AMENDED AGENDA
LAKE FOREST CITY COUNCIL
Regular Meeting of the City Council
Tuesday, March 5, 2024
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/en/government/meeting-agendas-and-minutes/meeting-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. 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:
PUBLIC PARTICIPATION: In addition to attending in person, members of the public may access the meeting live on our website at https://www.lakeforestca.gov/en/government/meeting-agendas-and-minutes/meeting-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. Public comments will no longer be accepted remotely. Those wishing to provide comments in-person at the meeting will be asked to submit a request to speak to the City Clerk. To ensure prompt distribution to the City Council, members of the public wishing to provide written materials to the City Council should do so prior to the start of the meeting or as close thereto as possible, as time will not be taken during the public comment period to distribute written materials to the City Council.
March 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 1 CALL TO ORDER:
5:30 p.m.
Council Members:
Doug Cirbo
Robert Pequeño
Benjamin Yu
Mayor Pro Tem:
Scott Voigts
Mayor:
Mark
Tettemer
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 LABOR NEGOTIATORS
PURSUANT TO GOVERNMENT CODE SECTION 54957.6
AGENCY DESIGNATED REPRESENTATIVE: MAYOR AND CITY
MANAGER
UNREPRESENTED EMPLOYEE(S): ALL EMPLOYEES
RECOMMENDED ACTION: Conduct closed session.
2. CONFERENCE WITH LEGAL COUNSEL- EXISTING LITIGATION
PURSUANT TO GOVERNMENT CODE SECTION 54956.9(D)(1)
NUMBER OF CASES: 1
Case name: Christopher Nils Connolly, et al. v. City of Lake Forest Case No.: OCSC 30-2022-01246650-CU-BT-CXC
March 5, 2024
LAKE
FOREST CITY COUNCIL
AGENDA
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 may submit a completed “Request to Speak” form to the City Clerk prior to City Council action.
INVOCATION:
The Invocation will be provided by Deacon Dan Diesel, Santiago de Compostela Catholic Church.
PLEDGE OF ALLEGIANCE:
The Pledge of Allegiance to the Flag of our Country
to be led by Boy Scout Troop #628.
CLOSED SESSION REPORT:
City Attorney will report on Closed Session.
REPORT FROM STUDENT LIAISON:
Report from Aarav Rajpara, Student
Liaison from El Toro High School.
PRESENTATIONS (Item No. 3)
3. PRESENTATION RELATED TO RECENT E-BIKE ENFORCEMENT
ACTIONS
RECOMMENDED ACTION: Receive and file a report from the Orange County Sheriff's Department regarding recent e-bike-related enforcement actions.
March 5, 2024
LAKE
FOREST CITY COUNCIL
AGENDA
PUBLIC COMMENTS
Members of the public can submit an e-comment
to [email protected]
. E-comments will
not
be read at the meeting.
Members of the public may also provide comments in-person at the meeting. Those wishing to provide comments in-person at the meeting will be asked to submit a request to speak to the City Clerk.
CONSENT CALENDAR (Item Nos. 4 – 7)
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.
4. MOTION TO WAIVE READING OF 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.
5. MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL HELD ON FEBRUARY 20, 2024
RECOMMENDED ACTION:
Approve as submitted.
6. NOTICE OF COMPLETION FOR PORTOLA PARK LIGHTING PROJECT (PW 2017-16A)
RECOMMENDED ACTION: 1. Find that Delta Electric LLC has completed construction of the Portola Park Lighting Project (PW 2017-16A). 2.
Approve the Notice of Completion and authorize the Mayor to execute the document on behalf of the City. 3. Authorize the City Clerk to submit Notice of Completion for recordation to the Office of the County Recorder of Orange County within fifteen days of the City Council approval, as required by Section 9204 of the California Civil Code. 4. Authorize staff to process final progress payment and unencumbered retention in accordance with California law.
7. CONSIDERATION OF SEVENTH FUNDING PHASE FOR THE CITY’S SHOP & DINE COMMUNITY GIFT CARD PROGRAM WITH YIFTEE, INC.
March 5, 2024
LAKE
FOREST CITY COUNCIL
AGENDA
RECOMMENDED ACTION: 1. That the City Council authorize the City Manager to enter into the attached BOGO Campaign Quickstart Agreement with Yiftee, Inc. and solely include the $50 and $100 gift card options in the Shop & Dine Community Gift Card Program. 2. Adopt a Resolution Entitled:
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE
FOREST, CALIFORNIA, AMENDING THE 2023-2025 OPERATING
BUDGET; AMENDING APPROPRIATIONS FOR FISCAL YEAR 2023-24.
DISCUSSION/ACTION ITEMS (Item Nos. 8 – 10)
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.
8. FISCAL YEAR 2023-24 MID-YEAR BUDGET REVIEW
RECOMMENDED ACTION: Adopt a Resolution entitled: A RESOLUTION
OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA, AMENDING THE 2023-2025 OPERATING BUDGET; AMENDING THE
2023-2030 CAPITAL IMPROVEMENT PLAN, AMENDING
APPROPRIATIONS FOR FISCAL YEAR 2023-24.
9. RECOMMENDED DEVELOPMENT PARTNER FOR AFFORDABLE
HOUSING PROJECT
RECOMMENDED ACTION: 1. Approve an Exclusive Negotiation Agreement with National CORE. 2. Authorize the City Manager to sign, and the City Clerk to attest, the Exclusive Negotiation agreement and any other relevant documents to progress the affordable housing project.
10. ENTERPRISE PERMITTING AND LICENSING SOFTWARE CLOUD
MIGRATION PROJECT
RECOMMENDED ACTION: Authorize the City Manager to enter into a one-year Agreement with Tyler Technologies, Inc., not to exceed $225,000, for the Enterprise Permitting and Licensing Cloud Migration Software Project.
March 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 5
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.
March 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 6
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 Cirbo:
Council Member Pequeño:
Council Member Yu:
Mayor Pro Tem Voigts:
Mayor Tettemer:
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 amended agenda was posted for public review at City Hall on March 2, 2024.
Lisa Berglund
City Clerk
March 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 7
CITY COUNCIL AGENDA REPORT
MEETING DATE: 3/5/2024
DEPARTMENT: Police Services
SUBJECT:
PRESENTATION RELATED TO RECENT E-BIKE ENFORCEMENT ACTIONS RECOMMENDED ACTION(S):
Receive and file a report from the Orange County Sheriff's Department regarding recent e-bike-related enforcement actions.
EXECUTIVE SUMMARY:
On February 24, 2024, the Orange County Sheriff’s Department (“OCSD”) responded to public complaints about a group of individuals recklessly riding electronic bikes (“e-bikes”) on major thoroughfares throughout the city. OCSD Deputies were able to respond and confiscate numerous e-bikes that were operating illegally on city streets. OCSD will provide a presentation to the City Council summarizing the actions taken to address the reckless operation of e- bikes.
FISCAL IMPACT:
There is no fiscal impact associated with the recommended action.
ATTACHMENTS:
None.
Initiated By: Sean McGovern, Deputy City Manager
Submitted By: Sean McGovern, Deputy City Manager
Approved By: Debra Rose, City Manager
Item: 3
8 CITY COUNCIL AGENDA REPORT
MEETING DATE: 3/5/2024
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
14 Item: 4
9 MINUTES OF A REGULAR MEETING
OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST
The regular meeting of the City Council of the City of Lake Forest held Tuesday, February 20, 2024, at the Lake Forest City Council Chambers, 100 Civic Center Drive, Lake Forest, California, was called to order at 5:33 p.m. with Council Member Yu absent.
ROLL CALL:
Council Members:
Robert Pequeño
Scott Voigts
Benjamin Yu (absent)
Mayor Pro Tem: Mark Tettemer
Mayor: Doug Cirbo
City Manager: Debra Rose
City Attorney: Matthew E. Richardson
City Clerk: Lisa Berglund
CLOSED SESSION
1. CONFERENCE WITH LABOR NEGOTIATORS
Pursuant to Government Code Section 54957.6
Agency designated representative: Mayor and City Manager Unrepresented employee(s): All Employees
ACTION: Closed session was conducted.
2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS
Pursuant to Government Code section 54956.8
Property: 20702 El Toro Road, #35, Lake Forest CA
Agency Negotiator: City Manager
Negotiating Parties: South County Outreach
Under Negotiation: Price and Terms for Payment
ACTION: Closed session was conducted.
RECESS: City Council recessed to Closed Session for the purpose of conducting regular City business.
At 6:30 p.m. Mayor Tettemer reconvened Open Session with Council Member Yu absent.
CLOSED SESSION REPORT: City Attorney Richardson had no action to report.
Item: 5
10 February 20, 2024 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 2 of 4 PUBLIC COMMENT: Andrew O’Connor expressed his concerns with Best, Best, and Krieger.
INVOCATION: The Invocation was provided by Chief Mission Integration Officer Austine Duru, Providence Mission Hospital.
PLEDGE OF ALLEGIANCE: The Pledge of Allegiance to the Flag of our Country was led by Girl Scout Troop #2523.
PRESENTATIONS: (Item No. 3)
MOTION: It was moved by Mayor Pro Tem Voigts, seconded by Council Member Cirbo, to approve Presentation Item 3. The motion was carried by a vote of 4/0 with Council Member Yu absent.
3. NATIONAL ENGINEERS WEEK PROCLAMATION
City Manager Rose introduced this item and invited Assistant City Engineer Erdman to provide a presentation. No public comment was offered.
ACTION: The Proclamation designating February 18-24, 2024, as National Engineers Week in the City of Lake Forest was approved.
PUBLIC COMMENTS:
Farh Semnani expressed concerns with Orange County’s Saddleback Meadows development and urged Council members to intervene.
Gail Mona expressed concerns with Orange County’s Saddleback Meadows development and urged Council members to intervene.
Bob Holtzclaw expressed concerns with day laborers, shoplifting, gang activity, and general concerns with Council Member Pequeño and Mayor Pro Tem Voigts.
Andrew O’Connor expressed concerns with Council Member Yu and Mayor Pro Tem Voigts, potential traffic impacts at Enterprise Way, and the status of the City’s membership with the Association of California Cities-Orange County.
CONSENT CALENDAR: (Item Nos. 4 – 7)
STATEMENTS READ INTO THE RECORD:
Council Member Cirbo: There is a warrant on the register to All City Management Services. My wife is an employee of the ACMS and I have determined that I have a remote interest in this warrant and will abstain from voting on that warrant.
Mayor Pro Tem Voigts: There are warrants on the register to the County of Orange. I am an employee of the County of Orange, but I do not work for the department that generated the warrants. Because the County of Orange is a public agency and Item: 5
11 February 20, 2024 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 3 of 4 because I do not work for the departments in question, I have determined that I have a non-interest in these warrants and will vote on this item.
Mayor Tettemer: There is a warrant on the register to the Irvine Ranch Water District. I am an employee of the Irvine Ranch Water District, but I do not work for the department that generated this warrant. Because the Irvine Ranch Water District is a public agency and because I do not work for the department in question, I have determined that I have a non-interest in this warrant and will vote on this warrant.
MOTION: It was moved by Mayor Pro Tem Voigts, seconded by Council Member Cirbo, to approve Consent Calendar Item Nos. 4 – 7. The motion was carried by a vote of 4/0 with Council Member Yu absent.
4. MOTION TO WAIVE READING OF RESOLUTIONS AND ORDINANCES ACTION: Said Ordinances and Resolutions which appeared on the public agenda were determined to have been read by title and further reading was waived.
5. MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL HELD ON FEBRUARY 6, 2024
ACTION: The minutes were approved as submitted.
6. CERTIFICATION OF WARRANT REGISTER
Andrew O’Connor offered public comment and expressed concerns with payment for several vendors.
ACTION: The warrant register in the amount of $5,471,193.63 was approved.
7. ACCEPTANCE OF LENNAR HOMES IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 18189
ACTION: 1. The tract improvements and monumentation constructed by Lennar Homes of California, Inc., A California Corporation for Tract 18189 were accepted as completed. 2. The City Clerk was authorized to release the Subdivision Faithful Performance and Subdivision Labor and Materials Bonds, both in the amount $2,134,083 and the Subdivision Improvement Monumentation Bond in the amount of $22,950. 3. The City Clerk was authorized to release the Subdivision Improvement Warranty Bond in the amount of $213,408 one year after acceptance of the public improvements for Tract 18189 with concurrence of the Director of Public Works/City Engineer.
DISCUSSION/ACTION ITEMS: (Item No. 8)
Item: 5
12 February 20, 2024 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 4 of 4
8. LEGISLATIVE PLATFORM FOR 2024
City Manager Rose introduced this item and invited Assistant to the City Manager Ruelas to provide a presentation. No public comment was offered.
Council member questions were asked and answered.
MOTION: It was moved by Council Member Pequeño, seconded by Mayor Pro Tem Voigts to adopt the proposed 2024 Legislative Platform. The motion was carried by a vote of 4/0 with Council Member Yu absent.
CITY MANAGER'S REPORT: City Manager Rose had nothing further to report.
CITY COUNCIL COMMENTS:
Council Member Cirbo: Council Member Cirbo had nothing further to report.
Council Member Pequeño: Council Member Pequeño thanked staff for their hard work.
Mayor Pro Tem Voigts: Mayor Pro Tem Voigts had nothing further to report.
Mayor Tettemer: Mayor Tettemer reported on his attendance at Dump Day at Saddleback Church.
ADJOURNMENT: The Regular Meeting of the City Council was adjourned at 7:12 p.m.
Respectfully submitted:
APPROVED:
LISA BERGLUND MARK TETTEMER
CITY CLERK MAYOR
Item: 5
13 CITY COUNCIL AGENDA REPORT
MEETING DATE: 3/5/2024
DEPARTMENT: Public Works
SUBJECT:
NOTICE OF COMPLETION FOR PORTOLA PARK LIGHTING PROJECT (PW 2017-16A)
RECOMMENDED ACTION(S):
1. Find that Delta Electric LLC has completed construction of the Portola Park Lighting Project (PW 2017-16A).
2. Approve the Notice of Completion and authorize the Mayor to execute the document on behalf of the City.
3. Authorize the City Clerk to submit Notice of Completion for recordation to the Office of the County Recorder of Orange County within fifteen days of the City Council approval, as required by Section 9204 of the California Civil Code.
4. Authorize staff to process final progress payment and unencumbered retention in accordance with California law.
EXECUTIVE SUMMARY:
On November 1, 2022, the City Council awarded a construction contract to Delta Electric LLC ("Delta Electric") in the amount of $354,760 for the Portola Park Lighting (“Project”) (PW 2017-16A). In general, the improvements at Portola Park consist of adding lighting to the pickleball, dog park, and volleyball areas. The proposed lighting consists of 14-foot lights at the dog park and 20-foot lights at the pickleball and volleyball courts.
The Project began on June 27, 2023. The City Manager authorized Contract Change Order (“CCO”) #1, which resulted in a $13,297.23 net increase in the contract amount with Delta Electric. The Project was substantially complete on September 11, 2023. After final inspection, determination of final quantities, approval of the project change order, and completion of the change order work, the project is now ready for the Notice of Completion. The Notice of Completion establishes a date that limits the time subcontractors and material vendors may file stop notices or liens against the project. The City has received two Stop Item: 6
14 Payment Notices to date. After the 30-day notification period ends, staff will work with all parties to release all Stop Payment requests.
