 9.162, SECTION 9.184.020, AND SECTION 9.184.040 OF THE

LAKE FOREST MUNICIPAL CODE REGARDING WIRELESS

COMMUNICATION FACILITIES AND FINDING THE ACTION EXEMPT FROM CEQA.

EXECUTIVE SUMMARY:

Federal law requires that certain types of wireless communication facilities be permitted by-right (i.e., ministerially, without a discretionary permit), including certain facilities in the public right-of-way and collocations. These facilities are classified as “Class 4,” “Class 7,” and “Class 8” facilities in the City’s wireless communication facilities ordinance (Lake Forest Municipal Code (“LFMC”) Chapter 9.162). The wireless communication facility permit is a new permit type proposed as part of this code amendment specifically for wireless communication facilities subject to a non-discretionary approval.

This LFMC amendment was prepared in accordance with Federal and State law.

The draft ordinance contains City-initiated amendments to:
LFMC Section 9.04.030: to delete two obsolete definitions; LFMC Chapter 9.162: to require a wireless communications facility permit, in lieu of a site development permit or changed plan, for Class 4 and Class 7 wireless communication facilities respectively, add a new facility class ("Class 8") for wireless communication facility collocations under state law subject to a Item: 15
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wireless communications facility permit, and add new standard conditions of approval; and
LFMC Sections 9.184.020 and 9.184.040: for consistency with proposed amendments to Chapter 9.162.

Providing this change to the LFMC and establishing a wireless communication facility permit will ensure the LFMC comports to State and Federal law. If enacted, the applicants for a wireless communication facility permit will be required to pay an application fee that covers the City’s costs of processing the permit. On June 21, 2022, the City Council adopted an updated Master Fee Schedule that includes a fee to be charged to wireless communication facility permit applicants.

BACKGROUND:

Wireless communication facility (“WCF”) means the transmitters, antennas and other types of equipment used for the provision of wireless communication services at a fixed location, including any associated tower(s), support structure(s), and base station(s). WCF services include those services that are necessary for mobile telephones and similar devices. WCFs are regulated by Federal and State laws preemptively, as well as local ordinances. Federal law requires that certain types of WCFs be permitted by local jurisdictions without a public hearing or discretionary review/permit. However, applicable laws allow jurisdictions to require non-discretionary permits for such facilities, the purpose of which is to provide for a review and determination of compliance with any adopted objective development standards and regulations.

LFMC Chapter 9.162 establishes seven classes of wireless communication facilities. Two of these classes are subject to non-discretionary permits only under Federal law:
Class 4 – facilities in the public right-of-way or on private streets. “Small cell” facilities are subject to specific criteria by definition and are no more than three cubic feet in volume and limited in height.
Class 7 – modification or co-location of an existing WCF 1. Eligible facilities include: (a) the installation of new transmission equipment, including co- locations; (b) removal of transmission equipment; and (c) replacement of transmission equipment, without a substantial change to the physical dimensions or replacement of the underlying structure.
1 “Eligible Facilities”, as defined in Section 6409(a) of the Middle-Class Tax Relief and Job Creation Act of 2012
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Currently, the LFMC requires an administrative site development permit (“SDP”) for Class 4 facilities and a changed plan (“CP”) for Class 7 facilities. However, in accordance with Federal legislation, these facilities must be permitted ministerially within the applicable FCC “shot clock” timeframes, which range from 60 to 90 days from application submission, depending on the facility type.

In anticipation of this pending code amendment, the City Council adopted a fee for wireless communication facility permits in June 2021, as part of a broader fee schedule update.

DISCUSSION:

This LFMC amendment would create a new Class 8 and provide for a non- discretionary permit to apply to Class 4, Class 7, and Class 8 wireless communication facilities by creating a new, non-discretionary wireless communication facility permit. The change to a non-discretionary permit would provide for consistency with State and Federal law, which requires that all three facility classes be subject to non-discretionary approvals. The proposed LFMC amendments include:
LFMC Section 9.04.030 – Definitions: deletes obsolete definitions. LFMC Section 9.162.030 – Definitions: deletes and modifies definitions. LFMC Section 9.162.040 – Facility classes:
-LFMC Section 9.162.040.A: refines description of Class 1 WCF; -LFMC Section 9.162.040.C and 9.162.040.F: adds examples of Class 3 and 6 WCFs;
-LFMC Section 9.162.040.G: refines description of Class 7 WCF. LFMC Section 9.162.050 – Requirements Applicable by Facility Class:
-LFMC sections 9.162.050.A-G: adds clarifying language as to procedures and standards;
-LFMC section 9.162.050.H: adds “Class 8 Facilities (Government Code section 65850.6 Collocations)”;
-LFMC Section 9.162.050.I – L: adds standard conditions of approval applicable unless modified by approving authority.
LFMC Section 9.162.060.A – D – Required Findings: adds findings for approval of WCFs.
LFMC Section 9.162.080 – Authority: revises and expands upon Director’s authority in administering chapter 9.162.

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LFMC Section 9.162.110 – Appeals: LFMC section 9.162.110.A – C: adds appeal procedures.
LFMC Section 9.184.020.D. – Types of Permits: Clarifies that no public hearings are required for Class 1 and 6, or Class 5 WCFs in non-residential zones.
LFMC Section 9.184.040 – Processing Procedures:
-LFMC Section 9.184.040.D: clarifies that for Class 4, 7, and 8 WCFs, there are no public hearing or public notification requirements; -LFMC Section 9.184.040.E.5: moves findings for approval of Class 4 WCFs to section 9.162.050.D.1 – Class 4 wireless communication facilities (Public Right-of-Way) – Requirements; and
-LFMC Section 9.184.040.G: clarifies non-applicability of this section to Class 1 and 5, and Class 6 WCFs located in non-residential zones. “Redlined” versions of the proposed amendments are provided as Attachment 2.

All text proposed to be amended is shown in red, with new text underlined and deleted text in strikethrough.

Standard Conditions of Approval
Federal law establishes specific “shot clocks” for approving certain classes of WCFs subject to ministerial approval. If the local government fails to take action on an application within the shot clock period, the request is deemed granted effective at the time the applicant notifies the local government in writing that the “shot clock” has expired and the application has been deemed granted. Similar provisions exist in State law for other WCF ministerial permits. The purpose of including standard conditions of approval in the Code is to ensure that these “backstop” conditions automatically apply in the event any WCF is deemed granted pursuant to shot clock rules. In all other instances, the approving body would reserve the authority to apply or delete these conditions on a case-by-case basis.

Environmental Review:

Zoning Code (“ZC”) 09-21-5462 is not subject to the California Environmental Quality Act (“CEQA”) because the Ordinance is not a CEQA “project” under State CEQA Guidelines section 15378(b)(5). Further, State CEQA Guidelines section 15061(b)(3) exempts those activities for which it can be seen with certainty that there is no potential to result in significant environmental effects.

Planning Commission Review and Action
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The Planning Commission reviewed and approved ZC 09-21-5462 at a public hearing on June 9, 2022, at which an opportunity for public comment was provided. No public comment was received. The Commission voted unanimously to forward a resolution recommending approval of the zoning code amendment to the City Council (Attachment 3)
Summary and Staff Recommendation
The fee for WCF Permits was adopted in anticipation of this pending code amendment. Approval of the proposed code amendment (ZC 09-21-5462) would provide for consistency with Federal law and help streamline the permitting process for Class 4, 7, and 8 WCFs. Accordingly, staff is recommending that the City Council adopt the draft ordinance (Attachment 1).

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

ATTACHMENTS:

1. Draft Ordinance Amending LFMC section 9.04.030, chapter 9.162, section

9.184.020, and section 9.184.040

2. Draft “redlined” LFMC section 9.04.030, chapter 9.162, section 9.184.020, section 9.184.040

3. Planning Commission Resolution recommending approval of ZC 09-21- 5492
Initiated By: Ron Santos, Senior Planner
Submitted By: Gayle Ackerman, AICP, Director of Community Development Approved By: Debra Rose, City Manager
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ATTACHMENT 1
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6 ORDINANCE NO. ___

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

LAKE FOREST, CALIFORNIA, AMENDING SECTION

9.04.030, CHAPTER 9.162, SECTION 9.184.020, AND
SECTION 9.184.040 OF THE LAKE FOREST MUNICIPAL

CODE REGARDING WIRELESS COMMUNICATION

FACILITIES AND FINDING THE ACTION EXEMPT FROM
CEQA.

WHEREAS, Government Code, Section 65800 et seq. authorizes the City of Lake Forest (“City”) to adopt and administer zoning laws, ordinances, rules and regulations as a means of implementing the General Plan; WHEREAS, the City adopted a Zoning Code, which is provided in Title 9 of the Lake Forest Municipal Code;
WHEREAS, the City Council has adopted various regulations and requirements applicable to wireless communication facilities (WCFs) to regulate the various health, welfare, and safety impacts presented by the proliferation of WCFs and to balance these impacts with the interests of consumers in receiving the benefits of wireless technologies;
WHEREAS, federal and State law, including various Federal Communications Commission (FCC) orders and regulations, place significant procedural and substantive limits on the City’s exercise of local control over WCF matters; WHEREAS, the purpose of this Ordinance is to update and establish comprehensive standards and regulations regarding the siting, development, and operation of wireless telecommunication facilities within the City in a manner consistent with State and federal law;
WHEREAS, the City’s WCF regulations were last amended by the City Council in 2019 (Ord. No. 321) to address changes in federal law embodied in the FCC’s Small Cell Order (FCC 18-133). Since that time, there have been court decisions with respect to the FCC Small Cell Order, as well as further changes to FCC wireless regulations and state law affecting local wireless siting authority; WHEREAS, the proposed updates contained in this Ordinance respond to current wireless communication facility trends, updates in laws and regulations, clarify the City’s review procedures and information necessary to analyze wireless applications, and provide generally applicable development standards, and other matters to interpreting the City’s General Plan to improve the effectiveness of the City’s regulations, and reflect the values of the City;
WHEREAS, Section 9.196.040 of the Zoning Code and California Government Item: 15
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6 Code section 65854 require the Planning Commission and the City Council to conduct public hearings on Zoning Code amendments. The Planning Commission’s action on proposed Zoning Code amendments shall be forwarded to the City Council as a recommendation;
WHEREAS, the Director of Community Development prepared an exhibit of the proposed ordinance, including the proposed language and terminology, and any additional information and documents deemed necessary for the Planning Commission to take action;
WHEREAS, on May 26, 2022, the City gave public notice of a Planning Commission public hearing to be held to consider Zoning Code Amendment ZC 09-21- 5462 by advertisement in a newspaper of general circulation; WHEREAS, the Director of Community Development made the exhibit available for public inspection in the Community Development Department offices and supplied it at cost to all persons desiring a copy, at least ten (10) days prior to the scheduled Planning Commission public hearing date in accordance with Section 9.196.020 of the Municipal Code;
WHEREAS, on June 9, 2022, the Planning Commission held a duly noticed public hearing and considered the staff report, recommendations by staff, and public testimony concerning amendments to Title 9 of the Lake Forest Municipal Code, provided comments on the amendments, and voted to forward the proposed ordinance to the City Council with a recommendation in favor of its adoption; WHEREAS, on July 7, 2022, the City gave public notice of a City Council public hearing to be held to consider Zoning Code Amendment ZC 09-21-5462 by advertisement in a newspaper of general circulation and posted the public notice at City Hall;
WHEREAS, on July 12, 2022, the City Clerk made the ordinance and all relevant documents available for public inspection in the City Clerk’s office, at least five (5) days prior to the scheduled City Council public hearing date in accordance with Section

9.196.020 of the Municipal Code;
WHEREAS, on July 19, 2022, the City Council considered the staff report, recommendations by staff, and public testimony regarding amendments to Title 9 of the Municipal Code.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LAKE FOREST DOES ORDAIN AS FOLLOWS:

SECTION 1. The City Council finds that this Ordinance is not a project within the meaning of Section 15378 of the State of California Environmental Quality Act (“CEQA”) Guidelines, because it has no potential for resulting in physical change in the environment, directly or indirectly. The Ordinance does Item: 15
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6 not authorize any specific development or installation on any specific piece of property within the City’s boundaries. Moreover, when and if an application for installation is submitted, the City will at that time conduct preliminary review of the application in accordance with CEQA. Alternatively, even if the Ordinance is a “project” within the meaning of State CEQA Guidelines section 15378, the Ordinance is exempt from CEQA on multiple grounds. The Ordinance is exempt CEQA because the City Council’s adoption of the Ordinance is covered by the general rule that CEQA applies only to projects which have the potential for causing a significant effect on the environment. (State CEQA Guidelines, § 15061(b)(3)). That is, approval of the Ordinance will not result in the actual installation of any facilities in the City. In order to install a facility in accordance with this Ordinance, the wireless provider would have to submit an application for installation of the wireless facility. At that time, the City will have specific and definite information regarding the facility to review in accordance with CEQA.

And, in fact, the City will conduct preliminary review under CEQA at that time.

Moreover, in the event that the Ordinance is interpreted so as to permit installation of wireless facilities on a particular site, the installation would be exempt from CEQA review in accordance with either State CEQA Guidelines section 15302 (replacement or reconstruction), State CEQA Guidelines section 15303 (new construction or conversion of small structures), and/or State CEQA Guidelines section 15304 (minor alterations to land). The City Council, therefore, directs that a Notice of Exemption be filed with the County Clerk of the County of Orange within five working days of the passage and adoption of the Ordinance.

SECTION 2. Based on the entire record before the City Council, and all written and oral evidence presented, the City Council hereby finds that Zoning Code Amendment ZC 09-21-5462 is consistent with the City’s adopted General Plan. Specifically, General Plan Public Facilities Element Goal PF-7: A community with a modern telecommunications system that improves communication, business development, and provides equitable access; and Action PF-7: Periodically review and revise existing City ordinances regulating the placement, maintenance, and operation of cell facilities; revise as needed to implement the General Plan; and Economic Development Policy ED-2:

Processes. Review, and streamline as appropriate, City regulations, processes, and procedures that impact business development and operations; and Land Use Action LU-2c: Periodically review and amend (as needed) the Zoning Ordinance, City Subdivision Regulations, and Grading Regulations to provide consistency with new state legislation and court decisions. Review and amend Zoning Ordinance to clarify permitted and conditionally permitted uses in all districts. This Zoning Code Amendment furthers these goals, policies, and actions by updating the City's regulations to achieve consistency with federal and state law and making certain refinements to ensure that the Zoning Code is consistent and clear and provides for streamlined approval processes for Item: 15
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6 wireless communication facilities. Therefore, the Zoning Code Amendment is consistent with the General Plan.

SECTION 3. The following definitions found in Subsection D of Section

9.04.030 of Title 9 of the Lake Forest Municipal Code are hereby deleted in their entirety:
“Major Wireless Facility: A wireless communication facility that is either ground-mounted or roof-mounted; provided that, a roof-mounted facility screened on all four (4) sides by solid material that does not exceed the maximum height of the applicable zoning district shall be deemed a minor facility. Operational standards and requirements are found in Chapter

9.162.”
“Minor Wireless Facility: A wireless communication facility that is either wall-mounted, or utility-mounted, or roof-mounted in such a manner that the entire facility is screened by solid material on four (4) sides and does not exceed the maximum height of the applicable zoning district.

Operational standards and requirements are found in Chapter 9.162.” SECTION 4. Section 9.162.020 of Title 9 of the Lake Forest Municipal Code is hereby amended in its entirety to read as follows:

9.162.020 Applicability.

A. The following uses shall be exempt from the provisions of this chapter until such time as federal regulations are repealed or amended to eliminate the necessity of the exemption:

1. Any satellite antenna that is one (1) meter (39.37 inches) or less in diameter and is designed to receive direct broadcast satellite service, including direct- to-home satellite service, or to receive or transmit fixed wireless signals as defined by Section 207 of the Telecommunications Act of 1996, Title 47 of the Code of Federal Regulations, and any interpretive decisions thereof issued by the Federal Communications Commission;

2. Any satellite antenna that is two (2) meters (78.74 inches) or less in diameter and is located in any of the City’s commercial or industrial zoning districts;

3. Any antenna structure that is one (1) meter (39.37 inches) or less in diameter or diagonal measurement and is designed to receive multipoint distribution service, provided that no part of the antenna structure extends more than twelve (12) feet above the principal building on the same lot.

B. The following uses shall be exempt from the provisions of this chapter at all times:

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6 1. Any antenna structure that is designed to receive over-the-air UHF and/or VHF television broad-cast transmission;

2. Any antenna structure that is designed to receive over-the-air AM and/or FM radio broadcast transmission;

3. Any antenna structure used by authorized amateur radio stations licensed by the Federal Communications Commission;

4. Any wireless facilities located within a structure and intended to provide wireless service only within the same structure, including Wi-Fi hotspots and access points;

5. Ordinary maintenance of any existing wireless communications facility; and

6. Placement of a temporary facility for a period of not more than thirty (30) days following declaration of an emergency or disaster.

SECTION 5. Section 9.162.030 of Title 9 of the Lake Forest Municipal Code is hereby amended in its entirety to read as follows:

9.162.030 Definitions.

For purposes of this chapter, the following words, terms, phrases, and their derivations shall have the meanings given in this chapter. The word “shall” is always mandatory and not merely directory.
“Antenna” means any system of wires, poles, rods, reflecting discs, or similar devices used in wireless communications for the transmission or reception of radio frequency signals (RF) or electromagnetic waves when such system is operated or operating from a fixed location.
“Antenna support structure” or “support structure” means any structure which is used to support, house, or conceal antennas and any related appurtenances. “Base station” means the same as in 47 C.F.R. Section 1.6002(g)(1) and (2), as may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: a structure or equipment at a fixed location that enables FCC- licensed or authorized wireless communications between user equipment and a communications network. The term does not encompass a tower as defined herein, or any equipment associated with a tower. Base station includes, without limitation:

1. Equipment associated with wireless communications services such as private, broadcast, and public safety services, as well as unlicensed wireless services and fixed wireless services such as microwave backhaul.

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6 2. Radio transceivers, antennas, coaxial or fiber-optic cable, regular and backup power supplies, and comparable equipment, regardless of technological configuration (including Distributed Antenna Systems ("DAS") and small-cell networks).

3. Any structure other than a tower that, at the time the relevant application is filed with the City under this chapter, supports or houses equipment described in paragraphs (a)-(b) above and has been previously reviewed and approved by the City. “Camouflage” means the manners and methods by which a wireless communication facility is designed to be concealed and blend the facility with the surrounding environment.
“City property” means any property in which the City holds a legal interest, including, but not limited to, the public right-of-way. “Collocation” means the same as defined by the FCC:

1. When used in the context of an eligible facilities request, the definition in 47 C.F.R. § 1.6100(b), as may be amended from time to time, applies.

2. When not used in the context of an eligible facilities request, the definition in 47 C.F.R. § 1.6002(g), as may be amended from time to time, applies. “Director” means the Director of Community Development or designee. “Eligible facility request” means the same as defined by the FCC at 47 C.F.R. §

1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: any request for modification of an existing tower or base station that, within the meaning of Section 6409(a) of the Middle Class Tax Relief Act and Job Creation Act of 2012, 47 U.S.C. § 1455(a), does not substantially change the physical dimensions of that tower or base station, and involves (a) the collocation of new transmission equipment, (b) the removal of transmission equipment, or (c) the replacement of transmission equipment.
"Eligible support structure" means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: any existing tower or base station that exists at the time the application is filed with the City.
"Existing" means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: a constructed tower or base station is existing for purposes of an eligible facilities request if has been previously reviewed and approved under the applicable City zoning or siting process, or under another applicable state or local regulatory review process, provided that a tower that has not been reviewed and approved because it was not in a zoned area when it was built, but was lawfully constructed, is "existing" for purposes of this definition.

