AGENDA
LAKE FOREST CITY COUNCIL
Regular Meeting of the City Council
Tuesday, November 5, 2024
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.
TRANSLATION SERVICE: Interpreters are available by request to members of the public that prefer to make their public comments in Spanish or Chinese. Requests for a translator need to be received by 8:00 a.m. the Monday before the scheduled City Council meeting. Such requests must be received via email at [email protected]
November 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 1 Los intérpretes están disponibles previa solicitud para el público que prefiera hacer sus comentarios públicos en español o chino. Las solicitudes de traductor deben recibirse antes de las 8:00 a. m. del lunes anterior a la reunión programada del Concejo Municipal. Dichas solicitudes deben recibirse por correo electrónico a [email protected]
如果大眾願意用西班牙語或中文發表公開評論，我們可應要求提供口譯服務。需要在預定市議會會議之前的周一
上午 8:00 之前收到翻譯請求。此類請求必須透過電子郵件收到：[email protected] Rúguǒ dàzhòng yuànyì yòng xībānyá yǔ huò zhōngwén fābiǎo gōngkāi pínglùn, wǒmen kě yīng yāoqiú tígōng k ǒuyì fúwù. Xūyào zài yùdìng shì yìhuì huìyì zhīqián de zhōuyī shàngwǔ 8:00 Zhīqián shōu dào fānyì qǐngqiú. Cǐ l èi qǐngqiú bìxū tòuguò diànzǐ yóujiàn shōu dào: [email protected] CALL TO ORDER:
Council Members:
Mayor Pro Tem:
Mayor:
City Manager:
City Attorney:
City Clerk:
6:30 p.m.
Doug Cirbo
Robert Pequeño
Benjamin Yu
Scott Voigts
Mark Tettemer
Debra Rose
Matthew E. Richardson
Lisa Berglund
PUBLIC SESSION: 6:30 p.m.
PUBLIC SESSION: At this time, the City Council will convene to consider public matters. Those wishing to address the City Council must submit a completed “Request to Speak” form to the City Clerk prior to City Council action.
INVOCATION: The Invocation will be provided by Community Outreach Pastor Laura Lepire, Saddleback Church.
PLEDGE OF ALLEGIANCE: The Pledge of Allegiance to the Flag of our Country to be led by Scout Troop #4321.
REPORT FROM STUDENT LIAISON: Report from Maya Lowrey, Student Liaison from El Toro High School.
PRESENTATIONS (Item No. 1)
November 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 2
1. RECOGNITION OF LAKE FOREST BUSINESSES NAMED IN THE
ORANGE COUNTY REGISTER'S "BEST OF OC" AWARD PROGRAM
RECOMMENDED ACTION: Receive and file.
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 or remotely. Those wishing to provide comments in- person at the meeting will be asked to submit a request to speak to the City Clerk.
CONSENT CALENDAR (Item Nos. 2 – 8)
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.
2. 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.
3. MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL HELD ON OCTOBER 15, 2024
RECOMMENDED ACTION: Approve as submitted.
4. QUARTERLY TREASURER'S REPORT - QUARTER ENDED
SEPTEMBER 30, 2024
RECOMMENDED ACTION: Receive and file.
5. APPROVAL OF MEASURE M2 EXPENDITURE REPORT
RECOMMENDED ACTION: 1. Authorize the Director of Finance to submit the City of Lake Forest Annual Measure M2 Expenditure Report to the November 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 3 Orange County Transportation Authority. 2. Adopt a Resolution titled: A
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA, CONCERNING THE MEASURE M2 EXPENDITURE
REPORT FOR THE CITY OF LAKE FOREST.
6. SECOND READING OF ORDINANCE APPROVING A DEVELOPMENT
AGREEMENT BETWEEN THE CITY OF LAKE FOREST AND GRIFFITHS
RANCH LLC
RECOMMENDED ACTION: Conduct the second reading of and adopt an Ordinance entitled: AN ORDINANCE OF THE CITY COUNCIL OF THE
CITY OF LAKE FOREST, CALIFORNIA, APPROVING A DEVELOPMENT
AGREEMENT BETWEEN THE CITY OF LAKE FOREST AND GRIFFITHS
RANCH LLC FOR CERTAIN REAL PROPERTY LOCATED WITHIN THE
CITY OF LAKE FOREST PURSUANT TO CALIFORNIA GOVERNMENT
CODE SECTION 65864 ET SEQ.
7. SECOND READING OF ORDINANCE APPROVING ZONE CHANGE 03- 18-5144
RECOMMENDED ACTION: Conduct second reading of and adopt an Ordinance entitled: AN ORDINANCE OF THE CITY COUNCIL OF THE
CITY OF LAKE FOREST, CALIFORNIA APPROVING ZONE CHANGE
03-18-5144, CHANGING THE ZONING OF THE PROPERTY LOCATED AT 20751 LINEAR LANE; SPECIFICALLY A PORTION OF APN
610-301-07 (
PARCEL 2 OF TENTATIVE PARCEL MAP 2023-169) FROM
LIGHT INDUSTRIAL/ PLANNED DEVELOPMENT TO OPEN SPACE
CONSERVATION, AND THE REMAINING PORTION OF APN 610-301-07
FROM LIGHT INDUSTRIAL/PLANNED DEVELOPMENT TO URBAN
INDUSTRIAL 25, AND APNs 610-301-20 AND 21 FROM AGRICULTURE (“A 1”) TO URBAN INDUSTRIAL 25 (“UI 25”).
8. AMENDMENT NO. 1 TO COOPERATIVE AGREEMENT FOR THE LAKE
FOREST DRIVE REGIONAL TRAFFIC SIGNAL SYNCHRONIZATION
PROJECT
RECOMMENDED ACTION: 1. Approve Amendment No. 1 to Cooperative Agreement No. C-9-1420 between Orange County Transportation Authority November 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 4 and the Cities of Lake Forest, Laguna Hills, and Irvine for Lake Forest Drive Regional Traffic Signal Synchronization Program Project. 2. Authorize the City Manager to sign, and the City Clerk to attest Amendment No. 1 with Orange County Transportation Authority, substantially in the form attached.
DISCUSSION/ACTION ITEMS (Item Nos. 9 – 11)
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.
9. CONSIDERATION OF DRAFT FINAL SPENDING PLAN FOR STRATEGIC
ECONOMIC INVESTMENT PROGRAM
RECOMMENDED ACTION: 1. Approve the Draft Strategic Economic Investment Program Final Spending Plan. 2. Approve a supplemental budget appropriation for the 2025 Taste of Lake Forest. 3. 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 with a limit of one gift card per purchaser for the Shop & Dine Community Gift Card Program. 4. 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 2024-25.
10. RESOLUTION TO PROMOTE FAIR AND EQUAL TREATMENT OF
OFFICIALS AT ALL LEVELS OF GOVERNMENT
RECOMMENDED ACTION: Exercise City Council Discretion in Adopting a Resolution Entitled: A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF LAKE FOREST, CALIFORNIA TO SUPPORT THE CALL FOR
THE CALIFORNIA LEGISLATURE TO ENACT LAWS THAT PROMOTE
EQUALITY IN GOVERNANCE.
11. CAPITAL IMPROVEMENT PLAN UPDATE
RECOMMENDED ACTION: Receive and file.
November 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.
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:
November 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 6
ADJOURNMENT
In compliance with the Americans With Disabilities Act, if you need special assistance to participate in this Meeting, including auxiliary aids or services, you should contact the Office of the City Clerk at (949) 461-3400.
Notification 48 hours prior to the Meeting will enable the City to make reasonable arrangements to assure accessibility to this meeting. The City Council agenda and agenda back-up materials can be obtained from the Office of the City Clerk on the Friday prior to the City Council meeting. Copies of all Agendas, Staff Reports and Supporting Materials can also be found on the City’s website – https://www.lakeforestca.gov/129/Agendas.
Agenda and agenda packets, if requested, will be made available in an appropriate alternative format to persons with a disability as required by the Americans With Disabilities Act. Copies of the agenda are provided at no cost and agenda back-up materials are available at the per page copy cost.
The City of Lake Forest mailing address is City Council Chambers, 100 Civic Center Drive, Lake Forest, California.
Phone: (949) 461-3400. FAX (949) 461-3511
CERTIFICATION: I, Lisa Berglund, City Clerk of the City of Lake Forest, California, hereby certify that the foregoing agenda was posted for public review at City Hall on October 31, 2024.
Lisa Berglund
City Clerk
November 5, 2024 LAKE FOREST CITY COUNCIL AGENDA Page 7
CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: City Manager
SUBJECT:
RECOGNITION OF LAKE FOREST BUSINESSES NAMED IN THE ORANGE COUNTY REGISTER'S "BEST OF OC" AWARD PROGRAM
RECOMMENDED ACTION(S):
Receive and file.
EXECUTIVE SUMMARY:
The Orange County Register’s “Best of Orange County” (“Best of OC”) is an annual publication that recognizes Orange County’s finest places to eat, shop, play, and visit, as chosen by Orange County Register readers. Readers vote to determine the top three choices in over 80 categories, including Places to Go/Things to Do, Shopping & Services, Luxury Lifestyle, Food & Drink, and Home & Garden.
This year’s edition included 30 Lake Forest-based businesses. Of these businesses, ten won first place in their respective categories. The 2024 Best of OC award winners located within Lake Forest are listed in Table 1 below. All Lake Forest businesses who received recognition in the publication were invited to attend the City Council meeting to receive a Certificate of Recognition (Attachment). Those not in attendance will have their certificates delivered by Economic Development staff in person.
Table 1: 2024 Best of OC Lake Forest Recognitions
2024 Orange County Register’s Best of OC List
Business Name Category Rank
Avila's El Ranchito Best Mexican
Restaurant
2nd
Build with Ferguson Best Appliance Store 3rd
Chase Bank Best Bank 2nd
Chick-fil-A Best Chicken 1st
Farmers & Merchants
Bank
Best Bank 3rd
Freedom Village Best Assisted Living
Facility
1st
Item: 1
8 2024 Orange County Register’s Best of OC List
Business Name Category Rank
Freedom Village Best Senior Living
Community
2nd
Goodwill of Orange
County
Best Thrift Store 1st
Handel's Homemade Ice
Cream & Yogurt
Best Frozen Yogurt/Ice
Cream
1st
HearUSA Best Place to Buy a
Hearing Aid
3rd
Hoag Best Medical Group 3rd
Hoag Best Urgent Care 3rd
Home Depot Best Home Improvement
Store
1st
In-N-Out Burger Best Burger 1st
Kumon Best Tutoring Service 2nd
LA Fitness Best Fitness
Center/Bootcamp
2nd
Landsea Homes Best Home Builder 2nd
Lollipop Dental Best Dental Practice 1st
Lucille's Smokehouse
Bar-B-Que
Best Barbeque 1st
Marque Best Urgent Care 2nd
Mathnasium Best Tutoring Service 3rd
Orange County's Credit
Union
Best Credit Union 1st
Outback Steakhouse Best Steakhouse 3rd
Raising Cane's Chicken
Fingers
Best Chicken 2nd
Sprouts Farmers Market Best Grocery Store 3rd
Stater Bros. Markets Best Grocery Store 2nd
The Habit Burger Grill Best Burger 3rd
The Salvation Army Best Charitable
Organization
3rd
Yogurtland Best Frozen Yogurt/Ice
Cream
2nd
24 Hour Fitness Best Fitness
Center/Bootcamp
1st
Copies of the publication were sent to the homes of Orange County Register subscribers. This evening, staff recommend the City Council recognize the achievements of the various Lake Forest businesses that were commended in this year’s Best of OC.
Item: 1
9 FISCAL IMPACT:
There is no fiscal impact associated with the recommended action.
ATTACHMENTS:
Certificates of Recognition
Initiated By: Hope Hairrell, Management Analyst
Submitted By: Keith Neves, Assistant City Manager
Approved By: Debra Rose, City Manager
Item: 1
10 ATTACHMENT
Item: 1
11 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
24 Hour Fitness
For placing First in the Best Fitness Center/Boot Camp
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
12 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Avila’s El Ranchito
For placing Second in the Best Mexican Restaurant
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
13 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Ferguson Plumbing Supply
For placing Third in the Best Appliance Store
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
14 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Chase Bank
For placing Second in the Best Bank
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
15 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Chick-fil-A
For placing First in the Best Chicken
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
16 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Farmers & Merchants Bank
For placing Third in the Best Bank
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
17 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Freedom Village
For placing First in the Best Assisted Living
Facility Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
18 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Freedom Village
For placing Second in the Best Senior Living
Community Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
19 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Goodwill of Orange County
For placing First in the Best Thrift Store
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
20 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Handel’s Homemade Ice
Cream & Yogurt
For placing First in the Best Frozen Yogurt/Ice-Cream
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
21 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
HearUSA
For placing Third in the Best Place to Buy a
Hearing Aid Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
22 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Hoag
For placing Third in the Best Medical Group
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
23 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Hoag
For placing Third in the Best Urgent Care
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
24 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Home Depot
For placing First in the Best Home Improvement
Store Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
25 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
In-N-Out Burger
For placing First in the Best Burger
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
26 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Kumon
For placing Second in the Best Tutoring Service
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
27 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
LA Fitness
For placing Second in the Best Fitness Center/Bootcamp
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
28 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Landsea Homes
For placing Second in the Best Home Builder
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
29 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Lollipop Dental
For placing First in the Best Dental Practice
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
30 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Lucille’s Smokehouse
Bar-B-Que
For placing First in the Best Barbeque
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
31 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Marque Urgent Care
For placing Second in the Best Urgent Care
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
32 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Mathnasium
For placing Third in the Best Tutoring Service
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
33 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Orange County’s
Credit Union
For placing First in the Best Credit Union
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
34 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Outback Steakhouse
For placing Third in the Best Steakhouse
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
35 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Raising Cane’s
Chicken Fingers
For placing Second in the Best Chicken
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
36 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Sprouts Farmers Market
For placing Third in the Best Grocery Store
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
37 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Stater Bros. Markets
For placing Second in the Best Grocery Store
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
38 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
The Habit Burger & Grill
For placing Third in the Best Burger
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
39 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
The Salvation Army
For placing Third in the Best Charitable Organization
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
40 CERTIFICATE OF
RECOGNITION
THE LAKE FOREST CITY COUNCIL
HEREBY RECOGNIZES
Yogurtland
For placing Second in the Best Frozen Yogurt/Ice-Cream
Category for Orange County Register’s
Best of Orange County 2024 Publication
November 5, 2024
MARK TETTEMER
Mayor
SCOTT VOIGTS
Mayor Pro Tem
DOUG CIRBO
Council Member
ROBERT PEQUEÑO BENJAMIN YU Council Member Council Member
Item: 1
41 CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
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: 2
42 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, October 15, 2024, at the Lake Forest City Council Chambers, 100 Civic Center Drive, Lake Forest, California, was called to order at 6:30 p.m. with all members present.
ROLL CALL:
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
INVOCATION: The Invocation was provided by Dustin Call, Church of Jesus Christ of Latter-day Saints.
PLEDGE OF ALLEGIANCE: The Pledge of Allegiance to the Flag of our Country was led by Boy Scout Troop #628.
PUBLIC COMMENTS:
Brenda Watkins expressed concerns with the safety of the crosswalk at Osterman and requested pickleball courts be installed.
Joseph Poteet expressed concerns with construction operations being conducted during peak traffic hours and with parking permits.
Brian McMillan expressed concerns with code violations on massage parlors.
CONSENT CALENDAR: (Item Nos. 1 – 5)
STATEMENTS READ INTO THE RECORD:
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 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.
MOTION: It was moved by Mayor Pro Tem Voigts, seconded by Council Member Yu, to approve Consent Calendar Item Nos. 1 – 5. The motion was carried by a vote of 5-0.
1. MOTION TO WAIVE READING OF RESOLUTIONS AND ORDINANCES Item: 3
43 October 15, 2024 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 2 of 6 ACTION: Said Ordinances and Resolutions which appeared on the public agenda were determined to have been read by title and further reading was waived.
2. MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL HELD ON OCTOBER 1, 2024
ACTION: The minutes were approved as submitted.
3. CERTIFICATION OF WARRANT REGISTER
ACTION: The warrant register in the amount of $4,910,513.10 was approved.
4. CITY BRANDING SERVICES AGREEMENT
ACTION: 1. Professional Consultant Services Agreement for City Branding Services to JPW Communications, Inc. was approved. 2. The Mayor was authorized to sign and the City Clerk to attest to the Agreement, substantially in the form attached. 3. 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 2024-25 was adopted.
5. AWARD OF CONTRACT FOR MULTI-FUNCTION DEVICE PURCHASE &
MANAGED PRINT SERVICES
ACTION: 1. A Resolution entitled: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA, AMENDING THE 2023-2025 OPERATING BUDGET AND APPROPRIATIONS FOR FY 2024-25 was
adopted. 2. A contract in the amount of $100,819.02 was awarded to MRC Smart Technology Solutions, Inc. for the Purchase of Multi-Function Devices & Managed Print Services. 3. The Mayor was authorized to sign and the City Clerk to attest to the agreement with MRC Smart Technology Solutions, Inc. substantially in the form attached.
PUBLIC HEARING(S): (Item No. 6)
6. GREAT SCOTT TREE CARE ENTITLEMENTS
Mayor Tettemer opened the public hearing. City Manager Rose introduced this item and invited Assistant Director of Community Development Stonich to provide a presentation. No public comment was offered. Council questions were asked and answered by staff and Great Scott Founder Scott Griffiths. Mayor Tettemer closed the public hearing.
Item: 3
44 October 15, 2024 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 3 of 6 Mayor Pro Tem Voigts made a friendly amendment to the recommendations by adding a provision that the tree trimming trucks back into their parking spaces.
MOTION: It was moved by Mayor Pro Tem Voigts, seconded by Council Member Pequeño, to: 1. Adopt a resolution entitled: A RESOLUTION OF THE
CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA ADOPTING A
MITIGATED NEGATIVE DECLARATION AND APPROVING A MITIGATION
MONITORING AND REPORTING PROGRAM FOR A GENERAL PLAN
AMENDMENT 03-18-5145, A DEVELOPMENT AGREEMENT, ZONE CHANGE 03-18-5144, TENTATIVE PARCEL MAP 2023-169, AND USE PERMIT 03-18- 5146 FOR THE CONSOLIDATION OF THREE PARCELS (APN: 610-301-20, 610-301-21 AND 610-301-07) INTO TWO PARCELS AND THE
CONSTRUCTION OF A CONTRACTOR’S STORAGE YARD AT 20751 LINEAR LANE ON PARCEL 1 OF TENTATIVE PARCEL MAP 2023-169 (APN: 610-301- 20, 610-301-21 AND A PORTION OF APN 610-301-07), AND RETENTION OF PARCEL 2 OF TENTATIVE PARCEL MAP 2023-169 (THE REMAINDER OF APN 610-301-07) AS UNDEVELOPED AND CONTAINING SERRANO CREEK AND THE SERRANO CREEK REGIONAL HIKING AND RIDING TRAIL;
2. Adopt a resolution entitled: A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF LAKE FOREST, CALIFORNIA APPROVING GENERAL PLAN AMENDMENT 03-18-5145 AMENDING THE GENERAL PLAN LAND USE ELEMENT TO CHANGE THE LAND USE DESIGNATION OF ASSESSOR’S PARCEL NUMBERS (“APN”) 610-301-20, 610-301-21 AND A PORTION OF APN 610-301-07, LOCATED AT 20751 LINEAR LANE FROM REGIONAL PARK/OPEN SPACE TO URBAN INDUSTRIAL 25 (“UI 25”);
3. Adopt an ordinance entitled: AN ORDINANCE OF THE CITY COUNCIL OF
THE CITY OF LAKE FOREST, CALIFORNIA, APPROVING A DEVELOPMENT
AGREEMENT BETWEEN THE CITY OF LAKE FOREST AND GRIFFITHS
RANCH LLC FOR CERTAIN REAL PROPERTY LOCATED WITHIN THE CITY
OF LAKE FOREST PURSUANT TO CALIFORNIA GOVERNMENT CODE
SECTION 65864 ET SEQ.;
4. Introduce for the first reading an ordinance entitled: AN ORDINANCE OF THE
CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA APPROVING ZONE CHANGE 03-18-5144, CHANGING THE ZONING OF THE PROPERTY LOCATED AT 20751 LINEAR LANE; SPECIFICALLY A PORTION OF APN 610-301-07 (PARCEL 2 OF TENTATIVE PARCEL MAP 2023-169) FROM
LIGHT INDUSTRIAL/ PLANNED DEVELOPMENT TO OPEN SPACE
CONSERVATION, AND THE REMAINING PORTION OF APN 610-301-07
FROM LIGHT INDUSTRIAL/PLANNED DEVELOPMENT TO URBAN
INDUSTRIAL 25, AND APNs 610-301-20 AND 21 FROM AGRICULTURE (“A 1”) TO URBAN INDUSTRIAL 25 (“UI 25”);
5. Adopt a resolution entitled: A RESOLUTION OF THE CITY COUNCIL OF Item: 3
45 October 15, 2024 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 4 of 6
THE CITY OF LAKE FOREST, CALIFORNIA APPROVING TENTATIVE PARCEL MAP 2023-169, A REQUEST TO CONSOLIDATE THREE PARCELS INCLUDING ASSESSOR’S PARCEL NUMBERS 610-301-20, 610-301-21, and 610-301-07 LOCATED AT 20751 LINEAR LANE INTO TWO PARCELS REFERRED TO AS PARCELS 1 AND 2 OF TENTATIVE PARCEL MAP 2023- 169;
6. Adopt a resolution entitled: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA, APPROVING USE PERMIT 03- 18-5146 TO ALLOW DEVELOPMENT OF A CONTRACTOR’S STORAGE
YARD ON PARCEL 1 OF TENTATIVE PARCEL MAP 2023-169 LOCATED AT 20751 LINEAR LANE (APNs 610-301-20, 610-201-21 and a portion of 610-301- 07); and,
Add a provision that the tree trimming trucks back into their parking spaces. The motion was carried by a vote 5-0.
DISCUSSION/ACTION ITEMS: (Item Nos. 7 – 8)
7. REVIEW THE COMPREHENSIVE ANNUAL INVESTMENT REPORT AND
APPROVE THE PROPOSED STATEMENT OF INVESTMENT POLICY
City Manager Rose introduced this item and invited Chandler Asset Management Regional Director Mia Corral Brown to provide a presentation. No public comment was offered. Council questions were asked and answered.
MOTION: It was moved by Council Member Pequeño, seconded by Council Member Yu, to: 1. Receive and File the attached Annual Comprehensive Investment Report. 2. Approve the attached Annual Update of the Statement of Investment Policy. The motion was carried by a vote of 5-0.
8. LEAGUE OF CALIFORNIA CITIES VOTING DELEGATE AND ALTERNATE Mayor Tettemer opened the floor for nominations. Council Member Pequeño nominated himself for voting delegate. Mayor Pro Tem Voigts nominated himself as alternate. No public comment was offered.
MOTION: It was moved by Mayor Tettemer, seconded by Council Member Yu, to: 1. Appoint Council Member Pequeño as the Voting Delegate for the 2024 Annual Conference of the League of California Cities, to be held October 16-18, 2024, in Long Beach, CA. 2. Select Mayor Pro Tem Voigts as the Alternate Delegate. The motion was carried by a vote of 5-0.
Item: 3
46 October 15, 2024 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 5 of 6 CITY MANAGER'S REPORT: City Manager Rose had nothing further to report.
CITY COUNCIL COMMENTS:
Council Member Cirbo: Council Member Cirbo commended the recent Mayor’s Minute. He encouraged everyone to volunteer
with the City. He reported on his attendance at the
Walk to School event, 50th Anniversary of the
Historical Society event, an open house at the Orange
County Fire Authority Station 54, a Boys & Girls Club
ribbon cutting and gala, and a DeMolay Induction of
Officers meeting.
Council Member Pequeño: Council Member Pequeño thanked staff for all their hard work. He reported on his attendance at the
Annual California Joint Powers Insurance Authority
Conference where he attended sessions on artificial
intelligence, SB 553 compliance, and collaborative
relationships with elected officials. He attended the
50th Anniversary of the Historical Society event.
Council Member Yu: Council Member Yu reported on his attendance at the 50th Anniversary of the Historical Society event and a
Boys & Girls Club ribbon cutting and gala. He
encouraged everyone to support the OCFA firefighter
that is still in a coma. He requested staff to consider adding additional holidays to the City calendar for
2026.
Mayor Pro Tem Voigts: Mayor Pro Tem Voigts reported on his attendance at a tour of the Musick jail facility, the Falloween event at Heritage Hill Park. He requested consensus to place a
resolution on the agenda in support of the fair and
equal treatment of all government officials.
Mayor Tettemer: Mayor Tettemer reported on his attendance at the open house at the Orange County Fire Authority
Station 54, the 50th Anniversary of the Historical
Society event, a Boys & Girls Club ribbon cutting and
gala, and an Association of California Cities – Orange
County hosted tour of the National Core Mountainview
project, the Mayor’s Volunteer Luncheon, and the tour
of the Musick jail facility.
ADJOURNMENT: The Regular Meeting of the City Council was adjourned at 7:49 p.m.
Item: 3
47 October 15, 2024 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 6 of 6
Respectfully submitted:
APPROVED:
LISA BERGLUND MARK TETTEMER
CITY CLERK MAYOR
Item: 3
48 CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: Finance
SUBJECT:
QUARTERLY TREASURER'S REPORT - QUARTER ENDED SEPTEMBER 30, 2024
RECOMMENDED ACTION(S):
Receive and file.
EXECUTIVE SUMMARY:
The Treasurer's Report for the quarter ended September 30, 2024, is attached.
There are no exceptions to the Investment Policy. Total cash and investments equal $209 million for the period. Quarterly reports are presented to the City Council to keep the City Council apprised of the status of the City’s investment holdings and demonstrate compliance with the City’s Investment Policy. The attached report presents the status of the City’s investment portfolio for the quarter ended September 30, 2024.
The City contracts with Chandler Asset Management to provide investment management services. The City’s balances consist of the following:
Investment Portfolio
The City’s balances consist of the following:
Type
June
30, 2024
(in millions)
September
30, 2024
(in millions)
Chandler Asset Management Portfolio 145.2 151.5
Local Agency Investment Fund (LAIF) 11.5 8.7
California Asset Management Program (CAMP) 46.6 47.9
Operating Bank Balance - US Bank 2.0 0.9
Total 205.3 209.0
The attached Quarterly report attests to our alignment with the Statement of Investment Policy, demonstrating full compliance.
Item: 4
49 FISCAL IMPACT:
There is no fiscal impact associated with the recommended action.
ATTACHMENTS:
Quarterly Treasurer’s Report
Initiated By: Fauna Shrago, Finance Analyst
Submitted By: Kevin Shirah, Director of Finance/City Treasurer Approved By: Debra Rose, City Manager
Item: 4
50 ATTACHMENT
Item: 4
51 INVESTMENT REPORT
Lake Forest| As of September 30, 2024
CHANDLER ASSET MANAGEMENT | chandlerasset.com
Chandler Team:
For questions about your account, please call (800) 317-4747, or contact [email protected]
Information contained herein is confidential. We urge you to compare this statement to the one you receive from your qualified custodian. Please see Important Disclosures at the end of the statement.
Item: 4
52 TABLE OF CONTENTS
ECONOMIC UPDATE
ACCOUNT PROFILE
CONSOLIDATED INFORMATION
PORTFOLIO HOLDINGS
TRANSACTIONS
1 Item: 4
53 ECONOMIC UPDATE
2 Item: 4
54 ▪
▪
▪
Recent economic data suggests positive but slower growth this year fueled by consumer spending. While the consumer has been resilient, declining savings rates, growing credit card debt, higher delinquencies, and a moderating labor market pose potential headwinds to future economic growth. Inflationary trends are subsiding, but core levels remain above the Fed’s target. The labor market is showing signs of cooling, reflecting an improved balance between supply and demand for workers. Given the cumulative effects of restrictive monetary policy and tighter financial conditions, we believe the economy will gradually soften and the Fed will continue to lower rates at a measured pace through this year with the ability to move more aggressively should the employment data warrant.
The Federal Open Market Committee (FOMC) delivered the first rate cut of the easing cycle at the September meeting. Although a reduction in the Fed Funds Rate was widely anticipated, the magnitude was somewhat of a surprise, as market participants were split between whether the FOMC would cutby 25 basis points or 50 basis points. Chair Jerome Powell reiterated previous statements acknowledging that monetary policy has shifted into a more balanced approach addressing price stability and full employment in tandem. The Fed released the quarterly Summaryof Economic Projections (SEP) which now forecasts a substantially lower median Fed Funds Rate expectation among Fed Governorsin 2025 due to lower inflation expectations and a higher projected unemployment rate.We believe the Fed will continue to lower rates at a measured pace through this year with the ability to move more aggressively should the employment data warrant.
The US Treasury yield curve shifted lower in September following the 50 basis points rate cut by the FOMC mid-month. The 2-year Treasury yield fell 28 basis points to 3.64%, the 5-year Treasury dropped 15 basis points to 3.56%, and the 10-year Treasury yield declined 12 basis points to 3.78%. The 2-year and 10-year Treasury yield points on the curve began to normalize to +14 basis points at September month-end versus -2 basis points at August month-end. The spread between the 2-year Treasury and 10-year Treasury yield one year ago was -47 basis points. The inversion between 3-month and 10-year Treasuries ended the month of September at -85 basis points.
ECONOMIC UPDATE
3 Item: 4
55 -400
-200
0 200
400
600
800
1,000MOM Change In Thousands (000's)
Nonfarm Payroll (000's)
Non-farm Payroll (000's)
3-month average (000's)
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
Unemployment Rate
Underemployment Rate (U6)
Unemployment Rate (U3)
Rate (%)
The U.S. economy added 254,000 jobsin September, well above expectations of 150,000. The three-month moving average and six-month moving average payrolls continued to trend weaker to 186,000 and 167,000 respectively. The unemployment rate declined to 4.1% in September, and the labor participation rate remained at 62.7%, remaining below the pre-pandemic level of 63.3%. The U-6 underemployment rate, which includes those who are marginally attached to the labor force and employed part time for economic reasons declined to 7.7% from 7.9%. Average hourly earnings rose 4.0% year-over-year in September. U.S. labor market data from September surprised to the upside, with strong job growth and a sharper-than-expected drop in unemployment, suggesting the economy may be more resilient than anticipated. The Federal Reserve’s view is that there has been “substantial” progress towards better balance in the labor market between demand and supply for workers.
Source: US Department of Labor Source: US Department of Labor
EMPLOYMENT
4 Item: 4
56 0
2,000
4,000
6,000
8,000
10,000
12,000
14,000
Job Openings
Recession
Historical Average
In Thousands (000's)
The Labor Department’s Job Openings and Labor Turnover Survey (JOLTS) increased to 8.04 million job openings in August from an upwardly revised 7.71 million in July. Job openings have increased to a ratio of 1.13 jobs for each unemployed individual. The quits rate, an indicator of job availability, declined to 1.9% from downwardly revised 2.0% in July. That is the lowest level since 2020. While the current level of job openings remains elevated from a historical perspective, the trend is decelerating.