Staff recommends the City Council approve the Notice of Completion (Attachment 1) and direct staff to process final progress payments and unencumbered retention in accordance with California law considering the Stop Payment Notices. The total construction cost, including CCO#1, is $368,057.23.
Sufficient funding exists in the Capital Improvement Plan ("CIP") to cover the costs of the recommended actions.
BACKGROUND:
At the meeting of December 21, 2021, the City Council directed staff to add lighting to the pickleball, dog park, and volleyball areas. The proposed lighting consists of 14-foot lights at the dog park and 20-foot lights at the pickleball and volleyballs courts.
On November 1, 2022, the City Council awarded a construction contract to Delta Electric in the amount of $354,760.00 for implementation of the Project.
DISCUSSION:
On November 1, 2022, the City Council awarded a construction contract to Delta Electric in the amount of $354,760 to complete improvements. The Project began on June 27, 2023, and construction was substantially complete on September 11, 2023. After the lighting was installed, the City Manager authorized CCO #1 which resulted in a $13,297.23 net increase to add a dual arm for additional lighting at the entrance of the dog park. The City’s construction manager conducted a final inspection to ensure the Project’s completion per the contract requirements. The total construction cost, including the contract change order, totals $368,057.23.
The Notice of Completion establishes a date that limits the time subcontractors and material vendors may file stop notices or liens against the project. Following City Council approval, the City Clerk must submit the Notice of Completion to the Clerk-Recorder of Orange County within 15 days of the City Council’s action, as required by Section 9204 of the California Civil Code. Following approval and recordation, the Notice of Completion establishes a 30-day period for subcontractors and material vendors to file stop payment notices and initiates the start date for the warranty period. The City has received two stop payment notices to date. Staff is working with the Contractor and subcontractors to clear the stop payment notices and ensure the proper payments are made in accordance with California law.
Item: 6
15 The City has accepted the work. Staff recommends that the City Council approve the Notice of Completion and direct staff to work with the contractor and its subcontractors to process final progress payments and unencumbered retention in accordance with California law considering the Stop Payment Notices.
FISCAL IMPACT:
Approving the recommended actions would find the project complete, authorize the Mayor and City Clerk to sign the Notice of Completion, and allow staff to process final progress payments and unencumbered retention in accordance with California law considering Stop Payment Notices. The Capital Improvement Plan has sufficient funds available for the recommended actions.
ATTACHMENTS:
Notice of Completion for the Portola Park Lighting Project (PW 2017-16A) Initiated By: Nazila Mokarram, Principal Civil Engineer Submitted By: Thomas E. Wheeler, P.E., Director of Public Works/City Engineer Approved By: Debra Rose, City Manager
Item: 6
16 Attachment 1
Item: 6
17 RECORDING REQUESTED BY
AND MAIL TO:
City Clerk
City of Lake Forest
100 Civic Center Drive
Lake Forest, C
alifornia, 92630
Fee Exempt – Gov’t Code §27383
NOTICE OF COMPLE
TION
(C.C.C. 9204 - PUBLIC WORKS)
NOTICE IS HEREBY GIVEN THAT:
1. The City of Lake Forest located at 100 Civic Center Drive, Lake Forest, California, 92630, has completed a public work of improvement described as Portola Park Lighting Project (PW 2017-16A) and accepted by the awarding authority upon the date hereof.
2. Date of completion: March
5, 2024
3. Description of work performed: Portola Park Lighting Project (PW 2017-16A)
4. The City’s interest in the property in which the public work was completed is: X Fee Easement Lease.
5. The real property upon which said public work was performed in the City of Lake Forest is: Public right-of-way in the City of Lake Forest.
6. The contractor
was: Delta Electric LLC
Dated ____________________________________ __________________________________________ Mark Tettemer, Mayor
ATTEST:
_________________________________________
Lisa Berglund, City Clerk
VERIFICATION
I, the undersigned, say: I am the Mayor of the City of Lake Forest, the declarant of the foregoing Notice of Completion; I have read said Notice of Completion and know the contents thereof, the same is true of my knowledge. I declare under penalty of perjury that the foregoing is true and correct.
Executed at Lake Forest, California, on this ____ day of _________________, 2024. __________________________________________
Mark Tettemer, Mayor
ATTEST:
__________________________________________
Lisa Berglund, City Clerk
Item: 6
18 CITY COUNCIL AGENDA REPORT
MEETING DATE: 3/5/2024
DEPARTMENT: City Manager
SUBJECT:
CONSIDERATION OF SEVENTH FUNDING PHASE FOR THE CITY’S SHOP & DINE COMMUNITY GIFT CARD PROGRAM WITH YIFTEE, INC.
RECOMMENDED ACTION(S):
1. That the City Council authorize the City Manager to enter into the attached BOGO Campaign Quickstart Agreement with Yiftee, Inc. and solely include the $50 and $100 gift card options in the Shop & Dine Community Gift Card Program.
2. Adopt a Resolution Entitled: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA, AMENDING THE 2023-2025 OPERATING BUDGET; AMENDING APPROPRIATIONS FOR FISCAL YEAR 2023-24.
EXECUTIVE SUMMARY:
On October 4, 2022, the City formally authorized the Shop & Dine Community Gift Card Program (“CGCP”). The CGCP provides residents and visitors with an opportunity to buy community gift cards in increments of $50 or $100 and receive a matching gift card of the same value for free. The gift cards can only be used at Lake Forest businesses that apply for and receive approval to participate in the program.
The CGCP is the first major program funded in response to City Council’s approval of the Strategic Economic Investment Project (“SEIP”). The SEIP established a budget for economic development programs to help local businesses recover from the COVID-19 pandemic. The CGCP was originally approved with a $575,000 budget, which included $500,000 in funds to cover the costs of providing the free bonus gift cards. The City is party to the Community Card Customer Agreement with Yiftee, Inc. (“Yiftee”) for the provision of electronic cards (Attachment 1).
The City Council has approved six funding phases of the CGCP so far. Phases two through six have included a $565,000 budget. Staff recommends the City Council approve the proposed seventh SEIP budget allocation to the CGCP in the amount of $565,000. To effectuate the seventh funding phase, staff recommends the City Council authorize the City Manager to enter into the attached BOGO Campaign Item: 7
19 Quickstart Agreement with Yiftee (Attachment 2). A draft resolution authorizing the budget appropriation of $565,000 to cover the costs of the seventh funding phase of the CGCP is also provided for City Council review (Attachment 3).
BACKGROUND:
On October 4, 2022, the City formally authorized the City’s CGCP. The CGCP provides residents and visitors with an opportunity to buy community gift cards in increments of $50 or $100 and receive a matching gift card of the same value for free. The gift cards can only be used at Lake Forest businesses that apply for and receive approval to participate in the program. The SEIP established a budget for economic development programs to help local businesses recover from the COVID-19 pandemic. The CGCP was approved with a $575,000 budget, which includes $500,000 in funds to cover the costs of providing the free bonus gift cards and $65,000 to cover the costs of the fees associated with card issuance. Table 1 below summarizes the funding phases that have been approved by the City Council since October 2022.
Table 1: CGCP Funding Phase Summary
Phase Approval
Date
Funding
Amount
Summary
Phase 1 10/4/2022 $575,000 Initial program launch. Launch included three funding rounds,
with marketing prioritized
towards Lake Forest residents.
Funding amount included a
$10,000 contract with the Lake
Forest Chamber of Commerce
to assist with business
recruitment.
Phase 2 2/21/2023 $565,000 Second phase of CGCP.
Program was advertised
broadly to the public. Staff and
HdL instituted a new vendor
agreement system and
established new program
guidelines to enhance the
integrity of the program. $25
gift card increment was
removed to mitigate fee costs.
Item: 7
20 Phase 3 8/15/2023 $565,000 Third phase of funding.
Marketed broadly to the public.
Phase 4 10/17/2023 $565,000 Fourth phase of funding.
Marketed broadly to the public.
Phase 5 11/21/2023 $565,000 Fifth phase of funding.
Marketed broadly to the public.
Phase 6 1/16/2024 $565,000 Sixth phase of funding.
Marketed broadly to the public.
Pursuant to the CGCP, residents and visitors can buy gift cards in increments of $50 or $100. The gift cards are delivered electronically and can be used at any of the 110 participating Lake Forest businesses. The City covers the cost of the bonus card, plus the fees associated with card issuance. Table 2 below provides a breakdown of fees related to gift card issuance.
Table 2: CGCP Fees Paid to Yiftee
Fee Type Per Card Fee Amount
Fee for Issuance of Original Gift Card $1, plus 5% of card value Fee for Issuance of BOGO Gift Card $1
On November 13, 2023, the Audit Committee held its quarterly meeting. The Committee expressed its support for continued funding for the CGCP.
DISCUSSION:
To establish a seventh funding phase, staff have prepared the necessary contract documents for City Council consideration. Staff propose the City Council authorize the City Manager to enter into the attached BOGO Campaign Quickstart Agreement with Yiftee (Attachment 2). In addition, staff propose the City Council allocate SEIP funds to support the costs of the new funding phase.
A budget resolution authorizing $565,000 towards the seventh funding phase of the CGCP is attached for City Council consideration (Attachment 3). The attached BOGO Campaign Quickstart Agreement with Yiftee includes the provision of gift cards in increments of $50 and $100 with a three-card maximum purchase cap. These are the same card increments and purchase limit used for the sixth phase of CGCP funding. The City’s SEIP funding categories include sufficient funding to support a seventh phase of funding for the CGCP.
The City Attorney’s Office has reviewed and approved the attached BOGO Campaign Quickstart Agreement with Yiftee as to form (Attachment 2). If the City Council directs the City Manager to enter into this agreement, the City Council will also need to consider the attached budget resolution, which would Item: 7
21 appropriate $565,000 from the City’s General Fund to cover the costs of the additional funding phase (Attachment 3).
FISCAL IMPACT:
Authorizing the attached Resolution would appropriate $565,000 to the City’s General Fund in the 2023-2025 Operating Budget to cover the costs of the proposed BOGO Campaign Quickstart Agreement with Yiftee, Inc.
ATTACHMENTS:
1. Customer Card Agreement with Yiftee, Inc.
2. Proposed BOGO Campaign Quickstart Agreement with Yiftee, Inc.
3. Proposed Resolution Appropriating $565,000 for Community Gift Card Program
Initiated By: Hope Hairrell, Management Assistant
Submitted By: Keith Neves, Assistant City Manager
Approved By: Debra Rose, City Manager
Item: 7
22 ATTACHMENT 1
Item: 7
23 Community Card Customer Agreement
THIS AGREEMENT (the “Agreement”) is made effective as of __________, 2022 (the “Effective Date”) by and between Yiftee Inc., a Delaware corporation, with an address at 325 Sharon Park Drive #215, Menlo Park, CA 94025 (“Yiftee”) and _____________________________________ with an address at _________________________________________(“Customer”). The parties agree a follows:
1. Definitions.
1.1 “Merchant” means a merchant, prospect or other contact that may be using or desire to use Yiftee Services to redeem eGifts.
1.2 “Participant” means a Merchant who has opted to participate in a Community Card by running an Activation Card and agreeing to the Merchant Agreement.
1.3 “Yiftee Services” means Yiftee’s gift-giving platform. It is the technology foundation for Community Cards.
1.4 “Purchaser” means a person or entity that purchases or redeems eGifts.
1.5 “eGift” means a digital virtual gift voucher used as payment for goods or services at a Participant.
1.6 “Offer” or “Offers” mean specific benefits that Participants provide to consumers who use their Community Cards in their store, as determined by the Participants and posted on their eGift Card web page.
2. Merchant Enrollment.
2.1 Merchant Enrollment Obligations
(a) Customer will collect a set of Merchants who have elected to participate in the Yiftee Services.
Merchants must all be located in the same state in the USA, due to varying gift card laws by state. Each Merchant must agree to the Yiftee Community Card Merchant Agreement located on the Yiftee.com website. Merchants who have not agreed to the Merchant Agreement will not be able to utilize the Yiftee Services to redeem eGifts. Customer will upload into the Yiftee Services or provide the names of the Merchants who intend to participate to Yiftee. Upon the agreed upon launch date, the billing for the Yiftee Services will begin (“Commencement Date”). This billing will include the agreed-upon cost for each Participant or group thereof as defined in Appendix A. (b) Yiftee will provide to Customer or directly to Merchants, upon receipt of the set of Merchant names in 2.1a, a set of unique Activation Cards to be run by each Merchant. Customer will inform Merchants of their individual Activation Card and provide instructions on its use. Additionally, Customer will inform Merchants that running the Activation Card implies consent to the Merchant Agreement located on the Yiftee.com website.
(c) As Merchants run the Activation Cards, they will be included in the set of Merchants enabled to participate in the Yiftee Services, i.e. the Participants. Participant may also post their Offers to be available for eGift Card holders who redeem gifts in their stores. 100 Civic Center Dr., Lake Forest, CA 92630
City of Lake Forest
DocuSign Envelope ID: BEBEC6F7-D026-426B-9118-BA0B8330B956 October 17, 2022
Item: 7
24 (d) Yiftee will bill Customer or Merchants as described in Appendix A. Customer can add or remove Participants and fees will be adjusted accordingly, if applicable. There will be no retroactive adjustments allowed by Yiftee (that is, a cancelled Participant’s billing obligation will result in that Participant’s cost to Customer, as defined in Appendix A, to be eliminated beginning only on the next annual billing cycle).
A Participant may be added to the list of Participants at any time (“Enrollment Time”), with billing adjustment for said Participant to begin immediately and to be included in the current month’s billing. (e) Each party shall comply with good, ethical and moral business practices and all applicable laws and regulations in engaging in any activities here under.
(f) Fees and payment terms applicable to the subject matter here under shall be as set forth in Appendix A. Customer is not entitled to compensation other than what is described in Appendix A. (g) Customer is responsible and liable for any disputes or liability arising out of its relationships with Merchants and Participants, except with respect to any liability of Yiftee under this agreement.
2.2 Yiftee Materials.
Yiftee may provide Customer with certain materials for use in conjunction with promoting the Yiftee Services here under (“Yiftee Materials”). No rights or licenses, express or implied, are granted in those Yiftee Materials or otherwise, except as expressly and unambiguously set forth in this Agreement.
2.3 Limited Licenses.
Subject to the terms and conditions of this Agreement, Yiftee hereby grants to Customer, a non- exclusive, non-transferable, non-assignable, non-sublicensable right and license to access and use the Yiftee Services and Yiftee Materials solely for the purposes of Customer’s performance of this Agreement.
2.4 Trademark License.
Subject to the terms and conditions of this Agreement, Yiftee hereby grants Customer and Customer hereby grants Yiftee a non-exclusive, non-transferable, non-assignable, non-sublicensable, royalty-free license to use Yiftee’s or Customer’s name, trade names, trademarks, service marks, and logos (collectively, a party’s “Marks”) solely in connection with Customer’s and Yiftee’s promotion and marketing of the Yiftee Services, subject to written usage guidelines, if any, made mutually available.
3. Ownership. As between the parties, Yiftee owns all right, title and interest in and to the Yiftee Services, Yiftee’s Marks and the Yiftee Materials. Customer owns all right, title and interest in and to Customer’s Marks.
4. Warranties Disclaimer. YIFTEE AND ITS LICENSORS MAKE NO WARRANTIES TO CUSTOMER,
EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY,
NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES ARISING OUT OF USAGE OR TRADE, COURSE OF DEALING AND COURSE OF PERFORMANCE.