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6 “Facility class” means the type of facility as defined in Section 9.162.050. “FCC” means the Federal Communications Commission of the United States. “Ordinary maintenance” means inspections, testing, and modifications to maintain functional capacity, aesthetic and structural integrity. Ordinary maintenance may include “like for like” replacement of antennas with new antennas of the same size, dimensions, shape, and color, and/or “like for like” replacement of equipment within an existing equipment room or enclosure without expansion of the room or enclosure. “Service provider” means the company or organization that provides and operates the wireless communication network.
“Site” means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: For towers other than towers in the public rights-of-way, the current boundaries of the leased or owned property surrounding the tower and any access or utility easements currently related to the site, and, for other eligible support structures, further restricted to the area in proximity to the structure and to other transmission equipment already deployed on the ground. The current boundaries of a site are the boundaries that existed as of the date that the original support structure or a modification to that structure was last reviewed and approved by a State or local government, if the approval of the modification occurred prior to the Middle-Class Tax Relief Act and Job Creation Act of 2012, 47 U.S.C. § 1455(a) or otherwise outside of the Section 6409(a) process.
“Small cell” or “Small cell facility” shall have the same meaning as “small wireless facility” in 47 C.F.R. Section 1.6002(l), as it may be amended from time to time, or any successor provision (which is a personal wireless services facility that meets the following conditions that, solely for convenience, have been set forth below):

1. The facility:
a. Is mounted on a structure fifty (50) feet or less in height, including antennas, as defined in 47 C.F.R. Section 1.1320(d), or b. Is mounted on a structure no more than ten (10) percent taller than other adjacent structures, or
c. Does not extend an existing structure on which it is located to a height of more than fifty (50) feet or by more than ten (10) percent, whichever is greater;

2. Each antenna associated with the deployment, excluding associated antenna equipment (as defined in the definition of antenna in 47 C.F.R. Section

1.1320(d)), is no more than three (3) cubic feet in volume; Item: 15
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6 3. All other wireless equipment associated with the structure, including the wireless equipment associated with the antenna and any pre-existing associated equipment on the structure, is no more than twenty-eight (28) cubic feet in volume.

4. The facility does not require antenna structure registration under 47 C.F.R.

Part 17;

5. The facility is not located on Tribal lands, as defined under 36 C.F.R.

Section 800.16(x); and

6. The facility does not result in human exposure to radiofrequency radiation in excess of the applicable safety standards specified in 47 C.F.R. Section 1.1307(b). “Stealth” means designed to look like something other than a WCF by incorporating camouflaging.
"Substantial change" means the same as defined by the FCC at 47 C.F.R. §

1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: a modification substantially changes the physical dimensions of an eligible support structure if it meets the following criteria:

1. For a tower not located in the public rights-of-way:
a. The height of the tower is increased by (i) more than ten (10) percent, or (ii) by the height of one additional antenna array with separation from the nearest existing antenna not to exceed twenty (20) feet, whichever is greater; or b. There is added an appurtenance to the body of the tower that would protrude from the edge of the tower by (i) more than twenty (20) feet, or (ii) more than the width of the tower at the level of the appurtenance, whichever is greater.

2. For a tower located in the public rights-of-way and for all base stations:
a. The height of the tower or base station is increased by more than ten (10) percent or ten (10) feet, whichever is greater; or
b. There is added an appurtenance to the body of that structure that would protrude from the edge of that structure by more than six (6) feet; or c. It involves the installation of ground cabinets that are more than ten (10) percent larger in height or overall volume than any other ground cabinets associated with the structure; or
d. It involves the installation of any new equipment cabinets on the ground if there is no pre-existing ground cabinet associated with that structure.

3. For any eligible support structure:

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6 a. It involves the installation of more than four (4) cabinets; or b. The proposed modification entails any excavation or deployment outside of the current site, except that for towers not in the public rights-of-way, it entails any excavation or deployment of transmission equipment outside of the current site by more than 30 feet in any direction. The site boundary from which the 30 feet is measured excludes any access or utility easements currently related to the site; or c. The proposed modification would defeat the concealment elements of the eligible support structure; or
d. The proposed modification would not comply with the conditions associated with the prior siting approval of construction or modification of the eligible support structure or base station, unless the non-compliance is due to an increase in height, increase in width, addition of cabinets, or new excavation that does not exceed the corresponding thresholds in this Section.

4. To measure changes in height for the purposes of this Section, the baseline is:
a. For deployments that are or will be separated horizontally, such as on buildings’ rooftops, measured from the original support structure; b. For all others, measured from the tower or base station, inclusive of originally approved appurtenances and any modifications that were approved by the City prior to February 22, 2012.
“Temporary facility” means a wireless communications facility installed and maintained for a period not to exceed ninety (90) days. "Tower" means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: Any structure built for the sole or primary purpose of supporting any FCC-licensed or authorized antennas and their associated facilities, including structures that are constructed for wireless communications services including, but not limited to, private, broadcast, and public safety services, as well as unlicensed wireless services and fixed wireless services such as microwave backhaul, and the associated site. This term does not include a base station.
"Transmission equipment" means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: Equipment that facilitates transmission for any Commission-licensed or authorized wireless communication service, including, but not limited to, radio transceivers, antennas, coaxial or fiber-optic cable, and regular and backup power supply. The term includes equipment associated with wireless communications services including, but not limited to, private, broadcast, and public Item: 15
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6 safety services, as well as unlicensed wireless services and fixed wireless services such as microwave backhaul.
“Utility mounted” means mounted to an existing above-ground utility structure located on utility easements or property, including water tanks and/or structures specifically designed and originally installed to support electrical distribution lines.

Structures in the public right-of-way are not considered utility structures for the purposes of this chapter.
“Wi-Fi” means a local area wireless technology that allows electronic devices to exchange data or connect to the internet.
“Wireless communication facility,” “WCF” or “facility” means the transmitters, antenna structures and other types of installations used for the provision of wireless services at a fixed location, including, without limitation, any associated tower(s), support structure(s), and base station(s).
“Wireless communication facility permit” means a non-discretionary permit to establish a wireless communication facility or component thereof, issued by the Director, and applicable to facility classes specified in Section 9.162.050.” SECTION 6. Section 9.162.040 of Title 9 of the Lake Forest Municipal Code is hereby amended in its entirety to read as follows:

9.162.040 Facility classes.

The following terms shall have the meanings provided.

A. Class 1 Facility. A Class 1 facility is a stealth facility located outside of the public right-of-way and consisting of any facility that is designed to look like something other than a WCF. For example, a Class 1 stealth facility would include a facility that is architecturally integrated into a building or other concealing structure not primarily designed or built for the purpose of supporting a wireless communication facility, such that no portion of any antenna, antenna equipment, or any other apparatus associated with the function of the facility is visible. The concealment elements shall have an aesthetically pleasing design which fits into the context of its surrounding.

B. Class 2 Facility. A Class 2 facility is located outside of the public right-of- way and consists of camouflaged, minimally-visible, and contextually compatible antennas, antenna equipment, or any other apparatus associated with the function of the facility affixed to an existing or proposed structure not primarily designed or built for the purpose of supporting a wireless communication facility including, but not limited to, antennas mounted to and that may be painted to match the exterior of a building or façade.

C. Class 3 Facility. A Class 3 facility is located outside of the public right-of- way and consists of antennas, antenna equipment, or any other apparatus associated Item: 15
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6 with the function of the facility mounted on or within a freestanding structure built for the sole purpose of supporting antennas including, but not limited to, an enclosed tower, simulated tree, faux-water tower or obelisk. Class 3 facilities shall include design elements which serve to camouflage or conceal antennas and other apparatus and achieve an aesthetically pleasing, contextually appropriate design.

D. Class 4 Facility. A Class 4 facility consists of a wireless communication facility, including a small cell facility and excluding an eligible facilities request (Class 7), that is located in the public right-of-way or on a private street.

E. Class 5 Facility. A Class 5 facility consists of a facility installed for use on a temporary basis not to exceed ninety (90) days, except as exempted pursuant to Section 9.162.020.B(2) and as may be extended pursuant to Section 9.162.050(E)(5).

F. Class 6 Facility. A Class 6 facility consists of antennas affixed to an existing water tank, electrical transmission lattice tower, utility tower or other similar public utility structure or apparatus serving a primary function unrelated to the wireless communication facility and not located in the public right-of-way.

G. Class 7 Facility. A Class 7 facility collocation is an existing facility subject to an eligible facilities request.

H. Class 8 Facility. A Class 8 facility collocation is an existing facility subject to a collocation request submitted pursuant to Government Code Section 65850.6.

SECTION 7. Section 9.162.050 of Title 9 of the Lake Forest Municipal Code is hereby amended in its entirety to read as follows:

9.162.050 Requirements applicable by facility class.

All entitlements required by this chapter shall be processed in accordance with the provisions of Chapter 9.184 and the additional application requirements, findings and requirements listed herein. In the event of conflict between the provisions of Chapter 9.184 and this Chapter 9.162, the provisions of this chapter shall prevail.

A. Class 1 Facilities (Stealth)—Requirements.

1. Required Permit. Administrative site development permit, subject to Director approval. No public hearings or public notification shall be required.

2. Facility Design. All components of a Class 1 facility, including antennas, equipment, cables/wires, mounting brackets and any other apparatus and appurtenances shall be stealth by being fully concealed and/or camouflaged with contextually compatible/site appropriate materials and screening.

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6 3. Maximum Height. Except as may be approved pursuant to Section

9.162.070, a Class 1 facility shall not exceed the overall height of the structure on which it is mounted by more than ten (10) feet.

B. Class 2 Facilities (Camouflaged-Attached)—Requirements.

1. Required Permit. Use permit, subject to Planning Commission approval.

Public notification and a public hearing shall be required in accordance with 9.184.020.

2. Facility Design. All unscreened antennas and appurtenances, including mounting brackets, cable trays, conduit and other similar apparatus shall be painted or otherwise coated to match the predominant color of the structure on which they are mounted or otherwise camouflaged to blend with the predominant visual background and/or adjacent architecture.

3. Maximum Height. Except as may be approved pursuant to the provisions of Section 9.162.070, a Class 2 facility shall not exceed the overall height of the structure on which it is mounted by more than ten (10) feet.

C. Class 3 Facilities (Camouflaged-Freestanding)—Requirements.

1. Required Permit. Use permit, subject to Planning Commission approval.

Public notification and a public hearing shall be required in accordance with 9.184.020.

2. Maximum Height. Except as may be approved pursuant to the provisions of Section 9.162.070, the maximum height of a Class 3 facility shall be thirty-five (35) feet, zero (0) inches.

3. Minimum Setbacks.
a. From non-residential property lines: as required pursuant to Section

9.72.100, Non-residential building setbacks, or the applicable planned community text. b. From residential property lines: twenty-five (25) feet, zero (0) inches.

D. Class 4 Facilities (Facilities in the Right-of-Way)—Requirements.

1. Required Permit. Wireless communication facility permit, subject to Director approval. The wireless communication facility permit application shall be acted upon administratively by the Director. No public hearing or public notification shall be required.

2. Facility Design.
a. Wireless communication facilities in the public right-of-way and on private streets shall conform to the location and design standards set through a resolution adopted by the City Council and updated from time to time. The Planning Commission Item: 15
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6 is authorized to adopt minor changes to the Council-approved location and design standards through a resolution. For purposes of this section, “minor changes” include amendments of no significant effect that comply with the spirit and intent of the original Council action.

3. License Agreement.
a. All Class 4 facilities installed on a City-owned pole or other City-owned apparatus, and any associated equipment installed on the ground in the public right-of- way, shall require approval of a communications site license agreement by the City Council.
b. The required license agreement shall be approved prior to the approval of any permit required by this chapter. Review and processing of the license agreement and required permit application may occur simultaneously subject to written acknowledgement of risk by the applicant in a form as determined by the City Manager in consultation with the City Attorney. This subsection does not require the City to agree to any license agreement.

4. Authority to Use Right-of-Way. No Class 4 facilities may be located in the public right-of-way unless the applicant executes a license agreement as set forth in subsection (D)(3) with the City, if applicable, and the applicant has the legal right to access the right-of-way under Public Utilities Code Section 7901 or other applicable law.

E. Class 5 Facilities (Temporary)—Requirements.

1. Required Permit.
a. Non-Residential Zone. Administrative site development permit subject to Director approval. No public hearings or public notification shall be required. b. Residential Zone. Use permit subject to Planning Commission approval.

Public notification and a public hearing shall be required in accordance with 9.184.020.

2. Facility Design.
a. Appropriate screening measures shall be determined through the application review and permitting process with consideration to the location and temporary nature of the installation.
b. The facility shall not be located in any required vehicle or pedestrian circulation area such that it interferes with, or in any way impairs, the utility or intended function of such area.
c. May displace one or more parking stalls only if the number of on-site parking stalls exceeds the Code required number of parking stalls for the on-site use(s) and the facility displaces only surplus parking stalls.

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6 3. Maximum Height. Thirty-five (35) feet, zero (0) inches or as approved by the Planning Commission.

4. Setbacks. Class 5 facilities shall be set back from all residential dwellings a distance equal to or greater than the height of the facility.

5. Time Limit. Shall be operated and maintained for a maximum of ninety (90) days. A single time extension not exceeding sixty (60) days may be granted by the Director based on reasonable cause, unless otherwise restricted by a condition of approval of the original entitlement.

F. Class 6 Facilities (Utility Mounted)—Requirements.

1. Required Permit. Administrative site development permit subject to Director approval. No public hearings or public notification shall be required.

2. Facility Design. Antennas and related apparatus, including, but not limited to, mounting brackets, cable trays and conduit shall be concealed where feasible or, where concealment is infeasible, painted to match the color of the support structure.

3. Maximum Height. Class 6 facilities shall not exceed the height of the utility structure upon which the facility is mounted.

G. Class 7 Facilities (Eligible Facility Requests)—Requirements.

1. Required Permit. Wireless communication facility permit subject to Director approval. The wireless communication facility permit application shall be acted upon administratively by the Director. There are no public hearing or public notification requirements. If the facility if located in the public right-of-way, the applicant must submit any supplemental application form required by the City. The Director may condition the modification on compliance with applicable building codes or reasonable health and safety standards.

2. Requirements. To the extent expressly required by Section 6409 of the Middle-Class Tax Relief and Job Creation Act of 2012 (codified at 47 U.S.C. § 1455) as implemented by 47 C.F.R. Section 1.6100, the City shall review and approve modifications to eligible facilities. Any applicant wishing to process a facility modification under this subsection shall inform the City of this request when submitting its initial application and shall provide the City with such evidence as reasonably required by the City to demonstrate that this subsection and applicable Federal law applies.

3. Effect of Changes to Federal Law. This subsection does not and shall not be construed to grant any rights beyond those granted by Section 6409 of the Middle- Class Tax Relief and Job Creation Act of 2012 (codified at 47 U.S.C. § 1455) as implemented by 47 C.F.R. Section 1.6100. In the event Section 6409 of the Middle- Class Tax Relief and Job Creation Act of 2012 (codified at 47 U.S.C. § 1455) or 47 C.F.R. Section 1.6100 are stayed, amended, revised or otherwise not in effect, no Item: 15
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H. Class 8 Facilities (Government Code Section 65850.6 Collocations)— Processing Procedures.

1. Collocation facilities are allowed by right when proposed on a wireless telecommunications collocation facility that was subject to an issued discretionary permit and an environmental impact report was certified, or a negative declaration or mitigated negative declaration was adopted for the wireless telecommunication collocation facility in compliance with the California Environmental Quality Act and the collocation facility incorporates required mitigation measures specified in that environmental impact report, negative declaration, or mitigated negative declaration.

2. Required Permit. Wireless communication facility permit subject to Director approval. The wireless communication facility permit application shall be acted upon administratively by the Director. There are no public hearing or public notification requirements. If the facility if located in the public right-of-way, the applicant must submit any supplemental application form required by the City. The Director may condition the modification on compliance with applicable building codes or reasonable health and safety standards.

3. Facility Design. The proposed collocation facility shall comply with all applicable design and development standards as published and updated from time to time by the Director in accordance with Section 9.162.080.