Source: US Department of Labor
JOB OPENINGS & LABOR TURNOVER SURVEY
5 Item: 4
57 0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
8.0%
9.0%
10.0%
Consumer Price Index (CPI)
CPI YOY % Change
Core CPI YOY % Change
YOY (%) Change
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
8.0%
9.0%
10.0%
Personal Consumption Expenditures (PCE)
PCE Price Deflator YOY % Change
PCE Core Deflator YOY % Change
Fed Target
YOY (%) Change
In August, the Consumer Price Index (CPI) rose 0.2% month-over-month and 2.5% year-over-year, down from 2.9%in July, largely due to a drop in gasoline prices. The Core CPI, which excludes volatile food and energy components, rose more than expected in August by 0.3% month-over-month and 3.2% year-over-year. The Personal Consumption Expenditures (PCE) Index rose 0.1% from the previous month and
2.2% year-over-year in August. The Core PCE deflator (the Fed’s preferred gauge) increased 0.1% month-over-month and 2.7% over the past year, still above the Fed’s 2% inflation target. Much of the lingering inflation has been driven by shelter costs and demand for services, but recent data provide confirmation that inflation is moderating.
Source: US Department of Labor Source: US Department of Commerce
INFLATION
6 Item: 4
58 -30.0%
-20.0%
-10.0%
0.0%
10.0%
20.0%
30.0%
40.0%
50.0%
60.0%
Retail Sales YOY % Change
YOY (%) Change
Retail Sales grew more than expected month-over-monthin August at 0.1% after growth of 1.1% in July. On a year-over-year basis, Retail Sales grew 2.1% in August versus 2.9% in July. Control-group sales, which are used to calculate gross domestic product, rose 0.3% month- over-month in August after last month’s data was revised higher to an increase of 0.4%. E-commerce contributed the most to the increase. The Conference Board’s Consumer Confidence Index for September came in below expectations, contracting to 98.7 after an upward revision to 105.6 in August. The decline reflects recent softening in labor market conditions, and less optimism about the job market and income growth. While the consumer has been resilient, consumption has begun to moderate in the face of declining savings rates, growing credit card debt, higher delinquencies, and a moderating labor market. 0 20
40 60
80 100
120
140
160
Index Level
Consumer Confidence
Recession
Source: US Department of Commerce Source: The Conference Board All time high is 144.70 (1/31/00); All time low is 25.30 (2/28/09)
CONSUMER
7 Item: 4
59 -25.0%
-20.0%
-15.0%
-10.0%
-5.0%
0.0%
5.0%
10.0%
15.0%
Leading Economic Indicators (LEI)
Recession
YOY (%) Change
-1.00
-0.75
-0.50
-0.25
0.00 0.25
0.50 0.75
1.00 Chicago Fed National Activity Index (CFNAI)
Recession
3 Month Average
The Conference Board’s Leading Economic Index (LEI) remained in negative territory at -0.2% in August, improving from -0.6% in July. The index dropped 5.0% year-over-year. The improvement canbe attributed to a decrease in the yield curve inversion, an increase in building permits, and stock market performance. The Chicago Fed National Activity Index (CFNAI) increased to 0.12 in August from a downwardly revised -0.42 in July, which was above consensus expectations. The three-month moving average fell to -0.17 in August from -0.13 in July, indicating below-trend growth expectations for the economy.
Source: The Conference Board Source: Federal Reserve Bank of Chicago
LEADING INDICATORS OF ECONOMIC ACTIVITY
8 Item: 4
60 0
200
400
600
800
1,000
1,200
1,400
1,600
1,800
2,000
2,200
2,400In Thousands of Units
Annualized Housing Starts
Multi Family Housing Starts
Single Family Housing Starts
Housing starts surprised to the upside on a month-over-month basisin August, increasing 9.6% to 1.356 million units versus the previous decline of 6.9% the prior month. Starts were led by the single-family home sector. Total starts were up 3.9% year-over-year. The Freddie Mac average rate for a 30-year fixed mortgage edged down to 6.35% in August from 6.85% in July. According to the Case-Shiller 20-City Home Price Index, housing prices rose 5.9% year-over-year in July, decelerating from 6.5% reported in the previous month. Although the trend is gradually improving, tight inventories and higher mortgage rates continue to impact affordability.
Source: US Department of Commerce Source: S&P
-20.0%
-16.0%
-12.0%
-8.0%
-4.0%
0.0%
4.0%
8.0%
12.0%
16.0%
20.0%
24.0%
S&P/Case-Shiller 20 City Composite Home Price Index
Recession
YOY (%) Change
HOUSING
9 Item: 4
61 40
45 50
55 60
65 70
Institute of Supply Management (ISM) Surveys
ISM Manufacturing ISM Services
EXPANDING
CONTRACTING
The Institute for Supply Management (ISM) Manufacturing index contracted at a slower rate of 47.2 in September compared to 47.5 in August. Demand remains subdued and companies are continuing to reduce head counts through layoffs, attrition and hiring freezes. The ISM Services Index increased to 54.9 in September, increasing from 51.7 in August, due stronger production and new orders. A reading over 50 indicates expansion, while a reading under 50 indicates contraction.
Source: Institute for Supply Management
SURVEY BASED MEASURES
10 Item: 4
62 Components of GDP 9/23 12/23 3/24 6/24
1.7% 2.3% 1.3% 1.9%
1.8% 0.2% 0.6% 1.5%
-0.1% 0.1% -0.6% -0.9%
0.3% 0.0% 0.0% 0.3%
0.6% 0.6% 0.3% 0.3%
4.4% 3.2% 1.6% 3.0%
Personal Consumption Expenditures
Gross Private Domestic Investment
Net Exports and Imports
Federal Government Expenditures
Total
State and Local (Consumption and Gross
Investment)
-40.0%
-30.0%
-20.0%
-10.0%
0.0%
10.0%
20.0%
30.0%
40.0%
Gross Domestic Product (GDP)
GDP QOQ % Change
GDP YOY % Change
Source: US Department of Commerce Source: US Department of Commerce According to the third estimate, second quarter GDP increased at an annualized rate of 3.0%, unchanged from the prior estimate. Growth continues to be powered by personal consumption expenditures. Gross fixed investment, government consumption expenditures, and inventories also had positive contributions, with a negative offset by net exports. The consensus projection calls for 2.0% growth in the third quarter and 2.6% growth for the full year 2024.
GROSS DOMESTIC PRODUCT (GDP)
11 Item: 4
63 Source: Federal Reserve Source: Bloomberg
0 1,000,000
2,000,000
3,000,000
4,000,000
5,000,000
6,000,000
7,000,000
8,000,000
9,000,000
10,000,000
Federal Reserve Balance Sheet Assets
Recession
In $ millions
The Federal Open Market Committee (FOMC) delivered the first rate cut of the easing cycle at the September meeting. Although a reduction in the Fed Funds Rate was widely anticipated, the magnitude was somewhat of a surprise, as market participants were split between whether the FOMC would cut by 25 basis points or 50 basis points. Chair Jerome Powell reiterated previous statements acknowledging that monetary policy has shifted into a more balanced approach addressing price stability and full employment in tandem.
The Fed released the quarterly Summary of Economic Projections (SEP) which now forecasts a substantially lower median Fed Funds Rate expectation among Fed Governors in 2025 to 3.1 – 3.6%. The Fed continues to reduce its holdings of U.S. Treasury securities and agency mortgage-backed securities as per its predefined schedule of $25 billion and $35 billion per month. Since the Fed began its Quantitative Tightening campaign in June 2022, securities holdings have declined by approximately $1.8T to approximately $7.1T.
0.00%
1.00%
2.00%
3.00%
4.00%
5.00%
6.00%
Effective Federal Funds Rate
Recession
Yield (%)
FEDERAL RESERVE
12 Item: 4
64 Source: Bloomberg Source: Bloomberg
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
US Treasury Note Yields
2-Year
5-Year
10-Year
Yield (%)
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
US Treasury Yield Curve
Sep-24
Jun-24
Sep-23
Yield (%)
At the end of September, the 2-year Treasury yield was 140 basis points lower, and the 10-Year Treasury yield was 79 basis points lower, year-over-year. The 2-year and 10-year Treasury yield pointson the curve began to normalize to +14 basis points at September month-end versus -2 basis points at August month-end. The yield curve inversion which began in July 2022 was historically long. The average historical spread (since 2003) is about +110 basis points. The inversion between 3-month and 10-year Treasuries tightened to -85 basis points in September from -121 basis points in August.
BOND YIELDS
13 Item: 4
65 ACCOUNT PROFILE
14 Item: 4
66 OBJECTIVES
Investment Objectives
The investment objectives for the City of Lake Forest, in order of priority, are to provide safety to ensure the preservation of capital in the overall portfolio, provide sufficient liquidity for cash needs and earn a market rate of return consistent with the investment program.
Chandler Asset Management Performance Objective
The performance objective for the portfolio is to earn a total rate of return through a market cycle that is equal to or above the return on the benchmark index.
Strategy
In order to achieve this objective, the portfolio invests in high-quality fixed income securities that comply with the investment policy and all regulations governing the funds. 15 Item: 4
67 STATEMENT OF COMPLIANCE
Lake Forest Cons | Account #11085 | As of September 30, 2024 Rules Name Limit Actual Compliance
Status Notes
AGENCY MORTGAGE SECURITIES (CMOS)
Max % (MV) 100.0 8.8 Compliant
Max % Issuer (MV; Agencies & Agency CMOs) 30.0 8.1 Compliant Max Maturity (Years) 5.0 4.7 Compliant
ASSET-BACKED SECURITIES (ABS)
Max % (MV; Non Agency ABS & MBS) 20.0 8.6 Compliant
Max % Issuer (MV) 5.0 1.0 Compliant
Max Maturity (Years) 5 4 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant
BANKERS' ACCEPTANCES
Max % (MV) 40.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Days) 180 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1) 0.0 0.0 Compliant
CERTIFICATE OF DEPOSIT PLACEMENT SERVICE
(CDARS)
Max % (MV) 30.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant
COLLATERALIZED TIME DEPOSITS (NON-
NEGOTIABLE CD/TD)
Max % (MV) 20.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant
COMMERCIAL PAPER
Max % (MV) 25.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Days) 270 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1) 0.0 0.0 Compliant
CORPORATE MEDIUM TERM NOTES
Max % (MV) 30.0 19.5 Compliant
16 Item: 4
68 STATEMENT OF COMPLIANCE
Lake Forest Cons | Account #11085 | As of September 30, 2024 Rules Name Limit Actual Compliance
Status Notes
Max % Issuer (MV) 5.0 1.0 Compliant
Max Maturity (Years) 5 4 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant
FDIC INSURED TIME DEPOSITS (NON-NEGOTIABLE
CD/TD)
Max % (MV) 20.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
FEDERAL AGENCIES
Max % (MV) 100.0 9.6 Compliant
Max % Issuer (MV; Agencies & Agency CMOs) 30.0 8.1 Compliant Max Callables (MV) 20.0 0.0 Compliant
Max Maturity (Years) 5 3 Compliant
LOCAL AGENCY INVESTMENT FUND (LAIF)
Max Concentration (MV) 75.0 8.7 Compliant
LOCAL GOVERNMENT INVESTMENT POOL (LGIP)
Max % (MV) 100.0 23.2 Compliant
MONEY MARKET MUTUAL FUNDS
Max % (MV) 20.0 0.2 Compliant
Max % Issuer (MV) 20.0 0.2 Compliant
Min Rating (AAA by 2) 0.0 0.0 Compliant
MORTGAGE -BACKED SECURITIES (NON-AGENCY)
Max % (MV) 20.0 8.8 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant
MUNICIPAL SECURITIES (CA, LOCAL AGENCY)
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant
17 Item: 4
69 STATEMENT OF COMPLIANCE
Lake Forest Cons | Account #11085 | As of September 30, 2024 Rules Name Limit Actual Compliance
Status Notes
MUNICIPAL SECURITIES (CA, OTHER STATES)
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant
MUTUAL FUNDS
Max % (MV) 20.0 0.0 Compliant
Max % Issuer (MV) 10.0 0.0 Compliant
Min Rating (AAA by 2) 0.0 0.0 Compliant
NEGOTIABLE CERTIFICATES OF DEPOSIT (NCD)
Max % (MV) 25.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1 if > FDIC Limit) 0.0 0.0 Compliant
REPURCHASE AGREEMENTS
Max Maturity (Years) 1.0 0.0 Compliant
SUPRANATIONAL OBLIGATIONS
Max % (MV) 30.0 2.0 Compliant
Max % Issuer (MV) 10.0 1.4 Compliant
Max Maturity (Years) 5 3 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant
U.S. TREASURIES
Max % (MV) 100.0 23.8 Compliant
Max Maturity (Years) 5 4 Compliant
18 Item: 4
70 PORTFOLIO CHARACTERISTICS
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Benchmark* 9/30/2024
Portfolio
6/30/2024
Portfolio
Average Maturity (yrs) 2.76 3.12 3.10
Average Modified Duration 2.58 2.62 2.61
Average Purchase Yield 4.60% 4.66%
Average Market Yield 3.65% 3.92% 4.91%
Average Quality** AA+ AA AA+
Total Market Value 151,495,894 146,454,452
*Benchmark: ICE BofA 1-5 Year Unsubordinated US Treasury & Agency Index **The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. 19 Item: 4
71 SECTOR DISTRIBUTION
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Sector as a Percentage of Market Value
Sector 09/30/2024 06/30/2024
US Treasury 32.78% 32.66%
Corporate 26.87% 26.20%
Agency 13.24% 15.41%
Agency CMBS 12.16% 10.87%
ABS 11.93% 11.74%
Supras 2.77% 2.79%
Money Mkt Fd 0.25% 0.15%
Cash 0.00% 0.18%
20 Item: 4
72 DURATION DISTRIBUTION
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Date 0-.25 .25-.5 .5-1 1-2 2-3 3-4 4-5 5-7 7+
09/30/2024 0.3% 0.0% 11.6% 23.5% 18.9% 31.2% 14.5% 0.0% 0.0% 06/30/2024 0.3% 0.0% 13.7% 26.3% 12.0% 30.0% 14.2% 0.0% 0.0% 21 Item: 4
73 ISSUERS
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Issuer Investment Type % Portfolio
United States US Treasury 32.78%
FHLMC Agency CMBS 12.16%
Farm Credit System Agency 11.03%
Federal Home Loan Banks Agency 2.21%
Inter-American Development Bank Supras 1.89%
American Express Credit Master Trust ABS 1.79%
Chase Issuance Trust ABS 1.46%
Guardian Life Global Funding Corporate 1.41%
Royal Bank of Canada Corporate 1.37%
Toyota Motor Corporation Corporate 1.37%
Deere & Company Corporate 1.36%
New York Life Insurance Company Corporate 1.36%
UnitedHealth Group Incorporated Corporate 1.36%
Northwestern Mutual Global Funding Corporate 1.36%
Honda Auto Receivables Owner Trust ABS 1.35%
Prologis, Inc. Corporate 1.32%
BMW Vehicle Owner Trust ABS 1.31%
Massachusetts Mutual Life Insurance Corporate 1.29%
Duke Energy Corporation Corporate 1.15%
Met Tower Global Funding Corporate 1.13%
The Home Depot, Inc. Corporate 1.05%
Amazon.com, Inc. Corporate 1.02%
Walmart Inc. Corporate 1.00%
Toyota Auto Receivables Owner Trust ABS 0.99%
Bank of America Credit Card Trust ABS 0.99%
PepsiCo, Inc. Corporate 0.92%
John Deere Owner Trust ABS 0.91%
International Finance Corporation Supras 0.88%
GM Financial Securitized Term ABS 0.88%
Verizon Master Trust ABS 0.74%
22 Item: 4
74 ISSUERS
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Issuer Investment Type % Portfolio
The Toronto-Dominion Bank Corporate 0.70%
Caterpillar Inc. Corporate 0.69%
Bank of America Corporation Corporate 0.68%
JPMorgan Chase & Co. Corporate 0.68%
NextEra Energy, Inc. Corporate 0.67%
BNY Mellon Corp Corporate 0.67%
Realty Income Corporation Corporate 0.67%
National Rural Utilities Cooperative Corporate 0.67%
Morgan Stanley Corporate 0.67%
Public Service Enterprise Group Inco Corporate 0.66%
Meta Platforms, Inc. Corporate 0.57%
Chubb Limited Corporate 0.54%
Cisco Systems, Inc. Corporate 0.54%
Honda Auto Receivables 2024-3 Owner ABS 0.49%
Hyundai Auto Lease Securitization Tr ABS 0.39%
GM Financial Automobile Leasing Trus ABS 0.36%
Mercedes-Benz Auto Lease Trust ABS 0.26%
Federated Hermes, Inc. Money Mkt Fd 0.25%
Cash Cash 0.00%
TOTAL 100.00%
23 Item: 4
75 3 Months 12 Months 2 Years 3 Years 5 Years 10 Years Since Inception
TOTAL RATE OF RETURN
Lake Forest Operating Reserve 3.46% 8.06% 6.84%
Benchmark 3.37% 7.44% 6.27%
*Periods over 1 year are annualized.
Benchmark: ICE BofA 1-5 Year Unsubordinated US Treasury & Agency Index Total rate of return: A measure of a portfolio’s performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending market value; it includes interest earnings, realized and unrealized gains and losses in the portfolio. Realized rate of return: A measure of a portfolio’s return over time. It is the internal rate which equates the beginning book value of the portfolio with the ending book value; it includes interest earnings, realized gains and losses in the portfolio.
INVESTMENT PERFORMANCE
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 TotalRate of Return : Inception | 08/01/2023
0.00%
1.00%
2.00%
3.00%
4.00%
5.00%
6.00%
7.00%
8.00%
9.00%
3 months 12 months Since Inception
Lake Forest Operating Reserve Benchmark
24 Item: 4
76 PORTFOLIO CHARACTERISTICS
Lake Forest Reporting | Account #11084 | As of September 30, 2024 9/30/2024
Portfolio
6/30/2024
Portfolio
Average Maturity (yrs) 0.00 0.00
Average Modified Duration 0.00 0.00
Average Purchase Yield 4.99% 5.22%
Average Market Yield 4.99% 5.22%
Average Quality** AAA AAA
Total Market Value 56,699,449 62,045,207
*Benchmark: NO BENCHMARK REQUIRED
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. 25 Item: 4
77 SECTOR DISTRIBUTION
Lake Forest Reporting | Account #11084 | As of September 30, 2024 Sector as a Percentage of Market Value
Sector 09/30/2024 06/30/2024
LGIP 84.49% 76.18%
LAIF 15.29% 23.57%
Cash 0.22% 0.25%
26 Item: 4
78 CONSOLIDATED INFORMATION
27 Item: 4
79 PORTFOLIO CHARACTERISTICS
Lake Forest Cons | Account #11085 | As of September 30, 2024 9/30/2024
Portfolio
6/30/2024
Portfolio
Average Maturity (yrs) 2.27 2.17
Average Modified Duration 1.90 1.83
Average Purchase Yield 4.71% 4.83%
Average Market Yield 4.22% 5.00%
Average Quality** AA+ AA+
Total Market Value 208,195,343 208,499,659
*Benchmark: NO BENCHMARK REQUIRED
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. 28 Item: 4
80 SECTOR DISTRIBUTION
Lake Forest Cons | Account #11085 | As of September 30, 2024 Sector as a Percentage of Market Value
Sector 09/30/2024 06/30/2024
US Treasury 23.79% 22.90%
LGIP 23.18% 22.76%
Corporate 19.50% 18.37%
Agency 9.61% 10.80%
Agency CMBS 8.83% 7.62%
ABS 8.66% 8.23%
LAIF 4.19% 7.04%
Supras 2.01% 1.96%
Money Mkt Fd 0.18% 0.10%
Cash 0.06% 0.20%
29 Item: 4
81 PORTFOLIO HOLDINGS
30 Item: 4
82 HOLDINGS REPORT
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
ABS
47800AAC4 JDOT 2022-B A3 3.74 02/16/2027 879,041.19 06/13/2023
5.36%
856,996.49
864,847.28
99.44 4.62%
874,138.95
1,461.16
0.58%
9,291.67
Aaa/NA
AAA
2.38 0.66
43815JAC7 HAROT 2023-1 A3 5.04
04/21/2027 1,500,000.00 --
5.21%
1,496,640.63
1,497,745.16
100.51
4.49%
1,507,584.30
2,100.00
1.01%
9,839.14
Aaa/NA
AAA
2.56 0.84
44934FAD7 HALST 24B A3 5.41 05/17/2027 570,000.00 05/14/2024
5.41%
569,984.15
569,986.07
101.70
4.37%
579,694.10
1,370.53
0.39%
9,708.04
NA/AAA
AAA
2.63 1.54
02582JJT8 AMXCA 2022-2 A 3.39 05/17/2027 930,000.00 06/12/2023
5.09%
901,954.69
918,366.28
99.28 4.61%
923,304.93
1,401.20
0.62%
4,938.65
NA/AAA
AAA
0.62 0.60
36269WAD1 GMALT 2024-2 A3 5.39
07/20/2027 525,000.00 05/07/2024
5.85%
524,969.50
524,973.13
101.83
4.31%
534,607.34
864.65
0.36%
9,634.21
NA/AAA
AAA
2.80 1.59
89239HAD0 TAOT 2022-D A3 5.3 09/15/2027 1,480,000.00 06/12/2023
5.09%
1,488,093.75
1,484,929.89
100.83
4.41%
1,492,261.80
3,486.22
0.99%
7,331.91
Aaa/NA
AAA
2.96 0.87
161571HS6 CHAIT 2022-1 A 3.97 09/15/2027 1,500,000.00 06/05/2023
4.85%
1,473,046.88
1,481,624.27
99.68 4.35%
1,495,161.75
2,646.67
1.00%
13,537.49
NR/AAA
AAA
2.96 0.92
05522RDE5 BACCT 2022-1 A 3.53 06/16/2025 1,500,000.00 06/06/2023
5.03%
1,458,222.66
1,485,415.31
99.31 4.56%
1,489,700.25
2,353.33
0.99%
4,284.94
Aaa/NA
AAA
0.71 0.68
58770JAD6 MBALT 2024-A A3 5.32
01/18/2028 385,000.00 05/17/2024
5.73%
384,954.95
384,959.37
102.19
4.33%
393,441.66
910.31
0.26%
8,482.29
Aaa/NA
AAA
3.30 2.06
362583AD8 GMCAR 2023-2 A3 4.47
02/16/2028 1,000,000.00 07/12/2023
5.11%
986,328.13
989,953.86
100.13
4.38%
1,001,346.00
1,862.50
0.67%
11,392.14
Aaa/AAA
NA
3.38 1.05
05592XAD2 BMWOT 2023-A A3 5.47
02/25/2028 1,275,000.00 --
5.26%
1,280,732.52
1,278,771.90
101.24
4.43%
1,290,803.75
1,162.38
0.86%
12,031.85
NA/AAA
AAA
3.41 1.12
477920AC6 JDOT 2023-B A3 5.18 03/15/2028 485,000.00 06/21/2023
5.51%
484,919.10
484,940.79
101.16
4.41%
490,622.07
1,116.58
0.33%
5,681.28
Aaa/NA
AAA
3.46 1.40
92348KBL6 VZMT 2023-2 A 4.89 04/13/2028 1,115,000.00 07/25/2023
5.56%
1,103,937.11
1,106,712.47
100.09
5.22%
1,115,963.69
1,666.00
0.74%
9,251.23
NA/AAA
AAA
3.54 0.53
02582JJZ4 AMXCA 2023-1 A 4.87 05/15/2026 570,000.00 06/07/2023
4.92%
569,949.44
569,964.04
101.19
4.14%
576,810.19
1,233.73
0.38%
6,846.15
NA/AAA
AAA
1.62 1.53
36267KAD9 GMCAR 2023-3 A3 5.45
06/16/2028 315,000.00 07/11/2023
5.66%
314,987.84
314,990.82
101.49
4.37%
319,701.53
715.31
0.21%
4,710.71
Aaa/AAA
NA
3.71 1.30
161571HT4 CHAIT 2023-1 A 5.16 09/15/2028 680,000.00 09/07/2023
5.17%
679,811.50
679,850.91
102.17
4.04%
694,758.99
1,559.47
0.46%
14,908.08
NR/AAA
AAA
3.96 1.82
31 Item: 4
83 HOLDINGS REPORT
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
437930AC4 HONDO-242-A3 5.27 11/20/2028 500,000.00 05/14/2024
5.27%
499,939.25
499,944.16
102.19
4.16%
510,946.50
951.53
0.34%
11,002.34
NA/AAA
AAA
4.14 1.86
096919AD7 BMWOT 2024-A A3 5.18
02/26/2029 655,000.00 06/04/2024
5.24%
654,900.51
654,906.98
102.19
4.05%
669,359.37
565.48
0.45%
14,452.38
Aaa/AAA
NA
4.41 1.84
43813YAC6 HAROT 2024-3 A3 4.57
03/21/2029 735,000.00 08/09/2024
4.62%
734,884.53
734,887.36
100.97
4.15%
742,099.51
933.04
0.49%
7,212.15
Aaa/NA
AAA
4.47 2.07
02582JKH2 AMXCA 2024-1 A 5.23 04/16/2029 1,155,000.00 04/16/2024
5.30%
1,154,763.23
1,154,784.19
102.98
4.03%
1,189,467.16
2,684.73
0.79%
34,682.98
NA/AAA
AAA
4.54 2.33
17,620,016.86 100.79 17,891,773.87 11.93% Aaa/AAA 2.95
Total ABS 17,754,041.19 5.20% 17,682,554.25 4.41% 31,044.82 209,219.62 AAA 1.20 AGENCY
3130AWER7 FEDERAL HOME LOAN BANKS
4.625 06/06/2025 1,500,000.00 06/09/2023
4.67%
1,498,755.00
1,499,574.12
100.37
4.06%
1,505,548.22
22,161.46
1.00%
5,974.09
Aaa/AA+
AA+
0.68 0.66
3130AWLY4 FEDERAL HOME LOAN BANKS
5.125 06/13/2025 1,800,000.00 07/18/2023
4.82%
1,809,828.00
1,803,605.96
100.67
4.14%
1,811,997.63
27,675.00
1.21%
8,391.67
Aaa/AA+
AA+
0.70 0.67
3133EPRS6 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.875 07/28/2025 2,400,000.00 07/25/2023
5.00%
2,394,528.00
2,397,754.31
100.76
3.92%
2,418,217.80
20,475.00
1.61%
20,463.49
Aaa/AA+
AA+
0.82 0.80
3133EPMB8 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.125 12/08/2025 3,500,000.00 06/08/2023
4.39%
3,478,545.00
3,489,824.74
100.30
3.86%
3,510,640.91
45,317.71
2.34%
20,816.17
Aaa/AA+
AA+
1.19 1.13
3133EPPR0 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.625 04/10/2026 3,500,000.00 07/25/2023
4.74%
3,490,375.00
3,494,588.98
101.20
3.81%
3,541,977.32
76,890.63
2.36%
47,388.34
Aaa/AA+
AA+
1.53 1.43
3133EPNG6 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.375 06/23/2026 3,500,000.00 06/20/2023
4.39%
3,498,145.00
3,498,933.71
101.21
3.64%
3,542,287.60
41,684.03
2.36%
43,353.88
Aaa/AA+
AA+
1.73 1.64