5. Liability Limitation. EXCEPT FOR LIABILITY ARISING UNDER SECTION 7, NEITHER PARTY (NOR ITS
LICENSORS) WILL BE LIABLE OR OBLIGATED WITH RESPECT TO ANY SUBJECT MATTER OF THIS
AGREEMENT OR UNDER ANY CONTRACT, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE
THEORY, WHETHER OR NOT ADVISED OF THE POSSIBILITY OF SUCH DAMAGES WHATSOEVER, FOR ANY
SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, RELIANCE OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA OR USE AND IN NO EVENT SHALL EITHER PARTY’S DocuSign Envelope ID: BEBEC6F7-D026-426B-9118-BA0B8330B956 Item: 7
25 LIABILITY EXCEED THE GREATER OF $500 OR THE AMOUNTS PAID AND/OR PAYABLE BY YIFTEE TO
CUSTOMER (AND/OR BY CUSTOMER TO YIFTEE, IF PAYMENTS ARE PAYABLE BY CUSTOMER TO YIFTEE IN ACCORDANCE WITH PROPOSAL) HEREUNDER IN THE TWELVE (12) MONTH PERIOD PRECEDING THE APPLICABLE CLAIM.
6. Term and Termination.
6.1 Term. This Agreement shall be effective as of the Effective Date and shall continue in full force on an annual period from the Effective Date, and thereafter shall automatically renew annually, unless and until either party terminates this Agreement pursuant to Section 6.2.
6.2 Termination.
(a) Either party may, at its option, terminate this Agreement upon thirty (30) days written notice to the other party for any reason or for no reason whatsoever. (b) Either party may terminate this Agreement if the other party materially breaches a term of this Agreement and fails to cure such breach within fifteen (15) days after receipt of written notice of such breach from the non-breaching party.
(c) Participants are obligated to honor all outstanding eGifts issued by Yiftee for the entire duration of those eGift's validity periods. Termination does not relieve Participants from honoring conditions outlined in the Merchant Agreement.
6.3 Effect of Termination. Upon any termination: (a) Customer shall immediately cease all promotion of the Yiftee Services and shall immediately return to Yiftee, or at the option of Yiftee, destroy, all Confidential Information (as defined below) of Yiftee disclosed to Customer, Yiftee Materials, and any Yiftee Services, hardware and software provided to Customer here under, (b) Yiftee shall immediately return to Customer, or at the option of Customer, destroy, all Confidential Information of Customer disclosed to Yiftee here under, and (c) all licenses granted under this Agreement shall immediately cease. The following Sections shall survive termination and remain in effect 1, 3, 4, 5, 6.3, 7 and 8. Any termination of this Agreement shall be without prejudice to any other rights or remedies available under this Agreement or at law.
7. Confidentiality. Because of this Agreement, the parties may have access to information that is confidential to the disclosing party (“Confidential Information”). Confidential Information shall include, without limitation, Purchaser lists and information relating to the parties’ products and pricing and all information designated as confidential by the disclosing party at the time of disclosure. A party’s Confidential Information shall not include any information which (i) becomes generally publicly available through no wrongful act or omission of the receiving party; (ii) is lawfully acquired by the receiving party from a third party without any breach of a confidentiality obligation; or (iii) is independently developed without use of or reference to the disclosing party’s Confidential Information. Each party agrees to maintain the confidentiality of the other party’s Confidential Information using the same degree of care that it uses with regard to its confidential information of like nature, but in no event less than reasonable care, and to protect as a trade secret any portion of the other party’s Confidential Information by preventing any unauthorized copying, use, distribution, installation or transfer of possession of such information. If required by law, the receiving party may disclose Confidential Information of the disclosing party, but will give adequate prior notice of such disclosure to the disclosing party to permit the disclosing party to intervene and to request protective orders or other confidential treatment therefor. The parties acknowledge that money damages will not be an adequate DocuSign Envelope ID: BEBEC6F7-D026-426B-9118-BA0B8330B956 Item: 7
26 remedy if this Section 7 is breached and, therefore, either party may, in addition to any other legal or equitable remedies, seek an injunction or other equitable relief against such breach or threatened breach without the necessity of posting any bond or surety.
8. Non-solicitation
During the term of this Agreement, neither party will (on behalf of itself or any other person or entity) solicit any Purchaser or Merchant of the other party to restrict, limit, or terminate such Purchaser’s or Merchant’s participation in the other party’s products and services.
9. Miscellaneous
9.1 Choice of Law. This contract shall be governed by and construed in accordance with the laws of the State of California, without regard to the provisions of the conflict of laws thereof. The parties will resolve any disputes in the state or federal courts located in Santa Clara County, California, to whose exclusive jurisdiction and venue they irrevocably submit. Notwithstanding anything to the contrary, either party may pursue injunctive or other equitable relief in any court of competent jurisdiction.
9.2 Notices. Any notice or other communication required or permitted in this Agreement shall be in writing and shall be deemed to have been duly given on the day of service if served personally or by facsimile transmission with confirmation, or three (3) days after mailing if mailed by First Class mail, registered or certified, postage prepaid, and addressed to the respective parties at the addresses set forth above, or at such other addresses as may be specified by either party pursuant to the terms and provisions of this section.
9.3 Assignment. Customer may not assign or otherwise transfer, without the prior written consent of Yiftee, its rights, duties or obligations under this Agreement to any person or entity, in whole or in part. Yiftee may freely assign or otherwise transfer this Agreement in connection with the sale of all or substantially all of its business or assets. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns.
9.4 Severability. Any provision of this Agreement that is determined to be unenforceable or unlawful shall not affect the remainder of the Agreement and shall be severable therefrom, and the unenforceable or unlawful provision shall be limited or eliminated to the minimum extent necessary to that this Agreement shall otherwise remain in full force and effect and enforceable.
9.5 Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes any and all prior agreements between them, whether written or oral, with respect to the subject matter hereof, and may not be amended, modified or provision hereof waived, except in a writing signed by the parties hereto. No waiver by either party, whether express or implied, of any provision of this Agreement, or of any breach thereof, shall constitute a continuing waiver of such provision or a breach or waiver of any other provision of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the Effective Date.
Customer (Print): YIFTEE, INC.
By: By:
Name, Title: Name, Title: Donna Novitsky, Yiftee CEO City of Lake Forest
Debra Rose, City Manager
DocuSign Envelope ID: BEBEC6F7-D026-426B-9118-BA0B8330B956 Approved as to Form:
Best Best & Krieger LLP, City Attorney
Attest:
Lisa Berglund, City Clerk
Item: 7
27 Community Card Customer Agreement
APPENDIX A
Pricing
Customer and Participants are not required to pay Yiftee a subscription fee or a revenue share. Yiftee does not take a percentage of the cards that are redeemed in the Participants’ stores.
Charges:
Purchasers pay the face value of the card plus a $1+5% of the eGift Card value eDelivery fee at the time of purchase. Bulk purchases of one thousand dollars ($1000) or more, and enterprise accounts may qualify for a reduced eDelivery fee by depositing funds into their Yiftee eGifting accounts by check or ACH and disabling credit cards.
Participants pay Mastercard processing fees for a card-not-present (CNP) transaction upon redemption.
Yiftee does not control these fees, they are set by the Merchant Acquirer who is their credit card processor.
Subject to applicable laws, Yiftee will implement a monthly maintenance fee on eGift Cards that have been inactive (i.e. no spending on the Card) for periods of greater than 12 months. This will be made clear to cardholders on the face of the eGift Card when implemented, as is required by law.
Yiftee eGift Cards do not generally expire. Subject to applicable laws, in some cases eGift Cards given by corporations or merchants as promotions, rewards and awards may have expiration dates. In the case of eGift Cards expiring, Yiftee retains 10% of the original eGift Card value not to exceed the remaining unspent funds and refunds the balance to the purchaser’s Yiftee eGift Card account. eDelivery fees are not refunded.
Participants may choose, at their discretion, to post Offers to encourage Purchasers to use their Community Cards in their stores.
Participants may choose, at their discretion, to offer rebates as fund raisers to local groups such as schools, churches and other non-profits. Such programs are an incentive for the local groups to sell Community Cards to their members, and for the Purchasers to use them in specific stores who are offering rebates. Yiftee will work with the Participants and Purchasers to execute such programs.
No tipping is allowed on Yiftee eGift Cards.
DocuSign Envelope ID: BEBEC6F7-D026-426B-9118-BA0B8330B956 Item: 7
28 ATTACHMENT 2
Item: 7
29 www.yiftee.com – 325 Sharon Park Drive #215, Menlo Park, CA 94025 – (650) 533-0938 Keep Local Dollars Local
Yiftee Comm Card BOGO Campaign Quickstart
(Please complete sections in orange)
Community and Campaign Name: (e.g., COVID Recovery 2021) _________________________ Contact Name: __________________________
eMail: ________________________ Phone: ________________________ Campaign Start date: ____________ Stop date: “while supplies last” or date: _________ Campaign budget: $_______________ Yiftee must receive funds by check or ACH (minimum $2500) pre-launch to pay for bonus gifts. Promotion will automatically cease when funds run out. Optional alert when balance drops to a certain level. Alert at amount: $_______ Offer description/banner copy: check A, B or C below and specify amounts. Please create a banner using this copy (760 x 100, example on pg 2).
_____ A. 50% or 100% match any value, example: Buy a card for any value $10-$125 and get a matching value bonus card. Limit X bonus cards per purchaser. Available while supplies last. Bonus cards must be used in X days. Purchased card range: $______ to $______. Match level (check one): ___ 50% or ____ 100%. Limit: ______ or none. Expires after # days: _____ or date: _________. _____ B. Total shopping cart value, example: Get a $20 bonus gift for every $80 you spend. Limit X bonus cards per purchaser. Available while supplies last. Bonus cards must be used in X days.
Get a $_____ bonus gift for every $_____ you spend. Limit: ______ or none. Expires after # days: _____ or date: __________.
_____ C. Specific price points, example: Buy $25 and get a $10 bonus gift; buy $50 and get a $20 bonus gift; buy $100 and get a $40 bonus gift. Limit X bonus cards per purchaser. Available while supplies last.
Bonus cards must be used in X days. (1-5 levels allowed, only specific price points) Buy $______, Get $_____; Buy $______, Get $_____; Buy $______, Get $_____. Limit: ______ or none. Expires after # days: _____ or date: _________.
Optional limits: You can define a limit of 1,2,3,4,5,9, or 10 bonus gifts per purchaser, or $50, $125, $300 total bonus gift value per purchaser (irrespective of recipients). Only those values are available. Limit applies to entire campaign duration, restarts for new campaigns.
Buyer $1+5% eDelivery fee: Who pays buyer eDelivery fee, ____ you or ____ buyer (check one) Bonus gift $1 eDelivery fee and customer eD fees (if elected) paid out of funds on deposit.
Refunds: Purchasers may contact [email protected] for refunds but Yiftee will retain the eDelivery fee regardless of who paid it to cover costs.
Bonus Card expiration: _____ days from card issue or a specific date: _____________. When gifts expire, Yiftee returns the unused amount to Community, less restocking fee which is the lesser of 10% of the original bonus gift value or the remaining unused amount of the gift.
Lake Forest Shop & Dine Community Gift Card
Tim Campbell
[email protected]
(424) 228-8517, x. 1140
3/08/2024
While supplies last
564,000
150,000
x
50 50
100
100
3 180
x
180
DocuSign Envelope ID: 3071D938-7F1A-4ECE-AA13-B972FCFE941A Item: 7
30 www.yiftee.com – 325 Sharon Park Drive #215, Menlo Park, CA 94025 – (650) 533-0938 Keep Local Dollars Local
Bonus gift message (255 char limit, example): Thank you for purchasing _________________. Enjoy this bonus gift - designed to support our independent restaurants and retailers. To spur the economy quickly, this bonus gift will expire _____________. Make any changes you want or write a different message here, but please stay within character limit.
Bonus gift signature (25 char limit, who it is from): ____________________________________.
Campaign changes are not allowed once campaign has been launched. Yiftee requires a minimum of 48 hrs from signed Quickstart to implement; funding and banner must have been received prior to implementation. Minimum 1 week in between campaigns to avoid confusion.
Bonus gift terms: The terms including expiration, bonus value and limits (if applicable) should be clearly stated on your web site, marketing materials and in the banner on the Yiftee gift purchase page. Please submit all planned advertising of the program for Yiftee review prior to launch. We want to make sure that all restrictions and terms are clearly articulated in the material that advertises the program. Do not begin marketing prior to campaign start date. If marketing starts prior to campaign start date, Yiftee reserves the right to deliver bonus gifts to early purchasers once the campaign begins.
Required Images:
Please provide a 760x100 pixel banner that clearly states your promo language such as Gift card 300 x 200 pixels minimum:
We can use your regular card image, or you can provide something custom. We recommend not a complete change so as not to confuse merchants, but you could add a BONUS indication.
Fee for promotion: Program Fee: waived (normally $100/location) eDelivery fee: $1/gift sent, deposited in advance of campaign start by check or ACH, along with gift funds.
Restocking fees for expired bonus gifts as described above.
Accepted on behalf of Community Yiftee, Inc.
Signature ________________________________
Print____________________________________ Donna Novitsky, CEO
Date_____________________________________
Receive a $25 Bonus Gift for Every $50 You Spend.
Offer expires 8/31/2020, available while supplies last. Limit 4/purchaser.
the Lake Forest Shop and Dine Card
6 months after purchase
City of Lake Forest
Debra Rose, City Manager
DocuSign Envelope ID: 3071D938-7F1A-4ECE-AA13-B972FCFE941A Item: 7
31 DocuSign Envelope ID: 3071D938-7F1A-4ECE-AA13-B972FCFE941A Item: 7
32 ATTACHMENT 3
Item: 7
33 RESOLUTION NO. 2024-
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF LAKE FOREST, CALIFORNIA, AMENDING
THE 2023-2025 OPERATING BUDGET; AMENDING
APPROPRIATIONS FOR FISCAL YEAR 2023-24
WHEREAS, the 2023-2025 Operating Budget and the appropriations for Fiscal Year 2023-24 were adopted by the City Council on June 20, 2023; and
WHEREAS, modifications are now required as a result of changes during Fiscal Year 2023-24.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LAKE
FOREST DOES HEREBY RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS:
Section 1. The City Council’s adoption of this Resolution is not a project within the meaning of the California Environmental Quality Act. Specifically, the City’s adoption of the Resolution is an administrative and fiscal function of the City that does not commit the City to any specific project or course of action. (State CEQA Guidelines, sections 15378(b)(4) & (b)(5).) Thus, no environmental review of the Resolution is required. The City Council hereby directs staff to prepare, execute and file with the Orange County Clerk a Notice of Exemption within five working days of the adoption of this Resolution.
Section 2. The General Fund is amended to increase appropriations for Fiscal Year 2023-24 as demonstrated in Exhibit A.
Section 3. The Director of Finance is hereby authorized to move appropriations between programs within program area budgets in concurrence with Department Directors.
Section 4. The City Manager is hereby authorized to transfer appropriations from one program area to another or between funds within the Operating Budget with notification to the City Council Audit Committee.
Section 5. The City Manager is hereby authorized to transfer appropriations from a capital improvement project to another existing project within the adopted Capital Improvement Program with notification to the City Council Audit Committee.