I. Conditions of Approval.

1. Generally. In addition to any supplemental conditions imposed by the Director or designee, or relevant approving authority as the case may be, all permits granted pursuant to this chapter or by operation of law shall be subject to the following conditions, unless modified by the approving authority:
a. Code Compliance. The permittee shall at all times maintain compliance with all applicable federal, state and local laws, regulations and other rules. b. Permit Duration. Unless otherwise specified, a permit issued pursuant to this chapter shall be valid for a period of ten (10) years, unless pursuant to another provision of the Code or these conditions, it expires sooner or is terminated. At the end of ten (10) years from the date of issuance, such permit shall automatically expire, unless an extension or renewal has been granted. A person holding a such a permit must either (1) remove the facility within thirty (30) days following the permit’s expiration (provided that removal of support structure owned by City, a utility, or another entity authorized to maintain a support structure in the right of way need not be removed, but must be restored to its prior condition, except as specifically permitted by the City); or (2) at least ninety (90) days prior to expiration, submit an application to renew the permit, which application must, among all other requirements, demonstrate that the Item: 15
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6 impact of the wireless communications facility cannot be reduced. The wireless communications facility must remain in place until it is acted upon by the City and all appeals from the City’s decision exhausted.
c. Timing of Installation. The installation and construction authorized by a permit issued pursuant to this chapter shall begin within one (1) year after its approval, or it will expire without further action by the City. The installation and construction authorized by a permit issued pursuant to this chapter shall conclude, including any necessary post-installation repairs and/or restoration to the site, within ninety (90) days following the day construction commenced. Permittee may request an extension for good cause by submitting documentation demonstrating that installation and construction cannot be completed within ninety (90) days. Good cause shall include but not be limited to bona fide delays due to supply chain disruption or inclement weather. d. Inspections; Emergencies. The City or its designee may enter onto the facility area to inspect the facility upon forty-eight (48) hours prior notice. The permittee shall cooperate with all inspections and may be present for any inspection of its facility by the City. The City reserves the right to enter or direct its designee to enter the facility and support, repair, disable, or remove any elements of the facility in emergencies or when the facility threatens imminent harm to persons or property. The City shall make an effort to contact the permittee prior to disabling or removing any facility elements, but in any case shall notify permittee within twenty-four (24) hours of doing so. e. Contact. The permittee shall at all times maintain accurate contact information for all parties responsible for the facility, which shall include a phone number, street mailing address and email address for at least one natural person. f. Insurance. Permittees for a Class 4 Facility or a WCF located on City- owned property shall obtain and maintain insurance coverage throughout the term of the permit insurance coverage. Permittee shall furnish to the City insurance, evidenced by a certificate of insurance naming the City as additional insured, in form satisfactory to the City, with limits for personal injury of not less than $1,000,000 for any one person and not less than $3,000,000 for any one accident and not less than $100,000 for any one accident and $500,000 in the aggregate for property damage, insuring the City, its officers, employees and agents against any liability for personal injury or property damage, directly or indirectly resulting from or arising out of the granting of any such permit or any such construction or the method and manner of doing any work permitted or required by any such permit or under this article or from the maintenance and repair of said improvements during a one-year period following completion of said improvement, or any negligent act or omission in connection therewith on the part of the permittee, permittee’s employees or agents.
g. Indemnities. The permittee and, if applicable, the owner of the property upon which the wireless communications facility is installed shall defend, indemnify and hold harmless the City, its agents, officers, officials, and employees (i) from any and all damages, liabilities, injuries, losses, costs, and expenses, and from any and all claims, demands, law suits, writs of mandamus, and other actions or proceedings brought Item: 15
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6 against the city or its agents, officers, officials, or employees to challenge, attack, seek to modify, set aside, void or annul the city’s approval of the permit, and (ii) from any and all damages, liabilities, injuries, losses, costs, and expenses, and any and all claims, demands, law suits, or causes of action and other actions or proceedings of any kind or form, whether for personal injury, death or property damage, arising out of or in connection with the activities or performance of the permittee or, if applicable, the property owner or any of each one’s agents, employees, licensees, contractors, subcontractors, or independent contractors. In the event the city becomes aware of any such actions or claims the city shall promptly notify the permittee and, if applicable, the property owner and shall reasonably cooperate in the defense. The City shall have the right to approve, which approval shall not be unreasonably withheld, the legal counsel providing the City’s defense, and the property owner and/or permittee (as applicable) shall reimburse City for any costs and expenses directly and necessarily incurred by the City in the course of the defense.
h. Performance Bond. Permittees for a Class 4 Facility or a WCF located on City-owned property shall file with the City and shall maintain in good standing throughout the term of the approval, a performance bond or other surety or another form of security for the removal of the facility in the event that the use is abandoned or the permit expires, or is revoked, or is otherwise terminated. The security shall be in the amount equal to one hundred percent (100%) of the cost of physically removing the facility and all related facilities and equipment on the site, based on the higher of two contractor’s quotes for removal that are provided by the permittee. The permittee shall reimburse the city for staff time associated with the processing and tracking of the bond, based on the hourly rate adopted by the City Council. Reimbursement shall be paid when the security is posted and during each administrative review. i. Adverse Impacts on Adjacent Properties. Permittee shall undertake all reasonable efforts to avoid undue adverse impacts to adjacent properties and/or uses that may arise from the construction, operation, maintenance, modification, and removal of the facility.
j. Noninterference. Permittee shall not move, alter, temporarily relocate, change, or interfere with any existing structure, improvement, or property without the prior consent of the owner of that structure, improvement, or property. No structure, improvement, or property owned by the City shall be moved to accommodate a permitted activity or encroachment, unless the City determines that such movement will not adversely affect the City or any surrounding businesses or residents, and the permittee pays all costs and expenses related to the relocation of the City's structure, improvement, or property. Prior to commencement of any work pursuant to a permit issued pursuant to this chapter, the permittee shall provide the City with documentation establishing to the City's satisfaction that the Permittee has the legal right to use or interfere with any other structure, improvement, or property within the public right-of-way or City utility easement to be affected by permittee's facilities. k. No Right, Title, or Interest. The permission granted by a wireless communication facility permit issued pursuant to Chapter 9.162 shall not in any event Item: 15
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6 constitute an easement on or an encumbrance against the public right-of-way. No right, title, or interest (including franchise interest) in the public right-of-way, or any part thereof, shall vest or accrue in Permittee by reason of a wireless communication facility permit issued pursuant to Chapter 9.162 or the issuance of any other permit or exercise of any privilege given thereby.
l. No Possessory Interest. No possessory interest is created by a permit issued pursuant to this chapter. However, to the extent that a possessory interest is deemed created by a governmental entity with taxation authority, permittee acknowledges that City has given to permittee notice pursuant to California Revenue and Taxation Code Section 107.6 that the use or occupancy of any public property pursuant to a permit issued pursuant to this chapter may create a possessory interest which may be subject to the payment of property taxes levied upon such interest.

Permittee shall be solely liable for, and shall pay and discharge prior to delinquency, any and all possessory interact taxes or other taxes, fees, and assessments levied against permittee’s right to possession, occupancy, or use of any public property pursuant to any right of possession, occupancy, or use created by this permit. m. General Maintenance. The site and the facility, including, but not limited to, all landscaping, fencing, and related transmission equipment, must be maintained in a neat and clean manner and in accordance with all approved plans. All graffiti on facilities must be removed at the sole expense of the permittee within forty-eight (48) hours after notification from the City.
n. RF Exposure Compliance. All facilities must comply with all standards and regulations of the FCC and any other state or federal government agency with the authority to regulate RF exposure standards. After transmitter and antenna system optimization, but prior to unattended operations of the facility, permittee or its representative must provide to City confirmation that the facilities are in compliance with the FCC OET Bulletin 65 RF emissions safety rules for general population/uncontrolled RF exposure in all sectors.
o. Testing. Testing of any equipment shall take place on weekdays only, and only between the hours of 8:30 a.m. and 4:30 p.m., except that testing is prohibited on holidays.
p. Modifications. No changes shall be made to the approved plans without review and approval in accordance with this chapter.
q. Agreement with City. If not already completed, permittee shall enter into the appropriate agreement with the City, as determined by the City, prior to constructing, attaching, or operating a facility on City-owned property or infrastructure.

This permit is not a substitute for such agreement.
r. Conflicts with Improvements. For all facilities located within the ROW, the permittee shall remove or relocate, at its expense and without expense to the City, any or all of its facilities when such removal or relocation is deemed necessary by the City Item: 15
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6 by reason of any change of grade, alignment, or width of any right-of-way, for installation of services, water pipes, drains, storm drains, power or signal lines, traffic control devices, right-of-way improvements, or for any other construction, repair, or improvement to the right-of-way.
s. Records. The permittee must maintain complete and accurate copies of all permits and other regulatory approvals issued in connection with the facility, which includes without limitation this approval, the approved plans and photo simulations incorporated into this approval, all conditions associated with this approval and any ministerial permits or approvals issued in connection with this approval. In the event that the permittee does not maintain such records as required in this condition or fails to produce true and complete copies of such records within a reasonable time after a written request from the City, any ambiguities or uncertainties that would be resolved through an inspection of the missing records will be construed against the permittee. t. Attorney’s Fees. In the event the City determines that it is necessary to take legal action to enforce any of these conditions, or to revoke a permit, and such legal action is taken, the permittee shall be required to pay any and all costs of such legal action, including reasonable attorney’s fees, incurred by the City, even if the matter is not prosecuted to a final judgment or is amicably resolved, unless the City should otherwise agree with permittee to waive said fees or any part thereof. The foregoing shall not apply if the permittee prevails in the enforcement proceeding.

J. Conditions of Approval - Eligible Facilities Requests. In addition to the conditions provided in foregoing subsection I and any supplemental conditions imposed by the Director or the relevant approval authority, as the case may be, all permits for an eligible facility request granted pursuant to this chapter shall be subject to the following additional conditions, unless modified by the approving authority:

1. Permit subject to conditions of underlying permit. Any permit granted in response to an application qualifying as an eligible facilities request shall be subject to the terms and conditions of the underlying permit.

2. No permit term extension. The City’s grant or grant by operation of law of an eligible facilities request permit constitutes a federally-mandated modification to the underlying permit or approval for the subject tower or base station. Notwithstanding any permit duration established in another permit condition, the city’s grant or grant by operation of law of an eligible facilities request permit will not extend the permit term for the underlying permit or any other underlying regulatory approval, and its term shall be coterminous with the underlying permit or other regulatory approval for the subject tower or base station.

3. No waiver of standing. The City’s grant or grant by operation of law of an eligible facilities request does not waive, and shall not be construed to waive, any standing by the City to challenge Section 6409(a), any FCC rules that interpret Section 6409(a), or any modification to Section 6409(a).

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6 K. Conditions of Approval - Class 8 Government Code Section 65850.6 Collocations. In addition to the conditions provided in the foregoing subsection I and any supplemental conditions imposed by the Director or the relevant approval authority, as the case may be, all permits for Class 8 Government Code Section 65850.6 Collocations granted pursuant to this chapter shall be subject to the following additional conditions, unless modified by the approving authority:

1. Permit subject to conditions of underlying permit. Any permit granted in response to an application qualifying as a collocation facility request shall be subject to the terms and conditions of the underlying permit.

2. No permit term extension. The city’s grant or grant by operation of law of a collocation facility permit will not extend the permit term for the underlying wireless telecommunication collocation facility permit or any other underlying regulatory approval, and its term shall be coterminous with the underlying permit or other regulatory approval for the subject wireless telecommunication collocation facility.

L. Conditions of Approval - Small Cell Facilities Requests. In addition to the conditions provided in subsection I of this Section 9.162.050 and any supplemental conditions imposed by the Director or relevant approval authority, as the case may be, all permits for a small cell facility granted pursuant to this chapter shall be subject to the following condition, unless modified by the approving authority:

1. No waiver of standing. The City’s grant of a permit for a small cell facility request does not waive, and shall not be construed to waive, any standing by the City to challenge any FCC orders or rules related to small cell facilities, or any modification to those FCC orders or rules.

SECTION 8. Section 9.162.060 of Title 9 of the Lake Forest Municipal Code is hereby amended in its entirety to read as follows:

9.162.060 Required findings.

A. General Findings for Approval for all wireless communication facilities subject to this chapter. No permit for any class of wireless communication facility, other than Class 7 eligible facilities requests or Class 8 Government Code Section 65850.6 collocations, shall be approved unless, on the basis of the application and other materials or evidence provided in review thereof, the applicable approval authority finds the following:

1. The facility complies with all applicable requirements of this chapter, including all requirements for the requested permit; all application requirements; and all applicable design, location, and development standards, or has a waiver thereof; and

2. The facility meets applicable requirements and standards of federal and state law, including all applicable general orders of the California Public Utilities Commission.

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6 B. Additional Findings for Temporary Facilities. No permit shall be approved for a temporary facility unless, on the basis of the application and other materials or evidence provided in review thereof, the following findings are made:

1. The facility qualifies as a Class 5 temporary facility;

2. There is an adequate need for the facility (e.g., wireless communication facility relocation or large-scale event).

C. Findings for Class 7 Eligible Facilities Requests. No permit shall be approved for an eligible facilities request unless, on the basis of the application and other materials or evidence provided in review thereof, the following findings are made:

1. The proposed collocation or modification meets each and every one of the applicable criteria for an eligible facilities request stated in 47 C.F.R. Sections

1.6100(b)(3)-(9), or any successor provisions, after application of the definitions in 47 C.F.R. Section 1.6100(b). The reviewing authority shall make an express finding for each criterion;

2. The proposed facility complies with conditions associated with the siting approval of the construction or modification of the eligible support structure or base station equipment, except to the extent preempted by 47 C.F.R. Section 1.6100(b)(7)(i) through (iv), or any successor provisions; and

3. The proposed facility will comply with all generally applicable laws.

D. Findings for Class 8 Government Code Section 65850.6 Collocations. No permit shall be approved for Class 8 Government Code Section 65850.6 Collocation unless, on the basis of the application and other materials or evidence provided in review thereof, the following findings are made:

1. The proposed collocation facility meets the requirements of Government Code Section 65850.6.

SECTION 9. Section 9.162.080 of Title 9 of the Lake Forest Municipal Code is hereby amended to read in its entirety as follows:

9.162.080 Authority.

A. The Director is responsible for administering this chapter. As part of the administration of this chapter, the Director, or designee may:

1. Establish processing forms and procedures as deemed necessary and advisable subject to the requirements of this chapter. The Director shall ensure that all forms require applicants to demonstrate compliance with this chapter and applicable law, including those regulating RF signals;

2. Interpret the provisions of this chapter;
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6 3. Develop and implement standards governing the placement and modification of wireless communication facilities consistent with the requirements of this chapter, including regulations governing collocation and resolution of conflicting applications for placement of wireless communication facilities;

4. Develop and implement acceptable designs and development standards for wireless communication facilities;

5. Develop forms and procedures for submission of applications for placement or modification of wireless communication facilities, and proposed changes to any support structure consistent with this chapter;

6. Determine the amount of and collect, as a condition of the completeness of any application, any fee established by this chapter;

7. Establish deadlines for submission of information related to an application, and extend or shorten deadlines where appropriate and consistent with state and federal laws and regulations;

8. Issue any notices of incompleteness, requests for information, or conduct or commission such studies as may be required to determine whether a permit should be issued;

9. Require, as part of, and as a condition of completeness of any application, notice to members of the public;

10. Subject to appeal as provided herein, determine whether to approve, approve subject to conditions, or deny an application; and

11. Take such other steps as may be required to timely act upon applications for placement of wireless facilities, including issuing written decisions and entering into agreements to mutually extend the time for action on an application.

12. Determine on a case-by-case basis if the applicant has established that a denial of a permit application for a wireless communication facility or strict adherence to the location and design standards would, within the meaning of federal law: (1) prohibit or effectively prohibit the provision of personal wireless services; (2) otherwise violate applicable laws or regulations; or (3) require a technically infeasible design or installation of a wireless facility. If that determination is made, the requirements of this chapter or the associated design and location standards may be waived, but only to the minimum extent required to avoid the prohibition, violation, or technically infeasible design or installation.

SECTION 10. Section 9.162.100 of Title 9 of the Lake Forest Municipal Code is hereby amended to read in its entirety as follows:

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6 9.162.100 Facilities on public property—Excluding Class 4 facilities.

The City may develop a list of City-owned properties upon which wireless communication facilities may be proposed. No application(s) for a wireless communication facility on City-owned property shall be accepted unless the City Council has approved such a list and any such proposal shall be limited to properties on the City Council approved list. An approved list of City-owned sites does not guarantee approval of a lease or license, or the granting of the approvals required by this chapter.

SECTION 11. Section 9.162.110 of Title 9 of the Lake Forest Municipal Code is hereby amended to read in its entirety as follows:

9.162.110 Appeals.

A. Class 1, Class 5 (Facilities in Non-Residential Zones), and Class 6: Any decision by the Director or designee to approve, conditionally approve or deny an application for administrative site development permit required by this chapter for Class 1 facilities, Class 5 facilities in non-residential zones, or Class 6 facilities shall be appealable to the Planning Commission in accordance with Section 2.04.100 et seq., of this Code. The decision by the Planning Commission on appeal shall be final.

B. Class 2, Class 3, and Class 5 (Facilities in Residential Zones): Any decision by the Planning Commission to approve, conditionally approve or deny any use permit required by this chapter for Class 2 facilities, Class 3 facilities, or Class 5 facilities in Residential Zones is appealable to the City Council in accordance with Section 2.04.100 et seq., of this Code. The decision by the City Council on appeal shall be final.

C. Class 4, Class 7, and Class 8: Any decision by the Director to approve, conditionally approve or deny any application for a wireless communication facility permit required by this chapter for Class 4 facilities, Class 7 facilities, or Class 8 facilities is appealable to the City Manager in accordance with Section 2.04.100(G).

The decision by the City Manager on appeal shall be final.

SECTION 12. Subsection D of Section 9.184.020 of Title 9 of the Lake Forest Municipal Code is hereby amended to read in its entirety as follows:

9.184.020 Types of permits.

D. Site Development Permits. Site plans are included within the term “site development permit.” The purpose of a site development permit is to provide for the administrative review of detailed development plans for a proposed use. Uses which require a site development permit are regarded as having a relatively low potential for adverse impacts on the subject site or surrounding community due to the nature or magnitude of the use vis-à-vis the sensitivity of the subject site or surrounding community.

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6 A site development permit is a precise plan of development and shall include the same elements described in subsection C above for use permits.

A site development permit shall be processed per Section 9.184.040(D), “Administrative action,” unless the Director of Community Development determines on a case-by-case basis that the public interest would be better served by a public hearing before the Planning Commission. In such cases, the site development permit shall be processed per Section 9.184.040(C). No public hearings are required for site development permit applications for Class 1 and Class 6 wireless communication facilities or Class 5 wireless communication facilities located in non-residential zones.

If the land use regulations of a planned community or specific plan allow a site development permit or site plan to authorize a use not specifically identified as permitted by the enabling ordinance, such site development permit shall always require a public hearing before the Planning Commission per Section 9.184.040(C).

Establishment, maintenance, and operation of the use or uses proposed by the application shall be in compliance with the information and specifications shown on the approved site development permit.

SECTION 13. Subsections D, E, and G of Section 9.184.040 of Title 9 of the Lake Forest Municipal Code are hereby amended to read as follows:

9.184.040 Processing procedures.

D. Administrative Action. Discretionary permits processed per this subsection shall be acted upon administratively. Where the approving authority is not otherwise specified, the Director of Community Development shall be the approving authority. A public hearing or public notification shall not be required, except per Section

9.184.040(B). For wireless communication facility permit applications for Class 4, Class 7, and Class 8 wireless communication facilities, there are no public hearing or public notification requirements.

E. Findings.

1. Discretionary Permits. The following findings shall be made by the approving authority prior to the approval of any discretionary permit:
a. General Plan. The use or project proposed is consistent with the General Plan.
b. Zoning Code. The use, activity or improvement(s) proposed by the application is consistent with the provisions of the Zoning Code. c. CEQA. The approval of the permit application is in compliance with the requirements of the California Environmental Quality Act.

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6 d. Compatibility. The location, size, design, and operating characteristics of the proposed use will not create significant noise, traffic or other conditions or situations that may be objectionable, detrimental, or incompatible with other permitted uses in the vicinity.
e. General Welfare. The application will not result in conditions or circumstances contrary to the public health and safety and the general welfare. f. Development Fees for Provision of Public Facilities. One (1) of the following findings shall be made:
i. The property to which the permit applies is not located in a fee area. ii. The permit would not allow development of a project which would contribute to the need for the facility for which a fee is required. g. The project has been reviewed in accordance with Citywide Design Guidelines and is consistent with the purpose and intent of the guidelines.

2. For Variance Applications. In addition to the findings required by paragraph 1 of this subsection, the following findings shall be made by the approving authority prior to the approval of any variance application:
a. Special Circumstances. There are special circumstances applicable to the subject building site which, when applicable zoning regulations are strictly applied, deprive the subject building site of privileges enjoyed by other property in the vicinity and subject to the same zoning regulations. (The special circumstances shall be specified in the adopted finding.)
b. No Special Privileges. Approval of the application will not constitute a grant of special privileges which are inconsistent with the limitations placed upon other properties in the vicinity and subject to the same zoning regulations when the specified conditions are complied with.

3. Modified Development Standards. If the land use regulations of a planned community or specific plan allow a discretionary permit, other than a variance permit, to modify the site development standards to be less restrictive than otherwise stated in the enabling ordinance, the following finding shall be made in addition to subsection (E)(1) above:
“The alternative development standard(s) will result in an equivalent or better project in terms of adverse impacts and public benefits to the immediate and surrounding community.”