3133EPNH4 FEDERAL FARM CREDIT BANKS
FUNDING CORP 3.875 06/21/2028 3,500,000.00 06/21/2023
4.06%
3,470,831.00
3,478,279.08
100.82
3.64%
3,528,637.84
37,673.61
2.35%
50,358.76
Aaa/AA+
AA+
3.73 3.41
19,641,007.00 100.81 19,859,307.31 13.24% Aaa/AA+ 1.67
Total Agency 19,700,000.00 4.53% 19,662,560.90 3.82% 271,877.43 196,746.41 AA+ 1.56
AGENCY CMBS
3137BVZ82 FHMS K-063 A2 3.43 01/25/2027 2,500,000.00 06/06/2023
4.45%
2,415,429.69
2,446,591.08
98.82 3.92%
2,470,431.25
7,145.83
1.65%
23,840.17
Aaa/AA+
AAA
2.32 2.06
32 Item: 4
84 HOLDINGS REPORT
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
3137FBU79 FHMS K-069 A2 3.187 09/25/2027 2,336,767.81 06/30/2023
4.62%
2,210,618.86
2,248,264.10
97.89 3.92%
2,287,434.20
6,206.07
1.52%
39,170.10
Aaa/AAA
AA+
2.99 2.70
3137FCLD4 FHMS K-071 A2 3.286 11/25/2027 1,300,000.00 06/07/2023
4.42%
1,240,281.25
1,258,147.06
98.17 3.87%
1,276,214.03
3,559.83
0.85%
18,066.97
Aaa/AA+
AAA
3.15 2.90
3137FETN0 FHMS K-073 A2 3.35 01/25/2028 2,500,000.00 06/06/2023
4.27%
2,403,027.34
2,430,936.78
98.31 3.87%
2,457,754.50
6,979.17
1.64%
26,817.72
Aaa/AA+
AAA
3.32 2.99
3137F4D41 FHMS K-074 A2 3.6 01/25/2028 2,500,000.00 07/25/2023
4.73%
2,386,035.15
2,416,392.91
99.01 3.88%
2,475,198.50
7,500.00
1.65%
58,805.59
Aaa/AA+
AAA
3.32 3.01
3137FGR31 FHMS K-078 A2 3.854 06/25/2028 2,500,000.00 06/22/2023
4.35%
2,443,261.72
2,457,815.23
99.60 3.93%
2,489,910.25
8,029.17
1.66%
32,095.02
Aaa/AA+
AAA
3.74 3.30
3137H5YC5 FHMS K-748 A2 2.26 01/25/2029 1,500,000.00 04/11/2024
4.94%
1,332,714.84
1,349,044.83
93.32 3.97%
1,399,737.00
2,825.00
0.93%
50,692.17
Aaa/AA+
AAA
4.32 3.95
3137FLMV3 FHMS K-090 A2 3.422 02/25/2029 1,500,000.00 03/18/2024
4.70%
1,416,093.75
1,425,248.88
97.86 3.93%
1,467,951.30
4,277.50
0.98%
42,702.42
Aaa/AAA
AA+
4.41 3.96
3137FMCR1 FHMS K-093 A2 2.982 05/25/2029 2,000,000.00 09/19/2024
3.82%
1,929,531.25
1,929,824.87
96.00 3.94%
1,919,926.60
4,970.00
1.28%
(9,898.27)
Aaa/AA+
AAA
4.65 4.11
Total Agency CMBS 18,636,767.81 4.46%
17,776,993.85
17,962,265.71
97.92 3.91%
18,244,557.63
51,492.57
12.16%
282,291.92
Aaa/AA+
AAA
3.49 3.14
CASH
CCYUSD Receivable 4,283.41 --
0.00%
4,283.41
4,283.41
1.00 0.00%
4,283.41
0.00 0.00%
0.00 Aaa/AAA
AAA
0.00 0.00
Total Cash 4,283.41 0.00%
4,283.41
4,283.41
1.00 0.00%
4,283.41
0.00 0.00%
0.00 Aaa/AAA
AAA
0.00 0.00
CORPORATE
63743HFH0
NATIONAL RURAL UTILITIES
COOPERATIVE FINANCE CORP 4.45
03/13/2026
1,000,000.00 06/08/2023
4.73%
992,710.00
996,170.03
100.49
4.10%
1,004,883.58
2,225.00
0.67%
8,713.55
A2/A-
A
1.45 1.31
64952WFB4 NEW YORK LIFE GLOBAL FUNDING
4.7 04/02/2026 1,000,000.00 06/05/2023
4.89%
994,890.00
997,281.28
100.91
4.07%
1,009,075.27
23,369.44
0.67%
11,793.99
Aaa/AA+
AAA
1.50 1.41
66815L2L2 NORTHWESTERN MUTUAL
GLOBAL FUNDING 4.7 04/06/2026 1,000,000.00 07/06/2023
5.50%
979,860.00
988,893.83
100.82
4.13%
1,008,249.75
22,847.22
0.67%
19,355.92
Aaa/AA+
AAA
1.51 1.42
33 Item: 4
85 HOLDINGS REPORT
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
57629W6F2 MASSMUTUAL GLOBAL FUNDING
II 4.5 04/10/2026 1,000,000.00 06/20/2023
5.12%
983,900.00
991,249.66
100.65
4.06%
1,006,505.42
21,375.00
0.67%
15,255.76
Aa3/AA+
AA+
1.53 1.43
756109BF0 REALTY INCOME CORP 4.875
06/01/2026 1,000,000.00 06/07/2023
5.20%
991,130.00
995,043.24
100.87
4.33%
1,008,661.84
16,250.00
0.67%
13,618.60
A3/A-
NA
1.67 1.34
24422EWX3 JOHN DEERE CAPITAL CORP 4.75
06/08/2026 1,000,000.00 06/05/2023
4.71%
1,000,940.00
1,000,527.46
101.40
3.88%
1,014,045.10
14,909.72
0.68%
13,517.64
A1/A
A+
1.69 1.59
58989V2F0 MET TOWER GLOBAL FUNDING
5.4 06/20/2026 1,000,000.00 06/12/2023
5.38%
1,000,440.00
1,000,251.71
102.11
4.11%
1,021,088.08
15,150.00
0.68%
20,836.37
Aa3/AA-
AA-
1.72 1.61
26444HAC5 DUKE ENERGY FLORIDA LLC 3.2
01/15/2027 1,000,000.00 06/13/2023
4.65%
952,650.00
969,782.75
98.35 3.96%
983,534.07
6,755.56
0.66%
13,751.32
A1/A
WR
2.29 2.17
74340XBN0 PROLOGIS LP 2.125 04/15/2027 1,000,000.00 06/07/2023
4.78%
907,480.00
939,065.77
95.35 4.07%
953,487.73
9,798.61
0.64%
14,421.96
A3/A
WR
2.54 2.41
06406RBQ9 BANK OF NEW YORK MELLON
CORP 4.947 04/26/2027 1,000,000.00 06/08/2023
5.17%
993,950.00
996,685.34
100.97
4.90%
1,009,680.20
21,299.58
0.67%
12,994.86
A1/A
AA-
2.57 1.47
89236TKJ3 TOYOTA MOTOR CREDIT CORP
4.55 09/20/2027 1,000,000.00 06/05/2023
4.63%
996,860.00
997,826.46
101.61
3.97%
1,016,093.32
1,390.28
0.68%
18,266.86
A1/A+
A+
2.97 2.75
40139LBG7 GUARDIAN LIFE GLOBAL FUNDING
5.55 10/28/2027 1,000,000.00 06/13/2023
5.09%
1,017,710.00
1,012,450.27
104.06
4.13%
1,040,642.99
23,587.50
0.69%
28,192.72
Aa1/AA+
NA
3.08 2.75
023135CP9 AMAZON.COM INC 4.55
12/01/2027 1,500,000.00 06/29/2023
4.71%
1,490,595.00
1,493,255.47
102.09
3.84%
1,531,308.69
22,750.00
1.02%
38,053.22
A1/AA
AA-
3.17 2.82
78016FZW7 ROYAL BANK OF CANADA 4.9
01/12/2028 1,000,000.00 07/25/2023
5.26%
985,680.00
989,475.24
102.37
4.12%
1,023,749.14
10,752.78
0.68%
34,273.90
A1/A
AA-
3.28 2.98
91324PEP3 UNITEDHEALTH GROUP INC 5.25
02/15/2028 1,000,000.00 07/06/2023
5.02%
1,009,290.00
1,006,761.99
104.07
3.95%
1,040,669.19
6,708.33
0.69%
33,907.20
A2/A+
A
3.38 2.99
931142FB4 WALMART INC 3.9 04/15/2028 1,500,000.00 06/13/2023
4.39%
1,468,365.00
1,476,855.93
100.49
3.75%
1,507,310.60
26,975.00
1.00%
30,454.66
Aa2/AA
AA
3.54 3.15
61747YER2 MORGAN STANLEY 4.21
04/20/2028 1,000,000.00 07/19/2023
5.30%
963,360.00
975,082.66
99.80 4.87%
997,967.47
18,828.06
0.67%
22,884.81
A1/A-
A+
3.56 2.35
74456QBU9 PUBLIC SERVICE ELECTRIC AND
GAS CO 3.7 05/01/2028 1,000,000.00 06/05/2023
4.63%
959,700.00
970,551.74
98.71 4.09%
987,107.65
15,416.67
0.66%
16,555.91
A1/A
WR
3.59 3.27
341081GN1 FLORIDA POWER & LIGHT CO 4.4
05/15/2028 1,000,000.00 06/05/2023
4.62%
990,280.00
992,877.03
101.19
4.04%
1,011,927.13
16,622.22
0.67%
19,050.10
Aa2/A+
AA-
3.62 3.13
66815L2M0 NORTHWESTERN MUTUAL
GLOBAL FUNDING 4.9 06/12/2028 1,000,000.00 06/05/2023
4.85%
1,002,150.00
1,001,588.67
102.59
4.14%
1,025,889.50
14,836.11
0.68%
24,300.83
Aaa/AA+
AAA
3.70 3.31
34 Item: 4
86 HOLDINGS REPORT
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
64952WFD0 NEW YORK LIFE GLOBAL FUNDING
4.9 06/13/2028 1,000,000.00 06/06/2023
4.87%
1,001,450.00
1,001,072.22
102.62
4.13%
1,026,184.90
14,700.00
0.68%
25,112.68
Aaa/AA+
AAA
3.70 3.32
74340XCG4 PROLOGIS LP 4.875 06/15/2028 1,000,000.00 07/25/2023
5.06%
992,020.00
993,951.29
102.61
4.11%
1,026,127.54
14,354.17
0.68%
32,176.25
A3/A
NA
3.71 3.26
24422EXB0 JOHN DEERE CAPITAL CORP 4.95
07/14/2028 1,000,000.00 07/11/2023
4.96%
999,758.30
999,817.17
103.32
4.00%
1,033,185.39
10,587.50
0.69%
33,368.22
A1/A
A+
3.79 3.40
89115A2U5 TORONTO-DOMINION BANK 5.523
07/17/2028 1,000,000.00 07/10/2023
5.51%
1,000,690.00
1,000,523.07
104.61
4.19%
1,046,115.55
11,352.83
0.70%
45,592.48
A1/A
AA-
3.80 3.38
06051GKW8 BANK OF AMERICA CORP 4.948
07/22/2028 1,000,000.00 07/19/2023
5.44%
982,540.00
987,745.69
101.76
4.92%
1,017,575.06
9,483.67
0.68%
29,829.37
A1/A-
AA-
3.81 2.58
46647PDG8 JPMORGAN CHASE & CO 4.851
07/25/2028 1,000,000.00 07/20/2023
5.31%
983,510.00
988,408.47
101.74
4.84%
1,017,438.40
8,893.50
0.68%
29,029.93
A1/A-
AA-
3.82 2.59
26442CAX2 DUKE ENERGY CAROLINAS LLC
3.95 11/15/2028 750,000.00 11/27/2023
5.12%
711,870.00
718,326.65
99.68 4.03%
747,633.86
11,191.67
0.50%
29,307.20
Aa3/A
NA
4.13 3.71
91324PDP4 UNITEDHEALTH GROUP INC 3.875
12/15/2028 1,000,000.00 12/12/2023
4.77%
960,560.00
966,841.90
99.42 4.02%
994,248.09
11,409.72
0.66%
27,406.19
A2/A+
A
4.21 3.80
57629W5B2 MASSMUTUAL GLOBAL FUNDING
II 4.85 01/17/2029 900,000.00 01/09/2024
4.85%
899,883.00
899,899.52
102.85
4.12%
925,667.40
8,972.50
0.62%
25,767.87
Aa3/AA+
AA+
4.30 3.82
78016HZV5 ROYAL BANK OF CANADA 4.95
02/01/2029 1,000,000.00 06/20/2024
4.98%
998,800.00
998,872.60
103.12
4.15%
1,031,246.45
8,250.00
0.69%
32,373.85
A1/A
AA-
4.34 3.85
17275RBR2 CISCO SYSTEMS INC 4.85
02/26/2029 780,000.00 02/21/2024
4.86%
779,727.00
779,759.57
103.42
3.99%
806,662.91
3,677.92
0.54%
26,903.34
A1/AA-
NA
4.41 3.86
14913UAJ9 CATERPILLAR FINANCIAL SERVICES
CORP 4.85 02/27/2029 1,000,000.00 03/18/2024
4.84%
1,000,490.00
1,000,437.06
103.47
3.98%
1,034,698.56
4,580.56
0.69%
34,261.50
A2/A
A+
4.41 3.93
58989V2H6 MET TOWER GLOBAL FUNDING
5.25 04/12/2029 650,000.00 04/08/2024
5.30%
648,674.00
648,798.90
104.51
4.15%
679,298.76
16,019.79
0.45%
30,499.86
Aa3/AA-
AA-
4.53 3.93
89236TMF9 TOYOTA MOTOR CREDIT CORP
5.05 05/16/2029 1,000,000.00 05/21/2024
5.00%
1,002,080.00
1,001,930.20
103.74
4.15%
1,037,414.97
18,937.50
0.69%
35,484.77
A1/A+
A+
4.62 4.03
437076DC3 HOME DEPOT INC 4.75
06/25/2029 1,525,000.00 06/17/2024
4.88%
1,516,310.00
1,516,776.39
103.07
4.03%
1,571,836.44
19,316.67
1.05%
55,060.06
A2/A
A
4.73 4.10
713448FX1 PEPSICO INC 4.5 07/17/2029 1,335,000.00 07/15/2024
4.53%
1,332,930.75
1,333,016.87
103.07
3.79%
1,375,928.59
12,348.75
0.92%
42,911.72
A1/A+
NA
4.79 4.19
171239AL0 CHUBB INA HOLDINGS LLC 4.65
08/15/2029 793,000.00 08/12/2024
4.52%
797,480.60
797,363.28
102.32
4.12%
811,422.18
6,248.18
0.54%
14,058.89
A3/A
A
4.87 4.24
35 Item: 4
87 HOLDINGS REPORT
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
30303M8S4 META PLATFORMS INC 4.3
08/15/2029 836,000.00 08/12/2024
4.33%
834,702.24
834,735.64
101.54
3.95%
848,887.53
5,192.49
0.57%
14,151.88
Aa3/AA-
NA
4.87 4.27
40139LBJ1 GUARDIAN LIFE GLOBAL FUNDING
4.179 09/26/2029 1,075,000.00 09/23/2024
4.18%
1,075,000.00
1,075,000.00
99.68 4.25%
1,071,519.90
623.95
0.71%
(3,480.10)
Aa1/AA+
NA
4.99 4.45
Total Corporate 39,644,000.00 4.91%
39,200,415.89
39,334,953.03
101.70
4.13%
40,304,969.19
507,988.44
26.87%
970,016.15
A1/A+
AA-
3.44 2.99
MONEY MARKET
FUND
60934N807 FEDERATED HRMS GV O SVC 378,814.79 --
4.61%
378,814.79
378,814.79
1.00 4.61%
378,814.79
0.00 0.25%
0.00 Aaa/AAAm
AAA
0.00 0.00
Total Money Market
Fund 378,814.79 4.61%
378,814.79
378,814.79
1.00 4.61%
378,814.79
0.00 0.25%
0.00 Aaa/AAAm
AAA
0.00 0.00
SUPRANATIONAL
4581X0EK0 INTER-AMERICAN DEVELOPMENT
BANK 4.5 05/15/2026 2,800,000.00 06/27/2023
4.53%
2,797,844.00
2,798,779.51
101.03
3.84%
2,828,854.36
47,600.00
1.89%
30,074.86
Aaa/AAA
NA
1.62 1.53
45950KDD9 INTERNATIONAL FINANCE CORP
4.5 07/13/2028 1,280,000.00 07/06/2023
4.53%
1,278,579.20
1,278,926.04
103.31
3.56%
1,322,393.97
12,480.00
0.88%
43,467.93
Aaa/AAA
NA
3.79 3.43
Total Supranational 4,080,000.00 4.53%
4,076,423.20
4,077,705.55
101.76
3.75%
4,151,248.34
60,080.00
2.77%
73,542.79
Aaa/AAA
NA
2.31 2.14
US TREASURY
91282CHD6 UNITED STATES TREASURY 4.25
05/31/2025 1,500,000.00 06/05/2023
4.45%
1,494,257.81
1,498,083.30
100.02
4.21%
1,500,292.97
21,424.18
1.00%
2,209.67
Aaa/AA+
AA+
0.67 0.64
91282CHL8 UNITED STATES TREASURY 4.625
06/30/2025 1,350,000.00 07/06/2023
5.05%
1,339,294.92
1,345,978.20
100.35
4.14%
1,354,719.72
15,779.04
0.90%
8,741.52
Aaa/AA+
AA+
0.75 0.72
91282CGA3 UNITED STATES TREASURY 4.0
12/15/2025 3,500,000.00 06/16/2023
4.51%
3,458,027.34
3,479,683.20
100.16
3.86%
3,505,605.46
41,311.48
2.34%
25,922.26
Aaa/AA+
AA+
1.21 1.15
91282CHB0 UNITED STATES TREASURY 3.625
05/15/2026 3,500,000.00 06/05/2023
4.10%
3,454,609.38
3,475,022.48
99.84 3.73%
3,494,394.54
47,922.89
2.33%
19,372.06
Aaa/AA+
AA+
1.62 1.54
91282CEW7 UNITED STATES TREASURY 3.25
06/30/2027 3,500,000.00 06/06/2023
3.99%
3,404,160.16
3,435,288.73
99.16 3.57%
3,470,468.75
28,746.60
2.31%
35,180.02
Aaa/AA+
AA+
2.75 2.58
36 Item: 4
88 HOLDINGS REPORT
Lake Forest Operating Reserve | Account #11083 | As of September 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
91282CFU0 UNITED STATES TREASURY 4.125
10/31/2027 3,500,000.00 06/29/2023
4.23%
3,485,234.38
3,489,513.05
101.58
3.58%
3,555,371.09
60,417.80
2.37%
65,858.03
Aaa/AA+
AA+
3.08 2.83
91282CHE4 UNITED STATES TREASURY 3.625
05/31/2028 3,500,000.00 06/05/2023
3.81%
3,470,878.91
3,478,602.96
100.16
3.58%
3,505,468.75
42,638.32
2.34%
26,865.79
Aaa/AA+
AA+
3.67 3.36
91282CHK0 UNITED STATES TREASURY 4.0
06/30/2028 3,500,000.00 06/28/2023
4.00%
3,500,273.44
3,500,204.63
101.50
3.57%
3,552,363.29
35,380.43
2.37%
52,158.66
Aaa/AA+
AA+
3.75 3.42
91282CJF9 UNITED STATES TREASURY 4.875
10/31/2028 3,500,000.00 10/27/2023
4.79%
3,513,261.72
3,510,822.78
104.88
3.58%
3,670,898.42
71,402.85
2.45%
160,075.64
Aaa/AA+
AA+
4.08 3.62
91282CJN2 UNITED STATES TREASURY 4.375
11/30/2028 3,750,000.00 12/08/2023
4.26%
3,769,775.39
3,766,562.98
103.06
3.58%
3,864,843.75
55,135.76
2.58%
98,280.77
Aaa/AA+
AA+
4.17 3.74
91282CJR3 UNITED STATES TREASURY 3.75
12/31/2028 3,000,000.00 01/04/2024
3.97%
2,970,820.31
2,975,144.41
100.67
3.58%
3,020,156.25
28,430.71
2.01%
45,011.84
Aaa/AA+
AA+
4.25 3.86
91282CJW2 UNITED STATES TREASURY 4.0
01/31/2029 1,500,000.00 02/16/2024
4.31%
1,479,375.00
1,481,921.72
101.69
3.58%
1,525,312.50
10,108.70
1.02%
43,390.78
Aaa/AA+
AA+
4.34 3.93
91282CKG5 UNITED STATES TREASURY 4.125
03/31/2029 3,000,000.00 04/10/2024
4.57%
2,940,820.31
2,946,461.13
102.27
3.57%
3,068,085.93
339.97
2.05%
121,624.80
Aaa/AA+
AA+
4.50 4.08
91282CKP5 UNITED STATES TREASURY 4.625
04/30/2029 2,500,000.00 05/03/2024
4.48%
2,515,966.80
2,514,668.40
104.42
3.57%
2,610,546.88
48,386.55
1.74%
95,878.47
Aaa/AA+
AA+
4.58 4.04
91282CKT7 UNITED STATES TREASURY 4.5
05/31/2029 2,800,000.00 --
4.27%
2,828,750.00
2,827,155.72
104.00
3.56%
2,912,000.00
42,344.26
1.94%
84,844.28
Aaa/AA+
AA+
4.67 4.13
91282CKX8 UNITED STATES TREASURY 4.25
06/30/2029 1,500,000.00 07/18/2024
4.09%
1,510,605.47
1,510,171.16
102.92
3.57%
1,543,828.13
16,110.73
1.03%
33,656.97
Aaa/AA+
AA+
4.75 4.24
91282CLK5 UNITED STATES TREASURY 3.625
08/31/2029 3,000,000.00 09/11/2024
3.45%
3,023,554.69
3,023,320.83
100.30
3.56%
3,008,906.25
9,312.85
2.01%
(14,414.58)
Aaa/AA+
AA+
4.92 4.45
Total US Treasury 48,400,000.00 4.22%
48,159,666.03
48,258,605.69
101.61
3.64%
49,163,262.66
575,193.13
32.78%
904,656.97
Aaa/AA+
AA+
3.47 3.15
Total Portfolio 148,597,907.19 4.60%
146,857,621.02
147,361,743.33
100.73
3.92%
149,998,217.19
1,497,676.38
100.00%
2,636,473.86
Aa2/AA
AA
3.12 2.62
Total Market Value +
Accrued 151,495,893.56
37 Item: 4
89 HOLDINGS REPORT
Lake Forest Reporting | Account #11084 | As of September 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt
Price
Mkt
YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
CASH
CCYUSD Receivable 126,217.36 --
0.00%
126,217.36
126,217.36
1.00 0.00%
126,217.36
0.00 0.22%
0.00 Aaa/AAA
AAA
0.00 0.00
Total Cash 126,217.36 0.00%
126,217.36
126,217.36
1.00 0.00%
126,217.36
0.00 0.22%
0.00 Aaa/AAA
AAA
0.00 0.00
LAIF
90LAIF$00 Local Agency Investment Fund
State Pool 8,667,491.17 --
4.57%
8,667,491.17
8,667,491.17
1.00 4.57%
8,667,491.17
0.00 15.29%
0.00 NA/NA
NA
0.00 0.00
Total LAIF 8,667,491.17 4.57%
8,667,491.17
8,667,491.17
1.00 4.57%
8,667,491.17
0.00 15.29%
0.00 NA/NA
NA
0.00 0.00
LOCAL GOV
INVESTMENT POOL
90CAMP$00 CAMP 47,905,740.45 --
5.08%
47,905,740.45
47,905,740.45
1.00 5.08%
47,905,740.45
0.00 84.49%
0.00 NA/AAAm
AAA
0.00 0.00
Total Local Gov
Investment Pool 47,905,740.45 5.08%
47,905,740.45
47,905,740.45
1.00 5.08%
47,905,740.45
0.00 84.49%
0.00 NA/AAAm
AAA
0.00 0.00
Total Portfolio 56,699,448.98 4.99%
56,699,448.98
56,699,448.98
1.00 4.99%
56,699,448.98
0.00 100.00%
0.00 Aaa/AAA
AAA
0.00 0.00
Total Market Value +
Accrued 56,699,448.98
38 Item: 4
90 TRANSACTIONS
39 Item: 4
91 TRANSACTION LEDGER
Lake Forest Operating Reserve | Account #11083|07/01/2024 Through 09/30/2024| Transaction Type Settlement
Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest Pur/
Sold Total Amount Gain/Loss
ACQUISITIONS
Purchase 07/17/2024 713448FX1 1,335,000.00 PEPSICO INC 4.5 07/17/2029 99.845 4.53% (1,332,930.75) 0.00 (1,332,930.75) 0.00 Purchase 07/19/2024 91282CKX8 1,500,000.00
UNITED STATES
TREASURY 4.25
06/30/2029
100.707 4.09% (1,510,605.47) (3,291.44) (1,513,896.91) 0.00 Purchase 08/15/2024 30303M8S4 612,000.00 META PLATFORMS INC
4.3 08/15/2029 99.852 4.33% (611,094.24) (438.60) (611,532.84) 0.00 Purchase 08/15/2024 30303M8S4 224,000.00 META PLATFORMS INC
4.3 08/15/2029 99.825 4.34% (223,608.00) (160.53) (223,768.53) 0.00 Purchase 08/15/2024 171239AL0 554,000.00 CHUBB INA HOLDINGS LLC 4.65 08/15/2029 100.584 4.52% (557,235.36) (1,073.38) (558,308.74) 0.00 Purchase 08/15/2024 171239AL0 73,000.00 CHUBB INA HOLDINGS LLC 4.65 08/15/2029 100.562 4.52% (73,410.26) (141.44) (73,551.70) 0.00 Purchase 08/15/2024 171239AL0 166,000.00 CHUBB INA HOLDINGS LLC 4.65 08/15/2029 100.503 4.53% (166,834.98) (321.63) (167,156.61) 0.00 Purchase 08/21/2024 43813YAC6 735,000.00 HAROT 2024-3 A3 4.57 03/21/2029 99.984 4.66% (734,884.53) 0.00 (734,884.53) 0.00 Purchase 09/13/2024 91282CLK5 3,000,000.00
UNITED STATES
TREASURY 3.625
08/31/2029
100.785 3.45% (3,023,554.69) (3,905.39) (3,027,460.08) 0.00 Purchase 09/24/2024 3137FMCR1 2,000,000.00 FHMS K-093 A2 2.982 05/25/2029 96.477 3.82% (1,929,531.25) (3,810.33) (1,933,341.58) 0.00 Purchase 09/26/2024 40139LBJ1 1,075,000.00
GUARDIAN LIFE
GLOBAL FUNDING
4.179 09/26/2029
100.000 4.18% (1,075,000.00) 0.00 (1,075,000.00) 0.00
Total Purchase 11,274,000.00 (13,142.74) (11,251,832.27) 0.00 TOTAL
ACQUISITIONS 11,274,000.00 (13,142.74) (11,251,832.27) 0.00
DISPOSITIONS
Sale 07/17/2024 91282CHL8 (800,000.00)
UNITED STATES
TREASURY 4.625
06/30/2025
99.746 5.05% 797,968.75 1,709.24 799,677.99 1,017.96
40 Item: 4
92 TRANSACTION LEDGER
Lake Forest Operating Reserve | Account #11083|07/01/2024 Through 09/30/2024| Transaction Type Settlement
Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest Pur/
Sold Total Amount Gain/Loss
Sale 07/19/2024 91282CHL8 (1,350,000.00)
UNITED STATES
TREASURY 4.625
06/30/2025
99.758 5.05% 1,346,730.47 3,223.68 1,349,954.15 1,846.43 Sale 08/13/2024 3130AWER7 (1,200,000.00)
FEDERAL HOME
LOAN BANKS 4.625
06/06/2025
99.944 4.67% 1,199,328.00 10,329.17 1,209,657.17 (263.98) Sale 08/13/2024 46647PCZ7 (1,000,000.00) JPMORGAN CHASE & CO 4.08 04/26/2026 99.159 4.87% 991,590.00 12,126.67 1,003,716.67 (506.11) Sale 08/21/2024 61747YET8 (1,000,000.00) MORGAN STANLEY
4.679 07/17/2026 99.479 5.04% 994,790.00 4,419.06 999,209.06 (803.50) Sale 09/12/2024 3130AWLY4 (1,700,000.00)
FEDERAL HOME
LOAN BANKS 5.125
06/13/2025
100.544 4.82% 1,709,248.00 21,539.24 1,730,787.24 5,588.62 Sale 09/20/2024 91282CHD6 (2,000,000.00)
UNITED STATES
TREASURY 4.25
05/31/2025
100.016 4.45% 2,000,312.50 26,010.93 2,026,323.43 2,984.27 Sale 09/24/2024 06051GLA5 (1,000,000.00)
BANK OF AMERICA
CORP 4.827
07/22/2026
100.086 5.17% 1,000,860.00 8,313.17 1,009,173.17 4,676.59 Total Sale 87,671.16 10,128,498.88 14,540.28
TOTAL DISPOSITIONS 87,671.16 10,128,498.88 14,540.28
41 Item: 4
93 TRANSACTION LEDGER
Lake Forest Reporting | Account #11084|07/01/2024 Through 09/30/2024| Transaction Type Settlement
Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest Pur/
Sold Total Amount Gain/Loss
ACQUISITIONS
Purchase 07/15/2024 90LAIF$00 161,675.63
Local Agency
Investment Fund State
Pool
1.000 4.53% (161,675.63) 0.00 (161,675.63) 0.00
Purchase 07/31/2024 90CAMP$00 217,522.53 CAMP 1.000 0.00% (217,522.53) 0.00 (217,522.53) 0.00 Purchase 08/29/2024 90LAIF$00 500,000.00
Local Agency
Investment Fund State
Pool
1.000 4.60% (500,000.00) 0.00 (500,000.00) 0.00
Purchase 08/30/2024 90CAMP$00 217,761.60 CAMP 1.000 0.00% (217,761.60) 0.00 (217,761.60) 0.00 Purchase 09/25/2024 90LAIF$00 2,500,000.00
Local Agency
Investment Fund State
Pool
1.000 4.57% (2,500,000.00) 0.00 (2,500,000.00) 0.00
Purchase 09/30/2024 90CAMP$00 206,758.60 CAMP 1.000 0.00% (206,758.60) 0.00 (206,758.60) 0.00 Total Purchase 3,803,718.36 0.00 (3,803,718.36) 0.00
TOTAL
ACQUISITIONS 3,803,718.36 0.00 (3,803,718.36) 0.00
DISPOSITIONS
Sale 07/18/2024 90LAIF$00 (1,600,000.00)
Local Agency
Investment Fund State
Pool
1.000 4.53% 1,600,000.00 0.00 1,600,000.00 0.00
Sale 07/24/2024 90LAIF$00 (1,000,000.00)
Local Agency
Investment Fund State
Pool
1.000 4.52% 1,000,000.00 0.00 1,000,000.00 0.00
Sale 08/08/2024 90LAIF$00 (2,350,000.00)
Local Agency
Investment Fund State
Pool
1.000 4.57% 2,350,000.00 0.00 2,350,000.00 0.00
Sale 08/08/2024 90LAIF$00 (420,000.00)
Local Agency
Investment Fund State
Pool
1.000 4.57% 420,000.00 0.00 420,000.00 0.00
Sale 08/14/2024 90LAIF$00 (500,000.00)
Local Agency
Investment Fund State
Pool
1.000 4.56% 500,000.00 0.00 500,000.00 0.00
42 Item: 4
94 TRANSACTION LEDGER
Lake Forest Reporting | Account #11084|07/01/2024 Through 09/30/2024| Transaction Type Settlement
Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest Pur/
Sold Total Amount Gain/Loss
Sale 09/04/2024 90LAIF$00 (2,500,000.00)
Local Agency
Investment Fund State
Pool
1.000 4.59% 2,500,000.00 0.00 2,500,000.00 0.00
Sale 09/19/2024 90LAIF$00 (750,000.00)
Local Agency
Investment Fund State
Pool
1.000 4.60% 750,000.00 0.00 750,000.00 0.00
Total Sale (9,120,000.00) 9,120,000.00 0.00 9,120,000.00 0.00 TOTAL DISPOSITIONS (9,120,000.00) 9,120,000.00 0.00 9,120,000.00 0.00 43 Item: 4
95 IMPORTANT DISCLOSURES
2024 Chandler Asset Management, Inc, An Independent Registered Investment Adviser.
Information contained herein is confidential. Prices are provided by ICE Data Services Inc (“IDS”), an independent pricing source. In the event IDS does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures. Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A.
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Ratings information have been provided by Moody’s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy.
Security level ratings for U.S. Agency issued mortgage-backed securities (“MBS”) reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody’s and Fitch respectively. 44 Item: 4
96 BENCHMARK DISCLOSURES
Benchmark Disclosure
ICE BofA 1-5 Yr Unsubordinated US Treasury
& Agency Index
The ICE BofA 1-5 Year Unsubordinated US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody’s, S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies. 45 Item: 4
97 CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: Finance
SUBJECT:
APPROVAL OF MEASURE M2 EXPENDITURE REPORT
RECOMMENDED ACTION(S):
1. Authorize the Director of Finance to submit the City of Lake Forest Annual Measure M2 Expenditure Report to the Orange County Transportation Authority.
2. Adopt a Resolution titled: A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF LAKE FOREST, CALIFORNIA, CONCERNING THE
MEASURE M2 EXPENDITURE REPORT FOR THE CITY OF LAKE
FOREST.
EXECUTIVE SUMMARY:
The renewed Measure M Transportation Ordinance and Investment Plan (“M2”), requires each local jurisdiction receiving M2 funding, to adopt, by resolution, and submit to the Orange County Transportation Authority (“OCTA”), an annual M2 Expenditure Report (“Report”) by December 31st of each year. The attached Report reflects the City’s financial accountability and compliance with M2 reporting requirements and demonstrates the City’s ongoing commitment to support the programs eligible to receive M2 funds (Attachment 1). The adoption of the attached resolution certifies the Report conforms to the OCTA-required templates and ensures the City remains eligible for future M2 funding (Attachment 2).