Item: 7
34 Section 6. The City Clerk shall attest as to the adoption and execution of this Resolution and cause the same to be maintained in the permanent records of the City.
PASSED, APPROVED AND ADOPTED this 5th day of March 2024, by the following vote, to wit:
ATTEST:
MARK TETTEMER
MAYOR
LISA BERGLUND
CITY CLERK
APPROVED AS TO FORM:
MATTHEW RICHARDSON
CITY ATTORNEY
Item: 7
35 STATE OF CALIFORNIA )
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 Resolution No. 2024- was duly passed and adopted at a regular meeting of the Lake Forest City Council on the 5th day of March 2024, by the following vote, to wit:
AYES: COUNCIL MEMBERS:
NOES: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMBERS:
ABSENT: COUNCIL MEMBERS:
LISA BERGLUND
CITY CLERK
Item: 7
36 EXHIBIT A
AMENDMENT TO 2023-2025
OPERATING BUDGET
FISCAL YEAR 2023-24
APPROPRIATIONS
General Fund Operating Appropriations
Expenditure
Major Program
Area
Current
Budget
Increase
(Decrease) Amended
Budget
Community Vitality &
Engagement 4,108,997 565 ,000 $4,673,997
Item: 7
37 CITY COUNCIL AGENDA REPORT
MEETING DATE: 3/05/2024
DEPARTMENT: Finance
SUBJECT:
FISCAL YEAR 2023-24 MID-YEAR BUDGET REVIEW
RECOMMENDED ACTION(S):
Adopt a Resolution entitled: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA, AMENDING THE 2023-2025 OPERATING BUDGET; AMENDING THE 2023-2030 CAPITAL IMPROVEMENT PLAN, AMENDING APPROPRIATIONS FOR FISCAL YEAR 2023-24.
EXECUTIVE SUMMARY:
The proposed Mid-Year Budget Review would increase General Fund revenues by $1,236,500 and increase appropriations by $46,000. In addition, revenue adjustments in other funds are proposed to reflect activity to date, along with the addition of a Capital Improvement Plan (“CIP") Project. These proposed changes would increase other fund revenue by $133,526 and would add $115,000 to the 2023-2030 Capital Improvement Plan. Staff believes the proposed adjustments update the first year (i.e., Fiscal Year 2023-24) of the 2023-2025 Operating Budget utilizing the current and best available information.
DISCUSSION:
This report will cover recommended changes as part of the Mid-Year Budget Review process. These adjustments include various adjustments to the original adopted budget for the current fiscal year.
Fiscal Year 2023-24
The Mid-Year Budget Review is presented to the City Council to recommend changes to revenue and appropriations estimates for the current fiscal year. The City has a strong tradition of responsible fiscal management and planning. To ensure positive financial results, staff have carefully monitored levels of spending, major economic indicators, available information from revenue consultants, and permit activity projections related to City revenues.
Item: 8
38 2
9 3
1 The budget is continually reviewed for adherence to the City’s long-term financial vision, preservation of the City’s financial integrity, and proper implementation of the City’s Strategic Plan initiatives. During the City’s Mid-Year Review, staff reviewed the budget for the current fiscal year and assessed the accuracy of the adopted budget to the City’s anticipated financial position and proposed programmatic spending.
The proposed Mid-Year Budget adjustments would increase General Fund revenues by $1,236,500, and General Fund expenditures by $46,000. Staff believes the proposed adjustments would reflect the best available information at this time and update the first year, Fiscal Year 2023-24, of the 2023-2025 Operating Budget.
Summary of Proposed General Fund Revenues
Proposed revenue estimates for Fiscal Year 2023-24 are based on the information and analysis of the current and best available information. An overall increase of 2% is proposed for General Fund revenues. Revenue types and changes are depicted below in Table 1. Detailed explanations can be found in Attachment 1.
Table 1 Fiscal Year 2023-24 Revenue Projections
Revenue Type
FY 2023-24
Current
Budget
Increase
(Decrease)
FY 2023-24
Proposed
%
Change
Taxes
Property Taxes 24,937,000 150,000 25,087,000 1%
Real Property Transfer
Taxes 675,000 - 675,000 0%
Sales and Use Taxes 19,500,000 (1,150,000) 18,350,000 -6% Transient Occupancy
Taxes 5,500,000 - 5,500,000 0%
Franchises 2,700,000 - 2,700,000 0%
Intergovernmental 260,000 273,500 533,500 105%
Licenses and Permits 2,004,500 10,000 2,014,500 0%
Charges for Current
Service - Parks 1,291,300 (51,000) 1,240,300 -4%
Charges for Current
Service 2,709,541 (60,000) 2,649,541 -2%
Developer Contributions 120,000 - 120,000 0%
Fines, Forfeitures, and
Penalties 450,000 - 450,000 0%
Facility and Park Rentals,
Leases 917,000 64,000 981,000 7%
Investment Earnings 3,000,000 2,000,000 5,000,000 67%
Item: 8
39 2
9 3
1 Revenue Type
FY 2023-24
Current
Budget
Increase
(Decrease)
FY 2023-24
Proposed
%
Change
Other Revenues 85,000 - 85,000 0%
Total $64,149,341 $1,236,500 $65,385,841 2%
Summary of Proposed General Fund Expenditures by Program As in previous budget documents, each program area develops annual goals consistent with the City’s current Strategic Plan. Adjustments to budgeted amounts for program expenditures have been proposed to better reach these strategic goals. Table 2 shows the proposed appropriations for each departmental program. Detailed explanations can be found in Attachment 1.
Table 2: Proposed Appropriation Projections
General Fund/Expenditure
Program Area
FY 2023-24
Current Budget
Increase
(Decrease)
FY 2023-24
Proposed
Legislative 441,335 - 441,335
Management and Support 10,591,340 23,000 10,614,340
Public Safety 23,629,885 - 23,629,885
Infrastructure Maintenance
Service 11,856,364 (57,000) 11,799,364
Planning, Engineering,
Building and Safety 6,911,465 30,000 6,941,465
Transportation 1,468,550 - 1,468,550
Environmental Services 1,163,622 - 1,163,622
Culture, Leisure, &
Recreation 4,304,500 - 4,304,500
Community Vitality &
Engagement 4,108,996 50,000 4,158,996
Total $64,476,057 $46,000 $64,522,059
The proposed changes to Fiscal Year 2023-24 cost projections are presented with detailed explanations in Attachment 1. Attachment 2 reflects revenue adjustments for the General Fund. Attachment 3 reflects appropriation adjustments for the General Fund.
Other Fund Revenues:
Attachment 4 reflects adjustments for all other funds. Other fund adjustments include changes in revenue in line with the latest information and guidance.
The adjustments in Table 3 reflect proposed estimated revenues in other funds:
Item: 8
40 2
9 3
1 Table 3: Other Fund Revenue Estimates
Fund Revenue Source
Adjustment
Increase
(Decrease)
State Gas Tax Fund Intergovernmental
Revenue 15,700
Road Maintenance Rehab
Account Fund
Intergovernmental
Revenue (16,700)
Measure M2 Local Fair Share
Fund
Intergovernmental
Revenue 68,300
Supplemental Law Enforcement
Services
Intergovernmental
Revenue 55,000
Cal-Fire LHMP Wildfire
Prevention Fund
Intergovernmental
Revenue 11,226
Total $133,526
Attachment 5 reflects the details of the proposed Capital Improvement Project.
The adjustments in Table 4 reflect proposed Capital Improvement Plan Appropriations:
Table 4: Capital Improvement Plan Appropriation Addition Funding Source Project FY 2023-24
City Facilities
Improvement Civic Center Drainage 115,000
Total $115,000
Conclusion
In conclusion, approving the proposed adjustments would increase General Fund revenues by $1,236,500, and increase General Fund expenditures by $46,000.
The proposed Mid-Year adjustment would also increase other fund revenue by $133,526 and would add an additional CIP project of $115,000. Staff believes the proposed adjustments to revenues and appropriations would update the first year (i.e., Fiscal Year 2023-24) of the 2023-2025 Operating Budget utilizing the best available information at this time.
The proposed resolution to approve the proposed budget adjustments is provided as Attachment 6 for City Council consideration. Staff recommends the City Council approve the attached resolution authorizing the budget adjustments described in this report.
Item: 8
41 2
9 3
1 FISCAL IMPACT:
The fiscal impact of the recommended action increases General Fund revenues by $1,236,500 and increases General Fund appropriations by $46,000. This action increases Special Revenue and Capital Improvement fund revenues by $133,526 and appropriations by $115,000.
Staff believes the proposed adjustments outlined in the discussion sections above would update the Fiscal Year 2023-24 of the 2023-2025 Operating Budget utilizing best available information.
ATTACHMENTS:
1. Proposed Mid-Year Fiscal Year 2023-24 Changes
2. General Fund Revenue by Source
3. General Fund Appropriations
4. Estimated Revenue/Appropriation Adjustments to Other Funds
5. Civic Center Drainage CIP
6. Proposed Resolution
Initiated By: Amy Lewis, Assistant Director of Finance
Submitted By: Kevin Shirah, Director of Finance/City Treasurer Approved By: Debra Rose, City Manager
Item: 8
42 5
3 3
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ATTACHMENT 1
Item: 8
43 Proposed Mid-Year Fiscal Year 2023-2024 Changes
1 The proposed changes to the Fiscal Year 2023-24 are shown in Attachment 2, 3, and 4 accompanying this report. Attachment 2 reflects revenue adjustments for the General Fund. Attachment 3 reflects appropriation adjustments for the General Fund, and Attachment 4 reflects adjustments for all other funds.
Overall, the proposed General Fund revenue increase totals $1,236,500 and proposed General Fund cost estimates increase totals $46,000.
The 2023-2025 Operating Budget, Fiscal Year 2023-24 Appropriations Proposed Changes to General Fund Estimated Revenues
(1)Property Taxes - These vehicle license fee (“VLF”) in-lieu estimates are based on property value changes between tax years. Based on the current year’s amended budget the revenues will exceed the original estimate. It is recommended that the revenue be increased by $150,000.
(2)Sales and Use Taxes – Tax revenues have decreased from current projection, requiring a reduction of the anticipated Sales Tax. The largest drop came from auto-transportation. This sector is down and anticipated to dip slightly over the next three quarters, and staff is forecasting slow growth to begin again in Fiscal Year 2024-2025. While revenues are not what was anticipated, they are still expected to out perform prior years.
(3)Intergovernmental State – The state has a program to reimburse local governments for the costs of any new program or higher level of service mandated by the Legislature or a state agency. Based on these reimbursements received it is recommended that the revenue increase by $213,500.
The California Automated Permit Processing (CalAPP) program is a funding program that helps local governments in California establish online, automated solar permitting. The City of Lake Forest received this grant and increased revenue by an additional $60,000. (4)Licenses and Permits - The Building and Safety revenue estimates are based on routine building construction and other developments in the City. Building permits are for both residents and commercial applicants.
The proposed adjustment includes an increase to encroachment permits, based on increased activity.
Item: 8
44 Proposed Mid-Year Fiscal Year 2023-2024 Changes
2 (5)Charges for Services – Parks and Recreation: Community Services Merchandise Sales, Community Events, and Skatepark Memberships revenues are being adjusted in line with the current revenue received. It is recommended that the revenue be decreased by $51,000. (6)Charges for Services – Planning and Zoning/Engineering Fees:
Development within the City continues to progress at a slower rate, and as such the revenues for Inspections Services are being reduced. These revenues are directly tied to the expenses they incur, so while the overall revenue is decreasing, there are correlating expenses that will also decrease. Current Planning Plan Check revenues and Engineering inspections are both increasing which also offsets this decline. (7)Facility and Park Rentals, Leases – While facility rental revenues experience a modest decrease, this is counterbalanced by Field Rental revenues, which are being adjusted to align with the current revenue, exceeding initial expectations.
(8)Investment Income – With rising interest rates and wise investment decisions, increased income has been generated due to the prudent investment of city funds. This growth has increased revenue estimates by $2,000,000.
Proposed Changes to General Fund Operating Appropriations (9)Management and Support – Contractual Services: an increase in appropriations is requested for the insurance premiums paid to the California Joint Powers Insurance Authority.
(10)Infrastructure Maintenance Services – Supplies, Materials, and Other: General Fund expenditures can be reduced to match the approval of mulch purchases funded by the by SB1383 Organic Waste fund.
Item: 8
45 Proposed Mid-Year Fiscal Year 2023-2024 Changes
3 (11)Infrastructure Maintenance Services – Capital Outlays: Staff is proposing an increase to Capital Outlay to acquire a scissor lift for $18,000 to enhance operational efficiency. In addition, staff is proposing a reduction of $15,000 for the proposed changes in the Capital Improvement Plan as described in item (18).
(12)Planning, Engineering, Building and Safety – Staff is requesting an overall increase of $30,000. This amount reflects both a reduction for reimbursable plan check fee revenues in Inspection Services, as well as an increase in Building and Planning contractual services. These amounts are partially offset by revenue estimate changes. (13)Community Vitality & Engagement - This category includes an additional $50,000 in appropriations requested for the Strategic Economic Investment Program for the partnership with the Small Business Development Center.
Other Funds - Revenues
(14)State Gas Tax Fund –
Revenue - Current projections for Gas Tax revenue from the State have increased $15,700 over the prior projection.
(15)Road Maintenance Rehab Account
Revenue – Current projections for RMRA revenue from the State have decreased $16,700 over the prior projection.
(16)Measure M2 Local Fair Share
Revenue – Current projections for M2 revenue from the County have increased $68,300 over the prior projection.
(17)Supplemental Law Enforcement Services
Revenue – Current projections for Supplemental Law Enforcement Services revenue have increased $55,000 over the prior projection. (18)Cal-Fire LHMP Wildfire Prevention Fund
Revenue – Current projections require a $11,226 increase in revenues to align with the awarded grant amount.
Item: 8
46 Proposed Mid-Year Fiscal Year 2023-2024 Changes
4 The 2023-2030 Capital Improvement Plan
Proposed Changes to Capital Improvement Plan Appropriations (19)City Facilities Improvement Fund
Expenditures – The addition of a Civic Center drainage CIP project will require funding of $115,000 to support its implementation. This project was originally budgeted in the operating budget at $15,000. The current estimates for the project require this project to be added to the 2023-2030 Capital Improvement Plan. A corresponding budget reduction is also proposed in the Operating Budget.