4. New Use Allowed. Where the enabling ordinance authorizes a discretionary permit to allow a principal use not specifically identified as permitted or prohibited, the following additional finding shall be made in addition to paragraph above:

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6 “The proposed use is consistent with the purpose and intent of the (name) district/planning area.”
G. Revised Plans. When the approving authority approves an application for any discretionary permit, except for a site development permit for Class 1 and Class 6 wireless communication facilities or Class 5 wireless communication facilities located in non-residential zones, in a manner that is different from that which was presented to them, they may require revised plans to be submitted as a condition of approval. No building or grading permits or certificates of use and occupancy authorized by a discretionary permit shall be issued until such revised plans are submitted to the Director of Community Development and found by the Director or designee to be consistent with the action of the approving authority. If such revision is not submitted within sixty (60) days, or as otherwise specified by the approving authority, after the date of final determination, the permit shall thereafter be null and void. However, prior to the expiration of this period, the Director of Community Development may grant one (1) extension of time of an additional sixty (60) days if it is requested and justified by the applicant.

SECTION 14. The City Council’s actions are made upon review of the Planning Commission’s recommendation, the Staff Report, all oral and written comments, and all documentary evidence presented on the Ordinance.

SECTION 15. If any section, subsection, subdivision, sentence, clause, phrase, or portion of this Ordinance for any reason is held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance.

The City Council hereby declares that it would have adopted this Ordinance, and each section, subsection, subdivision, sentence, clause, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, phrases, or portions thereof be declared invalid or unconstitutional.

SECTION 16. The documents and materials associated with this Ordinance that constitute the record of proceedings on which the City Council’s findings and determinations are based are located at Lake Forest City Hall, 100 Civic Center Drive, Lake Forest, California 92630. The City Clerk is the custodian of the record of proceedings.

SECTION 17. The City Clerk shall certify as to the adoption of this Ordinance and shall cause a summary thereof to be published within fifteen (15) days of the adoption and shall post a Certified copy of this Ordinance, including the vote for and against the same, in the Office of the City Clerk, in accordance with Government Code Section 36933.

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6 PASSED, APPROVED, AND ADOPTED this ______ day of _______, 2022.

ROBERT PEQUEÑO, MAYOR
MAYOR
ATTEST:

LISA BERGLUND, MPA

CITY CLERK
APPROVED AS TO FORM:

MATTHEW E. RICHARDSON

CITY ATTORNEY

COUNTY OF ORANGE ) SS

CITY OF LAKE FOREST )
I, Lisa Berglund, City Clerk of the City of Lake Forest, California do hereby certify that the foregoing Ordinance No. ____was duly introduced and placed upon its first reading at a regular meeting of the City Council on the _____ day of _______ 2022, and thereafter, said Ordinance was duly adopted and passed at a regular meeting of the City Council on the _____ day of ______, 2022, by the following vote, to wit:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

LISA BERGLUND, MPA

CITY CLERK
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7 ATTACHMENT 2
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7 Subsection D of Section 9.04.030 (Definitions) of Chapter 9.04 (General Provisions) of Title 9 (Planning and Zoning):
…
Major Wireless Facility: A wireless communication facility that is either ground-mounted or roof-mounted; provided that, a roof-mounted facility screened on all four (4) sides by solid material that does not exceed the maximum height of the applicable zoning district shall be deemed a minor facility. Operational standards and requirements are found in Chapter 9.162.

Minor Wireless Facility: A wireless communication facility that is either wall-mounted, or utility-mounted, or roof-mounted in such a manner that the entire facility is screened by solid material on four (4) sides and does not exceed the maximum height of the applicable zoning district. Operational standards and requirements are found in Chapter 9.162.
…
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7 Chapter 9.162
WIRELESS COMMUNICATION FACILITIES*
Sections:

9.162.010 Purpose.

9.162.020 Applicability.

9.162.030 Definitions.

9.162.040 Facility classes.

9.162.050 Requirements applicable by facility class.

9.162.060 Required findings.

9.162.070 Request for additional height.

9.162.080 Authority.

9.162.090 Requirements applicable to all wireless communication facilities.

9.162.100 Facilities on public property—Excluding Class 4 facilities.

9.162.110 Appeals.

9.162.120 Nonconforming facilities.

9.162.130 Abandoned facility removal.

9.162.140 Violations—Penalties.
* Prior ordinance history: Ord. 176.

9.162.010 Purpose.

The purposes of this chapter are: (a) to provide for the establishment, operation and expansion of wireless communication networks in the City; and (b) to regulate the location and design of wireless communication facilities, as defined in this chapter, in order to protect public safety, general welfare, and quality of life in the City.

The Lake Forest City Council has found and determined that wireless communication facilities represent essential components of the City’s telecommunication infrastructure and that the provisions and requirements contained herein are necessary to attain such purposes. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)

9.162.020 Applicability.

A. The following uses shall be exempt from the provisions of this chapter until such time as Ffederal regulations are repealed or amended to eliminate the necessity of the exemption:

1. Any satellite antenna that is one (1) meter (39.37 inches) or less in diameter and is designed to receive direct broadcast satellite service, including direct-to-home satellite service, or to receive or transmit fixed wireless signals as defined by Section 207 of the Telecommunications Act of 1996, Title 47 of the Code of Federal Regulations, and any interpretive decisions thereof issued by the Federal Communications Commission;

2. Any satellite antenna that is two (2) meters (78.74 inches) or less in diameter and is located in any of the City’s commercial or industrial zoning districts;

3. Any antenna structure that is one (1) meter (39.37 inches) or less in diameter or diagonal measurement and is designed to receive multipoint distribution service, provided that no part of the antenna structure extends more than twelve (12) feet above the principal building on the same lot.

B. The following uses shall be exempt from the provisions of this chapter at all times:

1. Any antenna structure that is designed to receive over-the-air UHF and/or VHF television broad-cast transmission;
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7 2. Any antenna structure that is designed to receive over-the-air AM and/or FM radio broadcast transmission;

3. Any antenna structure used by authorized amateur radio stations licensed by the Federal Communications Commission;

4. Any wireless facilities located within a structure and intended to provide wireless service only within the same structure, including Wi-Fi hotspots and access points;

5. Ordinary maintenance of any existing wireless communications facility; and

6. Placement of a temporary facility for a period of not more than thirty (30) days following declaration of an emergency or disaster. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)

9.162.030 Definitions.

For purposes of this chapter, the following words, terms, phrases and their derivations shall have the meanings given in this chapter. The word “shall” is always mandatory and not merely directory. “Access point” means a device that facilitates the connection of wireless devices to a wired or fixed wireless network using Wi-Fi.
“Antenna” means a fixed device for transmitting and receiving radiofrequency (RF) signals any system of wires, poles, rods, reflecting discs, or similar devices used in wireless communications for the transmission or reception of radio frequency signals (RF) or electromagnetic waves when such system is operated or operating from a fixed location.
“Antenna support structure” or “support structure” means any structure which is used to support, house or conceal antennas and any related appurtenances.
“Base station” means the same as in 47 C.F.R. Section 1.6002(g)(1) and (2), as may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: a structure or equipment at a fixed location that enables FCC-licensed or authorized wireless communications between user equipment and a communications network. The term does not encompass a tower as defined herein, or any equipment associated with a tower. Base station includes, without limitation:

1. Equipment associated with wireless communications services such as private, broadcast, and public safety services, as well as unlicensed wireless services and fixed wireless services such as microwave backhaul.

2. Radio transceivers, antennas, coaxial or fiber-optic cable, regular and backup power supplies, and comparable equipment, regardless of technological configuration (including Distributed Antenna Systems ("DAS") and small-cell networks).

3. Any structure other than a tower that, at the time the relevant application is filed with the City under this chapter, supports or houses equipment described in paragraphs (a)-(b) above and has been previously reviewed and approved by the City.
“Camouflage” means the manners and methods by which a wireless communication facility is designed to be concealed and blend the facility with the surrounding environment. “City property” means any property in which the City holds a legal interest, including, but not limited to, the public right-of-way.

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7 “Co-location” or “co-located” means the same as defined by the Federal Communications Commission (FCC) in 47 C.F.R. Section 1.6002(g)(1) and (2), as may be amended “Collocation” means the same as defined by the FCC:

1. When used in the context of an eligible facilities request, the definition in 47 C.F.R. § 1.6100(b), as may be amended from time to time, applies.

2. When not used in the context of an eligible facilities request, the definition in 47 C.F.R. § 1.6002(g), as may be amended from time to time, applies.
“DAS” or “distributed antenna system” means a network of two (2) or more antennas and fiber optic nodes typically mounted to streetlight poles which provide access and signal transfer services to one (1) or more third- party wireless service providers. DAS also includes the “hub” where the DAS network is connected with the PSTN or to other wireless service providers.
“Director” means the Director of Community Development or designee. “Eligible facility” means an existing wireless tower or base station to be modified by: (a) the installation of new transmission equipment, including co-locations; (b) removal of transmission equipment; or (c) replacement of transmission equipment, without a substantial change to the physical dimensions or replacement of the underlying structure. (Report and Order, FCC 14-153 (“Wireless Infrastructure Order”), October 17, 2014; 47 C.F.R. Section

1.6100.)
“Eligible facility request” means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: any request for modification of an existing tower or base station that, within the meaning of Section 6409(a) of the Middle Class Tax Relief Act and Job Creation Act of 2012, 47 U.S.C. § 1455(a), does not substantially change the physical dimensions of that tower or base station, and involves (a) the collocation of new transmission equipment, (b) the removal of transmission equipment, or (c) the replacement of transmission equipment. "Eligible support structure" means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: any existing tower or base station that exists at the time the application is filed with the City. "Existing" means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: a constructed tower or base station is existing for purposes of an eligible facilities request if has been previously reviewed and approved under the applicable City zoning or siting process, or under another applicable state or local regulatory review process, provided that a tower that has not been reviewed and approved because it was not in a zoned area when it was built, but was lawfully constructed, is "existing" for purposes of this definition. “Equipment” means any apparatus serving as a component of a wireless communication facility including, but not limited to, a base station, cables/wires, air conditioning units, mounting brackets, equipment cabinets, generators, battery or other power supplies, pedestals, and meters, but excluding antennas and antenna support structures.
“Facility class” means the type of facility as defined in Section 9.162.050. “FFC” “FCC” means the Federal Communications Commission of the United States. “Ordinary maintenance” means inspections, testing and modifications to maintain functional capacity, aesthetic and structural integrity. Ordinary maintenance may include “like for like” replacement of antennas with new antennas of the same size, dimensions, shape, and color, and/or “like for like” replacement of equipment within an existing equipment room or enclosure without expansion of the room or enclosure.

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7 “PSTN” or “public switched telephone network” means the traditional public telephone network, typically comprised of landlines.
“Satellite antenna” means any antenna structure capable of receiving radio communication from a transmitter or relay located in planetary orbit.
“Service provider” means the company or organization that provides and operates the wireless communication network.
“Site” means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: For towers other than towers in the public rights-of-way, the current boundaries of the leased or owned property surrounding the tower and any access or utility easements currently related to the site, and, for other eligible support structures, further restricted to the area in proximity to the structure and to other transmission equipment already deployed on the ground. The current boundaries of a site are the boundaries that existed as of the date that the original support structure or a modification to that structure was last reviewed and approved by a State or local government, if the approval of the modification occurred prior to the Middle Class Tax Relief Act and Job Creation Act of 2012, 47 U.S.C. § 1455(a) or otherwise outside of the Section 6409(a) process.
“Small cell” or “Small cell facility” shall have the same meaning as “small wireless facility” in 47 C.F.R.

Section 1.6002(l), as it may be amended from time to time, or any successor provision (which is a personal wireless services facility that meets the following conditions that, solely for convenience, have been set forth below):

1. The facility:
a. Is mounted on a structure fifty (50) feet or less in height, including antennas, as defined in 47 C.F.R.

Section 1.1320(d), or
b. Is mounted on a structure no more than ten (10) percent taller than other adjacent structures, or c. Does not extend an existing structure on which it are located to a height of more than fifty (50) feet or by more than ten (10) percent, whichever is greater;

2. Each antenna associated with the deployment, excluding associated antenna equipment (as defined in the definition of antenna in 47 C.F.R. Section 1.1320(d)), is no more than three (3) cubic feet in volume;

3. All other wireless equipment associated with the structure, including the wireless equipment associated with the antenna and any pre-existing associated equipment on the structure, is no more than twenty-eight (28) cubic feet in volume.

4. The facility does not require antenna structure registration under 47 C.F.R. Part 17;

5. The facility is not located on Tribal lands, as defined under 36 C.F.R. Section 800.16(x); and

6. The facility does not result in human exposure to radiofrequency radiation in excess of the applicable safety standards specified in 47 C.F.R. Section 1.1307(b). “Stealth” means designed to look like something other than a WCF by incorporating camouflaging. “Support structure.” See “Antenna support structure.”
"Substantial change" means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: a modification substantially changes the physical dimensions of an eligible support structure if it meets the following criteria:

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7 1. For a tower not located in the public rights-of-way:
a. The height of the tower is increased by (i) more than ten (10) percent, or (ii) by the height of one additional antenna array with separation from the nearest existing antenna not to exceed twenty (20) feet, whichever is greater; or
b. There is added an appurtenance to the body of the tower that would protrude from the edge of the tower by (i) more than twenty (20) feet, or (ii) more than the width of the tower at the level of the appurtenance, whichever is greater.

2. For a tower located in the public rights-of-way and for all base stations:
a. The height of the tower or base station is increased by more than ten (10) percent or ten (10) feet, whichever is greater; or
b. There is added an appurtenance to the body of that structure that would protrude from the edge of that structure by more than six (6) feet; or
c. It involves the installation of ground cabinets that are more than ten (10) percent larger in height or overall volume than any other ground cabinets associated with the structure; or d. It involves the installation of any new equipment cabinets on the ground if there is no pre-existing ground cabinet associated with that structure.

3. For any eligible support structure:
a. It involves the installation of more than four (4) cabinets; or b. The proposed modification entails any excavation or deployment outside of the current site, except that for towers not in the public rights-of-way, it entails any excavation or deployment of transmission equipment outside of the current site by more than 30 feet in any direction. The site boundary from which the 30 feet is measured excludes any access or utility easements currently related to the site; or c. The proposed modification would defeat the concealment elements of the eligible support structure; or d. The proposed modification would not comply with the conditions associated with the prior siting approval of construction or modification of the eligible support structure or base station, unless the non-compliance is due to an increase in height, increase in width, addition of cabinets, or new excavation that does not exceed the corresponding thresholds in this Section.

4. To measure changes in height for the purposes of this Section, the baseline is:
a. For deployments that are or will be separated horizontally, such as on buildings’ rooftops, measured from the original support structure;
b. For all others, measured from the tower or base station, inclusive of originally approved appurtenances and any modifications that were approved by the City prior to February 22, 2012. “Temporary facility” means a wireless communications facility installed and maintained for a period not to exceed ninety (90) days.
“Tower” means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: Any structure built for the sole or primary purpose of supporting any FCC-licensed or authorized antennas and their associated facilities, including structures that are constructed for wireless communications services including, but not limited to, private, broadcast, Item: 15
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7 and public safety services, as well as unlicensed wireless services and fixed wireless services such as microwave backhaul, and the associated site. This term does not include a base station. .includes any structure built for the sole or primary purpose of supporting any FCC-licensed or authorized antennas and their associated facilities. "Transmission equipment" means the same as defined by the FCC at 47 C.F.R. § 1.6100(b), as it may be amended from time to time. For the purpose of convenience only, this definition is stated as follows: Equipment that facilitates transmission for any Commission-licensed or authorized wireless communication service, including, but not limited to, radio transceivers, antennas, coaxial or fiber-optic cable, and regular and backup power supply. The term includes equipment associated with wireless communications services including, but not limited to, private, broadcast, and public safety services, as well as unlicensed wireless services and fixed wireless services such as microwave backhaul.
“Utility mounted” means mounted to an existing above-ground utility structure located on utility easements or property, including water tanks and/or structures specifically designed and originally installed to support electrical distribution lines. Structures in the public right-of-way are not considered utility structures for the purposes of this chapter.
“Wi-Fi” means a local area wireless technology that allows electronic devices to exchange data or connect to the internet.
“Wireless communication facility,” “WCFwireless facility” or “facility” means the transmitters, antenna structures and other types of installations used for the provision of wireless services at a fixed location, including, without limitation, any associated tower(s), support structure(s), and base station(s). “Wireless communication facility permit” means a non-discretionary permit to establish a wireless communication facility or component thereof, issued by the Director, and applicable to facility classes specified in Section 9.162.050.”

9.162.040 Facility classes.

The following terms shall have the meanings provided.

A. Class 1 Facility. A Class 1 facility is a stealth facility “stealth facility” located outside of the public right-of-way and consisting of any facility that is designed to look like something other than a WCF. For example, a Class 1 stealth facility would include a facility that is architecturally integrated into a building or other concealing structure not primarily designed or built for the purpose of supporting a wireless communication facility, such that no portion of any antenna, antenna equipment, or any other apparatus associated with the function of the facility is visible. The concealment elements concealing structure shall have an aesthetically pleasing design which fits into the context of its surrounding.

B. Class 2 Facility. A Class 2 facility is located outside of the public right-of-way and consists of camouflaged, minimally-visible, and contextually compatible antennas, antenna equipment, or any other apparatus associated with the function of the facility affixed to an existing or proposed structure not primarily designed or built for the purpose of supporting a wireless communication facility including, but not limited to, antennas mounted to and that may be painted to match the exterior of a building or façade.

C. Class 3 Facility. A Class 3 facility is located outside of the public right-of-way and consists of antennas, antenna equipment, or any other apparatus associated with the function of the facility mounted on or within a freestanding structure built for the sole purpose of supporting antennas including, but not limited to, an enclosed tower, simulated tree, faux-water tower or obelisk. Class 3 facilities shall include design elements which serve to camouflage or conceal antennas and other apparatus and achieve an aesthetically pleasing, contextually appropriate design.

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7 D. Class 4 Facility. A Class 4 facility consists of a wireless communication facility, including a small cell facility and excluding an eligible facilities request (Class 7), that is located in the public right-of-way or on a private street.

E. Class 5 Facility. A Class 5 facility consists of: a facility installed for use on a temporary basis not to exceed ninety (90) days, except as exempted pursuant to Section 9.162.020.B(6) and as may be extended pursuant to Section 9.162.050(E)(5).

F. Class 6 Facility. A Class 6 facility consists of antennas affixed to an existing water tank, electrical transmission lattice tower, utility tower or other similar public utility structure or apparatus serving a primary function unrelated to the wireless communication facility and not located in the public right-of-way.

G. Class 7 Facility. A Class 7 facility collocation is an existing facility subject to an eligible facilities request. is an eligible facility removal, modification or co-location as defined in Section 6409(a) of the Middle Class Tax Relief and Job Creation Act of 2012, 47 U.S.C. Section 1455(a) as implemented in 47 C.F.R. Section 1.6100 as they may be amended.

H. Class 8 Facility. A Class 8 facility collocation is an existing facility subject to a collocation request submitted pursuant to Government Code Section 65850.6.

9.162.050 Requirements applicable by facility class.

All entitlements required by this chapter shall be processed in accordance with the provisions of chapter

9.184 and the additional application requirements, findings and requirements listed herein. In the event of conflict between the provisions of Chapter 9.184 and this Chapter 9.162, the provisions of this chapter shall prevail.