In Fiscal Year 2023-24, the City received $1,951,606 in M2 funds and expended approximately $1,480,083 of those funds for the Local Fair Share Program, which funds street resurfacing and slurry seal projects on various streets throughout the community. Additionally, the City received approximately $97,253 in M2 funds and expended approximately $84,040 of those funds for the Senior Mobility Program, which funds local, community-based transportation for senior residents. Any remaining funds are carried forward to help fund the City’s Programs in the next fiscal year.
Item: 5
98 BACKGROUND:
Measure M, as originally approved by Orange County voters in 1990 for 20 years, and renewed in 2006 for an additional 30 years, is a one-half cent ($0.005) sales tax for local and regional transportation improvements throughout Orange County. Programs under M2 focus on streets, freeways, and transit improvement projects that benefit the public and local economy. OCTA is entrusted to administer the funds to local jurisdictions. M2 funds specifically fund the City’s Local Fair Share Program, which funds street resurfacing and slurry seal projects on various streets throughout the community, and the Senior Mobility Program, which funds local, community-based transportation for senior residents.
DISCUSSION:
M2 funds augment local jurisdictions’ transportation improvement expenditures until 2041. Under M2, the City is required to demonstrate ongoing eligibility and conformance with the funding requirements by way of adopting an annual resolution and submitting an annual Report in a form satisfactory to the OCTA.
One of the funding requirements emphasizes financial accountability and requires each local agency to submit a Report to the OCTA each year.
Specifically, Ordinance No. 3 of the OCTA requires the following:
“Local jurisdictions must adopt and provide an annual expenditure report to OCTA to account for M2 funds, developer/traffic impact fees, and funds expended by the jurisdiction to satisfy maintenance of effort requirements.”
Pursuant to the above requirement, staff prepared the attached Report (Attachment 1) and proposed resolution (Attachment 2), which are required annually by December 31st following the City’s fiscal year end. The report includes all M2 net revenue, fund balances and interest earned, and identifies expenditures by activity type and fund source. In Fiscal Year 2023-24, the City expended approximately $1,480,083 of the $1,951,606 M2 funds received for the Local Fair Share Program, which funds street resurfacing and slurry seal projects on various streets throughout the community. In addition, the City expended $84,040 of the $97,253 M2 funds received for the Senior Mobility Program, which funds local, community-based transportation for senior residents.
Staff recommends the City Council authorize the Director of Finance to submit the Report for M2 funding activity for the Fiscal Year 2023-24 with the OCTA (Attachment 1), and to adopt the attached resolution (Attachment 2). These actions will ensure the City remains eligible for future M2 funding.
Item: 5
99 FISCAL IMPACT:
There is no fiscal impact associated with the recommended action. Timely filing of the Report ensures continued receipt of Measure M2 funding for the City’s Local Fair Share Program and Senior Mobility Program.
ATTACHMENTS:
1. M2 Expenditure Report Fiscal Year 2023-24
2. M2 Expenditure Report Resolution Fiscal Year 2023-24 Initiated By: Fauna Shrago, Finance Analyst
Submitted By: Kevin Shirah, Director of Finance/City Treasurer Approved By: Debra Rose, City Manager
Item: 5
100
ATTACHMENT 1
Item: 5
101
City/County of _______
M2 Expenditure Report
Fiscal Year Ended June 30, 2024
Beginning and Ending Balances
Schedule 1
Line
No. Amount Interest
A-M Freeway Projects 1 -$ -$ O Regional Capacity Program (RCP) 2 -$ -$ P Regional Traffic Signal Synchronization Program (RTSSP) 3 -$ -$ Q Local Fair Share 4 3,919,483.00$ 66,757$
R High Frequency Metrolink Service 5 -$ -$ S Transit Extensions to Metrolink 6 -$ -$ T Convert Metrolink Station(s) to Regional Gateways that connect Orange County with High-Speed Rail Systems 7 -$ -$ U Senior Mobility Program or Senior Non-Emergency Medical Program 8 200,943.00$ -$
V Community Based Transit/Circulators 9 -$ -$ W Safe Transit Stops 10 -$ -$ X Environmental Cleanup Program (Water Quality) 11 -$ -$ Other* 12 -$ -$
13 4,120,426.00$ 66,757$
Monies Made Available During Fiscal Year 14 2,051,040.00$ 227,739$ 15 6,171,466.00$ 294,496$
Expenditures During Fiscal Year 16 1,269,627.00$ 294,496$ A-M Freeway Projects 17 -$ -$ O Regional Capacity Program (RCP) 18 -$ -$ P Regional Traffic Signal Synchronization Program (RTSSP) 19 -$ -$ Q Local Fair Share 20 4,675,440.00$ 0$
R High Frequency Metrolink Service 21 -$ -$ S Transit Extensions to Metrolink 22 -$ -$ T Convert Metrolink Station(s) to Regional Gateways that connect Orange County with High-Speed Rail Systems 23 -$ -$ U Senior Mobility Program or Senior Non-Emergency Medical Program 24 226,399.00$ -$
V Community Based Transit/Circulators 25 -$ -$ W Safe Transit Stops 26 -$ -$ X Environmental Cleanup Program (Water Quality) 27 -$ -$ Other* 28 -$ -$
* Please provide a specific description
Balances at End of Fiscal Year
Balances at Beginning of Fiscal Year
Balances at Beginning of Fiscal Year
Description
Total Monies Available (Sum Lines 13 & 14)
Item: 5
102
City/County of ______ M2 Expenditure Report
Fiscal Year Ended June 30, 2024
Sources and Uses
Schedule 2
Line
No. Amount Interest
A-M Freeway Projects 1 -$ -$
O Regional Capacity Program (RCP) 2 -$ -$ P Regional Traffic Signal Synchronization Program (RTSSP) 3 -$ -$ Q Local Fair Share 4 1,951,606$ 217,677$
R High Frequency Metrolink Service 5 -$ -$ S Transit Extensions to Metrolink 6 -$ -$ T Convert Metrolink Station(s) to Regional Gateways that connect Orange County with High-Speed Rail Systems 7 -$ -$ U Senior Mobility Program or Senior Non-Emergency Medical Program 8 97,253$ 10,062$ V Community Based Transit/Circulators 9 -$ -$ W Safe Transit Stops 10 -$ -$
X Environmental Cleanup Program (Water Quality) 11 -$ -$ Other* 12 2,181$ -$
13 2,051,040$ 227,739$
A-M Freeway Projects 14 -$ -$
O Regional Capacity Program (RCP) 15 -$ -$ P Regional Traffic Signal Synchronization Program (RTSSP) 16 -$ -$ Q Local Fair Share 17 1,195,649$ 284,434$
R High Frequency Metrolink Service 18 -$ -$ S Transit Extensions to Metrolink 19 -$ -$ T Convert Metrolink Station(s) to Regional Gateways that connect Orange County with High-Speed Rail Systems
20 -$ -$
U Senior Mobility Program or Senior Non-Emergency Medical Program 21 71,797$ 10,062$ V Community Based Transit/Circulators 22 -$ -$ W Safe Transit Stops 23 -$ -$
X Environmental Cleanup Program (Water Quality) 24 -$ -$ Other* 25 2,181$ -$
26 1,269,627$ 294,496$
27 781,413$ (66,757)$
* Please provide a specific description
Note: Fare revenues collected and expended under the Senior Mobility Program totaled $2,181 during the fiscal year and are reported under the Other Revenue and Other Expenditure Categories.
TOTAL BALANCE (Subtract line 26 from 13)
TOTAL EXPENDITURES (Sum lines 14 to 25)
Description
Revenues:
TOTAL REVENUES (Sum lines 1 to 12)
Expenditures:
Item: 5
103
City/County of ________
M2 Expenditure Report
Fiscal Year Ended June 30, 2024
Streets and Roads Detailed Use of Funds
Schedule 3
Line
No. MOE Developer /
Impact Fees+ O O
Interest P P
Interest Q Q
Interest X X
Interest
Other
M22
Other
M2
Interest
Other* TOTAL
1 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ New Street Construction 2 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Street Reconstruction 3 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Signals, Safety Devices, & Street Lights 4 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Pedestrian Ways & Bikepaths 5 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Storm Drains 6 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Storm Damage 7 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 8 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Right of Way Acquisition 9 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 10 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Patching 11 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Overlay & Sealing 12 -$ -$ -$ -$ -$ -$ 1,195,649.00$ 284,434.00$ -$ -$ -$ -$ -$ 1,480,083$ Street Lights & Traffic Signals 13 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Storm Damage 14 -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Other Street Purpose Maintenance 15 712,822.00$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 712,822$ 16 712,822.00$ -$ -$ -$ -$ -$ 1,195,649.00$ 284,434.00$ -$ -$ -$ -$ -$ 2,192,905$ 17 -$ -$ -$ -$ -$ -$ -$ -$ -$ 71,797.00$ 10,062.00$ 2,181.00$ 84,040$ 18 712,822$ -$ -$ -$ -$ -$ 1,195,649$ 284,434$ -$ -$ 71,797$ 10,062$ 2,181$ 2,276,945$ 19 1 Includes direct charges for staff time Legend
2 Other M2 includes A-M, R,S,T,U,V, and W Project
+ Transportation related only A-M
* Please provide a specific description O
P
Q
R
S
T
U
V
W
X
Other
Total Maintenance1
GRAND TOTALS (Sum Lines 1, 10, 16, 17)
Type of Expenditure
Indirect and/or Overhead
Construction & Right-of-Way
Total Construction1
Total Construction & Right-of-Way
Maintenance
Environmental Cleanup Program (Water Quality)
Senior Mobility Program or Senior Non-Emergency Medical Program Community Based Transit/Circulators
Convert Metrolink Station(s) to Regional Gateways that connect Orange County with High-Speed Rail Systems
Freeway Projects
Regional Capacity Program (RCP)
Local Fair Share
Regional Traffic Signal Synchronization Program (RTSSP) Finance Director Confirmation
Any California State Constitution Article XIX streets and road eligible expenditure may be “counted” in local jurisdictions’ calculation of MOE if the activity is supported (funded) by a local jurisdictions’ discretionary funds (e.g. general fund).
The California State Controller also provides useful information on Article XIX and the Streets and Highways Code eligible expenditures in its “Guidelines Relating to Gas Tax Expenditures for Cities and Counties”. I have reviewed and am aware of these guidelines and their applicability in calculating and reporting on Maintenance of Effort expenditures.
Finance Director initial: _______________
Description
Transit Extensions to Metrolink
Safe Transit Stops
High Frequency Metrolink Service
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City/County of _______
M2 Expenditure Report
Fiscal Year Ended June 30, 2024
Local Fair Share Project List
Schedule 4
PROJECT NAME AMOUNT EXPENDED
Street Resurfacing and Slurry Seal Projects 1,480,083.00$ 1,480,083.00$
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City/County of _______
M2 Expenditure Report
Fiscal Year Ended June 30, 2024
Signature Page
Date
11 Jurisdictions are encouraged to submit MOE eligible expenditures higher than their MOE benchmark, so that should certain expenses be ruled ineligible during an MOE audit, the local jurisdiction still has sufficient MOE expenditures to demonstrate continued achievement of the MOE benchmark.
I hereby certify that:
☐ All the information attached herein and included in schedules 1 through 4 is true and accurate to the best of my knowledge;
☐ The interest earned on Net Revenues allocated pursuant to the Ordinance shall be expended only for those purposes for which the Net Revenues were allocated;
☐ The City/County of ____________________ is aware of the State Controller’s “Guidelines Relating to Gas Tax Expenditures for Cities and Counties”, which is a guide for determining MOE Expenditures for M2 Eligibility purposes;
☐ The City/County’s Expenditure Report is in compliance with direction provided in the State Controller’s “Guidelines Relating to Gas Tax Expenditures for Cities and Counties;” and ☐ The City/County of ___________________ has expended in this fiscal year an amount of local discretionary funds for streets and roads purposes at least equal to or exceeding the FY 2023-24 MOE benchmark dollar amount11.
Director of Finance (Print Name)
Signature
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ATTACHMENT 2
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RESOLUTION NO. 2024-__
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF LAKE FOREST, CALIFORNIA,
CONCERNING THE MEASURE M2 EXPENDITURE
REPORT FOR THE CITY OF LAKE FOREST
WHEREAS, local jurisdictions are required to meet eligibility requirements and submit eligibility verification packages to Orange County Transportation Authority (OCTA) in order to remain eligible to receive M2 funds; and
WHEREAS, local jurisdictions are required to adopt an annual M2 Expenditure Report as part of one of the eligibility requirements; and WHEREAS, local jurisdictions are required to account for Net Revenues, developer/traffic impact fees, and funds expended by local jurisdiction in the M2 Expenditure Report that satisfy the Maintenance of Effort requirements; and
WHEREAS, the M2 Expenditure Report shall include all Net Revenue fund balances, interest earned and expenditures identified by type and program or project; and
WHEREAS, the M2 Expenditure Report must be adopted and submitted to the OCTA each year within six months of the end of the local jurisdiction’s fiscal year to be eligible to receive Net Revenues as part of M2.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LAKE
FOREST DOES HEREBY RESOLVE, DETERMINE, FIND AND ORDER
AS FOLLOWS:
Section 1. The City of Lake Forest does hereby inform OCTA that:
a. The M2 Expenditure Report is in conformance with the template provided in the Measure M2 Eligibility Guidelines and accounts for Net Revenues including interest earned, expenditures during the fiscal year, and balances at the end of fiscal year.
b. The M2 Expenditure Report is hereby adopted by the City of Lake Forest.
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c. The City of Lake Forest Director of Finance is hereby authorized to sign and submit the M2 Expenditure Report to OCTA for the fiscal year ending June 30, 2024.
PASSED, APPROVED AND ADOPTED this 5 th day of November 2024, by the following vote, to wit:
MARK TETTEMER
MAYOR
ATTEST:
LISA BERGLUND
CITY CLERK
APPROVED AS TO FORM:
_____
MATTHEW E. RICHARDSON
CITY ATTORNEY
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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 November 2024, by the following vote, to wit:
AYES: COUNCIL MEMBERS:
NOES: COUNCIL MEMBERS:
ABSENT: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMBERS:
LISA BERGLUND
CITY CLERK
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CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: City Clerk
SUBJECT:
SECOND READING OF ORDINANCE APPROVING A DEVELOPMENT
AGREEMENT BETWEEN THE CITY OF LAKE FOREST AND GRIFFITHS
RANCH LLC
RECOMMENDED ACTION(S):
Conduct the second reading of and adopt an Ordinance entitled: AN
ORDINANCE OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST,
CALIFORNIA, APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE
CITY OF LAKE FOREST AND GRIFFITHS RANCH LLC FOR CERTAIN REAL
PROPERTY LOCATED WITHIN THE CITY OF LAKE FOREST PURSUANT TO CALIFORNIA GOVERNMENT CODE SECTION 65864 ET SEQ.
EXECUTIVE SUMMARY:
Great Scott Tree Care (“Great Scott“) is a tree trimming company specializing in long-term care of urban forests for municipalities, commercial properties, and homeowner associations. Services include tree health evaluation, tree trimming, tree removal, tree planting, and tree inventory and mapping. Great Scott is proposing to develop a contractor’s storage yard and open space on a 6.72-acre property at 20751 Linear Lane. The proposed project requires approval of a Development Agreement. The Development Agreement would guarantee the project applicant the right to develop the contractor’s storage yard and would require the project applicant provide a public benefit; in this case, the Development Agreement would require a $25,000 contribution from the applicant to support the City’s trail system expansion and improvement.
On October 15, 2024, the Council conducted the first reading of Ordinance 370.
Staff recommends that the Council conduct the second reading and adopt Ordinance 370.
FISCAL IMPACT:
There is minimal fiscal impact associated with the recommended action.
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ATTACHMENTS:
Ordinance 370
Initiated By: Thy Merritt, Assistant City Clerk
Submitted By: Lisa Berglund, City Clerk
Approved By: Debra Rose, City Manager
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Attachment
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ORDINANCE NO. ____
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
LAKE FOREST, CALIFORNIA, APPROVING A
DEVELOPMENT AGREEMENT BETWEEN THE CITY OF
LAKE FOREST AND GRIFFITHS RANCH LLC FOR
CERTAIN REAL PROPERTY LOCATED WITHIN THE CITY
OF LAKE FOREST PURSUANT TO CALIFORNIA
GOVERNMENT CODE SECTION 65864 ET SEQ.
WHEREAS, the City of Lake Forest (“City”) has found that development agreements strengthen the public planning process, encourage private participation in comprehensive planning by providing a greater degree of certainty in that process, reduce the economic costs of development, allow for the orderly planning of public improvements and services, allocate costs to achieve maximum utilization of public and private resources in the development process, and ensure that appropriate measures to enhance and protect the environment are achieved; and WHEREAS, pursuant to California Government Code section 65864 et seq ., the City of Lake Forest is authorized to enter into development agreements providing for the development of land under terms and conditions set forth therein; and
WHEREAS, Griffiths Ranch LLC proposes to develop a contractor’s storage yard, Great Scott Tree Care (“GSTC”) on Parcel 1 of Tentative Parcel Map (“TPM”) 2023-169, a two-parcel subdivision totaling 6.72-acres in the City of Lake Forest and located at 20751 Linear Lane. The entire subdivision is bounded by Linear Lane and industrial buildings to the west, Dimension Drive to the north, industrial buildings to the east adjacent to Prism Lane, and low-density residential uses to the south, and more particularly described in Exhibit “A”, attached hereto and incorporated herein by this reference (“Property”). Parcel 1 of TPM 2023-169 totals 2.05 acres and would be developed as a contractor’s storage yard including an administrative office, indoor storage facilities, a workshop, truck and vehicle parking spaces and a wood-chip storage area. Parcel 2 of TPM 2023-169 totals 4.67 acres and contains the Serrano Creek and Serrano Creek Regional Hiking and Riding Trail. Parcel 2 would remain Item: 6
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undeveloped, and the Serrano Creek Regional Hiking and Riding Trail would remain open for public use; and
WHEREAS, the Griffiths Ranch LLC Development Agreement is one component of several Project entitlements including a General Plan Amendment (“GPA”) 03-18-5145, a Zone Change (“ZC”) 03-18-5144, a Tentative Parcel Map (“TPM”) 2023-169, and a Use Permit (“UP”) 03-18- 5146, (collectively, the Project); and
WHEREAS, Lake Forest Municipal Code Section (“LFMC”)
9.194.080 requires a Development Agreement be processed whenever an amendment to the General Plan for property not owned by the City or Lake Forest Housing Authority is processed; and
WHEREAS, because of the logistics, magnitude of the expenditure and considerable lead time prerequisite to planning and developing the Project, Developer, as required by LFMC 9.194.080, is proposing to enter into a Development Agreement concerning the Project (“Development Agreement”) to provide assurances that the Project can proceed without disruption caused by a change in the City's planning policies and requirements except as provided in the Development Agreement, which assurance will thereby reduce the actual or perceived risk of planning for and proceeding with development of the Project; and
WHEREAS, the City desires the timely, efficient, orderly and proper development of the Project in furtherance of the goals of the General Plan; and
WHEREAS, the City Council has found that this Development Agreement is consistent with the City's General Plan because, among other things, it ensures the scale and character of the development fits with the existing community setting and is compatible with the surrounding uses, as described in the findings herein; and
WHEREAS, the City Council has determined that by entering into the Development Agreement: (i) the City will promote orderly growth and quality development on the Property in accordance with the goals and policies set forth in the General Plan; (ii) significant benefits will be created for City residents and the public generally from increased employment, housing, parks and or park improvements, and the public gathering opportunities created by the Project; and
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WHEREAS, it is the intent of the City and Developer to establish certain conditions and requirements related to review and development of the Project which are or will be the subject of subsequent development applications and land use entitlements for the Project as well as the Development Agreement; and
WHEREAS, the City and Developer have reached mutual agreement and desire to voluntarily enter into the Development Agreement to facilitate development of the Project subject to the conditions and requirements set forth therein; and
WHEREAS, the Project is considered a “Project” pursuant to the California Environmental Quality Act (CEQA); and
WHEREAS, a Draft Mitigated Negative Declaration (“MND”) evaluating potential environmental effects of and alternatives to the Project, was circulated for public review and comment between September 15, 2021 and October 12, 2021, then following some design changes recirculated between June 7, 2024, and July 8, 2024; and WHEREAS, a Final MND has been prepared and includes the Draft MND, comments on the Draft MND, responses to those comments, and all appropriate revisions to the Draft MND; and
WHEREAS, on August 8, 2024, the Planning Commission held a duly noticed public hearing and considered evidence prepared by staff and the City Attorney’s office, comments submitted in writing and orally before and at the hearing, and all other documents in the administrative record concerning the Project; and
WHEREAS, as provided by LFMC Section 9.194.040 the Planning Commission reviewed four aspects of the Development Agreement:
1. The permitted uses of the property;
2. The density or intensity of use;
3. The maximum height and size of proposed buildings; and
4. Provisions for reservations or dedication of land for public purposes; and
WHEREAS, the terms and conditions of the Development
Agreement have undergone review by the Planning Commission at a publicly noticed hearing and have been found to be fair, just, and reasonable, and consistent with the General Plan.
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NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF LAKE
FOREST DOES RESOLVE, DETERMINE, FIND AND ORDER AS
FOLLOWS:
SECTION 1. CALIFORNIA ENVIRONMENTAL QUALITY ACT
(“CEQA”): The City Council, using its independent judgment, has adopted the MND, adopted the Mitigation and Monitoring Reporting Program (“MMRP”), concurrent with this ordinance for the proposed Project, including this Development Agreement.
SECTION 2. GENERAL PLAN CONSISTENCY. Pursuant to
California Government Code Section 65867.5(b) and based on the entire record before the Planning Commission, including all written and oral evidence presented to the City Council, the City Council hereby finds that the Development Agreement is consistent with the General Plan because the Development Agreement will result in the development of the Property at the intensity and density allowed under the General Plan. The Development Agreement is also consistent with the following specific General Plan Policies:
a) The Development Agreement complies with Policy LU-2.1 of the Land Use Element to ensure that new development fits within the existing community setting and is compatible with surrounding land uses and public infrastructure availability because development anticipated by the Development Agreement will be controlled through a Use Permit and this development is not anticipated to significantly increase the intensity of use on the land, surrounding land uses and infrastructure available. The use proposed, a contractor’s storage yard and its ancillary uses such as truck parking and on-site enclosed storage, is anticipated to be compatible with the light industrial uses located in the vicinity.
b) The Development Agreement complies with Policy LU-2.4 of the Land Use Element to ensure that the scale and character of the new development is appropriate to the setting and intended use because development anticipated by the Development Agreement will be controlled through a Use Permit and this development is not anticipated to significantly increase the intensity of use on the land, surrounding land uses and infrastructure available. The use proposed, Item: 6
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a contractor’s storage yard and its ancillary uses, such as truck parking and on-site enclosed storage is anticipated to be compatible with the light industrial uses located in the vicinity.
c) The Development Agreement complies with Policy LU-2.5 requiring that new development projects achieve visual compatibility with surrounding development through building, site, or design techniques, such as landscaping and architectural design, to achieve visual compatibility because the requested Development Agreement will be governed through a Use Permit allowing the City to ensure visual compatibility. d) The Development Agreement complies with Policy LU-2.8 encouraging affected public agencies to provide necessary facilities and services to support the impact and intensity of development in Lake Forest. The proposed development has been reviewed and is not anticipated to overtax the existing City resources. Adequate water, public services, sewer capacity, and other services exist and will be available for this project as well as the existing and future projects in this area and adjacent.
SECTION 3. HEALTH, SAFETY AND WELFARE. Based on the
entire record before the City Council and all written and oral evidence presented to the City Council, the City Council finds this Ordinance promotes the public health, safety and welfare of the community because the Development Agreement will permit land uses that best reflect community needs, including the need for a contractor’s storage yard offering tree trimming services, which will allow for the most efficient and logical development of the real property governed by the Development Agreement in the City. The City Council further finds that this Development Agreement is compatible with the uses authorized in, and the regulations prescribed for the area in which the Property is located; and the Development Agreement will not adversely affect the orderly development or the preservation of property values for the property it governs or any other property.
SECTION 4. ADOPTION OF THE DEVELOPMENT
AGREEMENT. The City Council hereby approves and adopts the Development Agreement attached hereto as exhibit "A", entitled "Development Agreement Between The City Of Lake Forest, a California municipal corporation and Griffiths Ranch LLC which will do business as Great Scott Tree Care (“GSTC”)". The Development Agreement shall not take effect unless and until General Plan Amendment (“GPA”) 03-18-5145, Zone Change (“ZC”) 03-18-5144, Tentative Parcel Map (“TPM”) 2023-169, Item: 6
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and a Use Permit (“UP”) 03-18-5146, are each approved by the City Council and the associated MND is adopted by the City Council.
SECTION 5. APPROVAL OF RELATED ENTITLEMENTS.
Notwithstanding the provisions of Chapters 7.05 and 9.184 of the Lake Forest Municipal Code, and pursuant to authorization under Sections 66452 through 66452.2 of the California Subdivision Map Act (Government Code Sections 66410 et seq.) and as provided in section 8.5 of the Development Agreement, the City Council shall be the approving body for the tentative parcel map and use permit for the Project addressed by the Development Agreement.
SECTION 6. ADOPTION OF ORDINANCE. The City Clerk shall certify the adoption of this Ordinance and shall cause the same to be posted as required by law. Pursuant to Government Code Section 65868.5, within 10 days following the entering into of the Development Agreement, as evidenced by full execution thereof, the City Clerk shall record with the Orange County Recorder a copy of the Development Agreement.
PASSED, APPROVED AND ADOPTED this 15thst day of October 2024, by the following vote, to wit:
MARK TETTEMER
MAYOR
ATTEST:
LISA BERGLUND, MPA
CITY CLERK
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APPROVED AS TO FORM:
MATTHEW E. RICHARDSON
CITY ATTORNEY
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) SS .
CITY OF LAKE FOREST )
I, Lisa Berglund, City Clerk of the City of Lake Forest, do hereby certify that the foregoing Ordinance No. ___ was duly introduced and placed upon its first reading at a regular meeting of the City Council on the 15th day of October 2024, and thereafter, said Ordinance was duly adopted and passed at a regular meeting of the City Council on the 15th day of October 2024, by the following vote, to wit:
AYES: COUNCIL MEMBERS:
NOES: COUNCIL MEMBERS:
ABSENT: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMBERS:
LISA BERGLUND, MPA
CITY CLERK
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EXHIBIT A – DEVELOPMENT AGREEMENT
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55136.00461\42107206.2
Recorded at request of: )
City Clerk )
City of Lake Forest )
)
When recorded return to: )
City of Lake Forest )
100 Civic Center Dr. )
Lake Forest, CA 92630 )
Attention: City Clerk )
)
______________________________________________________________________________ Exempt from filing fees pursuant to Government Code §6103 DEVELOPMENT AGREEMENT NO. [_____]
A DEVELOPMENT AGREEMENT BETWEEN
CITY OF LAKE FOREST
and
GRIFFITHS RANCH, LLC
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DEVELOPMENT AGREEMENT NO. [_____]
This Development Agreement (hereinafter “Agreement”), effective ___________, 2024, is between the City of Lake Forest, California (“City”), and Griffiths Ranch, LLC a limited liability corporation (“Owner”):
RECITALS
WHEREAS, City is authorized to enter into binding development agreements with persons having legal or equitable interests in real property for the development of such property, under Section 65864 et seq. of the Government Code; and WHEREAS, this Agreement constitutes a current exercise of City’s police powers to provide predictability to Owner in the development approval process by vesting the permitted uses, density, intensity of use, and timing and phasing of development consistent with the Development Plan in exchange for Owner’s commitment to provide significant public benefits to City as set forth in Section 4 below.
WHEREAS, Owner has requested City to enter into a development agreement and proceedings have been taken in accordance with the rules and regulations of City; and WHEREAS, Owner desires to develop the Property, which consists of a contractor’s storage yard, APNs: 610-301-20, 610-301-21, and 610-301-07 (Parcels 1 and 2 of Tentative Parcel Map 2023-169) located at 20751 Linear Lane, and more specifically described by Exhibit A hereto; and
WHEREAS, the best interests of the citizens of the City and the public health, safety, and welfare will be served by entering into this Agreement; and WHEREAS, the City Council hereby finds and determines that this development agreement will enable the City to support expansion of its trail system and will therefore implement numerous general plan and other public policies of the City; and WHEREAS, the provision by Owner of these aforementioned public benefits allows the City to realize significant economic and social benefits.
WHEREAS, the physical effects, if any, of the Project and this Agreement have been analyzed in accordance with the California Environmental Quality Act (“CEQA”) (Pub. Res.
Code section 21000 et seq.); and
WHEREAS, this Agreement and the Project are consistent with the Lake Forest General Plan and any specific plan, as amended, applicable thereto; and WHEREAS, all actions taken and approvals given by City have been duly taken or approved in accordance with all applicable legal requirements for notice, public hearings, Item: 6
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findings, votes, and other procedural matters; and
WHEREAS, development of the Property in accordance with this Agreement will provide substantial benefits to City and will further important policies and goals of City; and WHEREAS, this Agreement will eliminate uncertainty in planning and provide for the orderly development of the Property, ensure progressive installation of necessary improvements, provide for public services appropriate to the development of the Project, and generally serve the purposes for which development agreements under Section 65864 et seq. of the Government Code are intended.
COVENANTS
NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:
1. DEFINITIONS AND EXHIBITS.
1.1 Definitions. The following terms when used in this Agreement shall be defined as follows:
1.1.1 “Agreement” means this Development Agreement.
1.1.2 “City” means the City of Lake Forest, a California municipal corporation.
1.1.3 “City Council” means the duly elected city council of the City of Lake Forest.
1.1.4 “Commencement Date” means the date the Term of this Agreement commences.
1.1.5 “Development” means the improvement of the Property for the purposes of completing the structures, improvements, and facilities comprising the Project including, but not limited to: grading; the construction of infrastructure and public facilities related to the Project whether located within or outside the Property; the construction of buildings and structures; and the installation of landscaping. “Development” does not include the maintenance, repair, reconstruction, or redevelopment of any building, structure, improvement, or facility after the construction and completion thereof.
1.1.6 “Development Approvals” means all permits and other entitlements for use subject to approval or issuance by City in connection with development of the Property including, but not limited to:
(a) general plan, general plan amendments, specific plans and specific plan amendments;
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(b) tentative and final subdivision and parcel maps;
(c) conditional use permits, public use permits, architectural review, and plot plans;
(d) zoning;
(e) grading and building permits.