Item: 8
47 ATTACHMENT 2
Item: 8
48 City of Lake Forest
General Fund Revenue by Source
Fiscal Year 2023-24
Taxes (#) Current Budget
Mid-Year
Adjustment
Proposed
Amended
Budget % Change
Property Taxes (1) 24,937,000 150,000 25,087,000 1% Real Property Transfer Taxes 675,000 - 675,000 0% Sales and Use Taxes (2) 19,500,000 (1,150,000) 18,350,000 -6% Transient Occupancy Taxes 5,500,000 - 5,500,000 0% Franchises: 2,700,000 - 2,700,000 0% Total Taxes: 53,312,000 (1,000,000) 52,312,000 -2% Intergovernmental (3) 260,000 273,500 533,500 105% Licenses and Permits (4) 2,004,500 10,000 2,014,500 0% Charges for Current Service - Parks (5) 1,291,300 (51,000) 1,240,300 -4% Charges for Current Service (6) 2,709,541 (60,000) 2,649,541 -2% Developer Contributions 120,000 - 120,000 0% Fines, Forfeitures, and Penalties 450,000 - 450,000 0% Facility and Park Rentals, Leases (7) 917,000 64,000 981,000 7% Investment Earnings (8) 3,000,000 2,000,000 5,000,000 67% Other Revenues 85,000 - 85,000 0% Total 64,149,341$ 1,236,500$ 65,385,841$ 2% Item: 8
49 ATTACHMENT 3
Item: 8
50 City of Lake Forest
General Fund Appropriations
Fiscal Year 2023-24
(#) Current Budget
Mid-Year
Adjustment
Proposed
Amended
Budget % Change
Legislative
Personnel Services 207,650 - 207,650 0% Contractual Services 10,750 - 10,750 0% Memberships and Development 136,940 - 136,940 0% Supplies, Materials and Other 85,995 - 85,995 0% Total Legislative: 441,335 - 441,335 0% Management and Support
Personnel Services 3,944,600 - 3,944,600 0% Contractual Services (9) 5,441,940 23,000 5,464,940 0% Memberships and Development 149,420 - 149,420 0% Supplies, Materials and Other 359,950 - 359,950 0% Capital Outlays 675,000 - 675,000 0% Debt Service 20,430 - 20,430 0% Total Management and Support: 10,591,340 23,000 10,614,340 0% Public Safety
Personnel Services 179,700 - 179,700 0% Contractual Services 23,358,891 - 23,358,891 0% Memberships and Development 9,994 - 9,994 0% Supplies, Materials and Other 56,300 - 56,300 0% Capital Outlays 25,000 - 25,000 0% Total Public Safety: 23,629,885 - 23,629,885 0% Infrastructure Maintenance Service
Personnel Services 1,189,600 - 1,189,600 0% Contractual Services 9,290,028 - 9,290,028 0% Memberships and Development 17,950 - 17,950 0% Supplies, Materials and Other (10) 788,786 (60,000) 728,786 -8% Capital Outlays (11) 570,000 3,000 573,000 1% Total Infrastructure Maintenance Service: 11,856,364 (57,000) 11,799,364 0% Planning, Engineering, Building and Safety
Personnel Services 2,430,700 - 2,430,700 0% Contractual Services (12) 4,377,074 30,000 4,407,074 1% Memberships and Development 50,578 50,578 0% Supplies, Materials and Other 53,114 53,114 0% Total Planning, Engineering, Building and Safety: 6,911,466 30,000 6,941,466 0% Transportation
Personnel Services 177,900 - 177,900 0% Contractual Services 1,268,000 - 1,268,000 0% Memberships and Development 4,100 - 4,100 0% Supplies, Materials and Other 18,550 - 18,550 0% Total Transportation: 1,468,550 - 1,468,550 0% Item: 8
51 City of Lake Forest
General Fund Appropriations
Fiscal Year 2023-24
Environmental Services
Personnel Services 546,500 - 546,500 0% Contractual Services 478,042 - 478,042 0% Memberships and Development 6,700 - 6,700 0% Supplies, Materials and Other 132,380 - 132,380 0% Total Environmental Services: 1,163,622 - 1,163,622 0% Culture, Leisure, & Recreation
Personnel Services 2,535,800 - 2,535,800 0% Contractual Services 1,103,860 - 1,103,860 0% Memberships and Development 31,240 - 31,240 0% Supplies, Materials and Other 586,600 - 586,600 0% Capital Outlays 47,000 - 47,000 0% Total Culture, Leisure, & Recreation: 4,304,500 - 4,304,500 0% Community Vitality & Engagement
Personnel Services 693,500 - 693,500 0% Contractual Services (13) 2,921,839 50,000 2,971,839 2% Memberships and Development 28,960 - 28,960 0% Supplies, Materials and Other 428,775 - 428,775 0% Capital Outlays 35,923 - 35,923 0% Total Community Vitality & Engagement: 4,108,997 50,000 4,158,997 1% TOTAL 64,476,059$ 46,000$ 64,522,059$ 0% Item: 8
52 ATTACHMENT 4
Item: 8
53 City of Lake Forest
Estimated Revenue/Appropriation Adjustments
Other Funds
Fiscal Year 2023-24
(#)
Revenue
Adjustments
Appropriation
Adjustments
Net
Increase/(Decrease)
to Fund Balance
State Gas Tax Fund
Intergovernmental Revenue (14) 15,700 -
Net increase (decrease) in fund balance 15,700
Road Maintenance Rehab Account Fund
Intergovernmental Revenue (15) (16,700) -
Net increase (decrease) in fund balance (16,700)
Measure M2 Local Fair Share Fund
Intergovernmental Revenue (16) 68,300 -
Net increase (decrease) in fund balance 68,300
Supplemental Law Enforcement Services
Intergovernmental Revenue (17) 55,000 -
Net increase (decrease) in fund balance 55,000
Cal-Fire LHMP Wildfire Prevention Fund
Intergovernmental Revenue (18) 11,226 -
Net increase (decrease) in fund balance 11,226
City Facilities Improvement Fund
Capital Improvement Plan (19) - 115,000 Net increase (decrease) in fund balance (115,000)
Totals 133,526$ 115,000$ 18,526$
Item: 8
54 ATTACHMENT 5
Item: 8
55 PROJECT NUMBER: 24F01
PROJECT NAME: Civic Center Drainage Improvements
RESPONSIBLE DEPARTMENT: Public Works (Operating)
CATEGORY: Facilities
PURPOSE:
Strategic Plan Initiative: N/A
Strategic Plan Goal: A. Our Livable City is well planned, attractive, and safe.
Strategic Plan Priority Area: 2. Attractive: Investment and maintenance in public facilities, infrastructure, and natural resources that enhance the visual character of the City and supports quality neighborhoods
Strategic Plan Strategy: a) Proactively enhance the visual character of the City and plan for maintenance of all City assets.
PROJECT DESCRIPTION:
Drainage improvements at the Civic Center include removing ponding water from walkways and overflow from a drainage ditch. The first phase of the project extends down spouts underground to connect with existing drainage lines. The second phase reconstructs and extends an existing drainage channel preventing flooding near the protected Civic Center mitigation area.
Project
Location
Item: 8
56 FY FY FY FY FY
2023/24 2024/25 2025/26 2026/27 2027/28
Acquisition R/W
Pre-Design
Design
Const. Support
Construction 115,000$
Miscellaneous
Contingency
Total Estimate 115,000$ -$ -$ -$ -$
FY FY FY FY FY
2023/24 2024/25 2025/26 2026/27 2027/28
City Facilities 115,000$ -$ -$
Total Revenue 115,000$ -$ -$ -$ -$
FY FY
2028/29 2029/30
Acquisition R/W $ -
Pre-Design $ -
Design $ -
Const. Support $ -
Construction $ 115,000
Miscellaneous $ -
Contingency $ -
Total Estimate -$ -$ 115,000$
FY FY
2028/29 2029/30
City Facilities $ 115,000
$ -
$ -
Total Revenue -$ -$ 115,000$
PROJECT
ESTIMATE
ESTIMATED ANNUAL COST IMPACT OF PROJECT ON CITY OPERATING BUDGET:
This project would provide preventative maintenance and/or rehabilitation, which would reduce annual maintenance costs for erosion control and safety concerns.
NO PRIOR YEAR FUNDING
CURRENT AND FUTURE FUNDING
Funding Source
PROJECT
ESTIMATE TOTAL
Funding Source TOTAL
Item: 8
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ATTACHMENT 6
Item: 8
58 5
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0 5
RESOLUTION NO. 2024-xx
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
LAKE FOREST, CALIFORNIA, AMENDING THE 2023-2025
OPERATING BUDGET; AMENDING THE 2023 -2030
CAPITAL IMRPOVEMENT PLAN, AMENDING
APPROPRIATIONS FOR FISCAL YEAR 2023-24
WHEREAS, the 2023-2025 Operating Budget and the appropriations for Fiscal Year 2023-24 were adopted by the City Council on June 20, 2023; and WHEREAS, modifications are now required as a result of changes during Fiscal Year 2023-24.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LAKE
FOREST DOES HEREBY RESOLVE, DETERMINE, FIND AND ORDER
AS FOLLOWS:
Section 1. The City Council’s adoption of this Resolution is not a project within the meaning of the California Environmental Quality Act. Specifically, the City’s adoption of the Resolution is an administrative and fiscal function of the City that does not commit the City to any specific project or course of action. (State CEQA Guidelines, sections 15378(b)(4) & (b)(5).) Thus, no environmental review of the Resolution is required. The City Council hereby directs staff to prepare, execute and file with the Orange County Clerk a Notice of Exemption within five working days of the adoption of this Resolution.
Section 2. The appropriations are hereby authorized, and revenue estimates updated for Fiscal Year 2023-24 as reflected on Exhibit A to this Resolution.
Section 3. That, for FY 2023-24, the Director of Finance is hereby authorized to move appropriations between line items within departmental budgets in concurrence with Department Directors.
Section 4. That for FY 2023-24, the City Manager is hereby authorized to transfer appropriations from one department to another or between funds within Item: 8
59 5
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the Operating Budget with notification to the City Council Audit Committee.
Section 5. That for FY 2023-24, the City Manager is hereby authorized to transfer appropriations from a capital improvement project to another existing project within the adopted Capital Improvement Plan with notification to the City Council Audit Committee.
Section 6. The City Clerk shall attest as to the adoption and execution of this Resolution and cause the same to be maintained in the permanent records of the City.
PASSED, APPROVED AND ADOPTED this 5th day of March 2024, by the following vote, to wit:
ATTEST:
MARK TETTEMER
MAYOR
LISA BERGLUND, MPA
CITY CLERK
APPROVED AS TO FORM:
MATTHEW E. RICHARDSON
CITY ATTORNEY
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) SS
CITY OF LAKE FOREST )
Item: 8
60 I, Lisa Berglund, City Clerk of the City of Lake Forest, California, does hereby certify that the foregoing Resolution No. 2024-XX was duly passed and adopted at a regular meeting of the Lake Forest City Council on the 5th day of March 2024, by the following vote, to wit:
NOES: COUNCIL MEMBERS:
ABSENT: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMBERS:
LISA BERGLUND, MPA
CITY CLERK
Item: 8
61 EXHIBIT A
Revenue Estimates
Fund Name Current Budget
Increase/
(Decrease)
Amended
Budget
General Fund 64,149,341 1,236,500 65,385,841
Low and Moderate Income
Housing Asset 66,400 66,400
State Gas Tax HUTA 2,364,857 15,700 2,380,557
State GAS Tax RMRA 2,142,695 (16,700) 2,125,995
SCAQMD AB2766
Subvention 112,700 112,700
Measure M2 Local Fair
Share 1,969,274 68,300 2,037,574
Measure M2 Senior
Mobility 104,000 104,000
Supplemental Law
Enforcement Services 125,000 55,000 180,000
Franchise Agreement
Recycling 50,000 50,000
Beverage Recycling 21,000 21,000
Certified Access Specialist
CASP 5,000 5,000
Cal-Fire LHMP Wildfire
Prevention 71,274 11,226 82,500
Permanent Local
Housing Allocation 942,814 942,814
Community Development
Block Grant 1,216,369 1,216,369
Community Development
Block Grant CV 404,019 404,019
Federal Highway Road
Programs 248,199 248,199
City Facilities Capital
Improvement 3,900,000 3,900,000
Lake Forest Traffic
Mitigation 215,700 215,700
Foothill Circulation
Phasing Plan 1,072,950 1,072,950
Park Development 253,825 253,825
Total 79,435,417 1,370,026 80,805,443
Item: 8
62 General Fund Revenue Estimates by Type
Revenue Type FY 2023-24
Current Budget
Increase
(Decrease)
FY 2023-24
Proposed
Taxes
Property Taxes 24,937,000 150,000 25,087,000
Real Property Transfer Taxes 675,000 - 675,000
Sales and Use Taxes 19,500,000 (1,150,000) 18,350,000
Transient Occupancy Taxes 5,500,000 - 5,500,000
Franchises 2,700,000 - 2,700,000
Intergovernmental 260,000 273,500 533,500
Licenses and Permits 2,004,500 10,000 2,014,500
Charges for Current Service - Parks 1,291,300 (51,000) 1,240,300 Charges for Current Service 2,709,541 (60,000) 2,649,541 Developer Contributions 120,000 - 120,000
Fines, Forfeitures, and Penalties 450,000 - 450,000
Facility and Park Rentals, Leases 917,000 64,000 981,000 Investment Earnings 3,000,000 2,000,000 5,000,000
Other Revenues 85,000 - 85,000
Total $64,149,341 $1,236,500 $65,385,841
General Fund Operating Appropriations
General Fund/Expenditure
Program Area
FY 2023-24
Current
Budget
Increase
(Decrease)
FY 2023-24
Proposed
Legislative 441,335 - 441,335
Management and Support 10,591,340 23,000 10,614,340
Public Safety 23,629,885 - 23,629,885
Infrastructure Maintenance
Service 11,856,364 (57,000) 11,799,364
Planning, Engineering, Building
and Safety 6,911,466 30,000 6,941,466
Transportation 1,468,550 - 1,468,550
Environmental Services 1,163,622 - 1,163,622
Culture, Leisure, & Recreation 4,304,500 - 4,304,500
Community Vitality &
Engagement 4,108,997 50,000 4,158,996
Total $64,476,059 $46,000 $64,522,059
Item: 8
63 All Other Funds Operating Appropriations
Fund Name FY 2023-24
General Fund CIP Projects 3,753,701
Infrastructure Reserve 304,362
Neighborhood Park Reserve 2,140,143
Low and Moderate Income Housing Asset 1,302,200
State Gas Tax HUTA 2,926,185
State GAS Tax RMRA 2,090,000
SCAQMD AB2766 Subvention 579,117
Measure M2 Local Fair Share 5,694,963
Measure M2 Senior Mobility 104,000
Supplemental Law Enforcement Services 152,000
Franchise Agreement Recycling 50,000
SB 1383 Organics Waste Recycling 173,412
Beverage Recycling 29,937
Certified Access Specialist CASP 5,000
Cal-Fire LHMP Wildfire Prevention 17,308
Permanent Local Housing Allocation 942,814
Community Development Block Grant 1,216,369
Community Development Block Grant CV 404,019
Federal Highway Road Programs 248,199
City Facilities Improvement 467,610
Lake Forest Traffic Mitigation 6,257,471
Foothill Circulation Phasing Plan 4,747,497
Meadows Traffic Improvement 2,252,673
Park Development 1,231,596
Affordable Housing 200,000
Total $ 37,175,577
Additional Capital Improvement Plan Appropriations
Funding Source Project FY 2023-24
City Facilities Improvement Civic Center Drainage 115,000 Total $115,000
Item: 8
64 CITY COUNCIL AGENDA REPORT
MEETING DATE: 3/19/2024
DEPARTMENT: City Manager
SUBJECT:
RECOMMENDED DEVELOPMENT PARTNER FOR AFFORDABLE HOUSING
PROJECT
RECOMMENDED ACTION(S):
1. Approve an Exclusive Negotiation Agreement with National CORE
2. Authorize the City Manager to sign, and the City Clerk to attest, the Exclusive Negotiation agreement and any other relevant documents to progress the affordable housing project
EXECUTIVE SUMMARY:
On September 14, 2023, the City of Lake Forest (“City”) issued a Notice of Funding Availability (“NOFA”) to develop housing affordable to lower-income households within the community, with a focus on affordable housing for individuals and families. The NOFA was issued to enable the selection of a qualified development partner. The NOFA identified approximately $3.35 million in funds to develop housing affordable to lower-income households within the City of Lake Forest. The City received Statements of Qualifications (“SOQs”) from two affordable housing developers. An Evaluation Committee comprised of staff followed the City’s standard purchasing and contracting process to review and evaluate the SOQs. Ultimately, the Evaluation Committee ranked National Community Renaissance (“National CORE”) the highest overall.