A. Class 1 Facilities (Stealth)—Requirements.

1. Required Permit. Administrative site development permit, subject to Director approval. No public hearings or public notification shall be required.

2. Facility Design. All components of a Class 1 facility, including antennas, equipment, cables/wires, mounting brackets and any other apparatus and appurtenances shall be stealth by being fully concealed and/or camouflaged with contextually compatible/site appropriate materials and screening.

3. Maximum Height. Except as may be approved pursuant to Section 9.162.070, Request for additional height, a Class 1 facility shall not exceed the overall height of the structure on which it is mounted by more than ten (10) feet.

B. Class 2 Facilities (Camouflaged-Attached)—Requirements.

1. Required Permit. Use permit, subject to Planning Commission approval. Public notification and a public hearing shall be required in accordance with 9.184.020.

2. Facility Design. All unscreened antennas and appurtenances, including mounting brackets, cable trays, conduit and other similar apparatus shall be painted or otherwise coated to match the predominant color of the structure on which they are mounted or otherwise camouflaged to blend with the predominant visual background and/or adjacent architecture.

3. Maximum Height. Except as may be approved pursuant to the provisions of Section 9.162.070, Request for additional height, a Class 2 facility shall not exceed the overall height of the structure on which it is mounted by more than ten (10 ) feet.

C. Class 3 Facilities (Camouflaged-Freestanding)—Requirements.

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7 1. Required Permit. Use permit, subject to Planning Commission approval. Public notification and a public hearing shall be required in accordance with 9.184.020.

2. Maximum Height. Except as may be approved pursuant to the provisions of Section 9.162.070, Request for additional height, the maximum height of a Class 3 facility shall be thirty-five (35) feet, zero (0) inches.

3. Minimum Setbacks.
a. From non-residential property lines: as required pursuant to Section 9.72.100, Non-residential building setbacks, or the applicable planned community text.
b. From residential property lines: twentyfifty-five (255) feet, zero (0) inches.

D. Class 4 Facilities (Facilities in thePublic Right-of-Way)—Requirements.

1. Required Permit. Wireless communication facility Administrative site development permit, subject to Director approval. The wireless communication facility permit application shall be acted upon administratively by the Director. No public hearing or public notification shall be required.

2. Facility Design.
a. Wireless communication facilities in the public right-of-way and on private streets shall conform to the location and design standards set through a resolution adopted by the City Council and updated from time to time.

The Planning Commission is authorized to adopt minor changes to the Council-approved location and design standards through a resolution. For purposes of this section, “minor changes” include amendments of no significant effect that comply with the spirit and intent of the original Council action.

3. License Agreement.
a. All Class 4 facilities installed on a City-owned pole or other City-owned apparatus, and any associated equipment installed on the ground in the public right-of-way, shall require approval of a communications site license agreement by the City Council.
b. The required license agreement shall be approved prior to the approval of any permit required by this chapter. Review and processing of the license agreement and required permit application may occur simultaneously subject to written acknowledgement of risk by the applicant in a form as determined by the City Manager in consultation with the City Attorney. This subsection does not require the City to agree to any license agreement.

4. Authority to Use Right-of-Way. No Class 4 facilities may be located in the public right-of-way unless the applicant executes a license agreement as set forth in subsection (D)(3) with the City, if applicable, and the applicant has the legal right to access the right-of-way under Public Utilities Code Section 7901 or other applicable law.

E. Class 5 Facilities (Temporary)—Requirements.

1. Required Permit.
a. Non-Residential Zone. Administrative site development permit subject to Director approval. No public hearings or public notification shall be required.
b. Residential Zone. Use permit subject to Planning Commission approval. Public notification and a public hearing shall be required in accordance with 9.184.020.

2. Facility Design.

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7 a. Appropriate screening measures shall be determined through the application review and permitting process with consideration to the location and temporary nature of the installation. b. The facility shall not be located in any required vehicle or pedestrian circulation area such that it interferes with, or in any way impairs, the utility or intended function of such area. c. May displace one or more parking stalls only if the number of on-site parking stalls exceeds the Code required number of parking stalls for the on-site use(s) and the facility displaces only surplus parking stalls.

3. Maximum Height. Thirty-five (35) feet, zero (0) inches or as approved by the Planning Commission.

4. Setbacks. Class 5 facilities shall be set back from all residential dwellings a distance equal to or greater than the height of the facility.

5. Time Limit. Shall be operated and maintained for a maximum of ninety (90) days. A single time extension not exceeding sixty (60) days may be granted by the Director based on reasonable cause, unless otherwise restricted by a condition of approval of the original entitlement.

F. Class 6 Facilities (Utility Mounted)—Requirements.

1. Required Permit. Administrative site development permit subject to Director approval. No public hearings or public notification shall be required.

2. Facility Design. Antennas and related apparatus, including, but not limited to, mounting brackets, cable trays and conduit shall be concealed where feasible or, where concealment is infeasible, painted to match the color of the support structure.

3. Maximum Height. Class 6 facilities shall not exceed the height of the utility structure upon which the facility is mounted.

G. Class 7 Facilities (Section 6409(a) Eligible Facility Requests)—Requirements.

1. Required Permit. Administrative changed plan Wireless communication facility permit subject to Director approval. The wireless communication facility permit application shall be acted upon administratively by the Director. There are no public hearing or public notification requirements. If the facility if located in the public right-of-way, the applicant must submit any supplemental application form required by the City. The Director may condition the modification on compliance with applicable building codes or reasonable health and safety standards.

2. Requirements. To the extent expressly required by Section 6409 of the Middle-Class Tax Relief and Job Creation Act of 2012 (codified at 47 U.S.C. 1455) as implemented by 47 C.F.R. Section 1.6100, the City shall review and approve modifications to eligible facilities. if the Director makes the following findings: a. The application qualifies as an eligible facilities request; and b. The proposed facility will comply with all generally-applicable laws.

Any applicant wishing to process a facility modification under this subsection shall inform the City of this request when submitting its initial application and shall provide the City with such evidence as reasonably required by the City to demonstrate that this subsection and applicable Federal law applies.

3. Processing Timeline. a. Eligible facilities requests shall be acted upon within sixty (60) days of application submittal. This period of time may be tolled by mutual agreement and shall be tolled if the City notifies the applicant within thirty (30) days of application submittal that the application is incomplete. Such notification shall identify the specific information required to complete the application. Within ten (10) days of each supplemental filing by the applicant, the Director shall again deem the application complete or incomplete. The sixty (60) day time period shall be tolled from the date of any City notice of incompleteness through the date of any Item: 15
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7 applicant response under this subsection. In the event that the City fails to act on any application within the timeline required under Section 6409 of the Middle Class Tax Relief and Job Creation Act of 2012 (codified at 47 U.S.C. 1455) as implemented by 47 C.F.R. Section 1.6100, the modification shall comply with all applicable building codes or other applicable health and safety standards as determined by the Director. If the City determines that the application does not constitute an eligible facilities request, it shall send a notice to the applicant containing the following: (i) reasons for the decision; and (ii) a description of the applicable FCC shot clock. Further, the City may seek additional information, subject to the appropriate FCC shot clock.

4. Effect of Changes to Federal Law. This subsection does not and shall not be construed to grant any rights beyond those granted by Section 6409 of the Middle-Class Tax Relief and Job Creation Act of 2012 (codified at 47 U.S.C. § 1455) as implemented by 47 C.F.R. Section 1.6100. In the event Section 6409 of the Middle-Class Tax Relief and Job Creation Act of 2012 (codified at 47 U.S.C. § 1455) or 47 C.F.R. Section 1.6100 are stayed, amended, revised or otherwise not in effect, no modifications to an eligible facility shall be processed or approved under this subsection G.

H. Class 8 Facilities (Government Code Section 65850.6 Coll-Locations)—Processing Procedures.

1. Collocation facilities are allowed by right when proposed on a wireless telecommunications collocation facility that was subject to an issued discretionary permit and an environmental impact report was certified, or a negative declaration or mitigated negative declaration was adopted for the wireless telecommunication collocation facility in compliance with the California Environmental Quality Act and the collocation facility incorporates required mitigation measures specified in that environmental impact report, negative declaration, or mitigated negative declaration. Notwithstanding any provision of this chapter to the contrary, a co-located facility shall be a permitted use not requiring a site development permit, use permit, changed plan or other discretionary permit if it satisfies the following requirements (Section 65850.6 of the California Government Code):
a. The co-location facility is consistent with requirements for the wireless telecommunications co-location facility pursuant to subsection (H)(2) on which the co-location facility is proposed. b. The wireless telecommunications co-location facility on which the co-location facility is proposed was subject to a discretionary permit by the City or County and an environmental impact report was certified, or a negative declaration or mitigated negative declaration was adopted for the wireless telecommunications co-location facility in compliance with the California Environmental Quality Act (Division 13 (commencing with Section 21000) of the Public Resources Code).

2. Required Permit. Wireless communication facility permit subject to Director approval. The wireless communication facility permit application shall be acted upon administratively by the Director. There are no public hearing or public notification requirements. If the facility if located in the public right-of-way, the applicant must submit any supplemental application form required by the City. The Director may condition the modification on compliance with applicable building codes or reasonable health and safety standards. A wireless telecommunications co-location, facility where a subsequent co location facility, is a permitted use not subject to a City discretionary permit pursuant to subsection (H)(1), shall be subject to a City discretionary permit issued on or after January 1, 2007, and shall comply with all of the following:
a. City requirements for a wireless telecommunications co-location facility that specifies types of wireless telecommunications facilities that are allowed to include a co-location facility, or types of wireless telecommunications facilities that are allowed to include certain types of co-location facilities; height, location, bulk, and size of the wireless telecommunications co-location facility; percentage of the wireless telecommunications co- location facility that may be occupied by co-location facilities; and aesthetic or design requirements for the wireless telecommunications co-location facility.
b. City requirements for a proposed co-location facility, including any types of co-location facilities that may be allowed on a wireless telecommunications co-location facility; height, location, bulk, and size of allowed co- location facilities; and aesthetic or design requirements for a co-location facility.

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7 c. State and local requirements, including the General Plan, any applicable community plan or specific plan, and zoning ordinance.
d. The California Environmental Quality Act (Division 13 (commencing with Section 21000) of the Public Resources Code).

3. Facility Design. The proposed collocation facility shall comply with all applicable design and development standards as published and updated from time to time by the Director in accordance with Section

9.162.080. City shall hold at least one (1) public hearing on the discretionary permit required pursuant to subsection (H)(2) and notice shall be given pursuant to Section 65091 of the California Government Code, unless otherwise required by this division.

4. With respect to the consideration of the environmental effects of radio frequency emissions, the review by the City shall be limited to that authorized by Section 332(c)(7) of Title 47 of the United States Code, or as that section may be hereafter amended.

5. Applications proposing co-location of two (2) or more facilities shall be processed in accordance with the procedures described in this section for the corresponding facility class. (Ord. 333 § 14, 2020; Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)
I. Conditions of Approval.

1. Generally. In addition to any supplemental conditions imposed by the Director or designee, or relevant approving authority as the case may be, all permits granted pursuant to this chapter or by operation of law shall be subject to the following conditions, unless modified by the approving authority:
a. Code Compliance. The permittee shall at all times maintain compliance with all applicable federal, state and local laws, regulations and other rules.
b. Permit Duration. Unless otherwise specified, a permit issued pursuant to this chapter shall be valid for a period of ten (10) years, unless pursuant to another provision of the Code or these conditions, it expires sooner or is terminated. At the end of ten (10) years from the date of issuance, such permit shall automatically expire, unless an extension or renewal has been granted. A person holding a such a permit must either (1) remove the facility within thirty (30) days following the permit’s expiration (provided that removal of support structure owned by City, a utility, or another entity authorized to maintain a support structure in the right of way need not be removed, but must be restored to its prior condition, except as specifically permitted by the City); or (2) at least ninety (90) days prior to expiration, submit an application to renew the permit, which application must, among all other requirements, demonstrate that the impact of the wireless communications facility cannot be reduced. The wireless communications facility must remain in place until it is acted upon by the City and all appeals from the City’s decision exhausted.
c. Timing of Installation. The installation and construction authorized by a permit issued pursuant to this chapter shall begin within one (1) year after its approval, or it will expire without further action by the City.

The installation and construction authorized by a permit issued pursuant to this chapter shall conclude, including any necessary post-installation repairs and/or restoration to the site, within ninety (90) days following the day construction commenced. Permittee may request an extension for good cause by submitting documentation demonstrating that installation and construction cannot be completed within ninety (90) days. Good cause shall include but not be limited to bona fide delays due to supply chain disruption or inclement weather. d. Inspections; Emergencies. The City or its designee may enter onto the facility area to inspect the facility upon forty-eight (48) hours prior notice. The permittee shall cooperate with all inspections and may be present for any inspection of its facility by the City. The City reserves the right to enter or direct its designee to enter the facility and support, repair, disable, or remove any elements of the facility in emergencies or when the facility threatens imminent harm to persons or property. The City shall make an effort to contact the permittee prior to Item: 15
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7 disabling or removing any facility elements, but in any case shall notify permittee within twenty-four (24) hours of doing so.
e. Contact. The permittee shall at all times maintain accurate contact information for all parties responsible for the facility, which shall include a phone number, street mailing address and email address for at least one natural person.
f. Insurance. Permittees for a Class 4 Facility or a WCF located on City-owned property shall obtain and maintain insurance coverage throughout the term of the permit insurance coverage. Permittee shall furnish to the City insurance, evidenced by a certificate of insurance naming the City as additional insured, in form satisfactory to the City, with limits for personal injury of not less than $1,000,000 for any one person and not less than $3,000,000 for any one accident and not less than $100,000 for any one accident and $500,000 in the aggregate for property damage, insuring the City, its officers, employees and agents against any liability for personal injury or property damage, directly or indirectly resulting from or arising out of the granting of any such permit or any such construction or the method and manner of doing any work permitted or required by any such permit or under this article or from the maintenance and repair of said improvements during a one-year period following completion of said improvement, or any negligent act or omission in connection therewith on the part of the permittee, permittee’s employees or agents.
g. Indemnities. The permittee and, if applicable, the owner of the property upon which the wireless communications facility is installed shall defend, indemnify and hold harmless the City, its agents, officers, officials, and employees (i) from any and all damages, liabilities, injuries, losses, costs, and expenses, and from any and all claims, demands, law suits, writs of mandamus, and other actions or proceedings brought against the city or its agents, officers, officials, or employees to challenge, attack, seek to modify, set aside, void or annul the city’s approval of the permit, and (ii) from any and all damages, liabilities, injuries, losses, costs, and expenses, and any and all claims, demands, law suits, or causes of action and other actions or proceedings of any kind or form, whether for personal injury, death or property damage, arising out of or in connection with the activities or performance of the permittee or, if applicable, the property owner or any of each one’s agents, employees, licensees, contractors, subcontractors, or independent contractors. In the event the city becomes aware of any such actions or claims the city shall promptly notify the permittee and, if applicable, the property owner and shall reasonably cooperate in the defense. The City shall have the right to approve, which approval shall not be unreasonably withheld, the legal counsel providing the City’s defense, and the property owner and/or permittee (as applicable) shall reimburse City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. h. Performance Bond. Permittees for a Class 4 Facility or a WCF located on City-owned property shall file with the City and shall maintain in good standing throughout the term of the approval, a performance bond or other surety or another form of security for the removal of the facility in the event that the use is abandoned, or the permit expires, or is revoked, or is otherwise terminated. The security shall be in the amount equal to one hundred percent (100%) of the cost of physically removing the facility and all related facilities and equipment on the site, based on the higher of two contractor’s quotes for removal that are provided by the permittee. The permittee shall reimburse the city for staff time associated with the processing and tracking of the bond, based on the hourly rate adopted by the City Council. Reimbursement shall be paid when the security is posted and during each administrative review.
i. Adverse Impacts on Adjacent Properties. Permittee shall undertake all reasonable efforts to avoid undue adverse impacts to adjacent properties and/or uses that may arise from the construction, operation, maintenance, modification, and removal of the facility. j. Noninterference. Permittee shall not move, alter, temporarily relocate, change, or interfere with any existing structure, improvement, or property without the prior consent of the owner of that structure, improvement, or property. No structure, improvement, or property owned by the City shall be moved to accommodate a permitted activity or encroachment, unless the City determines that such movement will not adversely affect the City or any surrounding businesses or residents, and the permittee pays all costs and expenses related to the relocation of the City's structure, improvement, or property. Prior to commencement of any work pursuant to a permit issued pursuant to this chapter, the permittee shall provide the City with documentation establishing to the City's satisfaction that the Permittee has the legal right to use or interfere with any other structure, Item: 15
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7 improvement, or property within the public right-of-way or City utility easement to be affected by permittee's facilities.
k. No Right, Title, or Interest. The permission granted by a wireless communication facility permit issued pursuant to Chapter 9.162 shall not in any event constitute an easement on or an encumbrance against the public right-of-way. No right, title, or interest (including franchise interest) in the public right-of-way, or any part thereof, shall vest or accrue in Permittee by reason of a wireless communication facility permit issued pursuant to Chapter 9.162 or the issuance of any other permit or exercise of any privilege given thereby. l. No Possessory Interest. No possessory interest is created by a permit issued pursuant to this chapter. However, to the extent that a possessory interest is deemed created by a governmental entity with taxation authority, permittee acknowledges that City has given to permittee notice pursuant to California Revenue and Taxation Code Section 107.6 that the use or occupancy of any public property pursuant to a permit issued pursuant to this chapter may create a possessory interest which may be subject to the payment of property taxes levied upon such interest. Permittee shall be solely liable for, and shall pay and discharge prior to delinquency, any and all possessory interact taxes or other taxes, fees, and assessments levied against permittee’s right to possession, occupancy, or use of any public property pursuant to any right of possession, occupancy, or use created by this permit.
m. General Maintenance. The site and the facility, including, but not limited to, all landscaping, fencing, and related transmission equipment, must be maintained in a neat and clean manner and in accordance with all approved plans. All graffiti on facilities must be removed at the sole expense of the permittee within forty eight (48) hours after notification from the City.
n. RF Exposure Compliance. All facilities must comply with all standards and regulations of the FCC and any other state or federal government agency with the authority to regulate RF exposure standards. After transmitter and antenna system optimization, but prior to unattended operations of the facility, permittee or its representative must provide to City confirmation that the facilities are in compliance with the FCC OET Bulletin 65 RF emissions safety rules for general population/uncontrolled RF exposure in all sectors. o. Testing. Testing of any equipment shall take place on weekdays only, and only between the hours of 8:30 a.m. and 4:30 p.m., except that testing is prohibited on holidays. p. Modifications. No changes shall be made to the approved plans without review and approval in accordance with this chapter.
q. Agreement with City. If not already completed, permittee shall enter into the appropriate agreement with the City, as determined by the City, prior to constructing, attaching, or operating a facility on City- owned property or infrastructure. This permit is not a substitute for such agreement. r. Conflicts with Improvements. For all facilities located within the ROW, the permittee shall remove or relocate, at its expense and without expense to the City, any or all of its facilities when such removal or relocation is deemed necessary by the City by reason of any change of grade, alignment, or width of any right-of- way, for installation of services, water pipes, drains, storm drains, power or signal lines, traffic control devices, right-of-way improvements, or for any other construction, repair, or improvement to the right-of-way. r. Records. The permittee must maintain complete and accurate copies of all permits and other regulatory approvals issued in connection with the facility, which includes without limitation this approval, the approved plans and photo simulations incorporated into this approval, all conditions associated with this approval and any ministerial permits or approvals issued in connection with this approval. In the event that the permittee does not maintain such records as required in this condition or fails to produce true and complete copies of such records within a reasonable time after a written request from the City, any ambiguities or uncertainties that would be resolved through an inspection of the missing records will be construed against the permittee.