(f) conceptual site plan and design review and final site plan and design review
1.1.7 “Development Exaction” means any requirement of City in connection with or pursuant to any Land Use Regulation or Development Approval for the dedication of land, the construction of improvements or public facilities, or the payment of fees in order to lessen, offset, mitigate or compensate for the impacts of development on the environment or other public interests.
1.1.8 “Development Impact Fee” means a monetary exaction other than a tax or special assessment, whether established for a broad class of projects by legislation of general applicability or imposed on a specific project on an ad hoc basis, that is charged by a local agency to the applicant in connection with approval of a development project for the purpose of defraying all or a portion of the cost of public facilities related to the development project, but does not include park “in lieu” fees specified in Government Code Section 66477, fees for processing applications for governmental regulatory actions or approvals, or fees collected under development agreements adopted pursuant to Article 2.5 of the Government Code (commencing with Section 65864) of Chapter 4.
1.1.9 “Development Plan” means the plan for development of the Property as set forth in Exhibit “C”.
1.1.10 “Effective Date” means the date the ordinance approving and authorizing this Agreement becomes effective.
1.1.11 “Land Use Regulations” means all ordinances, resolutions, codes, rules, regulations and official policies of City governing the development and use of land, including, without limitation, the permitted use of land, the density or intensity of use, subdivision requirements, the maximum height and size of proposed buildings, the provisions for reservation or dedication of land for public purposes, and the design, improvement, and construction standards and specifications applicable to the development of the Property. “Land Use Regulations” does not include any City ordinance, resolution, code, rule, regulation, or official policy, governing:
(a) the conduct of businesses, professions, and occupations; Item: 6
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(b) taxes (special or general) and assessments;
(c) the control and abatement of nuisances;
(d) the granting of encroachment permits and the conveyance of rights and interests that provide for the use of or the entry upon public property; (e) the exercise of the power of eminent domain.
1.1.12 “Owner” means the persons and entities listed as Owner on page 1 of this Agreement and their successors in interest to all or any part of the Property.
1.1.13 “Mortgagee” means a mortgagee of a mortgage, a beneficiary under a deed of trust or any other security-device lender, and their successors and assigns.
1.1.14 “Project” means the development of the Property contemplated by the Development Plan as such Plan may be further defined, enhanced or modified pursuant to the provisions of this Agreement.
1.1.15 “Property” means the real property described on Exhibit “A” and shown on Exhibit “B” to this Agreement.
1.1.16 “Public Benefit” refers to those benefits provided to the City and the community by Owner pursuant to Section 4 below.
1.1.17 “Reservation of Rights” means the rights and authority excepted from the assurances and rights provided to Owner under this Agreement and reserved to City under Section 3.3 of this Agreement.
1.2 Exhibits. The following documents are attached to, and by this reference made a part of, this Agreement:
Exhibit “A” – Legal Description of the Property.
Exhibit “B” – Map showing Property and its location.
Exhibit “C” – Development Plan.
2. GENERAL PROVISIONS.
2.1 Binding Effect of Agreement. The Property is hereby made subject to this Agreement and development of the Property shall be carried out in accordance with the terms of the Development Plan and this Agreement.
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2.2 Ownership of Property. Owner represents and covenants that it is the owner of the fee simple title to, or has an equitable interest in, the Property or a portion thereof.
2.3 City Council Findings. The City Council finds that:
2.3.1 This Agreement is consistent with the City’s General Plan.
2.3.2 This Agreement ensures a desirable and functional community environment, provides effective and efficient development of public facilities, infrastructure, and services appropriate for the development of the Project, and enhances effective utilization of resources within the City.
2.3.3 This Agreement provides public benefits beyond those which are necessary to mitigate the development of the Project.
2.3.4 This Agreement strengthens the public planning process, encourages private participation in comprehensive planning, and reduces costs of development and government.
2.3.5 The best interests of the citizens of the City and the public health, safety, and welfare will be served by entering into this Agreement.
2.4 Term. The term of this Agreement shall commence on the date (the “Commencement Date”) that is the Effective Date and shall continue for a period of five years thereafter, unless this term is modified or extended pursuant to the provisions of this Agreement.
Thereafter, the Owner shall have no vested right under this Agreement, regardless of whether or not Owner has paid any Development Impact Fee.
2.5 Assignment.
2.5.1 Right to Assign. Owner shall have the right to sell, transfer or assign the Property in whole or in part (provided that no such partial transfer shall violate the Subdivision Map Act, Government Code Section 66410 et seq.) to any person, partnership, joint venture, firm, or corporation at any time during the term of this Agreement; provided, however, that any such sale, transfer, or assignment shall include the assignment and assumption of the rights, duties, and obligations arising under or from this Agreement and be made in strict compliance with the following conditions precedent:
(a) No sale, transfer, or assignment of any right or interest under this Agreement shall be made unless made together with the sale, transfer, or assignment of all or a part of the Property.
(b) Concurrent with any such sale, transfer, or assignment, Owner shall notify City, in writing, of such sale, transfer, or assignment and shall provide City with an executed agreement (“Assignment and Assumption Agreement”), in a form reasonably acceptable to City, by the purchaser, transferee, or assignee and providing therein that the purchaser, transferee, or assignee expressly and unconditionally assumes all the duties, Item: 6
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obligations, agreements, covenants, waivers of Owner under this Agreement, including, without limitation, the covenants not to sue and waivers contained in Sections 7.2 and 8.4 hereof.
Any sale, transfer, or assignment not made in strict compliance with the foregoing conditions shall constitute a default by Owner under this Agreement. Notwithstanding the failure of any purchaser, transferee, or assignee to execute the agreement required by Paragraph (b) of this Subsection 2.5.1, the burdens of this Agreement shall be binding upon such purchaser, transferee, or assignee, but the benefits of this Agreement shall not inure to such purchaser, transferee, or assignee until and unless such agreement is executed.
2.5.2 Release of Transferring Owner. Notwithstanding any sale, transfer, or assignment, a transferring Owner shall continue to be obligated under this Agreement with respect to the transferred Property or any transferred portion thereof, unless such transferring Owner is given a release in writing by City, which release shall be provided by City upon the full satisfaction by such transferring Owner of the following conditions:
(a) Owner no longer has a legal or equitable interest in all or any part of the Property subject to the transfer.
(b) Owner is not then in default under this Agreement.
(c) Owner has provided City with the notice and executed agreement required under Paragraph (b) of Subsection 2.5.1 above. (d) The purchaser, transferee, or assignee provides City with security equivalent to any security previously provided by Owner to secure performance of its obligations hereunder.
2.5.3 Subsequent Assignment. Any subsequent sale, transfer, or assignment after an initial sale, transfer, or assignment shall be made only in accordance with and subject to the terms and conditions of this Section.
2.5.4 Utilities. The Project shall be connected to all utilities necessary to provide adequate water, sewer, gas, electric, and other utility service to the Project, prior to the issuance of a certificate of occupancy for any portion of the Project.
2.5.5 Sale to Public and Completion of Construction. The provisions of Subsection 2.5.1 shall not apply to the sale or lease (for a period longer than one year) of any lot that has been finally subdivided and is individually (and not in "bulk") sold or leased to a member of the public or other ultimate user. This Agreement shall terminate with respect to any lot and such lot shall be released and no longer be subject to this Agreement without the execution or recordation of any further document upon satisfaction of both of the following conditions:
(a) The lot has been finally subdivided and individually (and not in "bulk") sold or leased (for a period longer than one year) to a member of the public or other Item: 6
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ultimate user; and
(b) A certificate of occupancy has been issued for a building on the lot, and the fees for such lot set forth in this Agreement have been paid.
2.6 Amendment or Cancellation of Agreement. This Agreement may be amended or canceled in whole or in part only by written consent of all parties in the manner provided for in Government Code Section 65868. This provision shall not limit any remedy of City or Owner as provided by this Agreement.
2.7 Termination. This Agreement shall be deemed terminated and of no further effect upon the latter to occur if the following events:
(a) Expiration of the stated term of this Agreement as set forth in Section 2.4. (b) Entry of a final judgment setting aside, voiding, or annulling the adoption of the ordinance approving this Agreement.
(c) Completion of the Project in accordance with the terms of this Agreement including issuance of all required occupancy permits and acceptance by City or applicable public agency of all required dedications.
The foregoing notwithstanding, this Agreement shall not terminate if the Owner has filed an application for amendment of this Agreement (and any associated Development Approvals) prior to completion of the Project. If the Owner has filed such application, this Agreement shall not terminate until the later of: (1) the City approves the amendment and the Project, as amended, is completed; (2) the City denies the amendment application; or (3) the Owner formally withdraws the amendment application.
Termination of this Agreement shall not constitute termination of any other land use entitlements approved for the Property. Upon the termination of this Agreement, no party shall have any further right or obligation hereunder except with respect to any obligation to have been performed prior to such termination or with respect to any default in the performance of the provisions of this Agreement that has occurred prior to such termination or with respect to any obligations that are specifically set forth as surviving this Agreement.
2.8 Notices.
(a) As used in this Agreement, "notice" includes, but is not limited to, the communication of notice, request, demand, approval, statement, report, acceptance, consent, waiver, appointment, or other communication required or permitted hereunder. (b) All notices shall be in writing and shall be considered given either: (i) when delivered in person to the recipient named below; or (ii) on the date of delivery shown on the return receipt, after deposit in the United States mail in a sealed envelope as either registered or certified mail with return receipt requested, and postage and postal charges prepaid, and Item: 6
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addressed to the recipient named below; or (iii) on the date of delivery shown in the records of the telegraph company after transmission by telegraph to the recipient named below. All notices shall be addressed as follows:
If to City:
City of Lake Forest
100 Civic Center Dr.
Lake Forest, CA 92630
Attention: City Manager
Copy to:
Best Best & Krieger LLP
18101 Von Karman Ave.
Irvine, CA 92612
Attention: Mal Richardson
If to Owner:
Griffiths Ranch, LLC.
10761 Court Ave
Stanton, CA 90680
Copy to:
Cox, Castle & Nicholson LLP
3121 Michelson Drive, Suite 200
Irvine, CA 92612
Attention: Sean Matsler
(c) Either party may, by notice given at any time, require subsequent notices to be given to another person or entity, whether a party or an officer or representative of a party, or to a different address, or both. Notices given before actual receipt of notice of change shall not be invalidated by the change.
3. DEVELOPMENT OF THE PROPERTY.
3.1 Rights to Develop. Subject to the terms of this Agreement including the Reservation of Rights, Owner shall have a vested right to develop the Property in accordance with, and to the extent of, this Agreement. Except as expressly provided otherwise herein, the Project shall remain subject to all Land Use Regulations and Development Approvals in effect on the Effective Date that are required to complete the Project as contemplated by the Development Plan. Except as otherwise provided in this Agreement, the permitted uses of the Property, the density and intensity of use, the maximum height and size of proposed buildings, Item: 6
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and provisions for reservation and dedication of land for public purposes shall be those set forth in the Land Use Regulations and Development Approvals in effect on the Effective Date or, if consented to by Owner, those subsequently adopted or amended. Owner shall comply with all mitigation measures required to be undertaken pursuant to any document prepared in compliance with the California Environmental Quality Act with respect to the Project.
3.2 Effect of Agreement on Land Use Regulations. Except as otherwise provided under the terms of this Agreement including the Reservation of Rights, the rules, regulations and official policies governing permitted uses of the Property, the density and intensity of use of the Property, the maximum height and size of proposed buildings, and the design, improvement, and construction standards and specifications applicable to development of the Property shall be the Land Use Regulations and Development Approvals in effect on the Effective Date of this Agreement or any amendments thereto. In connection with any subsequently imposed Development Approvals and except as specifically provided otherwise herein, City may exercise its discretion in accordance with the Land Use Regulations then in effect, as provided by this Agreement, including, but not limited to, the Reservation of Rights. City shall accept for processing, review and action all applications for subsequent development approvals, and such applications shall be processed in the same manner and the City shall exercise its discretion, when required or authorized to do so, to the same extent it would otherwise be entitled in the absence of this Agreement.
3.3 Reservation of Rights.
3.3.1 Limitations, Reservations and Exceptions. Notwithstanding any other provision of this Agreement, the following regulations shall apply to the development of the Property:
(a) Processing fees and charges of every kind and nature imposed by City to cover the estimated actual costs to City of processing applications for Development Approvals or for monitoring compliance with any Development Approvals granted or issued. (b) Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals, and any other matter of procedure.
(c) Regulations, policies, and rules governing engineering and construction standards and specifications applicable to public and private improvements, including, without limitation, all uniform codes adopted by the City and any local amendments to those codes adopted by the City, including, without limitation, the City's Building Code, Plumbing Code, Mechanical Code, Electrical Code, and Grading Ordinance. (d) Regulations imposing Development Exactions; provided, however, that no such subsequently adopted Development Exaction shall be applicable to development of the Property unless such Development Exaction is applied uniformly to development, either throughout the City or within a defined area of benefit which includes the Property. No such subsequently adopted Development Exaction shall apply if its application to the Property would Item: 6
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physically prevent development of the Property for the uses and to the density or intensity of development set forth in the Development Plan.
(e) Regulations that may be in material conflict with this Agreement but that are reasonably necessary to protect the users of the project or the immediate community from a condition perilous to their health or safety. To the extent possible, any such regulations shall be applied and construed so as to provide Owner with the rights and assurances provided under this Agreement.
(f) Regulations that are not in material conflict with this Agreement or the Development Plan. Any regulation, whether adopted by initiative or otherwise, limiting the rate or timing of development of the Property shall be deemed to materially conflict with the Development Plan and shall therefore not be applicable to the development of the Property. (g) Regulations that are in material conflict with the Development Plan; provided Owner has given written consent to the application of such regulations to development of that Property in which the Owner has a legal or equitable interest. (h) Regulations that impose, levy, alter or amend fees, charges, or Land Use Regulations relating to consumers or end users, including, without limitation, trash can placement, service charges, and limitations on vehicle parking. (i) Regulations of other public agencies, including Development Impact Fees adopted or imposed by such other public agencies, although collected by City.
3.3.2 Subsequent Development Approvals. This Agreement shall not prevent City, in acting on subsequent development approvals and to the same extent it would otherwise be authorized to do so absent this Agreement, from applying subsequently adopted or amended Land Use Regulations that do not materially conflict with this Agreement, except as specified in Section 3.2.
3.3.3 Modification or Suspension by State or Federal Law. In the event that State, County or Federal laws or regulations, enacted after the Effective Date of this Agreement, prevent or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations; provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce.
3.3.4 Intent. The parties acknowledge and agree that City is restricted in its authority to limit certain aspects of its police power by contract and that the foregoing limitations, reservations and exceptions are intended to reserve to City all of its police power that cannot be or are not expressly so limited. This Agreement shall be construed, contrary to its stated terms if necessary, to reserve to City all such power and authority that cannot be or is not by this Agreement's express terms so restricted.
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3.4 Regulation by Other Public Agencies. It is acknowledged by the parties that other public agencies not within the control of City may possess authority to regulate aspects of the development of the Property separately from or jointly with City and this Agreement does not limit the authority of such other public agencies.
3.5 Timing of Development. Because the California Supreme Court held in Pardee Construction Co. v. City of Camarillo, 37 Cal. 3d 465 (1984), that the failure of the parties in that case to provide for the timing of development resulted in a later-adopted initiative restricting the timing of development to prevail over the parties’ agreement, it is the specific intent of the Parties to provide for the timing of the Project in this Agreement. To do so, the Parties acknowledge and provide that Owner shall have the right, but not the obligation, to complete the Project in such order, at such rate, at such times, and in as many development phases and sub- phases as Owner deems appropriate in its sole subjective business judgment
3.6 Conditions, Covenants and Restrictions. Owner shall have the ability to reserve and record such covenants, conditions, and restrictions (CC&Rs) against the Property as Owner deems appropriate, in its sole and absolute discretion. Such CC&Rs may not conflict with this Agreement or the General Plan. Before recording any CC&Rs, Owner shall provide a copy of the CC&Rs to the City for review and approval by the City Attorney. The City Attorney’s review shall be limited to determining if the CC&Rs substantially comply with this Agreement.
The City must be named as an intended third-party beneficiary of the CC&Rs, with a right to enforce the same, with respect to any provision that implements a City requirement or condition of approval. Within thirty (30) days after receiving a copy of the proposed CC&Rs from Owner, the City Attorney shall provide Owner with either (i) a statement that the CC&Rs comply with this Agreement (“CC&R Approval”) or (ii) written comments identifying each aspect of the CC&Rs which the City Attorney believes not to be in compliance with this Agreement (a “Statement of Non-Compliance”). If the City Attorney fails to provide Owner with either CC&R Approval or a Statement of Non-Compliance within thirty (30) days following a written request by Owner, City shall be deemed to have approved the CC&Rs and Owner may record the CC&Rs against the Property. If the City Attorney provides a Statement of Non-Compliance, Owner shall have thirty (30) days in which to respond to the Statement of Non-Compliance.
Upon submittal of Owner’s response, the procedure described above for the initial submittal and City Attorney review of proposed CC&Rs shall again be followed. This procedure shall be followed until Owner either (1) receives CC&R Approval, (2) submits the compliance issues to binding arbitration pursuant to the rules of the American Arbitration Association, (3) files an action for declaratory relief in Los Angeles Superior Court seeking a judicial determination of the compliance of the proposed CC&Rs, or (4) agreement is otherwise reached between the Parties allowing for the recording of the CC&Rs. The CC&Rs may run with the land and bind Owner’s successors and assigns. Except as provided above, any dispute between the Parties regarding the City’s approval or rejection of the CC&Rs shall be subject to immediate and binding arbitration pursuant to the rules of the American Arbitration Association.
3.7 Amendments. Owner may apply to City for permits or approvals necessary to modify or amend the Project specified in the Development Approvals. This Agreement does not constitute a promise or commitment by City to approve any such permit or approval, or to Item: 6
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approve the same with or without any particular requirements or conditions, and City’s discretion with respect to such matters shall be the same as it would be in the absence of this Agreement.
4. PUBLIC BENEFITS.
4.1 Public Benefits.
4.1.1 General. The Owner will contribute twenty-five thousand dollars ($25,000) to the City. The Project will also serve to re-vitalize an under-developed site, will provide on-site infrastructure upgrades; and will provide additional sales tax revenues to the City. The Project will stimulate the local economy by revitalizing existing shopping experiences, and adding new dining and commercial opportunities. Lastly, the Project will implement numerous City planning and economic development policies which benefit the health and fiscal welfare of the City and its residents.
4.1.2 One-Time Public Benefit Fee. Owner shall pay to City twenty-five thousand dollars ($25,000.00) (“One-Time Public Benefit Fee”). The One-Time Public Benefit Fee will be paid by Owner to City and deposited into the City’s general fund on or before the Effective Date of this Agreement.
4.1.3 Development Impact Fees. Owner shall pay all Development Impact Fees applicable to the Project at the time such amounts are due, but no later than prior to the issuance of building permits. No fees shall be required for building permits issued prior to the Effective Date of this Agreement, but the fees required pursuant to this Subsection 4.1.3 shall be paid prior to the re-issuance or extension of any building permit for which such fees have not previously been paid.
4.1.4 Future Development Impact Fees; Increases. The Parties hereby agree that the Project shall be subject to the imposition of any Development Impact Fee that becomes effective after the Effective Date. In addition, the Project shall be subject to any increase, amendment or alteration of any Development Impact Fee that becomes effective after the Effective Date.
4.1.5 Prepayment. In no event shall the prepayment of any Development Impact Fees required hereunder establish a vested right on the part of Owner or any other owner of the Property or any person or entity with an interest therein to develop the Project or the Property following the expiration, cancellation or termination of the Term of this Agreement.
Following the expiration, cancellation or termination of this Agreement, all Development Impact Fees then in effect shall be applicable to the Project and Property notwithstanding any provision of this Agreement and notwithstanding the prepayment of Development Impact Fees,any increase or amendment of any Development Impact Fee, or any combination thereof.
4.4 Dedication of On-Site Easements and Rights of Way. Owner shall dedicate to City all on-site rights of way and easements deemed necessary for public improvements, as specified in the Development Approvals.
4.5 Timing of Construction of Off-Site Infrastructure. Approval of any building Item: 6
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permits on the Property shall be conditioned upon City's determination, in its sole discretion, that sufficient progress is being made on construction of on-site and off-site infrastructure serving development of Owner's Property.
5. FINANCING OF PUBLIC IMPROVEMENTS. Owner may propose, and if requested by City shall cooperate in, the formation of any special assessment district, community facilities district or alternate financing mechanism to pay for the construction and/or maintenance and operation of public infrastructure facilities required as part of the Development Plan. To the extent any such district or other financing entity is formed and sells bonds in order to finance such reimbursements, Owner may be reimbursed to the extent that Owner spends funds or dedicates land for the establishment of public facilities. Notwithstanding the foregoing, it is acknowledged and agreed by the parties that nothing contained in this Agreement shall be construed as requiring City or the City Council to form any such district or to issue and sell bonds.
6. REVIEW FOR COMPLIANCE.
6.1 Periodic Review. The City shall review this Agreement annually, on or before the anniversary of the Effective Date, in order to ascertain the compliance by Owner with the terms of the Agreement. Owner shall submit an Annual Monitoring Report, in a form acceptable to the City Manager, within thirty (30) days after written notice from the City Manager. The Annual Monitoring Report shall be accompanied by an annual review and administration fee sufficient to defray the estimated costs of review and administration of the Agreement during the succeeding year. The amount of the annual review and administration fee shall be set annually by resolution of the City Council.
6.2 Special Review. The City Council may order a special review of compliance with this Agreement at any time. The City Manager, or his or her designee, shall conduct such special reviews.
6.3 Procedure.
(a) During either a periodic review or a special review, Owner shall be required to demonstrate good faith compliance with the terms of the Agreement. The burden of proof on this issue shall be on Owner.
(b) Upon completion of a periodic review or a special review, the City Manager, or his or her designee, shall submit a report to the Planning Commission setting forth the evidence concerning good faith compliance by Owner with the terms of this Agreement and his or her recommended finding on that issue. If the City Manager’s report recommends finding the Owner is not in good-faith compliance with the terms of this Agreement, the City shall provide the Owner a minimum of thirty (30) days advanced written notice of the submittal of a report to the Planning Commission. The notice shall specify the date, time, and location the report and recommendation are to be considered by the Planning Commission.
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(c) If the Planning Commission finds and determines on the basis of substantial evidence that Owner has complied in good faith with the terms and conditions of this Agreement, the review shall be concluded.
(d) If the Planning Commission finds and determines on the basis of substantial evidence that Owner has not complied in good faith with the terms and conditions of this Agreement, the Commission may recommend to the City Council modification or termination of this Agreement. Owner may appeal a Planning Commission determination pursuant to this Section 6.3(d) pursuant to City’s rules for consideration of appeals in zoning matters then in effect. Notice of default as provided under Section 7.3 of this Agreement shall be given to Owner prior to or concurrent with proceedings under Section 6.4 and Section 6.5.
6.4 Proceedings Upon Modification or Termination. If, upon a finding under Section
6.3, City determines to proceed with modification or termination of this Agreement, City shall give written notice to Owner of its intention so to do. The notice shall be given at least ten (10) calendar days prior to the scheduled hearing and shall contain:
(a) The time and place of the hearing;
(b) A statement as to whether or not City proposes to terminate or to modify the Agreement; and,
(c) Such other information that the CITY considers necessary to inform Owner of the nature of the proceeding.
6.5 Hearing on Modification or Termination. At the time and place set for the hearing on modification or termination, Owner shall be given an opportunity to be heard. Owner shall be required to demonstrate good faith compliance with the terms and conditions of this Agreement.
The burden of proof on this issue shall be on Owner. If the City Council finds, based upon substantial evidence, that Owner has not complied in good faith with the terms or conditions of the Agreement, the City Council may terminate this Agreement or modify this Agreement and impose such conditions as are reasonably necessary to protect the interests of the City. The decision of the City Council shall be final.
6.6 Certificate of Agreement Compliance. If, at the conclusion of a Periodic or Special Review, Owner is found to be in compliance with this Agreement, City shall, upon request by Owner, issue a Certificate of Agreement Compliance ("Certificate") to Owner stating that after the most recent Periodic or Special Review and based upon the information known or made known to the City Manager and City Council that: (1) this Agreement remains in effect; and (2) Owner is not in default. The Certificate shall be in recordable form, shall contain information necessary to communicate constructive record notice of the finding of compliance, shall state whether the Certificate is issued after a Periodic or Special Review and shall state the anticipated date of commencement of the next Periodic Review. Owner may record the Certificate with the County Recorder.
Whether or not the Certificate is relied upon by assignees or other transferees or Owner, Item: 6
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City shall not be bound by a Certificate if a default existed at the time of the Periodic or Special Review, but was concealed from or otherwise not known to the City Manager or City Council.
7. DEFAULT AND REMEDIES.
7.1 Remedies in General. It is acknowledged by the parties that City would not have entered into this Agreement if it were to be liable in damages under this Agreement, or with respect to this Agreement or the application thereof. In general, each of the parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement, except that City shall not be liable in damages to Owner, or to any successor in interest of Owner, or to any other person, and Owner covenants not to sue for damages or claim any damages:
(a) For any breach of this Agreement or for any cause of action that arises out of this Agreement; or
(b) For the taking, impairment or restriction of any right or interest conveyed or provided under or pursuant to this Agreement; or
(c) Arising out of or connected with any dispute, controversy or issue regarding the application or interpretation or effect of the provisions of this Agreement.
7.2 Release. Except for non-monetary remedies, Owner, for itself, its successors and assignees, hereby releases City, its officers, agents and employees from any and all claims, demands, actions, or suits of any kind or nature arising out of any liability, known or unknown, present or future, including, but not limited to, any claim or liability, based or asserted, pursuant to Article I, Section 19 of the California Constitution, the Fifth and Fourteenth Amendments to the United States Constitution, or any other law or ordinance which seeks to impose any other liability or damage, whatsoever, upon City because it entered into this Agreement or because of the terms of this Agreement. Owner hereby acknowledges that it has read and is familiar with the provisions of California Civil Code Section 1542, which is set forth below:
"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 MUST HAVE MATERIALLY AFFECTED HIS OR
HER SETTLEMENT WITH THE DEBTOR."
By initialing below, Owner hereby waives the provisions of Section 1542 in connection with the matters that are the subject of the foregoing waivers and releases. _______________
Owner's Initials
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7.3 Termination or Modification of Agreement for Default of Owner. City may terminate or modify this Agreement for any failure of Owner to perform any material duty or obligation of Owner under this Agreement, or to comply in good faith with the terms of this Agreement (hereinafter referred to as "default"); provided, however, City may terminate or modify this Agreement pursuant to this Section only after providing written notice to Owner of default setting forth the nature of the default and the actions, if any, required by Owner to cure such default and, where the default can be cured, Owner has failed to take such actions and cure such default within sixty (60) days after the effective date of such notice or, in the event that such default cannot be cured within such sixty (60) day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such sixty (60) day period and to diligently proceed to complete such actions and cure such default.
7.4 Termination of Agreement for Default of City. Owner may terminate this Agreement only in the event of a default by City in the performance of a material term of this Agreement and only after providing written notice to City of default setting forth the nature of the default and the actions, if any, required by City to cure such default and, where the default can be cured, City has failed to take such actions and cure such default within sixty (60) days after the effective date of such notice or, in the event that such default cannot be cured within such sixty (60) day period but can be cured within a longer time, has failed to commence the actions necessary to cure such default within such sixty (60) day period and to diligently proceed to complete such actions and cure such default. Owner shall have no right to monetary damages from City for any reason except for fraud, gross negligence, or willful misconduct.
8. LITIGATION.
8.1 Third Party Litigation Concerning Agreement. Owner shall defend, at its expense, including attorneys' fees, indemnify, and hold harmless City, its agents, officers and employees from any claim, action or proceeding against City, its agents, officers, or employees to attack, set aside, void, or annul the approval of this Agreement, or the approval of any permit granted pursuant to this Agreement. City shall promptly notify Owner of any claim, action, proceeding or determination included within this Section 8.1, and City shall cooperate in the defense. If City fails to promptly notify Owner of any such claim, action, proceeding or determination, or if City fails to cooperate in the defense, Owner shall not thereafter be responsible to defend, indemnify, or hold harmless City. City may in its discretion participate in the defense of any such claim, action, proceeding or determination.
8.2 Environmental Assurances. Owner shall indemnify and hold City, its officers, agents, and employees free and harmless from any liability, based or asserted, upon any act or omission of Owner, its officers, agents, employees, subcontractors, predecessors in interest, successors, assigns, and independent contractors for any violation of any federal, state or local law, ordinance or regulation relating to industrial hygiene or to environmental conditions on, under or about the Property, including, but not limited to, soil and groundwater conditions, and Owner shall defend, at its expense, including attorneys' fees, City, its officers, agents and employees in any action based or asserted upon any such alleged act or omission. City may in its discretion participate in the defense of any such action.
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8.3 Reservation of Rights. With respect to Section 8.1 and Section 8.2 herein, City reserves the right to either (1) approve the attorney(s) that the indemnifying party selects, hires or otherwise engages to defend the indemnified party hereunder, which approval shall not be unreasonably withheld, or (2) conduct its own defense; provided, however, that the indemnifying party shall reimburse the indemnified party forthwith for any and all reasonable expenses incurred for such defense, including attorneys' fees, upon billing and accounting therefor.
8.4 Challenge to Existing Land Use Approvals. By accepting the benefits of this Agreement, Owner, on behalf of itself and its successors in interest, hereby expressly agrees and covenants not to sue or otherwise challenge any land use approval affecting the Property and in effect as of the Effective Date. Such agreement and covenant includes, without limitation, the covenant against any direct suit by Owner or its successor in interest, or any participation, encouragement or involvement whatsoever that is adverse to City by Owner or its successor in interest, other than as part of required response to lawful orders of a court or other body of competent jurisdiction. Owner hereby expressly waives, on behalf of itself and its successors in interest, any claim or challenge to any land use approval affecting the Property and in effect as of the Effective Date. In the event of any breach of the covenant or waiver contained herein, City shall, in addition to any other remedies provided for at law or in equity, be entitled to:
(a) impose and recover (at any time, including after sale to a member of the public or other ultimate user) from the party breaching such covenant or waiver, the full amount of Development Impact Fees that the breaching party would have been required to pay in the absence of this Development Agreement; and (b) impose any subsequently adopted land use regulation on those land use approvals for which the breaching party had not, as of the time of such breach, obtained a building permit.
Owner hereby acknowledges that it has read and is familiar with the provisions of California Civil Code Section 1542, which is set forth below:
"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 MUST HAVE MATERIALLY AFFECTED HIS OR
HER SETTLEMENT WITH THE DEBTOR."
By initialing below, Owner hereby waives the provisions of Section 1542 in connection with the matters that are the subject of the foregoing waivers and releases. _______________
Owner's Initials
8.5 Survival. The provisions of Sections 8.1 through 8.4, inclusive, shall survive the termination of this Agreement.
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9. MORTGAGEE PROTECTION.