Based on the evaluation process, staff believes National CORE is well suited to accomplish the City’s affordable housing objectives. Staff recommends the City Council approve an Exclusive Negotiation Agreement (“ENA”) with National CORE (Attachment 1). Staff also recommends the City Council authorize the City Manager to sign, and the City Clerk to attest the ENA and any other relevant documents to progress the affordable housing project.
Item: 9
65 BACKGROUND:
City’s Housing Element/Housing Goals
The City’s Housing Element Update for the 2021-2029 planning period was submitted to the California Department of Housing and Community Development (“HCD”) and was certified by HCD on February 24, 2023. The Housing Element provides a comprehensive demographic community profile of the City, including population, age, race/ethnicity, income, housing tenure, and employment. The Housing Element outlines goals that guide local housing policies and actions, including:
•Goal 1: Adequate housing to meet the existing and future needs of Lake Forest residents.
•Goal 2: Maintenance and enhancement of the quality of existing residential neighborhoods.
•Goal 3: Increased opportunity for home ownership.
•Goal 4: Promote equal opportunity for all residents to reside in housing of their choice.
NOFA
On September 14, 2023, the City released the NOFA. The City extended the submission deadline three times to obtain additional SOQs. The City’s Purchasing and Contracting Guidelines require a Request for Qualifications to be posted for a minimum of three weeks. The NOFA was open for a total of nine weeks.
Affordable Housing Trust Fund/Developer In-Lieu Fees
Between 2008-2015, the City entered into Development Agreements with nine landowners for new housing developments in the City. The Development Agreements include Affordable Housing Implementation Plans that are consistent with the City’s goal to incorporate a minimum of 15% affordable units in new developments. Given the specific housing development’s site size, product type, and land constraints, some landowners are required to pay the In-Lieu Fees versus constructing the affordable housing units on site.
All affordable housing units developed with this funding source must be income restricted for at least 30-years. Consequently, the specific Development Agreements specify whether affordable housing would be onsite or if the developer would pay the in-lieu fees. The City currently has roughly $3.35 million of In-Lieu Fees available to fund affordable housing projects as part of the NOFA.
Item: 9
66 DISCUSSION:
Procurement Process
The City’s procurement process for professional services typically includes developing a scope of work that is contained within a Request for Proposals (“RFP”). The scope of work defines tasks that help the firms submitting proposals to respond to the City’s request and develop cost proposals for the requested work. The City does not own land currently identified for affordable housing purposes. Consequently, the NOFA did not include a scope of work and instead identified specific development sites or focus areas for which funding would be prioritized. It also includes a spectrum of criteria to ensure that the City partners with the most qualified development teams who are committed to providing a benefit to the community.
Based on a prospective developer’s qualifications and experience, the NOFA indicated that the City may collaboratively move forward with a single developer under an ENA, or other appropriate agreement, to identify candidate sites for development. The NOFA also stipulated the opportunity for the City to move forward with a single developer or multiple developers that have identified sites and perhaps have site control. In this instance, the City would have the ability to enter into an ENA, Affordable Housing Agreement, or other appropriate agreements to cooperatively design and craft a financing strategy for a single or multiple quality projects.
The NOFA provided an overview of the Lake Forest community, demographics and a summary of the City’s housing goals outlined in the 2021-2029 Draft Housing Element. Additionally, the NOFA detailed the City’s Affordable Housing Trust Fund as the available funding source, and the State Department of Housing and Community Development’s (“HCD”) income limits as the parameters governing the funding source. Table 1 below outlines the income limitations derived from the 2023 HCD Income Limits Summary.
Item: 9
67 Table 1: FY 2023 HCD Income Limits for Orange County
Household Size
Income Limit
Category
(Based on $127,800
Orange County
AMI* for a 4-person
HH) 1 2 3 4 5
Extremely Low
Income (30% AMI) $30,150 $34,450 $38,750 $43,050 $46,500 Very Low Income
(50% AMI) $50,250 $57,400 $64,600 $71,750 $77,500
Low Income (80%
AMI) $80,400 $91,850 $103,350 $114,800 $124,000
*AMI: Area Median Income
Evaluation and Selection Process
An Evaluation Committee comprised of staff reviewed the SOQs. The Evaluation Committee members were selected based on their knowledge of the City’s housing goals. The Committee members are identified in Table 2 below.
Table 2: Affordable Housing NOFA Evaluation Committee
Staff Position Department
Assistant City Manager City Manager’s Office
Director of Community Development Community Development Economic Development/ Housing
Manager
City Manager’s Office
Management Assistant City Manager’s Office
The City received submissions from two affordable housing developers and providers. These organizations included C&C Development Co LLC (“C&C”) and National CORE. The organization’s submissions were evaluated based upon their Letter of Interest, SOQ, and conceptual project proposal.
Staff found that both National CORE and C&C met the qualifications and were eligible for an interview. The Evaluation Committee conducted interviews on December 11, 2023, and December 12, 2023. During the interviews, the Evaluation Committee met each organization’s development team, learned more about their proposals, and gained a better understanding of each organization’s ability to ensure a quality and timely project.
The results of the qualitative evaluations and interviews are identified in Table 3 and Table 4 below.
Item: 9
68 Table 3: Aggregate NOFA Technical Evaluation Results Firm Evaluator
1 Evaluator
2 Evaluator
3 Evaluator
4 Total
Score
C&C Development 89.1 93 95.6 90.9 92.13
National CORE 92.9 94.8 97.2 90.9 93.93
Table 4: Aggregate NOFA Interview Results
Firm Evaluator
1 Evaluator
2 Evaluator
3 Evaluator
4 Total
Score
C&C Development 87 84 94 87 88
National CORE 92 94 100 93 94.75
National CORE Background
National CORE is a 501(c)(3) private company with over 30 years of experience in constructing sustainable developments. With over 10,000 units under management, National CORE, along with its affiliates, is one of the largest national nonprofit affordable housing developers serving nearly 30,000 residents in over 100 developments in California, Texas, and Florida. National CORE is a vertically integrated company with in-house construction, property management, asset management, compliance, accounting, and social programs/ services departments.
National CORE has three decades of experience preparing financial projections and utilizing a variety of funding sources. They have a variety of private equity and debt partners as well as partnerships with local, state, and federal agencies.
National CORE maintains a $12 million revolving line of credit with Citizen’s Business Bank to provide pre-development funding for its project pipeline. They also have access to several non-traditional financial resources. To date, National CORE has secured more than $1 billion in low-income housing tax credit equity, nearly $1 billion of tax-exempt bond allocations and over $400 million of public agency subsidies.
National CORE also has a successful history of collaborating with the City, such as with the recent Mountain View Affordable Housing Project (“Mountain View”).
The collaboration with National CORE on Mountain View adds 71 high-quality apartment homes for individuals and families in Lake Forest. Mountain View offers one-, two- and three-bedroom homes to individuals and families with household income qualifying maximums ranging from 30% to 60% of the AMI.
Eight units are reserved for individuals and families in the region who are experiencing or are at-risk of homelessness. The project offers high access to Item: 9
69 resources and onsite programming offered by the Hope through Housing Foundation (“HOPE”).
National CORE partners with HOPE for supportive, onsite services. They deliver health and social services to low-income residents within National CORE affordable housing communities. Its approach involves crafting Property Service Plans for each property and addressing individual needs to improve residents' well-being and independence. HOPE's services include direct programming, contracted services with local experts, and strategic partnerships with nonprofits, government entities, and businesses.
Conclusion and Next Steps
National CORE is actively searching for a site in Lake Forest, having sent letters of interest to property owners and analyzed various properties for their potential in affordable housing. This approach allows for a thoughtful search process, negotiation on price, and thorough community outreach with neighbors.
National CORE, with its extensive development experience, is capable of various options and emphasizes engagement with the City and stakeholders in the design process for a responsive, high-quality development. The proposal includes multiple development scenarios modeled after the successful Mountain View community. The proposed goals for development focus on addressing the community's need for affordable housing, ensuring neighborhood compatibility with high-quality design, providing tailored supportive services, promoting sustainability through safe and environmentally friendly buildings, and creating a lasting community benefit.
Based upon the proposal and interview process, the Evaluation Committee recommends the City Council elect to partner with National CORE for the development of an affordable housing project in the City. Staff recommends the City Council approve the proposed ENA with National CORE (Attachment) and authorize the City Manager to execute the ENA. Following this initial step, staff would work with the City Attorney’s Office to draft an Affordable Housing Agreement, which would be brought back to the City Council. The Affordable Housing Agreement would stipulate roles and responsibilities, milestones, project schedule, and other related activities to ensure that certain objectives are completed.
FISCAL IMPACT:
The fiscal impact associated with preparing the ENA includes staff time and attorney’s fees to prepare and review the agreement. As identified in the NOFA, Item: 9
70 there are currently $3.35 million of In-Lieu Fees available from the City’s Affordable Housing Trust Fund.
ATTACHMENTS:
1. Exclusive Negotiation Agreement with National CORE
Initiated By: Hope Hairrell, Management Assistant
Submitted By: Keith Neves, Assistant City Manager
Approved By: Debra Rose, City Manager
Item: 9
71 ATTACHMENT
Item: 9
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1 EXCLUSIVE NEGOTIATION AGREEMENT
(NATIONAL COMMUNITY RENAISSANCE)
TH
IS EXCLUSIVE NEGOTIATION AGREEMENT (National Community Renaissance), is dated as of ___________, 2024, for reference purposes only (this “Agreement”), and is entered into by and between the City of Lake Forest, a California municipal corporation (“City”), and NATIONAL COMMUNITY RENAISSANCE of California , a California nonprofit public benefit corporation (“Developer”), to provide a specified period of time to attempt to identify an appropriate site for development of an affordable housing project and negotiate an Affordable Housing Agreement. City and Developer are sometimes referred to in this Agreement, individually, as a “Party” and, collectively, as the “Parties.” This Agreement is entered into by the Parties with reference to the following recited facts (each, a “Recital”):
RECITALS
A. The City Council directed staff to solicit responses from qualified developers to work with the City to develop one or more affordable housing projects in the City. The NOFA sought statements of qualification from qualified nonprofit and for-profit developers with a desire to partner with City to carry out the City’s community development, land use, and housing goals; and B. On
_________, 2024, City selected Developer to partner with City in the potential development of affordable housing; and
C. C
ity has allocated $3,350,000 from the City’s Affordable Housing Trust Fund (“Funds”) to address the City’s community housing needs. All income limitations for which the Funds may be used are derived from the published 2023 Housing and Community Development Department’s Income Limits Summary; and
D
. T
he intent of City and Developer in entering into this Agreement is to establish a specific, limited period of time for Developer to work with City regarding the selection of a site for a project and the negotiation of an Affordable Housing Agreement for the development and use of Funds, subject to mutually agreeable terms, conditions, covenants, restrictions and agreements to be negotiated and documented in the future, in the respective sole and absolute discretion of Developer and City (this future agreement is referred to in this Agreement as an “Affordable Housing Agreement”).
NOW, THEREFORE, in consideration of the mutual covenants, restrictions and conditions contained in this Agreement, and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:
TERMS
1. Incorporation of Recitals. The Recitals of fact set forth above are true and correct and are incorporated into this Agreement, in their entirety, by this reference.
2. Term of Agreement.
Item: 9
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2 (a) Effective Date. The rights and duties of City and Developer established by this Agreement shall commence on the first date on which all of the following have occurred (“Effective Date”):
(i) the authorized representative(s) of Developer have signed three (3) originals of this Agreement and delivered such signed originals of this Agreement to the City, which shall occur prior to consideration of this Agreement by the City Council; (ii) the City Council has approved this Agreement; and (iii ) the authorized representatives of the City have signed this Agreement and delivered one (1) signed original of this Agreement to Developer. This Agreement shall continue in effect for a period of Five Hundred Forty- Five (545) calendar days beginning on the Effective Date (“Negotiation Period”), subject to the provisions of Section 2(b).
(b) E xtension of Negotiation Period. The Negotiation Period may be extended for two additional periods of one hundred eighty (180) days each upon the mutual written agreement of the City Manager or his or her designee and Developer, provided that Developer submits a written request for said extension no later than thirty (30) calendar days prior to the expiration of the Negotiation Period, as may have been previously been extended. If the Negotiation Period is extended pursuant to this Section 2(b), the City Manager may also modify the deadlines for any remaining actions to be taken by either City or Developer, within such extended Negotiation Period. Notwithstanding the immediately preceding sentence, Section 7 or any other part of this Agreement, in no event (including any Unavoidable Delay(s)), shall the Negotiation Period exceed Nine Hundred and Five (905) consecutive calendar days. (c) E
xpiration or Termination. Notwithstanding any other term, condition, covenant, restriction or agreement contained in this Agreement, this Agreement shall automatically expire and be of no further force or effect on the earlier to occur of any of the following: (i) the expiration or earlier termination of the Negotiation Period; (ii) entry into a separate Affordable Housing Agreement by the City and Developer, in their respective sole and absolute discret ion; (iii) the determination of City’s legal counsel, in their sole and exclusive discretion, that any litigation or statute prohibits City from complying with their respective obligations hereunder or proceeding with the proposed development ; or (iv) either party reasonably determines that the identification of a site or the development of an affordable housing project is infeasible under the then existing circumstances.
3. Obligations of Developer . During the Negotiation Period, Developer shall proceed diligently and in good faith to do all of the following:
(a) Needs Assessment. Within ninety (90) calendar days following the Effective Date, Developer shall submit a market demand analysis to City that determines, based on reliable data sources (e.g., US Census), including current average household sizes and income levels, what the demand for affordable housing is in the community. The market analysis shall include, but is not limited to, the need for housing at specific levels of affordability and unit sizes. The market study shall include at least one public meeting coordinated by City staff to involve community stakeholders in the process of identifying housing needs.
(b) S
ite Analysis. Within one hundred and fifty (150) calendar days of the Effective Date, Developer shall submit an analysis of potential affordable housing development sites, including new construction sites and acquisition and rehabilitation sites.
Item: 9
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3 (c) Workshop/Charrette . Within sixty (60) calendar days of submitting the Site Analysis, Developer shall facilitate at least one workshop for the City Council and community in a format to be designed in concert with City staff, to present the needs assessment and identify community desires for type and location of a potential housing project.
(d) S ubmittals to City . Within three hundred ( 300) calendar days following the Effective Date, develop and present to City staff, for review, all of the following:
(i) Site Plan. A conceptual development site plan for a proposed project that describes and depicts: (1) the location and orientation of proposed buildings; and (2) the architecture and elevations of the proposed buildings; and (3) the floor plans, including unit sizes; (ii) Financial Pro Forma. A preliminary financial pro forma that includes cost financing and a cash flow analysis, including anticipated rents for affordable units, unit size distribution, and anticipated onsite and off-site improvement;
(iii) Project Schedule. A proposed time schedule for commencement and completion of the Project;
(iv) Any Other Information Required. Any other information or data required by the City or its negotiating representatives.