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7 s. Attorney’s Fees. In the event the City determines that it is necessary to take legal action to enforce any of these conditions, or to revoke a permit, and such legal action is taken, the permittee shall be required to pay any and all costs of such legal action, including reasonable attorney’s fees, incurred by the City, even if the matter is not prosecuted to a final judgment or is amicably resolved, unless the City should otherwise agree with permittee to waive said fees or any part thereof. The foregoing shall not apply if the permittee prevails in the enforcement proceeding.

J. Conditions of Approval - Eligible Facilities Requests. In addition to the conditions provided in foregoing subsection I and any supplemental conditions imposed by the Director or the relevant approval authority, as the case may be, all permits for an eligible facility request granted pursuant to this chapter shall be subject to the following additional conditions, unless modified by the approving authority:

1. Permit subject to conditions of underlying permit. Any permit granted in response to an application qualifying as an eligible facilities request shall be subject to the terms and conditions of the underlying permit.

2. No permit term extension. The City’s grant or grant by operation of law of an eligible facilities request permit constitutes a federally-mandated modification to the underlying permit or approval for the subject tower or base station. Notwithstanding any permit duration established in another permit condition, the city’s grant or grant by operation of law of a eligible facilities request permit will not extend the permit term for the underlying permit or any other underlying regulatory approval, and its term shall be coterminous with the underlying permit or other regulatory approval for the subject tower or base station.

3. No waiver of standing. The City’s grant or grant by operation of law of an eligible facilities request does not waive, and shall not be construed to waive, any standing by the City to challenge Section 6409(a), any FCC rules that interpret Section 6409(a), or any modification to Section 6409(a).

K. Conditions of Approval - Class 8 Government Code Section 65850.6 Collocations. In addition to the conditions provided in the foregoing subsection I and any supplemental conditions imposed by the Director or the relevant approval authority, as the case may be, all permits for Class 8 Government Code Section 65850.6 Collocations granted pursuant to this chapter shall be subject to the following additional conditions, unless modified by the approving authority:

1. Permit subject to conditions of underlying permit. Any permit granted in response to an application qualifying as a collocation facility request shall be subject to the terms and conditions of the underlying permit.

2. No permit term extension. The city’s grant or grant by operation of law of a collocation facility permit will not extend the permit term for the underlying wireless telecommunication collocation facility permit or any other underlying regulatory approval, and its term shall be coterminous with the underlying permit or other regulatory approval for the subject wireless telecommunication collocation facility.

L. Conditions of Approval - Small Cell Facilities Requests. In addition to the conditions provided in subsection I of this Section 9.162.050 and any supplemental conditions imposed by the Director or relevant approval authority, as the case may be, all permits for a small cell facility granted pursuant to this chapter shall be subject to the following condition, unless modified by the approving authority:

1. No waiver of standing. The City’s grant of a permit for a small cell facility request does not waive, and shall not be construed to waive, any standing by the City to challenge any FCC orders or rules related to small cell facilities, or any modification to those FCC orders or rules.

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7 9.162.060 Required findings.

Approval of a wireless communication facility subject to a discretionary permit shall be based on the findings stipulated in Chapter 9.184 for the corresponding entitlement. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)
A. General Findings for Approval for all wireless communication facilities subject to this chapter. No permit for any class of wireless communication facility, other than Class 7 eligible facilities requests or Class 8 Government Code Section 65850.6 collocations, shall be approved unless, on the basis of the application and other materials or evidence provided in review thereof, the applicable approval authority finds the following:

1. The facility complies with all applicable requirements of this chapter, including all requirements for the requested permit; all application requirements; and all applicable design, location, and development standards, or has a waiver thereof; and

2. The facility meets applicable requirements and standards of federal and state law, including all applicable general orders of the California Public Utilities Commission.

B. Additional Findings for Temporary Facilities. No permit shall be approved for a temporary facility unless, on the basis of the application and other materials or evidence provided in review thereof, the following findings are made:

1. The facility qualifies as a Class 5 temporary facility;

2. There is an adequate need for the facility (e.g., wireless communication facility relocation or large- scale event).

C. Findings for Class 7 Eligible Facilities Requests. No permit shall be approved for an eligible facilities request unless, on the basis of the application and other materials or evidence provided in review thereof, the following findings are made:

1. The proposed collocation or modification meets each and every one of the applicable criteria for an eligible facilities request stated in 47 C.F.R. Sections 1.6100(b)(3)-(9), or any successor provisions, after application of the definitions in 47 C.F.R. Section 1.6100(b). The reviewing authority shall make an express finding for each criterion;

2. The proposed facility complies with conditions associated with the siting approval of the construction or modification of the eligible support structure or base station equipment, except to the extent preempted by 47 C.F.R. Section 1.6100(b)(7)(i) through (iv), or any successor provisions; and

3. The proposed facility will comply with all generally applicable laws.

D. Findings for Class 8 Government Code Section 65850.6 Collocations. No permit shall be approved for Class 8 Government Code Section 65850.6 Collocation unless, on the basis of the application and other materials or evidence provided in review thereof, the following findings are made:

1. The proposed collocation facility meets the requirements of Government Code Section 65850.6.

9.162.070 Request for additional height.

Class 1, 2, 3, and 5 facilities may exceed the maximum heights stipulated in Section 9.162.050 with approval of a request for additional height. Requests for additional height shall be subject to the following:

A. Processing.

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7 1. Required Entitlement. Use permit subject to Planning Commission approval.

2. Submittal Requirements. Requests for additional height shall be accompanied by service coverage maps demonstrating the following:
a. Existing coverage without the proposed facility; b. Coverage with the proposed facility at the maximum height allowed in the corresponding zoning district; and
c. Coverage with the proposed facility at the proposed height.

B. Development Standards. An additional one (1) foot of setback from residential property lines shall be required for each foot in height above the height limit specified in Section 9.162.050.

C. Required Findings. A request for additional height may be granted when the Planning Commission finds as follows, in addition to the required findings stipulated in Section 9.162.060:

1. Based on the evidence presented, the additional height above the maximum applicable height specified in Section 9.162.050 is reasonably necessary for co-location of facilities and/or to achieve the objectives of this chapter.

2. The additional height will not be visually incompatible or otherwise detrimental to surrounding properties based on the site specific conditions, including, but not limited to, the design of the proposed facility and specific concealment features, site topography, and any existing land uses, buildings, trees, and/or other features surrounding the proposed facility. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)

9.162.080 Authority.

A. The Director is responsible for administering this chapter. As part of the administration of this chapter, the Director or their designee may:

1. Eestablish processing forms and procedures as deemed necessary and advisable subject to the requirements of this chapter. The Director shall ensure that all forms require applicants to demonstrate compliance with this chapter and applicable law, including those regulating RF signals;.

B. The Director may also develop and issue conditions of approval for any site development permit to install or modify a wireless communication facility in the public right-of-way or on a private street.

2. Interpret the provisions of this chapter;

3. Develop and implement standards governing the placement and modification of wireless communication facilities consistent with the requirements of this chapter, including regulations governing collocation and resolution of conflicting applications for placement of wireless communication facilities;

4. Develop and implement acceptable design and development standards for wireless communication facilities;

5. Develop forms and procedures for submission of applications for placement or modification of wireless communication facilities, and proposed changes to any support structure consistent with this chapter;

6. Determine the amount of and collect, as a condition of the completeness of any application, any fee established by this chapter;
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7 7. Establish deadlines for submission of information related to an application, and extend or shorten deadlines where appropriate and consistent with state and federal laws and regulations;

8. Issue any notices of incompleteness, requests for information, or conduct or commission such studies as may be required to determine whether a permit should be issued;

9. Require, as part of, and as a condition of completeness of any application, notice to members of the public;

10. Subject to appeal as provided herein, determine whether to approve, approve subject to conditions, or deny an application; and

11. Take such other steps as may be required to timely act upon applications for placement of wireless facilities, including issuing written decisions and entering into agreements to mutually extend the time for action on an application.

12. C. The Director is authorized to Ddetermine on a case-by-case basis if that the applicant has established that a denial of a site development permit application for a Class 4 wireless communication facility or strict adherence to the location and design standards would, within the meaning of Ffederal law:, (1) prohibit or effectively prohibit the provision of personal wireless services;, or(2) otherwise violate applicable laws or regulations;. or (3) require a technically infeasible design or installation of a wireless communications facility. If that determination is made, the requirements of this chapter or the associated design and location standards may be waived, but only to the minimum extent required to avoid the prohibition, or violation,.or technically infeasible design or installation. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)

9.162.090 Requirements applicable to all wireless communication facilities.

A. The following requirements shall be applicable to all wireless communication facilities unless otherwise exempt pursuant to this chapter or applicable law:

1. Development Standards.
a. Shall be permitted, operated and maintained at all times in compliance with this chapter and all applicable laws and regulations of the City, the State of California, and the United States of America. b. Except as approved and permitted, equipment areas shall not be illuminated unless required by the Federal Communications Commission (FCC) or Federal Aviation Administration (FAA). c. Signage shall be limited to service provider contact information not exceeding one (1) square foot in area or six (6) feet in height, FCC antenna registration, and any other information required by applicable government regulation and shall be displayed in the least conspicuous manner possible. Commercial advertising of any kind shall be prohibited.
d. Except for Class 4 facilities, Class 7 facilities in the right-of-way, or as otherwise specified in Sections

9.162.050(C)(3) and (E)(4), all facilities including the base station and any associated equipment and apparatus shall comply with the minimum setbacks applicable to primary structures in the corresponding zoning district. e. The height of any facility, except Class 4 facilities and Class 7 facilities located in the right-of-way, shall be measured from the ground to the tallest portion of the facility consistent with the requirements of Section

9.144.050.1.
f. Except for Class 4 and Class 5 facilities, ground-mounted equipment shall be screened from view by an architecturally compatible enclosure or contained entirely within a building.

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7 g. All wires and cables shall be concealed behind walls, within support poles or within architecturally compatible conduit or cable trays and painted to match the surface to which they are mounted. h. All antennas, equipment, equipment cabinets, apparatus and appurtenances shall have a non-reflective finish.
i. No wireless communication facility shall be constructed within, supported by or otherwise affixed to an illegal structure. No wireless communication facility, other than Class 7 facilities, shall be constructed within, supported by or otherwise affixed to a legal non-conforming structure. j. In the event that the original permittee sells its interest in the wireless communications facility, the succeeding service provider shall assume all responsibilities concerning the project and shall be responsible for maintaining compliance with all conditions of approval. A new contact name shall be provided by the succeeding service provider to the Director within thirty (30) days of the transfer of interest in the facility. k. The applicant shall provide a twenty-four (24) hour “single point of contact” in its Engineering and Maintenance Department to ensure continuity on all interference issues. The name, telephone number and e-mail address of that person shall be provided to the Community Development Department upon activation of the facility. l. The applicant shall not prevent the City of Lake Forest from having adequate spectrum capacity on City’s 800 MHz radio frequency at all times.
m. Wireless communication facilities shall be limited to the design specifically identified on the City- approved plan. No additional antennas or equipment shall be installed without City approval. n. Noise levels shall comply with the applicable State and City requirements, including Chapter 11.16 of the Lake Forest Municipal Code. Without limiting the requirement that noise levels comply with applicable standards, approved back-up generators shall only be operated during power outages and for testing and maintenance purposes. Testing and maintenance shall take place only on weekdays between 8:30 a.m. and 4:30 p.m. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)

9.162.100 Facilities on public property—Excluding Class 4 facilities.

The City may develop a list of City-owned properties upon which wireless communication facilities may be proposed. No application(s) for a wireless communication facility on City-owned property shall be accepted unless the City Council has approved such a list and any such proposal shall be limited to properties on the City Council approved list. An approved list of City-owned sites does not guarantee approval of a lease or license, or the granting of the approvals required by this chapter. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)

9.162.110 Appeals.

A. Class 1, Class 5 (Facilities in Non-Residential Zones), and Class 6: Any decision by the Director or designee to approve, conditionally approve or deny an application for administrative site development permit required by this chapter for Class 1 facilities, Class 5 facilities in non-residential zones, or Class 6 facilities shall be appealable to the Planning Commission in accordance with Section 2.04.100 et seq., of this Code. The decision by the Planning Commission on appeal shall be final. Any decision, other than those corresponding to a site development permit application for a Class 4 wireless communication facility, by the Director or designee to approve, conditionally approve or deny an application for site development permit or changed plan shall be appealable to the Planning Commission in accordance with Section 2.04.100 et seq., of this Code. Any decision by the Planning Commission to approve, conditionally approve or deny any permit is appealable to the City Council in accordance with Section 2.04.100 et seq., of this Code. Any decision by the Director to approve, conditionally approve or deny any site development permit application for a Class 4 wireless communication facility is appealable to the City Manager in accordance with Section 2.04.100(G). (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)
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7 B. Class 2, Class 3, and Class 5 (Facilities in Residential Zones): Any decision by the Planning Commission to approve, conditionally approve or deny any use permit required by this chapter for Class 2 facilities, Class 3 facilities, or Class 5 facilities in Residential Zones is appealable to the City Council in accordance with Section 2.04.100 et seq., of this Code. The decision by the City Council on appeal shall be final.

C. Class 4, Class 7, and Class 8: Any decision by the Director to approve, conditionally approve or deny any application for a wireless communication facility permit required by this chapter for Class 4 facilities or Class 7 facilities is appealable to the City Manager in accordance with Section 2.04.100(G). The decision by the City Manager on appeal shall be final.

9.162.120 Nonconforming facilities.

A. Legal Nonconforming Facility. Any facility that is lawfully constructed, erected, or approved prior to the effective date of the ordinance codified in this chapter, or for which the application for a changed plan, site development permit or use permit is deemed complete prior to the effective date of the ordinance codified in this chapter, in compliance with all applicable laws, and which facility does not conform to the requirements of this chapter shall be accepted and allowed as a legal nonconforming facility. Legal nonconforming facilities shall comply at all times with the laws, ordinances, and regulations in effect at the time the application was deemed complete, and any applicable Federal or State laws as they may be amended or enacted from time to time, and shall at all times comply with the conditions of approval. Any legal nonconforming facility which fails to comply with applicable laws, ordinances, regulations or the conditions of approval may be required to conform to the provisions of this chapter.

B. Modifications to legal nonconforming facilities may be permitted under the following circumstances.

1. Ordinary maintenance may be performed on a legal nonconforming facility.

2. Class 7 facilities to the extent expressly required by Section 6409 of the Middle Class Tax Relief and Job Creation Act of 2012 (codified at 47 U.S.C. 1455) as implemented by 47 C.F.R. Section 1.6100.

C. Illegal Nonconforming Facility. Any facility constructed or installed in violation of applicable laws, ordinances or regulations in effect at the time of construction or installation shall be considered an illegal nonconforming facility and shall be subject to abatement as a public nuisance pursuant to Chapter 6.14 of the Lake Forest Municipal Code. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)

9.162.130 Abandoned facility removal.

A. Discontinued Use. The operator of a lawfully erected facility, and the owner of the premises upon which it is located, shall promptly notify the Director or designee in writing in the event the permitted use is discontinued for any reason. In the event that discontinued use is permanent, then the owner(s) and/or operator(s) shall promptly remove the facility, repair any damage to the premises caused by such removal, and restore the premises as appropriate to conform to applicable Zoning Codes. All such removal, repair and restoration shall be completed within ninety (90) days after the use is discontinued, and shall be performed in accordance with all applicable health and safety requirements. For purposes of this subsection, a discontinued use shall be permanent unless the facility is reasonably likely to be operative and used within the immediately following ninety (90) day period. The Director or designee may at any time request proof by the operator of any facility that the facility is in active use.

B. Preliminary Notice of Abandonment. A facility that is inoperative or unused for a period of six (6) continuous months shall be deemed abandoned and shall constitute a public nuisance. Upon reasonable suspicion of abandonment, the City shall provide a preliminary notice of abandonment to the operator of the facility and the owner(s) of the premises upon which the facility is located. Such preliminary notice of abandonment shall indicate that the Director has reason to believe the facility has been abandoned and may be subject to removal in accordance with this section. The preliminary notice of abandonment may be delivered in person, or mailed to the address(es) stated on the facility permit application, and shall be deemed given at the time delivered or placed in the mail.

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7 C. Removal of Abandoned Facility.

1. Within thirty (30) days after preliminary notice of abandonment is given, the operator of the facility and the owner(s) of the property on which it is located shall either:
a. Remove the facility and restore the premises; or b. Provide the Community Development Department with written objection to the City’s preliminary notice of abandonment and submit a request for administrative hearing to reconsider the abandonment. If after such time, the facility is not properly removed, or the City does not receive an objection to its preliminary notice of abandonment and a request for administrative hearing, the Director or designee may make a determination of abandonment and provide notice thereof in the same manner as the preliminary notice of abandonment.

2. If the City receives a timely written objection to the preliminary notice of abandonment and a request for administrative hearing, the Director or designee shall schedule an administrative hearing to commence within fifteen (15) days of receiving the objection. The Director or designee shall send notice of the time and place for the hearing to the operator of the facility and the owner(s) of the property on which it is located. At the time and place scheduled for the administrative hearing, the operator of the facility or the owner(s) of the property on which it is located may present documents and other evidence that the facility was in use during the relevant six (6) month period and that it is presently operational. The Director or designee shall review all evidence, determine whether or not the facility was properly deemed abandoned, and make a determination of abandonment or a finding of continued use and provide notice thereof in the same manner as provided for the preliminary notice of abandonment.

D. Removal by City. At any time after thirty (30) days following the determination of abandonment the City may remove the abandoned facility, repair any and all damage to the premises caused by such removal, and otherwise restore the premises as is appropriate to be in compliance with applicable code. The City may, but shall not be required to, store the removed facility (or any part thereof). The owner of the premises upon which the abandoned facility was located, and all prior operators of the facility, shall be jointly liable for the entire cost of such removal, repair, restoration and/or storage, and shall remit payment to the City promptly after demand therefor is made. If such payment is not timely made, the cost of removal, repair, restoration, and/or storage shall constitute a special assessment against the property on which the facility is located, and shall constitute a lien on such property once recorded in compliance with Section 6.14.012 of this Code. The City may, in lieu of storing the removed facility, convert it to the City’s use, sell it, or dispose of it in any manner deemed by the City to be appropriate.