The parties hereto agree that this Agreement shall not prevent or limit Owner, in any manner, at Owner's sole discretion, from encumbering the Property or any portion thereof or any improvement thereon by any mortgage, deed of trust or other security device securing financing with respect to the Property. City acknowledges that the lenders providing such financing may require certain Agreement interpretations and modifications and agrees upon request, from time to time, to meet with Owner and representatives of such lenders to negotiate in good faith any such request for interpretation or modification. City will not unreasonably withhold its consent to any such requested interpretation or modification provided such interpretation or modification is consistent with the intent and purposes of this Agreement. Any Mortgagee of the Property shall be entitled to the following rights and privileges:
(a) Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any mortgage on the Property made in good faith and for value, unless otherwise required by law.
(b) The Mortgagee of any mortgage or deed of trust encumbering the Property, or any part thereof, which Mortgagee, has submitted a request in writing to the City in the manner specified herein for giving notices, shall be entitled to receive written notification from City of any default by Owner in the performance of Owner's obligations under this Agreement.
(c) If City timely receives a request from a mortgagee requesting a copy of any notice of default given to Owner under the terms of this Agreement, City shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to Owner. The Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure period allowed such party under this Agreement. (d) Any Mortgagee who comes into possession of the Property, or any part thereof, pursuant to foreclosure of the mortgage or deed of trust, or deed in lieu of such foreclosure, shall take the Property, or part thereof, subject to the terms of this Agreement.
Notwithstanding any other provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty under this Agreement to perform any of Owner's obligations or other affirmative covenants of Owner hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by Owner is a condition precedent to the performance of a covenant by City, the performance thereof shall continue to be a condition precedent to City's performance hereunder, and further provided that any sale, transfer or assignment by any Mortgagee in possession shall be subject to the provisions of Section 2.5 of this Agreement.
10. MISCELLANEOUS PROVISIONS.
10.1 Recordation of Agreement. This Agreement and any amendment or cancellation thereof shall be recorded with the Los Angeles Recorder by the Clerk of the City Council within ten (10) days after the City enters into the Agreement, in accordance with Section 65868.5 of the Item: 6
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Government Code. If the parties to this Agreement or their successors in interest amend or cancel this Agreement, or if the City terminates or modifies this Agreement as provided herein for failure of the Owner to comply in good faith with the terms and conditions of this Agreement, the City Clerk shall have notice of such action recorded with the Los Angeles Recorder.
10.2 Entire Agreement. This Agreement sets forth and contains the entire understanding and agreement of the parties, and there are no oral or written representations, understandings, or ancillary covenants, undertakings or agreements that are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall be admissible in any proceeding of any kind or nature to interpret or determine the terms or conditions of this Agreement.
10.3 Severability. If any term, provision, covenant, or condition of this Agreement shall be determined invalid, void or unenforceable, the remainder of this Agreement shall not be affected thereby to the extent such remaining provisions are not rendered impractical to perform taking into consideration the purposes of this Agreement. Notwithstanding the foregoing, the provision of the Public Benefits set forth in Section 4 of this Agreement, including the payment of the One Time Public Benefit Fee, Ongoing Public Benefit Fee, and Development Impact Fees set forth therein, are essential elements of this Agreement and City would not have entered into this Agreement but for such provisions, and therefore in the event such provisions are determined to be invalid, void, or unenforceable, this entire Agreement shall be null and void and of no force and effect whatsoever.
10.4 Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the parties hereto, and the rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement, all parties having been represented by counsel in the negotiation and preparation hereof.
10.5 Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement.
10.6 Singular and Plural. As used herein, the singular of any word includes the plural.
10.7 Joint and Several Obligations. If at any time during the Term of this Agreement the Property is owned, in whole or in part, by more than one Owner, all obligations of such OwnerS under this Agreement shall be joint and several, and the default of any such Owner shall be the default of all such OwnerS. Notwithstanding the foregoing, no Owner of a single lot that has been finally subdivided and sold to such Owner as a member of the general public or otherwise as an ultimate user shall have any obligation under this Agreement except as expressly provided for herein.
10.8 Time of Essence. Time is of the essence in the performance of the provisions of this Agreement as to which time is an element.
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10.9 Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not constitute a waiver of such party's right to insist and demand strict compliance by the other party with the terms of this Agreement thereafter.
10.10 No Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the parties and their successors and assigns. No other person shall have any right of action based upon any provision of this Agreement.
10.11 Force Majeure. Neither party shall be deemed to be in default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, earthquakes, other Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyond the party's control, (including the party's employment force), government regulations, court actions (such as restraining orders or injunctions), or other causes beyond the party's control. If any such events shall occur, the Term of this Agreement and the time for performance by either party of any of its obligations hereunder may be extended by the written agreement of the parties for the period of time that such events prevented such performance, provided that the Term of this Agreement shall not be extended under any circumstances for more than five (5) years.
10.12 Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the party benefited thereby of the covenants to be performed hereunder by such benefited party.
10.13 Successors in Interest. The burdens of this Agreement shall be binding upon, and the benefits of this Agreement shall inure to, all successors in interest to the parties to this Agreement. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do or refrain from doing some act hereunder with regard to development of the Property: (a) is for the benefit of and is a burden upon every portion of the Property; (b) runs with the Property and each portion thereof; and (c) is binding upon each party and each successor in interest during ownership of the Property or any portion thereof.
10.14 Counterparts. This Agreement may be executed by the parties in counterparts, which counterparts shall be construed together and have the same effect as if all of the parties had executed the same instrument.
10.15 Jurisdiction and Venue. Any action at law or in equity arising under this Agreement or brought by a party hereto for the purpose of enforcing, construing or determining the validity of any provision of this Agreement shall be filed and tried in the Superior Court of the County of Orange, State of California, and the parties hereto waive all provisions of law providing for the filing, removal or change of venue to any other court.
10.16 Project as a Private Undertaking. It is specifically understood and agreed by and between the parties hereto that the development of the Project is a private development, that neither party is acting as the agent of the other in any respect hereunder, and that each party is an Item: 6
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independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. No partnership, joint venture or other association of any kind is formed by this Agreement. The only relationship between City and Owner is that of a government entity regulating the development of private property and the owner of such property.
10.17 Further Actions and Instruments. Each of the parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. Upon the request of either party at any time, the other party shall promptly execute and file or record such required instruments and writings and take any actions as may be reasonably necessary under the terms of this Agreement to carry out the intent and to fulfill the provisions of this Agreement or to evidence or consummate the transactions contemplated by this Agreement.
10.18 Eminent Domain. No provision of this Agreement shall be construed to limit or restrict the exercise by City of its power of eminent domain.
10.19 Agent for Service of Process. In the event Owner is not a resident of the State of California or it is an association, partnership or joint venture without a member, partner or joint venturer resident of the State of California, or it is a foreign corporation, then in any such event, Owner shall file with the City Manager, upon its execution of this Agreement, a designation of a natural person residing in the State of California, giving his or her name, residence and business addresses, as its agent for the purpose of service of process in any court action arising out of or based upon this Agreement, and the delivery to such agent of a copy of any process in any such action shall constitute valid service upon Owner. If for any reason service of such process upon such agent is not feasible, then in such event Owner may be personally served with such process and such service shall constitute valid service upon Owner. Owner is amenable to the process so served, submits to the jurisdiction of the Court so obtained and waives any and all objections and protests thereto.
10.20 Authority to Execute. The person or persons executing this Agreement on behalf of Owner warrants and represents that he or she/they have the authority to execute this Agreement on behalf of his or her/their corporation, partnership or business entity and warrants and represents that he or she/they has/have the authority to bind Owner to the performance of its obligations hereunder.
(Signatures on following page)
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IN WITNESS WHEREOF, the parties hereto have executed this Development Agreement on the last day and year set forth below.
Owner
Griffiths Ranch, LLC.
a California Corporation
By:_______________________
____________________________________
_
[INSERT]
Dated: _______________
City
City OF LAKE FOREST, a California
municipal corporation
By:___________________________
Mayor
Dated: _______________
ATTEST:
By:_________________________________
City Clerk
APPROVED AS TO LEGAL FORM:
BEST BEST & KRIEGER LLP
____________________________________
City Attorney
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Exhibit A
EXHIBIT “A”
(Legal Description of the Property)
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Exhibit B
EXHIBIT “B”
(Map of the Property)
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Exhibit C
EXHIBIT “C”
(Development Plan)
[Insert as applicable]
Specific Plan No. [___________]
Site Plan and Design Review No. [____________]
Conceptual Site Plan and Design Review No. [____________] Zoning Ordinance Amendment No. [____________]
Conditional Use Permit No. [____________]
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CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: City Clerk
SUBJECT:
SECOND READING OF ORDINANCE APPROVING ZONE CHANGE 03-18-5144 RECOMMENDED ACTION(S):
Conduct second reading of and adopt an Ordinance entitled: AN ORDINANCE
OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA APPROVING ZONE CHANGE 03-18-5144, CHANGING THE ZONING OF THE PROPERTY LOCATED AT 20751 LINEAR LANE; SPECIFICALLY A PORTION OF APN 610-301-07 (PARCEL 2 OF TENTATIVE PARCEL MAP 2023-169)
FROM LIGHT INDUSTRIAL/ PLANNED DEVELOPMENT TO OPEN SPACE CONSERVATION, AND THE REMAINING PORTION OF APN 610-301-07
FROM LIGHT INDUSTRIAL/PLANNED DEVELOPMENT TO URBAN
INDUSTRIAL 25, AND APNs 610-301-20 AND 21 FROM AGRICULTURE (“A 1”) TO URBAN INDUSTRIAL 25 (“UI 25”).
EXECUTIVE SUMMARY:
Great Scott Tree Care (“Great Scott“) is a tree trimming company specializing in long-term care of urban forests for municipalities, commercial properties, and homeowner associations. Services include tree health evaluation, tree trimming, tree removal, tree planting, and tree inventory and mapping. Great Scott is proposing to develop a contractor’s storage yard and open space on a 6.72-acre property at 20751 Linear Lane. The proposed project requires approval of a Zone Change, where a portion of APN 610-301-07 (Parcel 2 of Tentative Parcel Map 2023-169) will change from Light Industrial/Planned Development to Open Space Conservation, the remaining portion of APN 610-301-07 will change from Light Industrial/Planned Development to Urban Industrial 25 (UI 25), and APNs 610-301-20 and 610-301-21 will change from Agriculture (A 1) to Urban Industrial 25 (UI 25).
On October 15, 2024, the Council conducted the first reading of Ordinance 371.
Staff recommends the Council conduct the second reading of and adopt Ordinance 371.
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FISCAL IMPACT:
There is minimal fiscal impact associated with the recommended action.
ATTACHMENTS:
Ordinance 371
Initiated By: Thy Merritt, Assistant City Clerk
Submitted By: Lisa Berglund, City Clerk
Approved By: Debra Rose, City Manager
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Attachment
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0 ORDINANCE NO. _________
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY
OF LAKE FOREST, CALIFORNIA APPROVING ZONE
CHANGE 03-18-5144, CHANGING THE ZONING OF THE
PROPERTY LOCATED AT 20751 LINEAR LANE;
SPECIFICALLY A PORTION OF APN 610-301-07
(PARCEL 2 OF TENTIATIVE PARCEL MAP 2023-169)
FROM LIGHT INDUSTRIAL/ PLANNED DEVELOPMENT
TO OPEN SPACE CONSERVATION, AND THE
REMAINING PORTION OF APN 610-301-07 FROM LIGHT
INDUSTRIAL/PLANNED DEVELOPMENT TO URBAN
INDUSTRIAL 25, AND APNs 610-301-20 AND 21 FROM
AGRICULTURE (“A 1”) TO URBAN INDUSTRIAL 25 (“UI
25”)
WHEREAS, on March 22, 2018, Steve Guzowski on behalf of Brian Hess, property owner, filed applications for General Plan Amendment (“GPA”) 03-18- 5145, a Development Agreement, Zone Change (“ZC”) 03-18-5144, and Use Permit (“UP”) 03-18-5146 for the development of a contractor’s storage yard (“Project”), at 20751 Linear Lane; and
WHEREAS, Municipal Code Chapter 9.196 requires the approval of a Zone Change to reclassify a property from one zoning district to another zoning district; and
WHEREAS, the requested Zone Change would change the zoning designation of the Property encompassing APNs 610-301-20, and 21, and a portion of APN 610-301-07 from Agriculture and Light Industrial/Planned Development to Urban Industrial 25, and the remaining portion of APN 610-301- 07 from Light Industrial/Planned Development to Open Space Conservation; and WHEREAS, on October 3, 2023, Brian Prock of the Trestle Companies, on behalf of Griffiths Ranch, LLC (Applicant) filed Tentative Parcel Map (“TPM”) 2023- 169 to consolidate three parcels, APN 610-301-20, and 21, and a portion of APN 610-301-07, into two parcels; and
WHEREAS, Parcel 1 would be comprised of APN 610-301-20, and 21, and a portion of APN 610-301-07 to accommodate the proposed contractor’s storage
yard subject to a City Council approved Use Permit at 20751 Linear Lane (Parcel Item: 7
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0 1 of TPM 2023-169) and the remaining portion of APN 610-301-07 (Parcel 2 of TPM 2023-169) would maintain its existing Regional Park/Open Space land use designation and would continue to include Serrano Creek and the Serrano Creek Regional Hiking and Riding Trail; and
WHEREAS, the County of Orange maintains a scenic preservation easement totaling 241,990.44 square-feet over the “Project” site, including all of APN 610-301-07 (Parcel 2 of TPM 2023-169), specifically a portion of an existing Scenic Preservation Easement recorded on Parcel Map 86-133; and WHEREAS, the Entitlement Division Manager/OC Parks, determined, in a letter dated January 24, 2024,(Exhibit A) to Brian Prock, the applicant’s representative, that pursuant to the restrictions of the easement, the maximum allowable disturbed area within the Scenic Preservation Easement is 15% and the easement area which calculates to 36,298.50 square feet, and WHEREAS, the Project will disturb up to 15%, of the easement area or 36,295.53 square feet, in compliance with the Scenic Preservation Easement restriction; and
WHEREAS, a Mitigated Negative Declaration (“MND”) for the proposed Project was circulated between September 15, 2021 through October 14, 2021, and recirculated June 12, 2024 through July 11, 2024; and WHEREAS, the MND analyzed the impacts relating to the whole of the Project, including the proposed Zone Change and the MND determined that the Project would have a less significant impact on the environment with the incorporation of mitigation; and
WHEREAS, on October 15, 2024, the City Council adopted the MND and approved a Mitigation Monitoring and Reporting Program (MMRP) for the Project; and
WHEREAS, entitlements for this development project include this zone change, which under Code Section 9.196.040 (Zoning ordinance procedure) requires the Planning Commission to hold a public hearing and recommend to the City Council that the proposed zoning ordinance be approved, disapproved, or conditionally approved; and
WHEREAS, on July 25, 2024, the City gave public notice of the Planning Commission public hearing for consideration of Zone Change by advertising in a newspaper of general circulation, and on July 25, 2024, by posting notices at City Item: 7
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0 Hall, and by mailing to owners of property within a 300-foot radius of the Project site; and
WHEREAS, on August 8, 2024, the Planning Commission conducted a duly noticed public hearing to consider General Plan Amendment 03-18-5145, a Development Agreement, Zone Change 03-18-5144, Use Permit 03-18-5146, and Tentative Parcel Map 2023-169 (“Project”), at which hearing members of the public were afforded an opportunity to comment upon the Project and Zone Change 03- 18-5144; and
WHEREAS, on August 8, 2024, the Planning Commission adopted a resolution recommending that the City Council approve Zone Change 03-18-5144; and
WHEREAS, on October 15, 2024, the City Council conducted a duly noticed public hearing to consider General Plan Amendment 03-18-5145, a Development Agreement, Zone Change 03-18-5144, Use Permit 03-18-5146, and Tentative Parcel Map 2023-169, at which hearing members of the public were afforded an opportunity to comment upon Zone Change 03-18-5144.
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF LAKE
FOREST DOES ORDAIN AS FOLLOWS:
SECTION 1. RECITALS. The City Council hereby finds that the foregoing recitals are true and correct and are incorporated herein as substantive findings of this Ordinance.
SECTION 2. COMPLIANCE WITH THE CALIFORNIA ENVIRONMENTAL QUALITY ACT: The City Council has reviewed and considered the information contained in the revised MND, revised Initial Study, comments received, and other documents contained in the administrative record for the Project. The City Council finds that the revised MND and revised Initial Study contain a complete and accurate reporting of the environmental impacts associated with the Project. The City Council also finds that the revised MND and the revised Initial Study have been completed in compliance with CEQA, the State CEQA Guidelines, and the City’s Local CEQA Guidelines.
SECTION 3. The Planning Commission has recommended that the City Council approve the Final MND and the related Mitigation Monitoring Reporting Program (“MMRP”) before approving the Project, including the Development Agreement.
The Initial Study and MND show that there is no substantial evidence, in light of Item: 7
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0 the whole record, that the Project does not have a significant effect on the environment with the incorporation of mitigation.
SECTION 4. GENERAL PLAN: The City Council hereby finds that the proposed Zone Change is compatible with the objectives, policies, and General Plan land use programs specified in the General Plan for the City of Lake Forest in that:
A. The City of Lake Forest has officially adopted a General Plan.
B. The Zone Change to change the zoning designation of APNs 610-301-20, 610-301-21 and a small portion of 610-301-07 (Parcel 1 of TPM 2023-169) from Agriculture and Light Industrial/Planned Development to Urban Industrial 25, and the remainder of APN 610-301-07 (Parcel 2 of TPM 2023- 169) from Light Industrial/Planned Development to Open Space Conservation is compatible with the objectives, policies, general land uses, and programs specified in the General Plan for the following reasons:
170) APNs
610-301-20, 610-301-21 and a small portion of 610-301-07 (Parcel 1 of TPM 2023-169) would be designated Urban Industrial (“UI”) 25 by the City’s General Plan Land Use Map with approval of GPA 03-18-5145. The General Plan’s Urban Industrial (“UI”) 25 land use designation provides for residential uses and/or a mix of traditional light industrial and commercial uses which have historically been allowed in the City’s industrial areas. The Project, a contractor’s storage yard proposed
under UP 03-18-5146, is a light industrial use consistent with the UI 25 district which allows for light industrial development.
The remaining portion of APN 610-301-07 (Parcel 2 of TPM 2023- 169) is designated Regional Park/Open Space by the City’s General Plan Land Use Map and will remain as such. The General Plan’s Regional Park/Open Space land use designation provides for public recreational uses designed to meet the active and passive recreational needs of the community and other nearby areas in the region. This designation allows for Serrano Creek and the Serrano Creek Regional Hiking and Riding Trail and is consistent with the Open Space Conservation district which allows for active and passive recreational needs such as Serrano Creek, and the Serrano Creek Trail.
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0 ii. The Zone Change complies with Policy LU-1.1 of the Land Use Element which promotes an appropriate land use plan that fosters and enhances community livability and public health; supports economic development; promotes efficient development and multiple transportation options; reduces pollution, greenhouse gas emissions, and the expenditure of energy and other resources; and ensures compatibility between uses. This zone change will allow APNs 610-301-20, and 610-301-21 which were previously zoned Light Industrial/Planned Development, and a small portion of APN 610-301-07 which was previously zoned Agriculture (“A1”), and which together form Parcel 1 of TPM 2023-169, to be developed as a contractor’s storage yard with the approval of UP 03-18-5146.
A contractor’s storage yard is a light industrial use in support of economic development. This zone change also allows the
remaining portion of APN 610-301-07 (Parcel 2 of TPM 2023-169), which was previously zoned Light Industrial/Planned Development to now be zoned Open Space Conservation and shall remain undeveloped except for Serrano Creek and the Serrano Creek Trail in support of enhancing community livability.
iii. The Zone Change complies with Policy LU-2.1 of the Land Use Element which ensures that new development fits within the existing community setting and is compatible with surrounding land uses and public infrastructure availability. The proposed use, a contractor’s storage yard on APNs 610-301-20, and 610-301-21 and a small portion of APN 610-301-07 (Parcel 1 of TPM 2023- 169) includes a 2,360 square-foot one-story administrative office, an existing 3,712 barn used for storage, a 400 square-foot workshop, four eight-foot x twenty-foot (640 square-feet) steel storage containers, a 3,800 square-foot chipping storage area, and parking lot for 23 tree-trimming trucks and 10 vehicles, is compatible with the surrounding commercial office and industrial land uses.
iv. The Zone Change complies with Policy LU 2.5 of the Land Use Element which requires new development projects achieve visual compatibility with surrounding development through building, site, or design techniques, such as landscaping and architectural design to achieve visual compatibility. The site will include ten new pepper trees, seven of which will be planted to block 8 truck parking spaces adjacent to Serrano Creek, plus additional shrubs and trees will be planted throughout the site to provide screening.
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0 The project architecture includes renovating the existing barn to its original condition, and the dilapidated home which is to become an administrative office will be renovated into a California farmhouse architectural style which will not detract from adjacent modern industrial developments.
v. The Zone Change complies with Policy ED-3.4 of the Economic Development Element, which promotes cooperation with regional partners on economic development efforts that further overall regional competitiveness and economic strength. This Zone Change required cooperation with the County of Orange to allow the proposed contractor’s storage yard to disturb up to 15% (36,295.53 square-feet of a total 36,298.50 square-feet) of its scenic development easement thereby supporting overall City and regional competitiveness and economic strength.
vi. The Zone Change complies with Policy RR 1.1 of the Parks and Recreation Element, which provides residents with a wide variety of public and private recreational lands, facilities, trails, and recreational amenities to foster a comprehensive system for residents that is usable for a diverse community. By maintaining most of APN 610-301-07 (Parcel 2 of TPM 2023-169) undeveloped Serrano Creek and the Serrano Creek Trail will remain available for the public’s enjoyment.
vii. The Zone Change complies with Policy RR 3.4 of the Parks and Recreation Element which requires consultation with Native American tribes that may be impacted by proposed development, as necessary, and in accordance with state, local, and tribal intergovernmental consultation requirements. Accordingly, as required by Government Code Section 65352.3 on December 7, 2020, the City sent letters to the California Native American Tribes that are on the contact list maintained by the Native American Heritage Commission, and consulted with the Gabrieleño Band of Mission Indians-Kizh Nation. Consultation was offered again on October 7, 2023, and mitigation measures TCR-1, 2, and 3, requested by the Tribe were added as Conditions of Approval 22, 23, AND 24 of the Use Permit Resolution.
SECTION 5. HEALTH, SAFETY, AND WELFARE. Based on the entire record before the City Council and all written and oral evidence presented to the City Council, the City Council finds that this Zone Change promotes the public health, Item: 7
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0 safety, and welfare of the community because it will permit land uses that best reflect community needs and will allow for the most efficient and logical development of the real property. The City Council further finds that this Zone Change is compatible with the uses authorized in, and the regulations prescribed for, the area in which the Property is located; and the Zone Change will not adversely affect the orderly development or the preservation of property values for the property it governs or any other property. Further, the Zone Change will not adversely affect the public health, safety, or welfare in that it does not create nonconformities within remaining portions of the City.
SECTION 6. LOCATION OF DOCUMENTS. The documents related to this Resolution are on file and available for public review at Lake Forest City Hall, 100 Civic Center Drive, Lake Forest, California 92630. The Director of Community Development is the custodian of these documents.
SECTION 7. CITY COUNCIL ACTIONS. The City Council hereby adopts an ordinance approving Zone Change 03-18-5144, to change the zoning designation of APNs 610-301-20, 610-301-21 and a small portion of 610-301-07 (Parcel 1 of TPM 2023-169) from Agriculture and Light Industrial/Planned Development to Urban Industrial 25, and the remainder of APN 610-301-07 (Parcel 2 of TPM 2023- 169) from Light Industrial/Planned Development to Open Space Conservation as shown
on the Map that is attached to this resolution as Exhibit “A” and incorporated herein by reference.
SECTION 8. EFFECT OF ZONE CHANGE. The City of Lake Forest Zoning Map, as amended by this ordinance, shall govern the zoning for the subject property.
The development of the property, and all subsequent approvals, shall be in compliance with the Zoning applicable to the Subject Property now or in the future, to the extent other planning, zoning, land use, development, and development approval process regulations adopted by the City of Lake Forest are applicable and not inconsistent or in conflict with the zoning designation for the subject property.
SECTION 9. SEVERABILITY. If any provision of this Ordinance or the application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this Ordinance that can be given effect without the invalid provision or application, and to this end the provisions of this Ordinance are severable. The City Council hereby declares that it would have adopted this Ordinance irrespective of the invalidity of any particular portion thereof.
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0 SECTION 10.PUBLICATION: The City Clerk shall certify to the adoption of this Ordinance and cause it, or a summary of it, to be published once within 15 days of adoption in a newspaper of general circulation printed and published within the City of Lake Forest, and shall post a certified copy of this Ordinance, including the vote for and against the same, in the Office of the City Clerk in accordance with Government Code § 36933.
SECTION 11.EFFECTIVE DATE. This Ordinance shall take effect 30 days after its adoption. Notwithstanding the foregoing, Zone Change 03-18-5144 shall not be effective unless and until GPA 03-18-5145, the related Development Agreement, Tentative Parcel Map 2023-169, and Use Permit 03-18-5146 are adopted or executed by the City Council and become effective.
PASSED, APPROVED AND ADOPTED by the City Council of the City of Lake Forest, California, at a regular meeting of the City Council held on the 15 th day of October 2024, by the following vote, to wit:
____________________
MARK TETTEMER
MAYOR
ATTEST:
___________________________
LISA BERGLUND, MPA
CITY CLERK
APPROVED AS TO FORM:
___________________________
MATTHEW RICHARDSON
CITY ATTORNEY
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0 )
) SS
STATE OF CALIFORNIA
COUNTY OF ORANGE
CITY OF LAKE FOREST
)
I, Lisa Berglund, City Clerk of the City of Lake Forest, California do hereby certify that the foregoing Ordinance No. 2024-__ was duly passed and adopted at a regular meeting of the Lake Forest City Council on the 15th day of October 2024, by the following vote:
AYES: COUNCIL MEMBERS:
NOES: COUNCIL MEMBERS:
ABSENT: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMBERS:
________________________
LISA BERGLUND, MPA
CITY CLERK
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EXHIBIT A: ZONE CHANGE MAP
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CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: Public Works
SUBJECT:
AMENDMENT NO. 1 TO COOPERATIVE AGREEMENT FOR THE LAKE
FOREST DRIVE REGIONAL TRAFFIC SIGNAL SYNCHRONIZATION
PROJECT
RECOMMENDED ACTION(S):
1. Approve Amendment No. 1 to Cooperative Agreement No. C-9-1420 between Orange County Transportation Authority and the Cities of Lake Forest, Laguna Hills, and Irvine for Lake Forest Drive Regional Traffic Signal Synchronization Program Project.
2. Authorize the City Manager to sign, and the City Clerk to attest Amendment No. 1 with Orange County Transportation Authority, substantially in the form attached.
EXECUTIVE SUMMARY:
As part of OC-Go (formerly Measure M2), the voter-approved sales tax for transportation purposes, the Orange County Transportation Authority (“OCTA”) administers the Regional Traffic Signal Synchronization Program, which identifies regional routes across jurisdictional boundaries for potential traffic signal synchronization projects. The City of Lake Forest, in collaboration with the cities of Laguna Hills and Irvine, was awarded the Lake Forest Drive Regional Traffic Signal Synchronization Project (“RTSSP”).
Due to COVID-19 pandemic and supply chain shortages, OCTA was delayed in delivering the Lake Forest Drive RTSSP within the timeframe outlined in the current Cooperative Agreement No. C-9-1420 between Orange County Transportation Authority and the Cities of Lake Forest, Laguna Hills, and Irvine for Lake Forest Drive Regional Traffic Signal Synchronization Program Project (“Cooperative Agreement”) (Attachment 1). Therefore, OCTA is amending the current Cooperative Agreement to extend the agreement term for an additional one-year term with an expiration date of December 31, 2025 (Attachment 2).
Staff recommends the City Council approve the proposed Amendment No. 1 to Cooperative Agreement No. C-9-1420 (“Amendment”) and authorize the City Manager to sign and the City Clerk to attest to the Amendment.
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BACKGROUND:
The OCTA Measure M2 Traffic Signal Synchronization Program, also known as Project “P,” is a regional initiative aimed at maintaining traffic signal synchronization, improving traffic flow, and reducing congestion across more than 2,000 intersections in Orange County. To be eligible for funding and participation, each agency must adopt and maintain a Local Traffic Signal Synchronization Program (“LTSSP”).
In June 2017, the City Council adopted a previous LTSSP, which included traffic synchronization goals, the identification of new synchronization routes, and an inventory of traffic signal equipment. In June 2023, the City Council adopted the latest LTSSP. The goals of the LTSSP are to optimize the progression of through-traffic on major arterial roadways, cross-coordinate project arterials, and accommodate major turning movements. These improvements address community concerns regarding traffic congestion and enhance traffic movement throughout the city. OCTA determined that the City of Lake Forest’s LTSSP met the requirements of OC-Go (formerly Measure M2) Project P making it eligible for funding.
In December 2018, City Council approved the submission of the Lake Forest Drive Traffic Signal Synchronization Project to OCTA for funding under “Project P”.
DISCUSSION:
Cooperative Agreement No. C-9-1420 for the Lake Forest Drive Regional Traffic Signal Synchronization Project (“Project”) encompasses 27 traffic signals along an approximately eight-mile stretch of Lake Forest Drive, from Portola Parkway in Lake Forest to Hidden Canyon/Romano in Irvine. The project includes improvements to 18 signalized intersections in Lake Forest, while the remaining 10 intersections are controlled by Laguna Hills, Irvine, and Caltrans.
The Cooperative Agreement designates OCTA as the implementing agency for the traffic signal synchronization project, necessitating a cooperative agreement due to the project’s crossing of jurisdictional boundaries. Due to the COVID-19 pandemic and supply chain shortages, the project did not start until March 2021.
Although OCTA and staff made efforts to complete the primary implementation, ongoing maintenance, and operation phases within the current Cooperative Agreement, there is a need to extend the terms of the Cooperative Agreement to complete the Project. No other changes to the project scope and costs are associated with the proposed amendment.
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Therefore, OCTA is amending the current Cooperative Agreement to extend the agreement terms for an additional one-year term (with an expiration date of December 31, 2025). The cities of Laguna Hills and Irvine are concurrently reviewing the agreement . The City Attorney has reviewed and approved Amendment No. 1 to the Cooperative Agreement as to form. Staff recommends the City Council approve the proposed Amendment No. 1 to Cooperative Agreement No. C-9-1420 (“Amendment”) and authorize the City Manager to sign and the City Clerk to attest to the Amendment.
FISCAL IMPACT:
The recommended action has no fiscal impact, as sufficient funds were previously programmed into the 2023-2030 Capital Improvement Plan budget.