(e) City Council Workshop. As part of the ongoing public outreach for the development of affordable housing, participate in a City Council workshop to present to the City Council the results of the market analysis, site surveys, previous workshop/charrette, and conceptual development plan.
4. Negotiation of Affordable Housing Agreement. During the Negotiation Period, Developer shall proceed diligently and in good faith to develop and submit to City all of the documents and information set forth in Section 3(a) and City and Developer shall proceed diligently and in good faith to negotiate and document the potential terms, conditions, covenants, restrictions and agreements of an Affordable Housing Agreement between them. City and Developer shall generally cooperate with each other and supply such documents and information as may be reasonably requested by the other to facilitate the conduct of the negotiations. City and Developer shall exercise reasonable efforts to complete discussions relating to the terms, conditions, covenants, restrictions or agreements of an Affordable Housing Agreement as may be mutually acceptable to City and Developer, in their respective sole and absolute discretion. The exact terms and conditions of an Affordable Housing Agreement, if any, shall be determined during the course of these negotiations. Nothing in this Agreement is intended nor shall be interpreted or construed to be a representation or agreement by City or Developer that a mutually acceptable Affordable Housing Agreement will be produced from negotiations under this Agreement. Nothing in this Agreement shall impose any obligation on any Party to agree to a definitive Affordable Housing Agreement in the future. Nothing in this Agreement shall be interpreted or construed to be a guaranty, warranty or representation that any proposed Affordable Housing Agreement that may be negotiated by City staff and Developer will be subsequently approved by the City Council. Developer acknowledges and agrees that the City Council’s consideration of any future Affordable Housing Agreement is subject to the independent Item: 9
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4 and reserved sole and absolute discretion of the City Council and any and all legally required public hearings, public meetings, notices, factual findings and other determination or activities required by law.
5. Project Development Application. Developer shall endeavor to gain site control of the preferred site to allow Developer to submit a complete Development Application for the Project to the City of Lake Forest Planning Division. Following this submittal, the Parties shall continue negotiating the site specific Affordable Housing Agreement and complete the environmental review pursuant to the California Environmental Quality Act.
6. No City Commitment to Fund or Transfer Property . Nothing in this Agreement is intended to be an express or implied commitment by the City to provide financing and/or Funds, exercise any power of eminent domain or other power, acquire, adopt a resolution of necessity to acquire, provide City staff time or other resources or take any other action regarding the transfer of any property or financial resources for the Project or otherwise.
7. Restrictions Against Change in Ownership, Management and Control of Developer and Assignment of Agreement.
(a) City Reliance on Developer Qualifications. The qualifications and identity of Developer and Developer’s principa ls are of particular concern to City. Developer’s qualifications a nd identity are the reason that City has entered into this Agreement with Developer. During the Negotiation Period, no voluntary or involuntary successor -in-interest of Developer shall acquire any rights or powers under this Agreement, except as expressly provided in Section 7(c). (b) N otice to City of Organizational Changes. Developer shall promptly notify City in writing of any and all changes whatsoever in the identity of the business entities or individuals either comprising or in Control (as defined in Section 7 (d)) of Developer, as well as any and all changes in the interest or the degree of Control of Developer by any such person, of which Developer or any of Developer’s directors, managers or officers are notified or may otherwise have knowledge or information.
Upon the occurrence of any significant or material change (more than 10%), whether voluntary or involuntary, in ownership, management or Control of Developer (other than such changes occasioned by the death or incapacity of any individual) that has not been approved by City, prior t o the time of such change, City shall have the right, in City’s sole and absolute discretion, to terminate this Agreement, without liability to Developer or any other person, by sending written notice of termination to Developer, referencing this Section 7(b).
(c) Developer Assignment. Developer may only assign Developer’s rights under this Agreement to an Affiliate (as defined in Section 7(d)), subject to all of the following conditions: (1) such Affiliate expressly assumes all of the obligations of Developer under this Agreement in a written assumption agreement reasonably satisfactory to City; and (2) Developer, shall, at all times, Control any such Affiliate. Notwithstanding any assignment of this Agreement, Developer shall, at all times, be responsible and obligated directly to City for performance of Developer’s obligations under this Agreement. (d) D efinitions of “Affiliate” and “Control.” For the purposes of this Agreement, the term “Affiliate” means any person, directly or indirectly, Controlling or Controlled by or under common Control with Developer, whether by direct or indirect ownership of equity interests, by contract, or Item: 9
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5 otherwise. For the purposes of this agreement, “Control” means possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an entity, whether by ownership of equity interests, by contract, or otherwise.
8. Unavoidable Delay. The time period for performance of any action to be taken by either City or Developer pursuant to this Agreement shall be extended by the number of days by which an Unavoidable Delay actually delays such performance, subject to the limitations set forth in this Section 8 or in Section 2(b). For the purposes of this Agreement “Unavoidable Delay” means delay in any Party performing any obligation under this Agreement arising from or on account of any cause whatsoever beyond the Party’s reasonable control, including casualty, third-party legal actions related to City’s approval of this Agreement or the pursuit of the activities contemplated by this Agreement, war, acts of terrorism or riots. Unavoidable Delay shall not include delay caused by a Party’s financial condition or insolvency. Any Party claiming Unavoidable Delay shall notify the other Party: (a) within ten (10) calendar days after such Party knows of any such Unavoidable Delay; and (b) within ten (10) calendar days after such Unavoidable Delay ceases to exist. To be effective, any notice of an Unavoidable Delay must describe the Unavoidable Delay in reasonable detail. The Party seeking to be excused by an Unavoidable Delay shall exercise such Party’s commercially reasonable efforts to cure the condition causing the Unavoidable Delay, within a reasonable time. Each Party expressly agrees that adverse changes in economic conditions of such Party specifically or the economy generally, or changes in market conditions or demand, shall not operate to excuse or delay the performance of each and every one of each Party’s obligations or covenants arising under this Agreement. All Parties expressly assume the risk of such adverse economic or market changes, whether or not foreseeable as of the Effective Date.
9. Developer Obligations to Review Draft Agreements and Attend Meetings. (a) Project Design and Planning. During the Negotiation Period, Developer shall keep City staff advised on the progress of Developer in performing Developer’s obligations under this Agreement, on a regula r basis or as requested City staff, including having one or more of Developer’s employees or consultants who are knowledgeable regarding this Agreement, the design and planning of the proposed project and the progress of negotiation of a future Affordable Housing Agreement, such that such person(s) can meaningfully respond to the City Council or City staff questions regarding the progress of the design and planning of the Project or the negotiation of an Affordable Housing Agreement, and can attend both: (1) meetings with City staff, as reasonably scheduled by City staff; and (2) meetings of the City Council, when reasonably requested to do so by City staff. (b) A
ffordable Housing Agreement. During the Negotiation Period, Developer shall diligently review and comment on drafts of an Affordable Housing Agreement prepared by City legal counsel and, if the terms and conditions of such a Affordable Housing Agreement are agreed upon between City staff and Developer, submit the Affordable Housing Agreement signed by the authorized representative(s) of Developer to City Manager for submission to the City Council for review and approval or disapproval, in the sole and absolute discretion of the City Council. Any Affordable Housing Agreement shall consist of terms, conditions, covenants, restrictions and agreemen ts acceptable to the Developer and the City Council, in their respective sole and absolute discretion.
Item: 9
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6 (c) CEQA Documents. Subsequent to submittal of a Project Development Application, Developer shall diligently review and comment on draft environmental review documents relating to any proposed project prepared by City’s environmental consultant, if any.
10. Developer to Pay All of its Costs and Expenses, Deposit . All fees or expenses of engineers, architects, financial consultants, legal, planning or other consultants or contractors, retained by Developer for any study, analysis, evaluation, report, schedule, estimate, environmental review, planning or design activities, drawings, specifications or other activity or matter relating to the Obligations of Developer set forth in Section 3, including the negotiation or documentation of an Affordable Housing Agreement that may be undertaken by Developer during the Negotiation Period or otherwise, pursuant to or in reliance upon this Agreement or in Developer’s discretion, regarding any matter relating to this Agreement, or an Affordable Housing Agreement shall be the sole responsibility of and undertaken at the sole cost and expense of Developer and no such activity or matter shall be deemed to be undertaken for the benefit of, at the expense of or in reliance upon City. City shall not be obligated to pay, reimburse or refund any expenses, fees, charges or costs i ncurred by Developer or City in pursuit of any study, analysis, evaluation, report, schedule, estimate, environmental review, planning or design activities, drawings, specifications or other activity or matter relating to this Agreement or negotiation or documentation of an Affordable Housing Agreement that may be undertaken by Developer or City during the Negotiation Period or otherwise, whether or not this Agreement is eventually terminated or extended or an Affordable Housing Agreement is entered into between City and Developer.
11. City Not To Negotiate With Others. During the Negotiation Period, the City Council and City staff shall not negotiate with any other person regarding the use of the Funds without the prior consent of the Developer.. The term “negotiate,” as used in this Agreement, means and refers to engaging in any discussions with a person other than Developer, regardless of how initiated, with respect to that person’s development of affordable housing utilizing the Funds to the total or partial exclusion of Developer subject to the other provisions of this Section 11. Notwithstanding the preceding provisions of this Section 11, City shall have the right to receive and retain unsolicited offers regarding development of affordable housing from persons other than Developer, but shall not negotiate with the proponent of any such offer during the Negotiation Period to the extent that the Funds or potential sites identified would be required to proceed with this alternative affordable housing project. Nothing in this Agreement shall prevent or prohibit City from discussing or disclosing the fact that City is a Party to this Agreement. Notwithstanding any other provision of this Section 10 or this Agreement, implementation of City’s development plans and/or use of available funding shall be and remain in the sole and exclusive purview and discretion of City. Nothing in this Agreement shall limit, prevent , restrict or inhibit City from providing any information in City’s possession or control that would customarily be furnished to persons requesting information from City concerning the City’s activities, goals or matters of a similar nature as required by law to be disclosed, upon request or otherwise. Notwithstanding anything to the contrary herein, Developer acknowledges that City has additional resources that could be committed to affordable housing projects and that City may negotiate with others in regards to any add itional resources the City may choose to use for affordable housing purposes; however these negotiations will exclude any sites or potential sites identified for development by the Developer during the Negotiation Period.
12. Acknowledgments and Reservations.
Item: 9
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7 (a) No Project Commitment. City and Developer agree that, if this Agreement expires or is terminated for any reason, or an Affordable Housing Agreement is not approved and signed by the City and Developer, for any reason, neither City nor Developer shall be under any obligation, nor have any liability to each other or any other person regarding the development of an affordable housing project, the Funds or the financing considered to assist with the development of an affordable housing project. (b) N
o City Offer or Acceptance. Developer acknowledges and agrees that no provision of this Agreement shall be deemed to be an offer by City, nor an acceptance by City of any offer or proposal from Developer, for City to convey or receive any estate or int erest in property or for City to provide any financial assistance, including the Funds to Developer, for development of an affordable housing project.
(c) N
o Conveyance. Developer acknowledges and agrees that Developer has not acquired, nor will acquire, by virtue of the terms of this Agreement, any legal or equitable interest in any real or personal property from City.
(d) D
evelopment Standards. Certain development standards and design controls for a project may be established between Developer and City, but City and Developer understand and agree that any project must conform to all City of Lake Forest and other applicable governmental development, land use and architectural regulations and standards which are or may be applicable to an affordable housing project.
Drawings, plans and specifications for any project shall be subject to the approval of the City of Lake Forest, through the standard development application and design review processes for similar projects.
Nothing in this Agreement shall be considered approval of any plans or speci fications for a project by the City of Lake Forest. The Parties enter into this Agreement further acknowledging and intending that a complete and definitive Affordable Housing Agreement may not be entered into between them, if at all, prior to review of any project in accordance with CEQA. (e) No City Approval. Nothing in this Agreement, nor any comments provided by City staff, nor any failure of City staff to provide comments to any submittal under or pursuant to this Agreement shall: (i) modify or replace any land use entitlement process of City applicable to the Project; (ii) limit the police power land use jurisdiction of City relative to the Project; (iii) constitute an approval of all or any portion of a project by City pursuant to the police power land use jurisdiction of City ; or (iv) constitute any approval of all or any portion of an Affordable Housing Agreement with Developer by City. (f) C ity Due Diligence . City reserve s the right to reasonably obtain further information, data and commitments to ascertain the ability and capacity of Developer to purchase, develop or operate a Project. Developer acknowledges that Developer may be requested to make certain financial disclosures to City, City staff, City attorney, or other City-retained consultants, as part of the financial due diligence investigations of City relating to the potential development of a project and that any such disclosures may become public records. City shall maintain the confidentiality of financial information of Developer to the extent allowed by law, as determined by the City Attorney. (g) R
equired City Approval . City shall not be deemed to be a Party to any agreement for the acquisition of, lease of or disposition of real or personal property, financial commitments to Item: 9
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8 Developer or development of a project, except pursuant to the terms and conditions of a complete Affordable Housing Agreement approved by the City Council, in its sole and absolute discretion, following all required public hearing(s), determinations, findings or other procedures. Developer expressly acknowledges and agrees that City will not be bound by any statement, promise or representation made by City staff or representatives during the course of negotiations of an Affordable Housing Agreement and that City shall only be legally bound upon the approval and execution of a complete Affordable Housing Agreement in the future by the City Council, in its sole and absolute discretion, in accordance with law. (h) No Intent to be Bound. Further efforts by any Party to perform due diligence, arrange or obtain financing or carry out other acts in contemplation of the possible acquisition, transfer or development of the Project shall not be deemed evidence of intent by any Party to be bound by any terms, conditions, covenants, restrictions or agreements relating to acquisition, transfer or development a project.
13. Nondiscrimination. Developer covenants by and for itself, himself or herself, its, his or her heirs, executors, administrators, and assigns, and all persons claiming under or through Developer, that this Agreement is made and accepted upon and subject to the following conditions:
(a) Standards . There shall be no discrimination against or segregation of any person or group of persons, on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of property nor shall Developer, itself, himself or herself, or any person claiming under or through Developer establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy, of tenants, lessees, subtenants, sublessees, or vendees in the property or a project. (b)
Interpretation. Notwithstanding Section 13(a), with respect to familial status, Section 13(a) shall not be construed to apply to housing for older persons, as defined in Section 12955.9 of the Government Code. With respect to familial status, nothing in Section 13(a) shall be construed to affect Sections 51.2, 51.3, 51.4, 51.10, 51.11, and 799.5 of the Civil Code, relating to housing for senior citizens.
Subdivision (d) of Section 51 and Section 1360 of the Civil Code and subdivisions (n), (o), and (p) of Section 12955 of the Government Code shall apply to Section 13(a).