E. The operator of the facility, and the owners of the premises upon which it is located shall be in violation of this chapter for failure to timely comply with any requirements hereunder. Each such person shall be subject to penalties for each such violation, pursuant to Section 9.162.140 of this chapter. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)

9.162.140 Violations—Penalties.

Violations of this chapter shall be unlawful and shall constitute a misdemeanor punishable by fine or imprisonment or both pursuant to Sections 1.01.190 through 1.01.250 of this Code. (Ord. 321 § 2, 2019; Ord. 316 § 2, 2019; Ord. 284 § 1, 2016)
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7 Chapter 9.184

DISCRETIONARY PERMITS
Sections:

9.184.010 Discretionary permits and procedures.

9.184.020 Types of permits.

9.184.030 Applications.

9.184.040 Processing procedures.

9.184.050 Fees.

9.184.060 Period of validity, establishment and expiration.

9.184.070 Revocation.

9.184.080 Amendments.

9.184.010 Discretionary permits and procedures.

A. Discretionary Actions. All permits included within Section 9.184.020 are discretionary permits. A discretionary permit is a permit issued or approved by the City of Lake Forest as the result of an application wherein the county retains the right to either approve or disapprove. This section provides the procedures and requirements for processing discretionary permit applications and the criteria and conditions considered to be necessary so that an appropriate decision regarding each such application may be made by the appropriate approving authority. A discretionary permit may have more restrictive site development standards than stated in a zoning ordinance in order to make the required findings per Section 9.184.040(E). Conversely, a discretionary permit may have less restrictive site development standards if allowed by the zoning ordinance for a planned community or specific plan and if the required findings per Section 9.184.040(E) can be made.

B. Who May File. A discretionary permit application may be submitted only by a property owner of the subject property, by his authorized agent, or by a public agency.

C. Applicability. Discretionary permits are applicable to the subject property and all rights granted by the approval of a discretionary permit remain with the property and all conditions and requirements of a discretionary permit are passed on to the new property owner when there is a change of ownership.

D. Enforceability. All conditions, requirements and standards, indicated graphically or in writing as part of any approved discretionary permit granted by authority of these regulations shall have the same force and effect as the Zoning Code. Any use or development established as a result of an approved discretionary permit but not in compliance with all such conditions, requirements, or standards shall be in violation of this Zoning Code and Section 9.208.010, “Enforcement provisions,” shall be applicable. (Ord. 321 § 3, 2019; Ord. 316 § 3, 2019; Ord. 176 § 1, 2007)

9.184.020 Types of permits.

A. Feature Plans. A feature plan is a plan which conceptually describes, graphically and/or in writing, a proposed development for an identified and relatively large area of real property. The purpose of a feature plan is to describe how significant natural and man-made features will be preserved or developed and how large-scale planning issues of special concern (e.g., traffic) will be addressed. All subsequently adopted discretionary permits (e.g., area plans) and subdivision maps shall be consistent with the feature plan.

Feature plans shall be processed initially to the City Council per Section 9.184.040(C), “Public Hearings.” The Planning Commission shall be the approving authority for feature plan amendments, except when the commission finds that an amendment application proposes a change in policy from the originally approved feature plan, such amendment application shall be acted upon by the City Council.

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7 After the date of final determination and after compliance with Section 9.184.040(G), “Revised Plans,” the policies and concepts of an approved feature plan shall be applicable to the property included within the boundaries of the feature plan until such time as the feature plan is amended or the applicable zoning regulations are revised so that the feature plan is no longer valid. All grading, development and improvements shall be in substantial conformance with the currently approved feature plan.

B. Area Plans. An area plan is similar to a feature plan except that an area plan contains relatively more detailed information and addresses a relatively smaller area of real property. A feature plan may or may not be required prior to the approval of an area plan. An area plan for a planned community or specific plan may have less restrictive site development standards if allowed by the enabling ordinance.

Area plans shall be processed per Section 9.184.040(C), “Public Hearings.” The Planning Commission is the approving authority for all area plan applications and amendments.

After the date of final determination and after compliance with Section 9.184.040(G), “Revised Plans,” an approved area plan shall be applicable to the development of all real property included within the boundaries of such area plan until such time as it is amended or rendered invalid by amendment of the zoning regulations or feature plan applicable to the property. All grading, development and improvements shall be in substantial conformance with the provisions of the currently approved area plan.

C. Use Permits. The purpose of a use permit is to provide for the public review of detailed final plans for a proposed use. Uses which require a use permit are regarded as having a relatively moderate to high potential for adverse impacts on the subject site or surrounding community due to the nature of magnitude of the use vis-à-vis the sensitivity of the subject site or surrounding community.

A use permit is a precise plan of development and shall include the following:

1. A description of the use(s) and operating characteristics.

2. A plot plan showing the location of all uses.

3. Supplementary exhibits, as necessary, to show other information which may be required such as building elevations, landscaping, and grading.

4. Conditions of approval.

Use permits shall be processed per Section 9.184.040(C), “Public Hearings.” If the land use regulations of a planned community or a specific plan allow a use permit to modify the site development standards to be less restrictive than otherwise stated in the enabling ordinance, such a use permit shall always require a public hearing before the Planning Commission per Section 9.184.040(C).

Establishment, maintenance and operation of the use or uses proposed by the application shall be in compliance with the information and specifications shown on the approved use permit.

D. Site Development Permits. Site plans are included within the term “site development permit.” The purpose of a site development permit is to provide for the administrative review of detailed development plans for a proposed use. Uses which require a site development permit are regarded as having a relatively low potential for adverse impacts on the subject site or surrounding community due to the nature or magnitude of the use vis-à-vis the sensitivity of the subject site or surrounding community.

A site development permit is a precise plan of development and shall include the same elements described in subsection C above for use permits.

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7 served by a public hearing before the Planning Commission. In such cases, the site development permit shall be processed per Section 9.184.040(C), “Public Hearings.” If the land use regulations of a planned community or specific plan allow a site development permit or site plan to authorize a use not specifically identified as permitted by the enabling ordinance, such site development permit shall always require a public hearing before the Planning Commission per Section 9.184.040(C). No public hearings are required for site development permit applications for Class 1 and Class 6 Class 4 wireless communication facilities or Class 5 wireless communication facilities located in non-residential zones.

If the land use regulations of a planned community or specific plan allow a site development permit or site plan to authorize a use not specifically identified as permitted by the enabling ordinance, such site development permit shall always require a public hearing before the Planning Commission per Section 9.184.040(C).

Establishment, maintenance and operation of the use or uses proposed by the application shall be in compliance with the information and specifications shown on the approved site development permit.

E. Variance Permits. Variances from applicable site development standards may be approved for a building site. A variance shall not be approved, and a variance application shall not be accepted which would authorize a use or activity which is not expressly authorized by the zoning regulations applicable to a specific building site.

All variance applications are processed in compliance with the provisions of Section 9.184.040(C), Public Hearings. The Planning Commission is the approving authority for all variance applications.

When a variance application is approved, the approved plot plan shall be a precise plan of development, and establishment, maintenance and operation of the use or uses permitted by the approval of the application shall be in compliance with the information shown on the plot plan, as approved.

F. Special Use Permit. The following discretionary permits are basically use permits with additional or modified processing requirements:

1. Condominium Conversion Project Use Permit. This is processed as a use permit pursuant to Section 7- 9-150 [sic] and is subject to Chapter 9.172.

G. Other Special Permits:

1. Sand and Gravel Site Permit. This is processed as a feature plan per Section 9.184.020 and is subject to the special requirements of Chapter 9.150.

2. Reclamation Plan. This is a limited version of an SG site permit. It is processed to the Planning Commission for a public hearing per Section 9.184.010 and is subject to the special requirements of Chapter 9.150.

3. General Plan Implementation Consistency Finding. This may be subject to Section 9.184.010.

4. Fence/Wall Height Modification. This is processed as a site development permit per Section 9.184.010 and is subject to the additional findings of Section 9.144.080. (Ord. 321 § 3, 2019; Ord. 316 § 3, 2019; Ord. 176 § 1, 2007)

9.184.030 Applications.

A. Filing Instructions. Each application for a discretionary permit shall be filed with the Director of Community Development on a form prescribed by, and with all documents and information required by the Director of Community Development. The Director of Community Development shall provide written filing instructions, specifying information and materials required, and all required forms at no charge to any person requesting such instructions.

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7 B. Submittal of Applications. Any property owner, his authorized agent, or a local agency may submit an application for a discretionary permit in compliance with the filing instructions. The Director of Community Development shall determine whether such application is complete and shall transmit such determination to the applicant. In the event the application is determined not to be complete, the Director’s determination shall specify in writing those parts of the application which are incomplete and shall indicate the manner in which they can be made complete.

C. Acceptance of Applications. No application shall be deemed accepted until a determination has been made by the Director of Community Development that the application is complete and in compliance with the filing instructions. (Ord. 321 § 3, 2019; Ord. 316 § 3, 2019; Ord. 176 § 1, 2007)

9.184.040 Processing procedures.

All discretionary permit applications shall be processed in compliance with the following procedures, for any application.

A. Combined Application. At the discretion of the Director of Community Development different types of permits may be combined in one (1) application and processed with one (1) application number and one (1) fee so long as all the applicable permit processing requirements, including all required findings, are satisfied.

1. When a permit requiring a public hearing is combined with one (1) not requiring a public hearing, the combined application shall require a public hearing.

2. Action by the Planning Commission on a permit application shall take precedence over action by the Director of Community Development.

B. Review by Citizens’ Body. If the zoning ordinance for a planned community or specific plan requires the Director of Community Development to forward discretionary permit applications to designated citizens’ body for review and comment, the Director shall do so at least twenty-one (21) calendar days prior to final action by the approving authority. However, if the citizens’ body responds in less than twenty-one (21) days, the approving authority may take final action if all other public notification requirements have been satisfied. Failure of such citizens’ body to respond shall not necessarily delay action on the permit.

C. Public Hearings. Discretionary permits processed per this subsection shall require a public hearing with public notification. However, the failure of any person or entity to receive notice shall not constitute grounds for any court to invalidate the action of the approving authority.

1. Scheduled Hearings. A public hearing shall be scheduled at the earliest available appropriate date of a regularly scheduled meeting of the approving authority, in compliance with the provisions of this section. At the scheduled public hearing, the approving authority may take action on the application, may continue the application to a specified date, or may take the application under submission. When an application is taken under submission, no further testimony shall be heard and no further evidence shall be presented until the application is rescheduled for a new public hearing in compliance with these provisions. An application that has been taken under submission may later be taken out of submission for the purpose of taking action on the application, without scheduling a new public hearing, provided no additional testimony is heard and no further evidence is presented.

2. Public Notice Requirements. In addition to Section 9.184.040(B), not less than ten (10) calendar days prior to the hearing, the Director of Community Development shall:
a. Prepare a public notice which includes the date, time and place of the hearing, the application number, the applicant’s name, the location of the property affected, and a description of the use proposed. b. Mail or deliver the notice of the hearing to:
i. The owner of the subject real property or to his authorized agent.

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7 ii. The project applicant.
iii. Each local agency expected to provide water, sewage, street, roads, schools, or other essential facilities or services to the project, whose ability to provide these facilities and services may be significantly affected. iv. All owners of real property as shown on the last equalized assessment roll within three hundred (300) feet of the subject real property. (If the number of owners to whom notice would be mailed is greater than one thousand (1,000), the Director may instead place a display advertisement of at least one-eighth page in a newspaper of general circulation at least ten (10) days prior to the hearing.) c. Publish a legal notice in a newspaper of general circulation or post a notice in two (2) public places in the county and in one (1) place at the subject site.
d. Any other notice required by law.

D. Administrative Action. Discretionary permits processed per this subsection shall be acted upon administratively. Where the approving authority is not otherwise specified, the Director of Community Development shall be the approving authority. A public hearing or public notification shall not be required, except per Section

9.184.040(B). For wireless communication facility permit applications for Class 4, Class 7 and Class 8 wireless communication facilities, there are no public hearing or public notification requirements. For site development permit applications for Class 4 wireless communication facilities, there are no public hearing or public notification requirements.

E. Findings.

1. Discretionary Permits. The following findings shall be made by the approving authority prior to the approval of any discretionary permit:
a. General Plan. The use or project proposed is consistent with the General Plan. b. Zoning Code. The use, activity or improvement(s) proposed by the application is consistent with the provisions of the Zoning Code.
c. CEQA. The approval of the permit application is in compliance with the requirements of the California Environmental Quality Act.
d. Compatibility. The location, size, design and operating characteristics of the proposed use will not create significant noise, traffic or other conditions or situations that may be objectionable, detrimental or incompatible with other permitted uses in the vicinity. e. General Welfare. The application will not result in conditions or circumstances contrary to the public health and safety and the general welfare.
f. Development Fees for Provision of Public Facilities. One (1) of the following findings shall be made:
i. The property to which the permit applies is not located in a fee area. ii. The permit would not allow development of a project which would contribute to the need for the facility for which a fee is required.
g. The project has been reviewed in accordance with Citywide Design Guidelines, and is consistent with the purpose and intent of the guidelines.

2. For Variance Applications. In addition to the findings required by paragraph 1 of this subsection, the following findings shall be made by the approving authority prior to the approval of any variance application:

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7 a. Special Circumstances. There are special circumstances applicable to the subject building site which, when applicable zoning regulations are strictly applied, deprive the subject building site of privileges enjoyed by other property in the vicinity and subject to the same zoning regulations. (The special circumstances shall be specified in the adopted finding.)
b. No Special Privileges. Approval of the application will not constitute a grant of special privileges which are inconsistent with the limitations placed upon other properties in the vicinity and subject to the same zoning regulations, when the specified conditions are complied with.

3. Modified Development Standards. If the land use regulations of a planned community or specific plan allow a discretionary permit, other than a variance permit, to modify the site development standards to be less restrictive than otherwise stated in the enabling ordinance, the following finding shall be made in addition to subsection (E)(1) above:
“The alternative development standard(s) will result in an equivalent or better project in terms of adverse impacts and public benefits to the immediate and surrounding community.”

4. New Use Allowed. Where the enabling ordinance authorizes a discretionary permit to allow a principal use not specifically identified as permitted or prohibited, the following additional finding shall be made in addition to paragraph above:
“The proposed use is consistent with the purpose and intent of the (name) district/planning area.”

5. Site Development Permits for Class 4 wireless communication facilities. The following findings shall be made by the approving authority prior to the approval of any site development permit for Class 4 wireless communication facilities:
a. The Director shall approve an application if, on the basis of the application and other materials or evidence provided in review thereof, it finds the following:
i. The facility is not detrimental to the public health, safety, and welfare; ii. The facility complies with this section, Chapter 9.162, and all applicable design and development standards; and
iii. The facility meets applicable requirements and standards of State and Federal law.

F. Action by the Approving Authority.

1. The approving authority may take one (1) of the following actions for each application:
a. Approval. There are no conditions or requirements other than those specified by the application. After the date of final determination and after compliance with Section 9.184.040(G), “Revised Plans,” the proposed project may be established in compliance of all applicable regulations and with the provisions of the application approved.
b. Disapproval. When a use permit or site development permit application has been disapproved, an application for the same or a similar use on the same property shall not thereafter be accepted for a period of one (1) year from the date of final determination, except that the approving authority may specify that, if the action is due to details or technical issues, this time limit shall not apply. This limitation is not applicable to other discretionary permits.
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7 General Plan and the Zoning Code. No conditions shall be included that would require dedication or improvements or for other purposes not reasonably related to the use of the property which is the subject of the application. After the date of final determination and after compliance with Section 9.184.040(G), the proposed project may be established in compliance with all applicable regulations, with the provisions of the application as approved and with the provisions and requirements of the conditions of approval. d. Withdrawal. With the concurrence of or at the request of the applicant, any discretionary permit application may be withdrawn. When an application is withdrawn, such action is effective immediately and is not subject to appeal. Thereafter, such application shall be null and void and the property shall have the same status as if no application had been filed.

2. Timeliness. If an action has not been taken by the approving authority within one (1) year from the date the application was accepted per Section 9.184.030(C), such application is considered to be approved. However, the applicant may request an extension of time up to one hundred twenty (120) days. This time limit period is not applicable with regard to the time in which the City Council may act on an appeal.

3. Action in Writing. The determination on each application, including any required findings and any other reasons that serve to explain the determination, and all conditions of approval, shall be in writing. A copy of the written determination shall be forwarded to the applicant following the date of final determination and shall be made available, at cost, to any person desiring a copy of such determination.

4. Final Determination. The determination of the approving authority shall be effective fifteen (15) days after the date the decision is made, and after all appeals, if any, have been acted on.

G. Revised Plans. When the approving authority approves an application for any discretionary permit, except for a site development permit for a Class 4 Class 1 and Class 6 wireless communication facilities or Class 5 wireless communications facilities located in non-residential zones, in a manner that is different from that which was presented to them, they may require revised plans to be submitted as a condition of approval. No building or grading permits or certificates of use and occupancy authorized by a discretionary permit shall be issued until such revised plans are submitted to the Director of Community Development and found by the Director or designee to be consistent with the action of the approving authority. If such revision is not submitted within sixty (60) days, or as otherwise specified by the approving authority, after the date of final determination, the permit shall thereafter be null and void. However, prior to the expiration of this period, the Director of Community Development may grant one (1) extension of time of an additional sixty (60) days if it is requested and justified by the applicant.

H. Changed Plans. Plans that are changed from that approved by the approving authority may be submitted to the Director of Community Development. If the Director determines that the proposed changed plan is a minor amendment of no significant effect, and complies with the spirit and intent of the original approving action, he may approve the changed plan without further compliance with Section 9.184.010. (Ord. 321 § 3, 2019; Ord. 316 § 3, 2019; Ord. 176 § 1, 2007; Ord. 211 § 2, 2010)

9.184.050 Fees.

A filing fee to defray the cost of processing and notification for each discretionary permit application and appeal shall be paid by the property owner or authorized agent or by the appellant at the time the application or appeal is accepted. Such fees shall be in accordance with the fee schedule currently in effect as adopted by resolution of the City Council. When different types of permits are combined per Section 9.184.040(A), the type of permit application requiring the highest fee shall be the applicable fee for the combined application.

A. Waiver of Fees. The filing fee shall be waived for an application filed by any city, county, district, State or Federal government, or agency thereof. The City Council may establish by resolution procedures for consideration of requests by applicants for waiver of permit fees.

B. Refund of Fee. The Director of Community Development may refund a filing fee in whole upon a determination that the application was erroneously required or filed. He or she may refund a fee pro rata, based on Item: 15
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7 the cost of processing the application, if the application is withdrawn prior to a decision thereon. (Ord. 321 § 3, 2019; Ord. 316 § 3, 2019; Ord. 176 § 1, 2007)

9.184.060 Period of validity, establishment and expiration.

A. Period of Validity. The period of validity shall begin on the date of final determination as set forth in Section 9.184.040(F)(4).

B. Establishment.

1. A discretionary permit shall be deemed established if, during the period of validity:
a. In the case of a discretionary permit where ministerial permits are required, such permits are obtained, but only to the extent authorized by such ministerial permits. b. In the case of a discretionary permit where no ministerial permits are required, the use authorized by the permit is actually commenced. In circumstances where a certificate of use and occupancy is required, such certificate must be obtained.
c. In the case of a permit associated with a vesting tentative map, a complete application for a building permit is filed.

C. Expiration. A discretionary permit shall expire and be of no further force or effect if:

1. The permit is not established during the period of validity; or

2. After establishment, the use or activity for which the permit was approved is discontinued or abandoned for a period of one (1) year. (Ord. 321 § 3, 2019; Ord. 316 § 3, 2019; Ord. 176 § 1, 2007)

9.184.070 Revocation.

A. Grounds for Revocation. Any discretionary permit may be revoked by the approving authority or the City Council pursuant to the provisions of this section on any of the following grounds:

1. Such approval was based on inaccurate or misleading information.

2. One (1) or more of the conditions upon which such approval was granted or extended have been violated.

3. A change in conditions occurring after the original grant of the approval or the continuation of the use as approved is contrary to public health, safety or general welfare, or is detrimental or incompatible with other permitted uses in the vicinity.