ATTACHMENTS:
1. OCTA Cooperative Agreement No. C-9-1420
2. Amendment No. 1 - OCTA Cooperative Agreement No. C-9-1420 Initiated By: Tran Tran, Traffic Engineering Manager
Submitted By: Thomas E. Wheeler, P.E., Director of Public Works/City Engineer Approved By: Debra Rose, City Manager
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ATTACHMENT 1
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ORIGINAL
1 COOPERATIVE AGREEMENT NO. C- 9- 1420
2 BETWEEN
3 ORANGE COUNTY TRANSPORTATION AUTHORITY
4 AND
5 CITIES OF IRVINE, LAGUNA HILLS, AND LAKE FOREST
6 FOR
7 LAKE FOREST DRIVE REGIONAL TRAFFIC SIGNAL SYNCHRONIZATION PROGRAM PROJECT 8 THIS COOPERATIVE AGREEMENT ( Agreement), is effective this day of 9 201$ (" Effective Date"), by and between the Orange County Transportation 10 Authority, 550 outh Main Street, P.O. Box 14184, Orange California 92863- 1584, a public corporation 11 of the State of California ( herein referred to as " AUTHORITY") and the cities of Irvine, Laguna Hills; and 12 Lake Forest (hereinafter referred to as " PARTICIPATING AGENCIES") each individually known as 13 Party" and collectively known as the "Parties".
14 RECITALS:
15 WHEREAS, the AUTHORITY in cooperation with the PARTICIPATING AGENCIES is working 16 together in coordinatingtraffic signals across multiplejurisdictional boundariesas a part of the Renewed 17 Measure M ( M2) Regional Traffic Signal Synchronization Program ( RTSSP or Project P) to enhance 18 countywide traffic flow and reduce congestion; and
19 WHEREAS, the AUTHORITY has completed the competitive 2019 Call for Projects 20 hereinafter. " 2019 CALL") in support of Project P and awarded Project P funds based on the application 21 hereinafter; ` APPLICATION") prepared by the City of Lake Forest ( hereinafter referred to as the 22 APPLICANT AGENCY") for implementationof signalsynchronizationoftrafficsignalsalong Lake Forest 23 Drive between the intersections of Portola Parkway located in the City of Lake Forest and 24 Romano/ Hidden Canyon located in the City of Irvine (hereinafter, " PROJECT"); and 25 26 I
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1 WHEREAS, the PARTICIPATING AGENCIES intheir approvedAPPLICATIONhave electedto 2 designatetheAUTHORITYandtheAUTHORITYagreestoactastheimplementingagencytocarryout 3 PROJECT; and
4 WHEREAS, the PROJECTwill include approximatelytwenty-seven (27) traffic signalized 5 intersections as identified in the APPLICATION; and
6 WHEREAS. the PROJECT will include Intelligent Transportation System (ITS) elements 7 identified in the APPLICATION including certain hardware and software upgrades to intersection and 8 central control systems including Advanced Transportation Controller units ( ATC), telematics and 9 interconnect systems, Advanced Transportation Management Systems ( ATMS), Roadside Units 10 RSU), and other associated systems (hereinafter collectively referred to as "ITS ELEMENTS"), will 11 be constructed and/or installed and implemented as part of the PROJECT as identified in the 12 APPLICATION; and
13 WHEREAS, the AUTHORITY agrees to work with PARTICIPATING AGENCIES to coordinate 14 the inclusion of other ITS elements (hereinafter OTHER ELEMENTS) that should be installed at the 15 same time as the construction of the PROJECT and are not part of this Agreement; and 16 WHEREAS, all costs associatedwith the inclusionof these OTHERELEMENTS, if any, are 17 the soleresponsibilityoftheAGENCYowningeachandanyofthoseOTHERELEMENTSduringthe 18 course of the project; and
19 WHEREAS, AUTHORITYand each respectiveParty acknowledgeand understandthat 20 in-house resources (staff) from Party will provide various services for PROJECT, and 21 WHEREAS, AUTHORITY and each respective Party acknowledge and understand that 22 PROJECTcostsforvarioustypesof additionalworkrequiredbyeachrespectiveParty, byitsstaff, or 23 by policy, may not have been included inthe original application and therefore costs to contractors or 24 consultants to comply with staff requirements are not included in the PROJECT allocation; and 25 26
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1 WHEREAS, AUTHORITY and Parties agree that these costs will be paid by PROJECT; and 2 WHEREAS, Parties and each respective Party acknowledge and understand that the costs for 3 the additional work may be reversed by AUTHORITY' s Audit; and 4 WHEREAS, based on AUTHORITY' s Board of Directors approved PROJECT ALLOCATION and 5 APPLICATION, the AUTHORITY agrees to implement the PROJECT; and 6 WHEREAS. the PARTICIPATINGAGENCIESper the M2 Ordinance, agree to provide 7 PROJECTfundingin a combinedcashandin-kindservicesmatchof ThreeHundredSixtyThousand 8 Four Hundred and Eleven Dollars ($ 360,411. 00), as shown in Attachment A, or equivalent to at least 9 twenty percent ( 20%) of PROJECT cost; and
10 WHEREAS, the AUTHORITY and the PARTICIPATING AGENCIES desire to enter into this 11 Agreement to implement the PROJECT in support of Project P; and 12 WHEREAS, thisAgreementdefinesthe specificterms, conditions, andfundingresponsibilities 13 between the AUTHORITY and the PARTICIPATING AGENCIES for the implementation of the 14 PROJECT; and
15 WHEREAS, the AUTHORITY's Board of Directors authorized funding for the PROJECT on 16 June 10, 2019; and
17 WHEREAS, the AUTHORITY' s Board of Directors authorized this cooperative agreement on the 18 August 12, 2019.
19 WHEREAS, the City of Irvine's City Councilapprovedthis Agreementon the --21 day of 20 20
21 WHEREAS, the City of Laguna Hills' City Council approved this Agreement on the / day 22 of 2,. 20
23 WHEREAS, theCityof LakeForest's CityCouncilapprovedthisAgreementonthe / t- day 24 of C.cs. 6 20
25 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and the 26 PARTICIPATING AGENCIES as follows:
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1 ARTICLE 1. COMPLETE AGREEMENT
2 A. ThisAgreement, includinganyattachmentsincorporatedhereinandmadeapplicableby 3 reference, constitutes the complete and exclusive statement of the term( s) and conditions( s) of this 4 AgreementbetweenAUTHORITYand PARTICIPATINGAGENCIESand it supersedesall prior 5 representations, understandings, and communications. The invalidityin whole or in part of any term or 6 condition of this Agreement shall not affect the validity of other term(s) or conditions( s) of this Agreement. 7 The above referencedRecitalsare true and correctand are incorporatedby referenceherein. 8 B. AUTHORITY' s failure to insist on any instance( s) of PARTICIPATING AGENCIES' 9 performance of any term( s) or condition( s) of this Agreement shall not be construed as a waiver or 10 relinquishment of AUTHORITY' s right to such performance or to future performance of such term( s) or 11 condition( s), and PARTICIPATING AGENCIES' obligation in respect thereto shall continue in full force 12 and effect. Changesto any portionof thisAgreementshallnotbe bindinguponAUTHORITYexceptwhen 13 specifically confirmed in writing by an authorized representativeof AUTHORITY by way of a written 14 amendment to this Agreement and issued in accordance with the provisions of this Agreement. 15 C. PARTICIPATING AGENCIES' failure to insist on any instance( s) of AUTHORITY' s 16 performance of any term( s) or condition( s) of this Agreement shall not be construed as a waiver or 17 relinquishmentof PARTICIPATINGAGENCIES' right to such performance or to future performanceof 18 such term( s) or condition( s), and AUTHORITY' s obligation in respect thereto shall continue in full force 19 and effect. Changes to any portion of this Agreement shall not be binding upon PARTICIPATING 20 AGENCIES except when specifically confirmed in writing by an authorized representative of 21 PARTICIPATING AGENCIES by way of a written amendment to this Agreement and issued in 22 accordance with the provisions of this Agreement.
23 ARTICLE 2. SCOPE OF AGREEMENT
24 This Agreementspecifiesthe roles and responsibilitiesof the Partiesas they pertainto the 25 subjects and projects addressed herein. Both AUTHORITY and PARTICIPATING AGENCIES agree 26
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1 thateachwillcooperateandcoordinatewiththeotherinallactivitiescoveredbythisAgreementandany 2 othersupplementalagreementsthat may be requiredto facilitatepurposesthereof. 3 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY
4 AUTHORITYagreestothefollowingresponsibilitiesforfundingofthePROJECT:
5 A. AUTHORITY shall implement the PROJECT based on the intent of the usage in the 6 APPLICATIONpreparedby theAPPLICANTAGENCYin accordancewiththepoliciesandprocedures 7 containedintheComprehensiveTransportationFundingProgram (CTFP) guidelines. 8 B. AUTHORITY shall provide oversight to maintain inter-jurisdictionaltraffic signal 9 operationalintegritybetweenPROJECTandothersimilartypeprojectsnotolderthanthree (3) years. 10 C. AUTHORITY will act as the LEAD AGENCY and provide and file all documentation 11 necessaryto complywith California EnvironmentalQualityAct (CEQA) regulationsfor PROJECT. 12 D. AUTHORITYshall perform web-based public outreachactivitiesfor the projectto 13 communicate major project milestones and results.
14 E. AUTHORITYshallprovideformats, templates, andguidanceinreportingrequirementsas 15 described in CTFP.
16 F. AUTHORITY, or agents of AUTHORITY, under this Agreement and upon closeout of 17 PROJECT, mayperformatechnicaland/orfieldreviewto ensurethattheCTFPguidelines, policies, and 18 procedureswerefollowed. Sucha reviewmaybeperformedonehundredandeighty(180) daysafterthe 19 PROJECTthree-yeargrantperiodiscomplete. Ifthetechnicalandorfieldreviewdeterminesthatanyof 20 the activities performed are ineligiblefor CTFP funding, PARTICIPATING AGENCIES must reimburse 21 and returnthe amount of funding usedto performthe ineligibleactivityto AUTHORITY. 22 G. AUTHORITY shall invoice the PARTICIPATING AGENCIES as identified in 23 APPLICATIONandAttachmentA for the dollarcashmatchat the endof the PrimaryImplementation 24 phase or at a mutually agreed upon time to facilitate any respective AGENCY funding timeframes. 25 H. AUTHORITY shall request updates for the PROJECT as part of semi-annual review 26 process, including documentation of in-kind match conforming to Attachment A and will include the
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1 PROJECTinthelistofactiveprojectsinOCFundTrackeruntilcompletionofthethree-yeargrantperiod. 2 Documentstobeprovidedinclude, butarenotlimitedto, payrollrecords, contracts, andpurchaseorders. 3 ARTICLE 4. RESPONSIBILITIES OF THE AUTHORITY AS PROJECT LEAD AGENCY 4 The AUTHORITYas the LEAD AGENCYagrees to the followingresponsibilitiesfor the 5 implementation of the PROJECT:
6 A. AUTHORITYshallactastheLEADAGENCYfortheworknecessaryto manage, procure, 7 and complete the PROJECT as identified in APPLICATION. 8 B. To coordinate outreach with PARTICIPATING AGENCIES for PROJECT. 9 C. To collectall datanecessaryto providenew optimizedtimingplansincluding, butnot 10 limitedto, manualorvideoallmovementcountsateachPROJECTsignalizedintersection, andamutually 11 agreeduponnumberand locationof twenty-four (24) hour / seven (7) day automatedmachinetraffic 12 counts with vehicle classification.
13 D. To develop and implementnewtiming plans optimizedfor signalsynchronization. 14 E. To provide updated timing plans for all control systems and all relevant data used to 15 develop said plans to PARTICIPATING AGENCIES.
16 F. To prepare a "Before and After Study" for PROJECT as described in the Measure M2 17 EligibilityGuidelinesadoptedby the AUTHORITY. The "Beforeand After Study" for the projectis 18 considered the equivalent of the required Project Final Report ( Measure M2 Ordinance No. 3, Section 19 B.111.9) for PROJECT. The AUTHORITYshall provide the "Before and After Study" to the 20 PARTICIPATING AGENCIES in draft and final formats for review and comment. 21 AGENCY comments shall be noted in the final study. If specified in APPLICATION, AUTHORITYshall 22 providea "BeforeandAfterStudy" videoofa representativeportionof PROJECTat uptotwo (2) public 23 meetings.
24 ARTICLE 5. RESPONSIBILITIES OF THE PARTICIPATING AGENCIES 25 PARTICIPATING AGENCIES agree to the following responsibilities for implementation and 26 funding of PROJECT:
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1 A. Provide a technical representativeto meet and participate as a memberof the 2 PROJECT' s Traffic Forum.
3 B. To authorize the AUTHORITY to manage, procure, and implement all aspects of 4 PROJECT.
5 C. To participate and support PROJECT implementation within the timeframe outlined in 6 APPLICATIONandconsistentwiththeCTFPGuidelinesadoptedbyAUTHORITY. 7 D. To provide AUTHORITY all current intersection as-built drawings, all current 8 intersectionscontrollerassemblyplansasprovidedbythemanufacturerandmodifiedbyPartysince 9 originalinstallation; localfield master, localcontroller, andATMStimingplansandotherITSrelated 10 data upon request.
11 E. To provide the local cash match and/or documentation for the in-kind services match 12 for PROJECTin accordancewithAttachmentA. Failureto providelocalcashmatchandor evidence 13 of in-kind services match may result in the loss of future participationfor competitivefunding 14 opportunities.
15 F. PARTICIPATING AGENCIES that have included a dollar match as identified in 16 AttachmentA shall providepaymentfor the dollar matchto AUTHORITYwithinthirty (30) calendar 17 days of receipt of an invoice.
18 G. PARTICIPATINGAGENCIES that have includedan in-kind services match as identified 19 inAttachmentA shallprovidedocumentationofconformanceaspartofthesemi-annualreviewprocess 20 or as requested by the AUTHORITY.
21 H. To waiveallfees associatedwith any localagencypermitsthat maybe requiredofthe 22 consultant, subconsultants, and/or serviceor equipmentprovidersintheperformanceofthePROJECT. 23 I. PARTICIPATING AGENCIES shall provide updates on PROJECT to AUTHORITY as 24 partofsemi-annualreviewprocessuntilcompletionofthethree-yearPROJECTgrantperiod. Documents 25 to beprovidedinclude, butarenotlimitedto, payrollrecords, contracts, andpurchaseorders. 26
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1 J.
PARTICIPATINGAGENCIESshall, if specifiedin APPLICATION, continueOngoing 2 OperationsandMaintenanceafterthethree-yeargrantperiodiscompleteandcontinueuntilthe endof 3 the PROJECT per additional maintenance of effort in APPLICATION. 4 ARTICLE 6. DELEGATED AUTHORITY
5 The actions requiredto be taken by PARTICIPATINGAGENCIES in the implementationof this 6 Agreementaredelegatedto theirrespectiveCityManager, or designee, andthe actionsrequiredto be 7 taken by AUTHORITY in the implementationof this Agreement are delegated to AUTHORITY's Chief 8 Executive Officer or designee.
9 ARTICLE 7. AUDIT AND INSPECTION
10 AUTHORITY and PARTICIPATING AGENCIES shall maintain a complete set of records in 11 accordancewith generally accepted accounting principles. Upon reasonable notice, PARTICIPATING 12 AGENCIES shall permit the authorized representatives of AUTHORITY to inspect and audit all work, 13 materials, payroll, books, accounts, and other data and records of PARTICIPATING AGENCIES for a 14 periodof five (5) yearsafter final payment, final closeout, or untilany on-going audit is completed, 15 whichever is later. For purposesof audit, the date of completionof this Agreement shall be the date of 16 AUTHORITY's paymentof consultant's finalbilling (so notedonthepaidinvoice) underthisAgreement. 17 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above 18 provision with respect to audits shall extend to and/or be included in contracts with PARTICIPATING 19 AGENCIES' contractor.
20 ARTICLE 8. INDEMNIFICATION
21 A. To the fullest extent permitted by law, PARTICIPATING AGENCIES shall defend 22 at PARTICIPATINGAGENCIES' solecostandexpensewithlegalcounselreasonablyacceptableto 23 AUTHORITY), indemnify, protect, and holdharmlessAUTHORITY, and itsofficers, directors, employees, 24 andagents (collectivelythe `IndemnifiedParties"), fromandagainstanyandallliabilities, actions, suits. 25 claims, demands, losses, costs,judgments, arbitrationawards, settlements, damages, demands, orders, 26 penalties, andexpensesincludinglegalcostsandattorneyfees (collectively "Claims"), includingbutnot
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1 limited to Claims arising from injuries to or death of persons ( PARTICIPATING AGENCIES' employees 2 included), fordamageto property, includingpropertyownedbyAUTHORITY, orfromanyviolationofany 3 federal, state, or local law or ordinance, allegedto be caused by the negligent acts, omissionsor willful 4 misconduct of PARTICIPATING AGENCIES, its officers, directors, employees or agents in connection 5 with or arising out of the performance of this Agreement. 6 B. To the fullest extent permitted by law, AUTHORITYshall defend (at AUTHORITY's sole 7 costandexpensewithlegalcounselreasonablyacceptableto PARTICIPATINGAGENCIES). indemnify, 8 protect, and hold harmless PARTICIPATINGAGENCIES, includingtheir officers, directors, employees, 9 and agents (collectivelythe "IndemnifiedParties"), from and againstany and all liabilities, actions, suits. 10 claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders. 11 penalties, andexpensesincludinglegalcostsandattorneyfees (collectively "Claims"), includingbutnot 12 limited to Claims arising from injuries to or death of persons ( AUTHORITY' s employees included), for 13 damageto property, includingpropertyowned by PARTICIPATINGAGENCIES, or from anyviolationof 14 any federal, state, or local law or ordinance, alleged to be caused by the negligent acts, omissionsor 15 willfulmisconductofAUTHORITY, itsofficers, directors, employeesoragentsinconnectionwithor arising 16 out of the performance of this Agreement.
17 C. The indemnification and defense obligations of this Agreement shall survive its expiration 18 or termination.
19 ARTICLE 9. ADDITIONAL PROVISIONS
20 A. Term of Agreement: This Agreement shall be in full force and effect through 21 December 31, 2024.
22 B. Amendment: ThisAgreementmaybeextendedor amendedinwritingatanytimebythe 23 mutual consent of all Parties and AUTHORITY. No amendment shall have any force or effect unless 24 executed in writing by all Parties and AUTHORITY.
25 C. Termination: In the event any Party defaults in the performance of their respective 26 obligationsunderthisAgreementor breachesanyof theprovisionsofthisAgreement, a non-defaulting
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1 Party(s) shallhavetheoptiontoterminatethisAgreementuponthirty (30) calendardayspriorwritten 2 notice to the Party in default.
3 D. Termination for Convenience: Either Party may terminate this Agreementfor its 4 convenience by providing thirty (30) calendar days prior written notice of its intent to terminate for 5 convenience to the other Party.
6 E. AUTHORITYandPARTICIPATINGAGENCIESshallcomplywith all applicablefederal, 7 state, and local laws, statues, ordinancesand regulationsof any governmentalauthorityhaving 8 jurisdiction over the PROJECT.
9 F.
LegalAuthority: AUTHORITYandPARTICIPATINGAGENCIESheretoconsentthatthey 10 are authorizedto executethis Agreementon behalfof said Partiesand that, by so executingthis 11 Agreement, the Parties heretoare formally bound to the provisionsof this Agreement. 12 G. Severability: If anyterm, provision, covenantor condition of this Agreement is held to be 13 invalid, void or otherwiseunenforceable, to any extent, by any court of competentjurisdiction, the 14 remainderof this Agreementshall not be affectedthereby, and each term, provision, covenantor 15 conditionofthisAgreementshallbevalidandenforceabletothefullestextentpermittedbylaw. 16 H.
Counterpartsof Agreement: ThisAgreementmaybe executedanddeliveredin any 17 number of counterparts, each of which, when executedand deliveredshall be deemedan originaland all 18 ofwhichtogethershallconstitutethesameagreement. Facsimilesignaturesshallbepermitted. 19 1. Assignment: Neitherthis Agreement, nor any of the Parties' rights, obligations, duties, or 20 authorityhereundermaybeassignedin wholeor in partby eitherPartywithoutthepriorwrittenconsent 21 of the other Party in its sole and absolute discretion. Any such attempt of assignmentshall be deemed 22 voidandof noforceandeffect. Consentto oneassignmentshallbedeemedconsentto anysubsequent 23 assignment, nor the waiver of any right to consent to such subsequent assignment. 24 J. Governing Law: The laws of the State of Californiaand applicablelocal and federal laws, 25 regulations and guidelines shall govern this Agreement. 26
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COOPERATIVE AGREEMENT NO. C- 9-1420
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1 K.
Litigationfees: ShouldlitigationariseoutofthisAgreementfortheperformancethereof, 2 thecourtshallawardcostsandexpenses, includingattorney's fees, to the prevailingParty. 3 L. Notices: Anynotices, requests, or demandsmadebetweenthePartiespursuantto this 4 Agreement are to be directed as follows:
5 To IRVINE: To AUTHORITY:
6 City of Irvine
Orange CountyTransportationAuthority
7 1 Civic Center Plaza 550 South Main Street
8 Irvine, CA 92606 P. O. Box 14184
9 Orange, CA 92863- 1584
10 Attention: Mark Ha Attention: Venita Anderson
11 Supervising Transportation Analyst Senior Contract Administrator 12 Tel: ( 949) 724- 6186 Tel: ( 714) 560- 5427
13 Email: mha( c cityofirvine. org E- mail: vanderson: clocta. net 14 To LAGUNA HILLS: To LAKE FOREST:
15 City of Laguna Hills City of Lake Forest
16 24035 El Toro Road 25550 Commercentre Drive
17 Laguna Hills, CA 92653 Lake Forest, CA 92630
18 Attention: Kenneth H. Rosenfield Attention: Dave Rogers 19 AssistantCityManager/PublicServicesDirector TrafficEngineeringManager20 Tel: ( 949) 707- 2655 Tel: ( 949) 461- 3485
21 Email: krosenfieldilaqunahillsca., gov Email: drogers( Zlakeforestca. aov22 23 M. ForceMajeure: EitherPartyshallbe excusedfrom performingits obligationsunderthis 24 Agreementduringthetime andto the extentthat it is preventedfrom performingby an unforeseeable 25 cause beyond its control, including but not limited to: any incidence of fire, flood; acts of God; 26 commandeeringofmaterial, products, plantsorfacilitiesbythefederal, stateorlocalgovernment; national
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1 fuelshortage; ora materialactoromissionbytheotherParty, whensatisfactoryevidenceofsuchcause 2 is presentedto the other Party, and providedfurtherthat such nonperformanceis unforeseeable, beyond 3 thecontrolandis notduetothefaultor negligenceofthePartynotperforming. 4 This Agreementshall be made effective upon executionby all Parties. 5 IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C- 9-1420 to be 6 executed as of the date of the last signature below.
7 CITY OF IRVINE ORANGE COUNTY TR `NSPORTATION AUTHORITY 8 By.
9 Christina L. Sh Darrell E. Johnson
10 Mayor Chief Executive Officer
11 Date: b 1247It I Date:
4("
z_o
12 13 ATTEST: APPROVAL RECOMME
14 15
By: By: , 7\
16 Molly M. Perry Kia Mortazavi
City Clerk ExecutiveDirector, Planning
17 18 Date: it 17/1 [(1 Date: PeG^O
19 20 APPROVED AS TO FORM
21 22 By:
effrey etching
23 City Attorney
J`/b
24 Date: ` D Z c/ l S
25 l
26
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1 ThisAgreementshallbemadeeffectiveuponexecutionbyallParties. 2 INWITNESSWHEREOF, thepartiesheretohavecausedthisAgreementNo. C-9-1420to be 3 executed as of the date of the last signature below.
4 CITY OF LAGUNA HILLS
5 6 By:
Dur e Don Sedgwick
7 Mayr \ ,
8 Date: 10/ 08/ 2019
9 10
ATTEST:
11 By:
z- _
12 Melissa Au- Yeung I
13 City Clerk
14 Date: 10/ 08/ 20.19
15 16
APPROVED AS TO FORM
17 18
By:
19 Gregory E. Simonian
City Attorney
20 21 Date:
22 23
24 25
26
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1 This Agreement shall be made effective upon execution by all Parties. 2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement No. C-9-1420 to be 3 executed as of the date of the last signature below.
4 CITY OF LAKE FOREST
5 By:
ar Tett er
6 M or
7 Date:
8 9 ATTEST:
10 11 By: ! nA4A /7v6
12 Maria Huizar
City Clerk
13 Date: JO10-16
14 APPROVED AS TO FORM
15 16
By:
17 Mal Richardson
18 City Attorney
19 Date: !
A ul II
20 21
22 23
24 25
26
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ATTACHMENT A
DETAILED LOCAL MATCH COMMITMENT
SECTION 1: AGENCY TOTAL MATCH SUMMARY
CASH MATCH IN- KIND MATCH* TOTAL MATCH
Ongoing Ongoing Ongoing
Primary Monitoring Primary Monitoring Primary Monitoring Implementation Implementation Implementation
AGENCY Maintenance Maintenance Maintenance
City of 293, 653 8, 640 293, 653 8, 640
Lake 0
Forest 302, 293 302, 293
City of 38, 668 1, 920
0 38, 668 1, 920
Laguna
Hills 40, 588 40, 588
City of 16, 570 960 16, 570 960
Irvine
0 17, 530 17, 530
348, 891 11, 520 0 0 348, 891 11, 520
TOTAL 360, 411 0 360, 411
In-kind match may be converted to cash match if agency does not satisfy in-kind match commitment by the end of the respective phase. However, Cash Match is NOT allowed to be converted to in-kind match.
SECTION 2: MATCH BREAKDOWN ( CASH VS IN- KIND SERVICES) A. Cash Match
AGENCY FUNDING SOURCE AMOUNT OF CASH CONTRIBUTION
City of Lake Forest 302, 293
City of Laguna Hills 40, 588
City of Irvine 17, 530
TOTAL 360, 411
PageA- 1
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ATTACHMENT A
B. In- Kind Services
i. Specific Improvements( List items and Cost):
Date of
Agency Improvement Construction Expenditure
N/ A
TOTAL 0
ii. Staffing Commitment:
TYPE OF SERVICE NO. OF FULLY
AGENCY STAFF POSITION
TO PROJECT HOURS
BURDENED TOTAL**
HOURLY RATE
N/ A
TOTAL IN- KIND MATCH**: 0
Total amount is the required participation by the identified agency. The number of hours and hourly rate will be based on each agency's actual fully burdened billing rates, which must collectively equal the same value of the assigned' Total" dollars.
Each agency will be responsible for keeping detailed records of hours worked and description of work. An accounting record of personnel, hours at fully burdened rate is expected to be included with the final submittal. Records will be subject to auditing.
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ATTACHMENT 2
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AMENDMENT NO. 1 TO
COOPERATIVE AGREEMENT NO. C-9-1420
BETWEEN
ORANGE COUNTY TRANSPORTATION AUTHORITY
AND
CITIES OF IRVINE, LAGUNA HILLS, AND LAKE FOREST
FOR
LAKE FOREST DRIVE REGIONAL TRAFFIC SIGNAL SYNCHRONIZATION PROGRAM PROJECT THIS AMENDMENT NO. 1 is made and entered into this ______ day of ___________, 2024, by and between the Orange County Transportation Authority, ("AUTHORITY"), and the cities of Irvine, Laguna Hills, and Lake Forest (hereinafter referred to as the “PARTICIPATING AGENCIES”).
WITNESSETH:
WHEREAS, by Cooperative Agreement No. C-9-1420 (Agreement) dated February 20, 2020, AUTHORITY and PARTICIPATING AGENCIES entered into a cooperative agreement for the Lake Forest Drive Regional Traffic Signal Synchronization Program Project; and WHEREAS, AUTHORITY and PARTICIPATING AGENCIES agree to extend the term of the agreement for an additional twelve (12) months through December 31, 2025; and WHEREAS, AUTHORITY and PARTICIPATING AGENCIES agree to update the contact information for Agreement No. C-9-1420; and
WHEREAS, the City of Irvine’s City Council approved this Amendment on the _____ day of ___________________, 20_____; and
WHEREAS, the City of Laguna Hills’ City Council approved this Amendment on the _____ day of ___________________, 20_____; and
WHEREAS, the City of Lake Forest’s City Council approved this Amendment on the _____ day of ___________________, 20_____.
/
Docusign Envelope ID: 68B09B81-AD1D-42E0-BC5F-5B0D2359765D Item: 8
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AMENDMENT NO. 1 TO
AGREEMENT NO. C-9-1420
LAKE FOREST DRIVE – RTSSP
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NOW, THEREFORE, it is mutually understood and agreed that Agreement No. C-9-1420 is hereby amended in the following particulars only:
1. Amend ARTICLE 9. ADDITIONAL PROVISIONS, page 9 of 14, paragraph A, line 21, to delete “December 31, 2024 ” as the expiration date of the Agreement and in lieu thereof , insert “December 31, 2025”.
2. Amend ARTICLE 9. ADDITIONAL PROVISIONS, page 11 of 14, paragraph L, to delete in its entirety and in lieu thereof insert the following:
To IRVINE: To AUTHORITY:
City of Irvine Orange County Transportation Authority
1 Civic Center Plaza
Irvine, CA 92606
550 South Main Street
P. O. Box 14184
Orange, CA 92863-1584
Attention: Mark Ha
Administrator
Tel: (949) 724-6186
Email: [email protected]
Attention: Michael Le
Senior Contract Administrator
Tel: (714) 560-5314
E-mail: [email protected]
To LAGUNA HILLS: To LAKE FOREST:
City of Laguna Hills City of Lake Forest
24035 El Toro Road
Laguna Hills, CA 92653
100 Civic Center Drive
Lake Forest, CA 92630
Attention: Joe Ames
Public Works Director/City Engineer
Tel: (949) 707-2655
Email: [email protected]
Attention: Tran Tran
Traffic Engineering Manager
Tel: (949) 461-3485
Email: [email protected]
/
Docusign Envelope ID: 68B09B81-AD1D-42E0-BC5F-5B0D2359765D Item: 8
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AMENDMENT NO. 1 TO
AGREEMENT NO. C-9-1420
LAKE FOREST DRIVE – RTSSP
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The balance of Agreement No. C-9-1420 remains unchanged.
This Amendment shall be made effective upon execution by all parties.
IN WITNESS WHEREOF , the parties hereto have caused this Amendment No. 1 to Agreement No. C-9-1420 to be executed as of the date of the last signature below.