14. LIMITATION ON DEVELOPER REMEDIES AND DAMAGES.
(a) DEVELOPER WAIVER AND RELEASE. IF THE DEVELOPER
TERMINATES THIS AGREEMENT AS A RESULT OF A MATERIAL DEFAULT UNDER THIS
AGREEMENT BY CITY, SUBJECT TO ALL APPLICABLE NOTICE AND CURE PERIODS, THE DEVELOPER’S SOLE AND EXCLUSIVE REMEDY SHALL BE TO TERMINATE THIS AGREEMENT. CITY AND DEVELOPER EACH ACKNOWLEDGE AND AGREE THAT CITY
WOULD NOT HAVE ENTERED INTO THIS AGREEMENT IF CITY WERE TO BE LIABLE TO
DEVELOPER FOR ANY MONETARY DAMAGES, MONETARY RECOVERY OR ANY REMEDY
IN THE EVENT OF A DEFAULT OF THIS AGREEMENT BY CITY, OTHER THAN TERMINATION OF THIS AGREEMENT. ACCORDINGLY, CITY AND DEVELOPER AGREE THAT DEVELOPER’S
SOLE AND EXCLUSIVE RIGHT AND REMEDY DURING A DEFAULT OF THIS AGREEMENT BY CITY IS TO TERMINATE THIS AGREEMENT. DEVELOPER WAIVES ANY RIGHT TO PURSUE Item: 9
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9 ANY REMEDY OTHER THAN TERMINATION OF THIS AGREEMENT AS A RESULT OF ANY DEFAULT OF THIS AGREEMENT BY CITY.
(b) DEVELOPER 1542 ACKNOWLEDGMENT . DEVELOPER
ACKNOWLEDGES THAT DEVELOPER IS AWARE OF THE MEANING AND LEGAL EFFECT OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER
FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN
BY HIM OR HER WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
(c) DEVELOPER 1542 WAIVER . CALIFORNIA CIVIL CODE SECTION 1542
NOTWITHSTANDING, THE INTENTION OF DEVELOPER IS TO BE BOUND BY THE LIMITATION ON DAMAGES AND REMEDIES SET FORTH IN THIS SECTION 1 4, AND
DEVELOPER HEREBY WAIVES AND RELEASES ANY AND ALL CLAIMS AGAINST CITY FOR
MONETARY DAMAGES, MONETARY RECOVERY OR OTHER LEGAL OR EQUITABLE RELIEF
RELATED TO ANY DEFAULT OR BREACH OF THIS AGREEMENT, EXCEPT AS SPECIFICALLY PROVIDED IN THIS SECTION 1 4, WHETHER OR NOT ANY SUCH RELEASED CLAIMS WERE KNOWN OR UNKNOWN TO DEVELOPER AS OF THE EFFECTIVE DATE. DEVELOPER SPECIFICALLY WAIVES THE BENEFITS OF CALIFORNIA CIVIL CODE SECTION 1542 AND
ALL OTHER STATUTES AND JUDICIAL DECISIONS OF SIMILAR EFFECT WITH REGARD TO
THE LIMITATIONS ON DAMAGES OR REMEDIES AND WAIVERS AND RELEAS ES OF ANY SUCH DAMAGES OR REMEDIES CONTAINED IN THIS SECTION 14.
____________________ ____________________
Initials of Authorized Initials of Authorized
City Representative Developer Representative
15. Default; Breach; Remedy.
(a) Default . Failure or delay by any Party to perform any material term, provision, obligation or agreement or observe any restriction, condition or covenant set forth in this Agreement shall constitute a “Default” under this Agreement. If the Party that is claimed to be in Default by the other Party cures, corrects or remedies the alleged Default within thirty (30) calendar days after receipt of written notice specifying such Default, such Party shall not be in Default under this Agreement. The notice and cure period provided in the immediately preceding sentence shall not, under any circumstances, extend the Negotiation Period. If notice of an alleged Default is given with thirty (30) or fewer calendar days remaining in the Negotiation Period, this Agreement shall automatically terminate on the date of such notice, without further notice to or action by either Party, and the Party alleged to have been in Default shall be deemed to hav e cured such Default on the termination of this Agreement. The Party claiming that a Default has occurred shall give written notice of Default to the Party claimed to be in Default, specifying the alleged Default.
Delay in giving such notice shall not constitute a waiver of any Default nor shall it change the time of Item: 9
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10 Default. However, the injured Party shall have no right to exercise any remedy for a Default under this Agreement, without first delivering written notice of the Default. (b) Breach; Termination. If a Default of any Party remains uncured for more than fifteen (15) calendar days following such Party’s receipt of written notice of such Default, a “Breach” of this Agreement by the Defaulting Party shall have occurred, except as otherwise provided in Section 15(a) during the last fifteen (15) calendar days of the Negotiation Period. In the event of a Breach of this Agreement, the sole and exclusive remedy of the Party who is not in Breach shall be to terminate this Agreement by serving written notice of termination on the Party in Breach except that the City shall retain all rights pursuant to Section 10 of this Agreement. The failure of Developer to timely submit any item described in Section 3 shall be a Default under this Agreement by Developer, unless an extension is granted due to an Unavoidable Delay as defined in Section 8.
(c) N
o Waiver . Any failure or delay by a Party in asserting any of such Party’s rights or remedies as to any Default or Breach shall not operate as a waiver of any Default or Breach or of any rights or remedies associated with a Default or Breach.
16. Compliance with Law . Developer acknowledges that any Affordable Housing Agreement, if approved by the City Council, will require Developer (among other things) to carry out the development of a project in conformity with all applicable laws, including all applicable building, planning and zoning laws, environmental laws, safety laws and labor and wage laws.
17. Notice. All notices required under this Agreement shall be presented in person or electronically, and confirmed by the same- day mailing of a hard copy version through a nationally recognized delivery service (i.e., Federal Express, United Parcel Service, etc.) or by first class United States mail, with postage prepaid, to the address for the Party set forth in this Section 16. Notice shall be deemed received by United States Postal Service delivery as of the third (3rd) business day after deposit with the United States Postal Service, addressed as required by this Section 16. Notice by personal service shall be effective on delivery. Notice by nationally recognized overnight delivery service shall be effective upon the earlier of: (a) delivery; or (b) the date of the second attempt to deliver such notice, as set forth in the written records of the delivery service. Either Party may change its address for receipt of notices by notifying the other Party in writing. Rejection, other refusal to accept or the inability to deliver a notice because of a changed address of which no notice was given or other action by the Party to whom the notice is transmitted, shall be deemed receipt of the notice. An attorney representing a Party may give notice on behalf of such Party.
To Developer: Attn: Michael Ruane, President
National Community Renaissance of California
9692 Haven Avenue, Suite 100
Rancho Cucamonga, CA 91730
To City: Attn: City Manager
City of Lake Forest
25550 Commercentre Drive, Suite 100
Lake Forest, CA 92630
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11 18. Warranty Against Payment of Consideration for Agreement. Developer represents and warrants that: (a) Developer has not employed or retained any person to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees of Developer and third persons to whom fees are paid for professional services related to planning, design or construction of the Project or documentation of this Agreement; and (b) no gratuities, in the form of entertainment, gifts or otherwise have been or will be given by Developer or any of Developer’s agents, employees or representatives to any elected or appointed official or employee of City in an attempt to secure this Agreement or favorable terms or conditions for this Agreement. Breach of the representations or warranties of thi s Section 17 shall entitle City to terminate this Agreement on two (2) days’ notice to Developer.
19. Press Releases. Developer agrees to obtain the approval of the City Manager, or his or her designee or successor in function, regarding any press release(s) Developer may propose relating to this Agreement or negotiation of an Affordable Housing Agreement, at least five (5) calendar days prior to publication.
20. Counterpart Originals. This Agreement may be signed by City and Developer in multiple counterpart originals, each of which shall constitute an original and all of which together shall constitute a single agreement.
21. No Third -Party Beneficiaries. Nothing in this Agreement is intended to be nefit any person other than City or Developer.
22. Governing Law. City and Developer acknowledge and agree that this Agreement was negotiated, entered into and is to be fully performed in the City of Lake Forest, California. City and Developer agree that this Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the substantive and procedural laws of the State of California, without application of conflicts or choice of laws principles.
23. Waivers. No waiver of any Breach or Default of any term or condition contained in this Agreement shall be deemed a waiver of any preceding or succeeding Breach or Default of such term or condition, or of any other term or condition contained in this Agreement. No extension of the time for performance of any obligation or act, no waiver of any term or condition of this Agreement, nor any modification of this Agreement shall be enforceable against City or Developer, unless made in writing and signed by the Party against whom such extension, waiver or modification is sought to be enforced.
24. Principles of Interpretation. No inference in favor of or against any Party shall be drawn from the fact that such Party has drafted any part of this Agreement. The Parties have both participated substantially in the negotiation, drafting, and revision of this Agreement, with advice from legal and other counsel and advisers of their own selection. A word, term or phrase defined in the singular in this Agreement may be used in the plural, and vice versa, all in accordance with ordinary principles of English grammar, which shall govern all language in this Agreement. The words “include” and “including” in this Agreement shall be construed to be followed by the words: “without limitation.” Each collective noun in this Agreement shall be interpreted as if followed by the words “(or any part of it),” except where Item: 9
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12 the context clearly requires otherwise. Every reference to any document, including this Agreement, refers to such document, as modified from time to time (excepting any modification that violates this Agreement), and includes all exhibits, schedules, addenda and riders to such document. The word “or” in this Agreement includes the word “and.” Every reference to a law, statute, regulation, order, form or similar governmental requirement refers to each such requirement as amended, modified, renumbered, superseded or succeeded, from time to time. Headings at the beginning of each section or sub -section of this Agreement are solely for the convenience of reference of City and Developer and are not a part of this Agreement. Whenever required by the context of this Agreement, the masculine shall include the feminine and vice versa. Unless otherwise indicated, all references to sections are to this Agreement. All exhibits ref erred to in this Agreement are attached to this Agreement, unless otherwise specified. If th e date on which City or Developer is required to take any action pursuant to the terms of this Agreement is not a business day of City, the action shall be taken on the next succeeding business day of City. [Signatures on the following page]
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13 SIGNATURE PAGE
TO
EXCLUSIVE NEGOTIATION AGREEMENT
(NATIONAL COMMUNITY RENAISSANCE)
IN WITNESS WHEREOF, the City and Developer have signed and entered into this Exclusive Negotiation Agreement (NATIONAL COMMUNITY RENAISSANCE) through the signatures of their authorized representative(s) set forth below:
CITY: DEVELOPER:
CITY OF LAKE FOREST, a municipal
corporation
National Community Renaissance of California,
A California nonprofit public benefit corporation
By:____________________________
Mayor
By:_________________________________
President
ATTEST:
By:____________________________
City Clerk
APPROVED AS TO FORM:
Best Best & Krieger LLP
By:____________________________
City Attorney
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85 CITY COUNCIL AGENDA REPORT
MEETING DATE: 3/5/2024
DEPARTMENT: Information Technology
SUBJECT:
ENTERPRISE PERMITTING AND LICENSING SOFTWARE CLOUD
MIGRATION PROJECT
RECOMMENDED ACTION(S):
Authorize the City Manager to execute an Agreement with Tyler Technologies for enhanced support and configuration services in an amount not to exceed $50,000 as a contingency measure.
EXECUTIVE SUMMARY:
EnerGov, the City’s enterprise permitting and licensing system, published by Tyler Technologies, is experiencing a technical issue which significantly impacts customer service, online services and back-office processes. Internal efforts to resolve the issue have not been successful. To eliminate the City’s network environment as a source of the issue, staff recommend the City transition to the cloud version of the software. This approach would allow Tyler Technologies to control and manage the network environment on which the software is operating as well as increase security for the City’s planning, building, water quality, and code enforcement data.
As this situation continues to evolve, Tyler Technologies has agreed to migrate the City’s data and services to the cloud under the City’s existing services agreement. This allows staff to continue to evaluate options before committing to a new, single year or multi-year services agreement. To ensure a successful transition to the cloud, staff is seeking authorization for the City Manager to execute an agreement in an amount up to $50,000 for enhanced support and configuration services as a contingency measure.
BACKGROUND:
The City has used EnerGov Enterprise Land Management software (“EnerGov”), published by Tyler Technologies (“Tyler”), to support planning, building permitting, code enforcement and water quality activities since 2008. The City has regularly updated EnerGov to current standards; the most recent major system upgrade took place in December 2023 to the latest available release.
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1 EnerGov is currently on a year-to-year licensing agreement and the total cost for the 2023-24 annual renewal was $67,050. The current term ends June 30, 2024, and staff intended to renew for another term. EnerGov has both a cloud/hosted option and an on-premises option. The City currently operates EnerGov on- premises on a platform of five application servers managed by its IT Provider, Abtech Technologies (“Abtech”).
DISCUSSION:
EnerGov supports the Community Development and Public Works Departments in performance of the following processes: plan management; building and transportation permit applications, issuance, and payments; contact management; building inspection scheduling and inspection checklists; and code case management and inspections. Staff initially deployed online services on the EnerGov platform in 2012 with the launch of the City’s eLakeForest portal.
Services included online transportation permit applications and payment, in addition to building inspection scheduling. In April 2023, staff deployed Solar Permit application, payment, and issuance on eLakeForest.
The 2023.1 upgrade to EnerGov in December 2023 added user-interface and functional changes to make it more compatible for online functionality, including a 3rd-party authentication component by a company called Okta. Okta supports EnerGov’s use of the City’s Office 365 network authentication to manage EnerGov system access and security. In mid-February 2024, the Building Division reported that the online inspection request system was not working. City IT staff began working with both Tyler and Abtech to resolve this and other issues that began to affect the operation of the Building Division and other users.
To date, the application’s functionality remains significantly impacted. While permit application and payment is functioning with several time-consuming work arounds, other application functions remain offline.
After efforts to resolve the issue were unsuccessful, staff, Tyler Technologies and Abtech have identified two options:
1. IT staff can continue to work with Tyler and Abtech to identify the problem and resolve the error. There is no timeline for restoring functionality.
Customer service and staff efficiency would remain significantly impacted until the issue is resolved.
2. The City can migrate EnerGov to the Tyler servers (i.e., into the cloud) and transition to fully online service. Doing so removes the City servers and network as potential causes of the errors and would put Tyler fully responsible for managing the operation of the application.
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1 Of these options, both Abtech and Tyler strongly recommend cloud migration as the best and quickest way to move forward and resolve the current software issues. Tyler has prioritized the City’s current technical issue, and will be able to begin the transition immediately upon approval by the City.
The EnerGov cloud migration would be aligned to two City Strategic Plan objectives: SP#62, to link EnerGov plan and permit records to the City’s cloud- based document management system; and SP#69, to modernize and enhance public access to permitting, plan check, and building records. Moving EnerGov to the Tyler cloud would facilitate the accomplishment of both goals.
Next Steps:
As this situation continues to evolve, Tyler Technologies has agreed to migrate the City’s EnerGov data and services to the cloud under the City’s existing services agreement. This allows staff to continue to evaluate options before committing to a new, single year or multi-year services agreement. To ensure a successful transition to the cloud, staff is seeking City Council authorization for the City Manager to execute an agreement in an amount up to $50,000 for enhanced support and configuration services as a contingency measure.
Staff would request approval for either a one-year agreement with Tyler Technologies in the approximate amount of $195,000, or a multi-year agreement which guarantees pricing over the term of the agreement. The Fiscal Year 2024- 2025 Operating Budget would be updated with the recommendation to award a contract at a later date.
FISCAL IMPACT:
There is no fiscal impact associated with the recommended action. The cost for contingency professional services can be funded within the existing Information Technology Division budget.
ATTACHMENTS:
None.
Initiated By: Douglas McBratney, Information Technology Manager Submitted By: Keith Neves, Assistant City Manager
Approved By: Debra Rose, City Manager
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