4. The findings which were the basis for the original permit approval can no longer be made.

5. Regulations applicable when the permit was approved have been amended.

B. Procedure. Prior to any revocation, the approving authority shall hold a public hearing. The hearing shall be preceded by notice given in the same manner as was required to be given for consideration of issuance of the permit except that the permittee shall be given not less than fifteen (15) days’ notice. The notice shall state the causes for which the revocation is to be considered.

C. Action of Approving Authority. Following the hearing, the approving authority may revoke the permit, impose additional conditions on the permit, or revoke the permit subject to reinstatement upon compliance with specified conditions.

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7 D. Amortization. If a revocation of any permit is ordered, the approving authority may at the same time provide for a reasonable period of time to amortize any lawful existing uses on the site. Extensions of this time period may be granted for good cause shown on later application to the approving authority by any affected person.

E. Appeal. Any action by the approving authority pursuant to this section may be appealed as set forth in Sections 2.04.100 through 2.04.130.

F. Approving Authority. If the approving authority which granted a permit is no longer in existence or no longer issues such permits, the authority which would issue such permit at the time revocation is to be considered shall be the “approving authority” as that term is used in this section. (Ord. 321 § 3, 2019; Ord. 316 § 3, 2019; Ord. 176 § 1, 2007)

9.184.080 Amendments.

Any discretionary permit may be amended any number of times by the approval of a subsequent application.

Amendments may include extensions of time, revised conditions of approval, revisions and refinements of an approved permit, and new or additional uses.

All amendments shall be for the same parcel of property for which a discretionary permit was previously approved. Amendments shall be filed prior to the expiration of the previously approved permit, and they shall be filed in compliance with the filing procedures and payment of the filing fee required for an original application and shall be processed in the same manner as an original application. (Ord. 321 § 3, 2019; Ord. 316 § 3, 2019; Ord. 176 § 1, 2007)
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CITY COUNCIL AGENDA REPORT
MEETING DATE: 7/19/2022
DEPARTMENT: City Manager
SUBJECT:

STRATEGIC PLAN QUARTERLY UPDATE
RECOMMENDED ACTION(S):

Receive and file.

EXECUTIVE SUMMARY:

On June 15, 2021, the City Council approved the City’s Strategic Business Plan covering Fiscal Years 2021-22 through 2027-28 (“Strategic Plan”). The Strategic Plan includes the major goals established by the City Council and a series of initiatives that facilitate progress towards each goal. The Strategic Plan’s Implementation Matrix includes 66 initiatives (Attachment 1). Each initiative has been assigned a lead department and description of the funding source.

Each quarter, the City Manager’s Office provides an update to the City Council summarizing the progress made on the Strategic Plan during the preceding three months. This is the third quarterly report submitted to the City Council since the passage of the Strategic Plan in 2021. Since the Strategic Plan’s inception on June 15, 2021, the City has either started, made substantial progress towards completion, or completed 57 of the 66 initiatives (Attachment 2).

BACKGROUND:

The City’s Strategic Plan was approved on June 15, 2021. The Strategic Plan was developed through a comprehensive public engagement process that included residents, each commission, and the City Council. The Strategic Plan includes three major goals:

Goal A - Our livable City is well-planned, attractive, and safe.

Goal B – Our connected City is engaged, informed, and technologically current.

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Goal C – Our healthy City government is sustainable and well-run with committed people.

The Strategic Plan’s Implementation Matrix includes 66 initiatives that are assigned to one of the three goals. Each of these initiatives facilitate progress towards one of the goals.

DISCUSSION:

The City Manager’s Office administers the City’s Strategic Plan and periodically receives reports from departments to assess the progress made towards plan goals. Since the passage of the Strategic Plan on June 15, 2021, the City has either started, made substantial progress towards completing, or completed 57 of the 66 initiatives. The overall progress made on the Strategic Plan is illustrated in Attachment 1.

The City Manager’s Office has selected eight Strategic Plan initiatives to highlight for this quarterly report (Table 1).

Initiative Description Update
SP#11 -
Mandatory
Food Waste &
Commercial
Recycling
Develop SB 1383 compliant
program. Provide organic
waste collection for all
residents and businesses,
establish edible food recovery
program, conduct public
outreach and education,
adopt an organics diversion
ordinance with enforceable
mechanisms, and adopt
procurement policy that
includes the use of recycled
organics materials.

Recycled content purchasing
guidelines approved on
December 7, 2021.

Ordinance to codify SB 1383
mandates approved on
October 21, 2021. All Lake
Forest residents have
access to organic waste
recycling and Lake Forest
businesses are mandated to
participate.

SP#13 –
Housing
Mandates
Update City ordinances,
regulations, and programs to
comply with State mandates
in a manner that best reflects
City values.

On March 15, 2022, the City
Council adopted Ordinance
No. 350, which established
objective design and
development standards to
regulate lot splits in response
to California Senate Bill 9
(“SB 9”). At that same
March 15, 2022 City Council
meeting, the City Council
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approved Ordinance No.
351, which established
objective design standards
for certain multifamily
properties subject to “by-
right” development approval
established by California
Senate Bill 35 (“SB 35”).

Staff will continue to
recommend zoning and code
changes as required to
comport to State law.

SP#64 – Retail
Attraction
Work with City consultant(s)
to retain and enhance
business attraction services.

Staff worked with HDL to
identify vacant commercial
properties via the INSIGHT
data analytics system. Staff
will continue to work with
HDL to develop a data-
driven approach to economic
development with an
emphasis on storefront retail
and restaurant attraction.

SP#65 –
Restaurant
Recovery
Program American Rescue
Plan Act (“ARPA”) Funds to
assist restaurants with
economic recovery.

City Council provided
technical changes to the
City’ ARPA spending plans
on February 15, 2022.

Allocations for economic
support were established
and will be implemented via
programming in 2022.

SP#32 -
Comprehensive
Emergency
Management
Plan
Procure consultant services to
produce a new,
comprehensive emergency
management plan.

Contract awarded to Jacob
Green & Associates, Inc. on
October 5, 2021. Substantial
progress made on various
training components of the
contract, including City
Council and staff training.

Long-range planning
documents are in production.

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SP#33 -
Explore
Emerging
Technology to
Increase
Communication
Explore the use of new
technologies to communicate
with residents and businesses
to encourage two-way
connectivity.

In October 2021, staff
successfully deployed
FlashVote to survey
residents about potential
lighting in Portola Park.

The new City website under
development will include a
live chat feature to facilitate
resident-staff interaction.

Staff will continue to
research new ways to
increase convenient, two-
way communication between
residents and staff.

SP#37 - Lake
Forest Sports
Park
Tournaments
Increase number of
tournaments from 11 to 24
annually.

Tournaments were increased
from 11 to 24 annually
beginning in 2022. Majority
of tournaments are baseball
and soccer.

SP#41 -
Performing Arts
Advisory
Committee
Form an advisory committee
to the Community Services
Commission to build upon the
use of the City's Performing
Arts Center.

Performing Arts Center
Advisory Committee held
their first meeting on June
27, 2022.

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

ATTACHMENTS:

1. Strategic Plan Implementation Matrix

2. Strategic Plan Q4 Progress Report
Initiated By: Sean McGovern, Assistant to the City Manager Submitted By: Debra Rose, City Manager
Approved By: Debra Rose, City Manager
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ATTACHMENT 1
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²ɈȲƊɈƵǐǞƧ ɐȺǞȁƵȺȺ§ǶƊȁ ׃ׁ
Implementation Matrix
²ɈȲƊɈƵǐǞƧ§ǶƊȁ
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ׁׄ
Initiative
#/Title Initiative/Project Description
ׁح
׃ح
ׄح
ׅح
ׂ׆ح
Lake Forest
Transportation
Mitigation
Program
ׂح
wƵƊƮȌɩȺ
TraǏǏǞƧ
Mitigation
Program
Foothill
Circulation
Phasing Plan
New Traffic
Circulation/
Mobility Projects
Traffic Signal
Synchronization
Maintain “Good”
Pavement Condition
of the City’s Roads
Complete infrastructure projects that increase mobility and reduce congestion with Local IȌȲƵȺɈÀȲƊȁȺȯȌȲɈƊɈǞȌȁMitigation Ǐundspaid for by developments. - Lake Forest Rd & Rancho Pkwy (LFTM) (#PW 2020-06)
- El Toro Rd & Portola Pkwy/Santa Margarita Pkwy (LFTM) (# PW 2019-03) - Bake Pkwy & Irvine Blvd/Trabuco Rd (LFTM) (# PW 2019-02) - Bake Pkwy & Jeronimo Rd (LFTM) (# PW 2020-04)
- Lake Forest Dr & Jeronimo Rd (LFTM) (# PW 2020-03)
- Lake Forest Dr & Rockfield Blvd (LFTM) (# PW 2019-06)
- Los Alisos & Rockfield (LFTM) (# PW 2022-11)
- Lake Forest Dr & I-5 (LFTM/NITM) (# PW 2028-10)
- Bake Pkwy & Rockfield - not within City-limits (LFTM) (# PW 2028-11) Utilize developer-funded Foothill Circulation Phasing Plan (FCPP) to make various transpȌȲɈƊɈǞȌȁ improvements that reduce congestion and improve traffic flow. - Los Alisos Blvd/Muirlands Blvd Intersection Improvements (# PW 2019-07) - Jeronimo Rd Widening at El Toro Rd (# PW 2019-08)
- El Toro Rd Raised Medians from Jeronimo Rd to Trabuco Rd (# PW 2020-07) Projects which increase mobility and implement new approaches to traffic circulation. - Protective Permissive Left Turn Project (# PW 2023-03) - Audible Pedestrian Signals (APS) (# PW 2023-0ׂ)
Increase Bike Lanes in Lake Forest (# PW 2020-05B)
- Trabuco Rd Ascension Cemetery Left Turn Holding Pocket (# PW 2025-02) Utilize grants and other transpȌrɈation funds to complete traffic signal synchronization projects that provide more efficient traffic flow. - Alton Pkwy (# PW 2020-16)
- Portola Pkwy (# PW 2020-15)
- Rockfield Blvd (# PW 2023-04)
Use Meadows Traffic Improvement Funds (MTIF) to manage impacts related to the Meadows development.
- Bake Pkwy/Baffin Bay Intersection Improvements (# PW 2020-19) - Bake Pkwy/Toledo Way Intersection Improvements (# PW 2020-18) Construct pavement rehabilitation projects to repair and maintain the quality of the roads (# PW 2021-05A/B, # PW 2022-05A/B, # PW 2023-05A/B, # PW 2024-05A/B, # PW 2025-05A/B, # PW 2026-05A/B, # PW 2027-05A/B, # PW 2027ٌ8-05A/B).

Goal A Our livable City is well-planned, attractive, and safe.

Priority Area 1 - Well-Planned: Purposeful direction in land use and transportation planning create a community future generations will value.

Strategy (a): Prioritize initiatives to reduce traffic congestion, improve mobility, and manage on-street parking.
²ɈȲƊɈƵǐǞƧ ɐȺǞȁƵȺȺ§ǶƊȁ ׁׅ
Lead
Department
Budget
Impact Fund Estimated Completion Date
Public
Works
Public
Works
Public
Works
Public
Works
Public
Works
Public
Works
$8,948,400
$2,475,000
$5,025,000
$1,415,000
$525,000
$28,000,000

LFTM/NITM
Meadows
Traffic
Improvement
Funds
General Fund/
CDBG/M2/SB1
Gas Tax,
AQMD, and
Grants
Measure M2 Fair
Share/ Gas Tax - Road
Maintenance
Rehabilitation Account
/ Gas Tax / City Road
Infrastructure Fund
FCCP
FY 2021-22 - FY 2025-26
FY 2021-22 - FY 2025-26
FY 2021-22 - FY 2023-24
FY 2021-22 - FY 2027-28
FY 2022-23 - FY 2023-24
FY 2022-23 - FY 2023-24
Item: 16
428

׆ׁ
Initiative
#/Title Initiative/Project Description
׃׆ح
׆ح
ׇح
׈ح
׀ׁح
ׁׁح
ׁׂح
ׄ׆ح
׃ׁح
Arterial Median
Improvement
Project
Permit Parking
Software
General Plan
Implementation
Mixed-Use
Zoning
Housing Element
Update
Mandatory
Food Waste &
Commercial
Recycling
Mountain View
Affordable Housing
Project
Retail Attraction
Housing
Mandates
Installation of raised hardscaped medians would improve traffic safety. These locations include Trabuco Rd north of El Toro Rd, and on Rockfield Blvd south of Lake Forest Dr (# PW 2022-02).

Prepare objective design standards and development requirements to implement the Mixed-Use land designations included in the General Plan Update 2040. (ƵɨƵǶȌȯƊȁƮǞǿȯǶƵǿƵȁɈȯȲȌǐȲƊǿȺɈȌȯȲȌǿȌɈƵƵȁƵȲǐɯƧȌȁȺƵȲɨƊɈǞȌȁǞȁƧȌȁȺɈȲɐƧɈǞȌȁ §ȲȌƧɐȲƵƊƧȌȁȺɐǶɈƊȁɈɈȌƊȺȺǞȺɈɩǞɈǘǞǿȯǶƵǿƵȁɈǞȁǐƵȁƵȲǐɯ خ
Utilize grant funding to update required General Plan Element that provides analysis of housing needs and identifies sites to accommodate housing for all residents regardless of income (RHNA).

Develop SB 1383 compliant program. Provide organic waste collection for all residents and businesses, establish edible food recovery program, conduct public outreach and education, adopt an organics diversion ordinance with enforceable mechanisms, and adopt procurement policy that includes the use of recycled organics materials.

Work with City consultant(s) to retain and enhance business attraction services.

Mobile app to efficiently administer and enforce permit parking while improving resident experience for annual renewal and guest passes.

Develop public engagement plan related to the National CORE affordable housing development.

ƊȁƮȯȲȌǐȲƊǿȺɈȌƧȌǿȯǶɯɩǞɈǘ²ɈƊɈƵǿƊȁƮƊɈƵȺ
خ
Strategy (a): Prioritize initiatives to reduce traffic congestion, improve mobility, and manage on-street parking.

Strategy (b): Develop and implement initiatives that leverage changes in retail shopping preferences, telecommuting, and technology.

Strategy (c): Ensure that economic and housing initiatives provide opportunities for all residents.

Strategy (d): Strategically accommodate State mandates to ensure the highest level of local control, community involvement, and organizational effectiveness.

Strategy (e): Maintain business attraction services to bring new retail stores to the city. ²ɈȲƊɈƵǐǞƧ ɐȺǞȁƵȺȺ§ǶƊȁ ׇׁ
Lead
Department
Budget
Impact Fund Estimated Completion Date
Public
Works
Public
Works
Public
Works/
Management
Services
Management
Services/
City Manager
Community
Development
Community
Development
Community
Development
Community
Development
Economic
Development
$225,000
$10,000
$75,000
$94,000
$15,000
$20,000
$3,000
Staff
Resources
$120,000
General Fund
General Fund
General Fund
General Fund
General Fund
General Fund
Gas Tax
General Fund
(Reimbursed through
LEAP Grant)
General Fund
(Reimbursed through
LEAP Grant)
FY 2023-24
FY 2022-23
FY 2021-22
FY 2021-22
FY 2021-22
FY 2021-22
FY 2021-22
FY 2021-22
On-going
Item: 16
429

׈ׁ
Initiative
#/Title Initiative/Project Description
ׅ׆ح
ׁׄح
ׁׅح
׆ׁح
ׇׁح
׈ׁح
׉ׁح
׆׆ح
Restaurant
Recovery
Citywide Street
Sign Refresh
Southwest
Lake Forest
Neighborhood
Task Force
Noise Ordinance
Update
Arbor Mini Parks
Park
Enhancements
Neighborhood
Park Renovations
- Phase 3
Open for Business
Campaign
Develop funding program to assist restaurants with economic recovery.

Create new street name sign design and replace street signs citywide, beginning in southwest Lake Forest (# PW 2021-06 and # PW 2022-06).

Interdepartmental task force to address neighborhood concerns identified in the January 2021 Community Satisfaction Study.

Renovate Lake Forest Park and the Nature Park based upon a community input process (# PW 2023-06).

Develop and implement noise mitigation strategies to protect residents from excessive exposure to noise.

Reactivate Arbor Mini Parks through new uses, perimeter fencing, and new landscape (# PW 2019-17).

Facilitate outdoor dining through local zoning and programs that support and promote open-air, take-out, and delivery options.

Strategy (f): Develop and implement initiatives to address negative economic impacts caused by COVID-19.

Strategy (a): Enhance the City’s overall visual character, maintain City assets, and proactively reinvest in Lake Forest.

Strategy (b): Consistently invest in the City’s park system.

Priority Area 2 - Attractive: Investment and maintenance in public facilities, infrastructure, and natural resources enhances visual character of the City and supports quality neighborhoods.

Complete various significant maintenance or enhancement projects to retain the high quality of the City’s park facilities.
- Playground Resurfacing Projects (# PW 2021-08)
- Heroes Park Electrical Repairs and LED/Efficiency Upgrades (# PW 2022-08) - El Toro Lodge Pole Fencing Repairs (# PW 2021-09)
- Park Gazebo Repair & Replacement (# PW 2022-09)
- Replace synthetic fields installed in 2014 at the Lake Forest Sports Park (# PW 2024-02) ²ɈȲƊɈƵǐǞƧ ɐȺǞȁƵȺȺ§ǶƊȁ ׉ׁ
Lead
Department
Budget
Impact Fund Estimated Completion Date
Economic
Development
City Manager/
Community
Development/
Public Works
Economic
Development
Community
Development
Public
Works
Public
Works
Public
Works
Staff
Resources
$70,000
$820,000
$600,000
$2,220,000
$75,000
TBD/$300k
Staff
Resources
General Fund/
TBD
General Fund/
CDBG/Prop 68
Park
Development Fund
General Fund
General Fund
General Fund
General Fund
General Fund
FY ׃ׂׂׂٌ׀ׂ
FY 2023-24
FY 2024-25
FY 2021-22
FY 2021-22
FY 2021-22 - FY 2024-25
FY 2021-22
FY 2022-23
Public
Works
Item: 16
430

׀ׂ
׀ׂح
ׂׄح
ׇׂح
ׁׂح
ׂׅح
׈ׂح
ׂح9
׉ح
׆ׂح
ׂׂح
׃ׂح
Assess Efficiency
Updates to
Lighting Citywide
Increase Law
Enforcement Contract
by Adding Two
Deputy Sheriffs
Neighborhood
Watch
Revamp Lake
Forest Leadership
Academy
Community Choice
Aggregation
Community
Engagement Project
Lake Forest
Geofence
Business Watch
Broadband
Feasibility Study
“Stay Safe Lake
Forest” Campaign
Craft Show and
Art Fair
Offer Recreation that
Reflects the Interests
of the Community
Comprehensively assess lighting at City facilities to determine if LED retrofitting can provide cost savings and increase light coverage.