CITY OF IRVINE ORANGE COUNTY TRANSPORTATION AUTHORITY
By: ___________________________ By: ___________________________________ Farrah N. Khan Lydia Bilynsky
Mayor Manager, Capital Projects
ATTEST: APPROVED AS TO FORM:
By: ___________________________ By: ___________________________________ Carl Peterson James M. Donich
City Clerk General Counsel
APPROVED AS TO FORM:
By: ____________________________
Jeffrey Melching
City Attorney
Date: ____________________________
James Donich (Aug 12, 2024 15:55 CDT)
Docusign Envelope ID: 68B09B81-AD1D-42E0-BC5F-5B0D2359765D Item: 8
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AMENDMENT NO. 1 TO
AGREEMENT NO. C-9-1420
LAKE FOREST DRIVE – RTSSP
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This Amendment shall be made effective upon execution by all parties.
IN WITNESS WHEREOF , the parties hereto have caused this Amendment No. 1 to Agreement No. C-9-1420 to be executed as of the date of the last signature below.
CITY OF LAGUNA HILLS
By: ___________________________
Dave Wheeler
Mayor
ATTEST:
By: ___________________________
Jennifer Lee, CMC
City Clerk
APPROVED AS TO FORM:
By: ____________________________
Gregory E. Simonian
City Attorney
Date: ____________________________
Docusign Envelope ID: 68B09B81-AD1D-42E0-BC5F-5B0D2359765D Item: 8
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AMENDMENT NO. 1 TO
AGREEMENT NO. C-9-1420
LAKE FOREST DRIVE – RTSSP
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This Amendment shall be made effective upon execution by all parties.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to Agreement No. C-9-1419 to be executed as of the date of the last signature below.
CITY OF LAKE FOREST
By: ___________________________
Debra D. Rose
City Manager
ATTEST:
By: ___________________________
Lisa Berglund
City Clerk
APPROVED AS TO FORM:
By: ____________________________
Matthew Richardson
City Attorney
Date: ____________________________
Docusign Envelope ID: 68B09B81-AD1D-42E0-BC5F-5B0D2359765D 10/8/2024
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CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: City Manager
SUBJECT:
CONSIDERATION OF DRAFT FINAL SPENDING PLAN FOR STRATEGIC
ECONOMIC INVESTMENT PROGRAM
RECOMMENDED ACTION(S):
1. Approve the Draft Strategic Economic Investment Program Final Spending Plan.
2. Approve a supplemental budget appropriation for the 2025 Taste of Lake Forest.
3. 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 with a limit of one gift card per purchaser for the Shop & Dine Community Gift Card Program.
4. 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 2024-25.
EXECUTIVE SUMMARY:
The Strategic Economic Investment Program (“SEIP”), approved by the City Council on February 15, 2022, was established to support local businesses recovering from the COVID-19 pandemic. The program allocated a total of $8,303,350 across three key sectors: restaurants, hotels, and other businesses impacted by the pandemic. In 2024, the City Council revised the allocations, combining Restaurant Industry Assistance with Other Impacted Industry Assistance, resulting in a total of $5,803,350, while maintaining $2,500,000 for Hotel Industry Assistance.
Since its inception, several SEIP initiatives have been launched to support local businesses and boost economic recovery. The Community Gift Card Program (“BOGO”), approved in October 2022, encourages spending at local businesses by offering residents matching gift cards. To date, the City Council has approved Item: 9
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eight phases of funding for this program. Phases two through eight have included an allocation of $565,000 and the opportunity for purchasers to buy three cards in each phase. The City of Lake Forest (“City”) is party to the Community Card Customer Agreement with Yiftee, Inc. (“Yiftee”) for the provision of electronic cards (Attachment 1). In addition, the Catalytic Converter Theft Mitigation Programs were established in December 2022. These programs provided financial assistance to residents to help prevent catalytic converter theft. Both Catalytic Converter Theft Mitigation Programs are in the closeout phase.
In addition to these efforts, the City Council reserved funds for the hotel industry.
A $2.5 million allocation was made to support a marketing campaign, with plans to expand this into a broader City-wide branding strategy. The Taste of Lake Forest, an annual community event, was successfully reintroduced in June 2024, supported by a $75,000 allocation. The City also partnered with the Orange County Small Business Development Center (“SBDC”) in February 2024 to provide the Main St. Digital Training and Grant Program (“Main St. Digital”).
As of now, approximately $5 million has been allocated to SEIP programs, leaving $3.2 million in remaining funds. Of this, approximately $850,000 remains for restaurant and impacted business assistance, while approximately $2.3 million remains in the hotel assistance category. Staff prepared a Draft SEIP Final Spending Plan (“Draft Plan”) that includes $75,000 for the 2025 and 2026 Taste of Lake Forest events, $500,000 for a City-wide marketing campaign, and funding for five additional phases of the BOGO. The Draft Plan ensures that all SEIP funds are obligated by December 31, 2024, and fully expended by December 31, 2026, to mirror the federal stimulus guidelines under the American Rescue Plan Act (“ARPA”).
On October 22, 2024, the City Council Audit Committee met to discuss the Draft Plan. Following the Audit Committee’s review, staff present recommendations for City Council consideration. Staff recommend the City Council approve the Draft Plan. Staff also recommend the City Council approve the proposed 2025 Taste of Lake Forest budget allocation of $75,000 and ninth SEIP budget allocation to the BOGO in the amount of $565,000 and allow the purchase of one BOGO card per purchaser. To effectuate the ninth funding phase of the BOGO, staff recommend the City Council authorize the City Manager to enter into the attached BOGO Campaign Quickstart Agreement with Yiftee (Attachment 2). Lastly, staff recommend adopting a resolution authorizing the budget appropriation of $640,000 to cover the costs of the 2025 Taste of Lake Forest and ninth funding phase of the BOGO (Attachment 3).
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BACKGROUND:
Passed into law on March 11, 2021, the ARPA creates funding opportunities to help communities respond to the effects of the COVID-19 pandemic. The law outlines eligible uses for funding which have been interpreted by the U.S.
Treasury. The U.S. Treasury outlined seven compliance categories for the ARPA grant funds awarded to local governments.
On August 17, 2021, the City Council approved a spending plan that focused on three of the ARPA spending categories: Negative Economic Impacts, City Workforce Retention, and Grant Administration. The largest expenditure category in the spending plan is Negative Economic Impacts, which involves addressing negative economic impacts of the COVID-19 pandemic by providing assistance to impacted business industries.
On February 15, 2022, the City Council approved the SEIP. The SEIP established a budget utilizing general fund monies for economic development programs to help local businesses recover from the COVID-19 pandemic. It assigns $8,303,350 in economic support funds to three business types:
restaurants, hotels, and other businesses impacted by COVID-19. The SEIP spending categories are aligned with the spending plan adopted on August 17, 2021, focusing on aiding impacted businesses recover from the pandemic.
On February 6, 2024, the City Council approved combining the budgets for Restaurant Industry Assistance and Other Impacted Industry Assistance. Thus, the new allocations of funds by category are seen in Table 1 below.
Table 1: Updated SEIP Business Support Allocations
Category Allocation
Restaurant Industry & Other Impacted Industry Assistance $5,803,350 Hotel Industry Assistance $2,500,000
Total Business Support $8,303,350
Following the establishment of SEIP, the City Council Audit Committee and staff began formulating economic development programs for City Council consideration. The following background summarizes five SEIP initiatives that have been enacted since the approval of the program.
Buy One Get One
On October 4, 2022, the City formally authorized the BOGO. The program provides residents and visitors with an opportunity to buy community gift cards and receive an electronic, matching gift card of the same value for free. During each promotional phase thus far, purchasers have been eligible to acquire up to Item: 9
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three BOGO cards. To date, the City Council has approved eight funding phases of the BOGO.
Catalytic Converter Theft Mitigation Programs
On December 20, 2022, the City Council formally authorized the program guidelines and associated contract documents to establish the catalytic converter Painting and Etching (“P&E”) and Shield Programs. Under the P&E Program, participating local businesses were provided $125 on a reimbursement-basis from the City to provide P&E Program services on resident’s vehicles. Under the Shield Program, residents were provided a $250 gift card toward the purchase and installation of a theft deterrent catalytic converter shield at a participating local automotive shop. The City provided an electronic gift card to residents after their application to participate was approved.
On August 20, 2024, the City Council approved the closeout of the two programs.
Participating residents and auto shops received notification. As of October 1, 2024, auto shops are no longer painting and etching catalytic convertors as part of this program, and gift cards for the Shield Program are not available for purchase. Gift cards have a six-month expiration on them and residents will be able to redeem services through the end of the six-month term.
Hotel Industry Assistance
The City’s 2023-2030 Strategic Plan introduced a strategy to launch a Hotel Marketing Campaign, aimed at revitalizing the local hotel industry following the COVID-19 pandemic. A budget of $2.5 million in SEIP funds was allocated to provide direct assistance to the local hotel industry. Staff conducted a survey to gauge local hotels' funding needs and preferences, but the limited responses were insufficient to draw any conclusions that would support additional programing.
The Audit Committee discussed expanding the proposed hotel marketing campaign to include a comprehensive City-wide branding strategy. Staff presented this item to the Audit Committee on April 23, 2024, and on October 15, 2024, the City Council awarded a Professional Consultant Services Agreement for City Branding Services to JPW Communications, Inc.
Taste of Lake Forest
The 2023-2030 Strategic Plan included a strategy to reintroduce the annual Taste of Lake Forest event to the community. On July 5, 2023, the City Council approved a resolution amending the 2023-2025 Operating Budget, allocating $75,000 for event expenditures. The Taste returned on June 21, 2024, at Heritage Hill Historical Park and was well received by attendees and businesses.
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Orange County Small Business Development Center (“SBDC”) The 2023-2030 Strategic Plan included Initiative #23 – SEIP 2.0, aiming to reformulate the SEIP program. On November 13, 2023, the Audit Committee discussed potential uses for remaining SEIP funds, which were presented to the City Council on February 6, 2024. The City Council approved $50,000 for SBDC's Main St. Digital Program, a seven-week virtual training for brick-and mortar businesses to enhance their digital presence. City staff are collaborating with the SBDC to implement this program in Lake Forest.
Summary of SEIP Funds
To provide a more comprehensive understanding of the current state of SEIP, the following discussion outlines the most up-to-date status of SEIP initiatives and remaining funds. Table 2 below outlines all SEIP programs that have been enacted to date and the allocated funds.
Table 2: SEIP Programming & Allocations to Date
Event/Program Approval Date(s) Allocation
Agreement with HdL 6/21/2022 $124,790
BOGO Phases 1-8 10/4/2022 – 5/21/2024 $4,530,000
Catalytic Converter
Programs 10/4/2022 – 2/21/2023 $174,154
2024 Taste Event 7/5/2023 $75,000
SBDC Program 2/6/2024 $50,000
Branding Consultant 10/15/2024 $125,000
Total: $5,078,944
As demonstrated by Table 2, approximately $5 million dollars have been allocated to SEIP related programs.
Audit Committee Meeting
On October 22, 2024, the City Council Audit Committee met to discuss and provide feedback on staff’s Draft Plan. The Audit Committee provided input on the uses of remaining funds. Following the Audit Committee’s feedback, staff outlined the Draft Plan below.
DISCUSSION:
Current SEIP Funds
Table 3 below outlines SEIP allocations and remaining funds by category.
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Table 3: SEIP Allocations & Remaining Funds by Category Category Allocation Remaining Funds
Restaurant Industry &
Other Impacted Industry
Assistance
$5,803,350 $849,406
Hotel Industry
Assistance $2,500,000 $2,375,000
Total: $8,303,350 $3,224,406
There is approximately $3.2 million remaining in total SEIP funds. Of the $3.2 million, approximately $850,000 remains in the Restaurant Industry & Other Impacted Industry Assistance category. The remaining $2.5 million is allocated in the Hotel Industry Assistance category.
Draft Final SEIP Spending Plan
On August 20, 2024, the City Council directed staff to present a final SEIP spending plan to the Audit Committee. Staff recommend the Draft Plan outlined in Table 4 below.
Table 4: Draft Final SEIP Spending Plan Allocations
Phase Category Allocation
Taste Event 2025 Restaurant Industry & Other
Impacted Industry Assistance
$75,000
Taste Event 2026 Restaurant Industry & Other
Impacted Industry Assistance
$75,000
Citywide Branding
Campaign
Hotel Industry Assistance $500,000
BOGO Phases 9-13 Restaurant Industry & Other
Impacted Industry Assistance
& Hotel Industry Assistance
$2,574,406
Total: $3,224,406
As demonstrated by Table 4, staff recommend allocating $75,000 toward the 2025 and 2026 Taste of Lake Forest event from the Restaurant Industry & Other Impacted Industry Assistance category. The $75,000 would be used toward event expenditures. Expenditures include costs for marketing, permits, rentals, an agreement with the Lake Forest Chamber of Commerce, participation sponsorship, event operating supplies, and other miscellaneous costs. In addition, staff anticipate a budget of approximately $500,000 from the Hotel Industry Assistance category to cover costs associated with implementing the City-wide marketing campaign. The Draft Plan also merges unallocated Hotel Industry Assistance Funds into future BOGO programs.
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Table 5 below outlines the proposed BOGO Round approval by the City Council.
It typically takes approximately one week after approval by the City Council to get funds into the Yiftee account. The proposed schedule is tailored to add funds during the 2024 holiday season and toward the end of summer/beginning of fall 2025. In line with past funding phases, staff propose allocating $565,000 per phase. Additionally, this schedule aligns with the intent of the ARPA by the expenditure of all funds by the end of 2026.
Table 5: Remaining Funds After Draft Final SEIP Spending Plan Allocations Phase Amount City Council Date
Phase 9 $565,000 November 9, 2024
Phase 10 $565,000 December 3, 2024
Phase 11 $565,000 May 2025
Phase 12 $565,000 July 2025
Phase 13 Remaining Funds September 2025
To match the intent of the ARPA, the Draft Plan for SEIP funds delineates that all funds be obligated by December 31, 2024, with the expectation that SEIP funds must be fully expended by December 31, 2026.
Staff is also seeking feedback on the allowable number of BOGO cards that purchasers can buy per phase. In rounds one through eight, individuals were permitted to purchase up to three cards. However, during phase eight, program funds were depleted within approximately two to three days. Yiftee Inc., the BOGO card system provider, is unable to restrict card purchases to Lake Forest residents. Therefore, to extend the program's duration and offer greater public participation, the Audit Committee provided feedback to reduce the purchase limit to one BOGO card per person, and to market and promote a “go live” date two weeks after the City Council approves the funding phase. This advanced notice would allow interested parties to prepare to purchase a BOGO card and avoid missing the promotion. The attached draft BOGO Campaign Quickstart Agreement with Yiftee states BOGO cards would be available for purchase on Tuesday, November 19.
Conclusion
Staff recommend the City Council approve the Draft Plan, authorize the City Manager to enter into the attached BOGO Campaign Quickstart Agreement with Yiftee, and approve the draft resolution authorizing the budget appropriation to cover the costs of the 2025 Taste of Lake Forest and ninth funding phase of the BOGO. Staff would return to the City Council for approval of future BOGO funding phases, 2026 Taste of Lake Forest, and Citywide Branding Campaign implementation.
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FISCAL IMPACT:
Approving the proposed resolution (Attachment 2) would appropriate $640,000 to the City’s General Fund in the 2023-2025 Operating Budget to cover the costs of the 2025 Taste of Lake Forest and 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 $640,000 for Community Gift Card Program
Initiated By: Adrian Grijalva, Economic Development/Housing Manager Submitted By: Keith Neves, Assistant City Manager
Approved By: Debra Rose, City Manager
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ATTACHMENT 1
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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
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(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: 9
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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: 9
199
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
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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: 9
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ATTACHMENT 2
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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
11/19/2024
While supplies last
565,000
50,000
x
50 50
100
100
1 180
x
180
Docusign Envelope ID: EA99E7F3-2A6A-4B3D-B6E8-3FBD74108901 Item: 9
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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: EA99E7F3-2A6A-4B3D-B6E8-3FBD74108901 Item: 9
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ATTACHMENT 3
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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 2024-25
WHEREAS, the 2023-2025 Operating Budget was adopted by the City Council on June 20, 2023; and
WHEREAS, the appropriations for Fiscal Year 2024-25 were adopted by the City Council on June 4, 2024;
WHEREAS, modifications are now required as a result of changes during Fiscal Year 2024-25.
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 2024-25 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.
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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 5
th day of November 2024,
by the following vote, to wit:
ATTEST:
MARK TETTEMER
MAYOR
LISA BERGLUND
CITY CLERK
APPROVED AS TO FORM:
MATTHEW RICHARDSON
CITY ATTORNEY
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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 November 2024, by the following vote, to wit:
AYES: COUNCIL MEMBERS:
NOES: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMBERS:
ABSENT: COUNCIL MEMBERS:
LISA BERGLUND
CITY CLERK
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EXHIBIT A
AMENDMENT TO 2023-2025
OPERATING BUDGET
FISCAL YEAR 2024-25
APPROPRIATIONS
General Fund Operating Appropriations
Expenditure
Major Program
Area
Current
Budget
Increase
(Decrease)
Amended
Budget
Community Vitality &
Engagement $2,220,978 $640,000 $2,860,978
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CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: City Manager
SUBJECT:
RESOLUTION TO PROMOTE FAIR AND EQUAL TREATMENT OF OFFICIALS
AT ALL LEVELS OF GOVERNMENT
RECOMMENDED ACTION(S):
Exercise City Council Discretion in Adopting a Resolution Entitled: A
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST,
CALIFORNIA TO SUPPORT THE CALL FOR THE CALIFORNIA LEGISLATURE TO ENACT LAWS THAT PROMOTE EQUALITY IN GOVERNANCE.
EXECUTIVE SUMMARY:
At the October 15, 2024, City Council meeting, Mayor Pro Tem Voigts received consensus to agendize a discussion regarding a resolution for the fair and equal treatment of all governmental officials at all levels for consideration (Attachment 1). The City of Glendora submitted the resolution to the League of California Cities (“CalCities”) General Assembly for consideration at its meeting on October 18, 2024, at the CalCities Annual Conference and Expo (Attachment 2). As the Assembly did not meet a quorum to vote on the matter, the resolution was referred to the CalCities Board of Directors for consideration.
The proposed resolution includes a call upon the Governor of the State of California and the elected members of the California Legislature, including all members of the Senate and Assembly, to adopt the following policy:
“The California State Legislature shall not enact, and the Governor shall not approve, any law or regulation that applies solely to elected officials of California cities and counties, unless such law or regulation also applies equally to members of the California State Assembly and Senate after a reconciliation process has been completed. This prohibition shall not apply to laws or regulations affecting the inherent powers of the legislative branch to adopt matters of statewide concern, within the meaning of Section 5 of Article XI of the California Constitution.”
Some examples of such rules or regulations that apply to local city elected officials that do not otherwise apply to the elected officials of the State of California include, but are not limited to:
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•California’s open meeting rules, codified in the Ralph M. Brown Act (“Brown Act”).
•“One-off” exemptions for members of the State Legislature, in the form of Senate Bill No. 174, from the California Environmental Quality Act (“CEQA”) which would ordinarily require all members of the State Legislature to fully consider the environmental consequences of their actions before approving plans and policies or committing to a course of action.
•Senate Bill No. 1439, amending the Political Reform Act (the “Act”), removing the exception for local elected officers from contribution limits and requiring disqualification on development project decisions, but not including elected officials of the State of California. •Assembly Bill No. 571, applying rules that prohibit making a contribution over the AB 571 limit to another candidate in jurisdictions subject to the AB 571; require a candidate that has qualified as a committee to establish a separate controlled committee and campaign bank account for each specific office; and prohibit a candidate from redesignating a committee for one election for another election.
The resolution presented before the CalCities General Assembly and letters of concurrence from other member cities are included in the attached 2024 General Assembly Packet.
Inasmuch as the City Council requested that this item be placed on the agenda, any further direction is at its sole discretion. A draft resolution in support of the call for the California Legislature to enact laws that promote equality in governance is attached (Attachment 3). Adopting the attached Resolution documenting support for this policy is at the discretion of the City Council.
FISCAL IMPACT:
Fiscal impact of the recommended action is dependent upon City Council action.
ATTACHMENTS:
1. Draft City Council Minute Excerpt, October 15, 2024
2. CalCities 2024 General Assembly Packet
3. Draft Resolution
Submitted By: Nidia Ruelas, Assistant to the City Manager Approved By: Debra Rose, City Manager
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ATTACHMENT 1
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DRAFT MINUTE EXCERPT
LAKE FOREST REGULAR CITY COUNCIL MEETING
October 15, 2024
______________________________________________________________________ CITY COUNCIL COMMENTS:
Mayor Pro Tem Voigts: Mayor Pro Tem Voigts reported on his attendance at a tour of the Musick jail facility, and the Falloween event at Heritage Hill Park. He requested consensus to
place a resolution on the agenda in support of the fair and equal treatment of all government officials.
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ATTACHMENT 2
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2024
General
Assembly
Packet
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2024 General Assembly Packet
2024 GENERAL ASSEMBLY
October 18, 2024
Long Beach Convention Center, Grand Ballroom
8:30-10:30 a.m.
AGENDA
I. Welcome, Call to Order, Establish Quorum
Daniel Parra; President, League of California Cities; Mayor, Fowler II. Overview and Procedures
Nicholas Ghirelli; Parliamentarian; City Attorney, Rancho Cucamonga and Seal Beach
III. Report of the Resolutions Committee
Gabe Quinto; First Vice President, League of California Cities; Chair, Resolutions; Council Member, El Cerrito
IV. Consent Calendar
Resolution No. 1 ACTION (pg 3)
V.
Adjourn
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2024 General Assembly Packet
General Assembly Voting and Discussion Procedures
Discussion Procedures:
Discussion procedures during the General Assembly are guided by two calendars:
the Consent Calendar and the Regular Calendar. As seen below, resolutions are calendared by the recommendations they receive from policy committees and the Resolutions Committee.
Policy Committee
Recommendation
Resolutions Committee
Recommendation Calendar
Approve Approve Consent Calendar
Approve Disapprove or refer Regular Calendar
Disapprove or refer Approve Regular Calendar
Disapprove or refer Disapprove or refer Does not proceed to General Assembly
The 2024 Resolution No. 1 received approve as amended positions from the Governance, Transparency, and Labor Relations Committee and the Resolutions Committee. As such, it will be on the Consent Calendar.
The Resolutions Committee Chair will present the Consent Calendar as one motion during the General Assembly. Unless an item on the Consent Calendar is set aside by the majority of the General Assembly, a vote will be taken on the whole calendar. It an item is set aside, it will be opened for discussion, followed by a vote.
Voting Procedures:
Per Cal Cities Bylaws Article XII, Sec. 2, all votes will be conducted by voice vote first. If the presiding official cannot determine the outcome, a vote will be taken by an alternative method, typically a raise of voting cards by voting delegates. A roll call vote may be called for by delegates of 10% or more of the General Assembly.
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2024 General Assembly Packet
2024 Resolution
1. Resolution No. 1 submitted by City of Glendora
• Letters of concurrence submitted by:
i. April A. Verlato, Mayor, City of Arcadia
ii. Robert Gonzales, Mayor, City of Azusa
iii. Tim Hepburn, Mayor, City of La Verne
iv. Bill Uphoff, Mayor, City of Lomita
v. John M. Cruikshank, Mayor, City of Rancho Palos Verdes vi. City of Beverly Hills
vii. Cal Cities Los Angeles County Division
• Referred to Governance, Transparency, and Labor Relations Policy Committee
• Policy Committee Recommendation: Approve as Amended
• Resolutions Committee Recommendation: Approve as Amended by Governance, Transparency, and Labor Relations Committee 2 Item: 10
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2024 General Assembly Packet
Resolutio
n No. 1 submitted by City
of Glendora as Amended by the
Governance, Transparency, and
Labor Relations Committee
3 Item: 10
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1. A RESOLUTION OF THE GENERAL ASSEMBLY OF THE LEAGUE OF
CALIFORNIA CITIES CALLING FOR THE CALIFORNIA LEGISLATURE TO
ENACT LAW
S THAT PROMOTE EQUALITY IN GOVERNANCE ENSURE THAT
“WHAT APPLIES TO ONE, APPLIES TO ALL” IN THE FAIR AND EQUAL
TREATMENT OF ALL GOVERNMENTAL OFFICIALS AT ALL LEVELS IN THE
STATE OF CALIFORNIA
Source: City of Glendora
Concurrence of five or more cities/city officials
Submitted by: April A. Verlato, Mayor, City of Arcadia; Robert Gonzales, Mayor, City of Azusa; Tim Hepburn, Mayor, City of La Verne; Bill Uphoff, Mayor, City of Lomita; John M. Cruikshank, Mayor, City of Rancho Palos Verdes; City of Beverly Hills; Cal Cities Los Angeles County Division Referred to: Governance, Transparency and Labor Relations Policy Committee
Policy Committee Recommendation: Approve as Amended
Resolutions Committee Recommendation: Approve as Amended by Governance, Transparency, and Labor Relations Committee WHEREAS, the General Assembly of the League of California Cities objects to the practice of the California Legislature of imposing rules limiting authority or regulating the conduct of local municipal officials that do not also apply to elected officials of the State of California; and WHEREAS, examples of such rules or regulations that apply to local city elected officials that do not otherwise apply to the elected officials of the State of California include, but are not limited to:
California’s open meeting rules, codified in the Ralph M. Brown Act, Government Code, Chapter 9, §§ 54950 et seq., (the “Brown Act”) which purport to “declare that the public commissions, boards and councils and the other public agencies [city and county elected officials] in this State exist to aid in the conduct of the people’s business. It is the intent of the law that their actions [of city and county elected officials, but not elected members of the State Legislature,] be taken openly and that their deliberations be conducted openly,” but which limits its application to “local agencies,” but not including elected officials of the State of California;
The requirements of the Brown Act apply codes of conduct on the method, manner, and timing of communications by members of city and 4 Item: 10
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county elected officials by and between themselves and their constituents that do not apply to elected members of the State Legislature.
Creating “one-o ff” exemptions for members of the State Legislature, in the form of Senate Bill No. 174, from the California Environmental Quality Act (“CEQA”) which purportedly would ordinarily requires all government agencies members of the State Legislature to fully consider the environmental consequences of their actions before approving plans and policies or committing to a course of action on a project in order to demolish and then rebuild State offices for the Governor and other State officials, while not affording the same prerogative to city and county elected officials the right to streamline approval of essential city or county projects involving matters of “municipal affairs”;
Ado
pting rules, in the form of Senate Bill No. 1439, amending the Political Reform Act (the “Act”), by removing the exception for local elected officers from contribution limits requiring disqualification on development project decisions,” but not including elected officials of the State of California;
Ado
pting rules, in the form of Assembly Bill No. 571, that apply to city and county candidates for local elected office, but not to candidates for state-wide office, including, but not limited to: prohibiting the making a contribution over the AB 571 limit to another candidate in jurisdictions subject to the AB 571; requiring a candidate that has qualified as a committee to establish a separate controlled committee and campaign bank account for each specific office; prohibiting a candidate from redesignating a committee for one election for another election.
WHEREAS, the General Assembly of the League of California Cities now calls upon the Governor and the California Legislature to adopt a policy, practice, and procedure requiring, in their legislative activities, that “what applies to one applies to all.”
NO
W, THEREFORE, BE IT RESOLVED at the League General Assembly, assembled at the League Annual Conference on October 18, 2024 in Long Beach, California, that the League calls upon the Governor of the State of California and the elected members of the California Legislature, including all members of the Senate and Assembly to adopt the following policy:
5 Item: 10
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“The California State Legislature shall not enact, and the Governor shall not sign into law, any law or regulation that applies solely to elected officials of California cities and counties, unless such law or regulation also applies equally to members of the California State Assembly and Senate.
This prohibition shall not apply to laws or regulations affecting the inherent powers of the legislative branch under the California Constitution.” “The California State Legislature shall not enact, and the Governor shall not approve, any law or regulation that applies solely to elected officials of California cities and counties, unless such law or regulation also applies equally to members of the California State Assembly and Senate after a reconciliation process has been completed. This prohibition shall not apply to laws or regulations affecting the inherent powers of the legislative branch to adopt matters of statewide concern, within the meaning of Section 5 of Article XI of the California Constitution.” 6 Item: 10
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2024 General Assembly Packet
Res
olution No. 1: Letters of
Concurrence
7 Item: 10
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8 Item: 10
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9 Item: 10
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10 Item: 10
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11 Item: 10
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12 Item: 10
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13 Item: 10
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14 Item: 10
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2024-2025
BOARD OF DIRECTORS
President
Dr. Michael Cao, M.D.
Arcadia
Vice President
Britt Huff
Rolling Hills Estates
Secretary/Treasurer
Ana Maria Quintana
Bell
State League Director
James R. Bozajian
Calabasas
Immediate Past President
Beatriz (Bea) Dieringer
Rolling Hills
1400 K Street, Suite 400, Sacramento, CA 95814 • 916.658.8200 • calcities.org
October 1, 2024
Frank Yokoyama
Chair, Governance, Transparency, and Labor Relations Policy Committee League of California Cities
1400 K Street, Suite 400
Sacramento, CA 95814
Dear Chair Yokoyama,
On behalf of the Los Angeles County Division of the League of California Cities, I am pleased to report the Division is in support of Resolution No. 1: Fair and Equal Treatment of All Governmental Officials at All Levels submitted by City of Glendora that is being considered at this year’s General Assembly at the Annual Conference.
This Resolution states that the League of California Cities shall call upon the Governor of the State of California and the elected members of the California Legislature, including all members of the Senate and Assembly to adopt the following policy:
“The California State Legislature shall not enact, and the Governor shall not sign into law, any law or regulation that applies solely to elected officials of California cities and counties, unless such law or regulation also applies equally to members of the California State Assembly and Senate. This prohibition shall not apply to laws or regulations affecting the inherent powers of the legislative branch under the California Constitution.”
If you have any questions or concerns, please feel free to contact me at [email protected] or 626-786-5142.
Sincerely,
Jennifer Quan
Executive Director, Los Angeles County Division
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2024 General Assembly Packet
Pa
rliamentary Procedures
16 Item: 10
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Parliamentary Procedure Basics Relating to
Cal Cities General Assembly
(adapted from Robert’s Rules of Order Newly
Revised1)
Note: This document is designed to provide practical examples of common procedural matters encountered. It strives to provide guidance to foster productive and efficient meetings; it is not meant to be an exhaustive or comprehensive discussion of Robert's Rules. As always, it is the role and discretion of the chair to provide helpful guidance to individuals that may digress from the appropriate form and substance related to the conduct of meetings and the presentation of motions and other procedural matters set forth below.
I. COMMON MOTIONS
1. Main Motions
Purpose: To introduce items to the committee for their consideration.
Example: "I move to support AB 123."
2. Motion to Amend
Purpose: Retains the main motion under discussion but changes it in some way. Example: "I move to amend the (presented main) motion to support AB 123 if amended."
2a. "Friendly" Amendments
Purpose: To offer an amendment to the main motion that is still supportive of the main motion.
Examp
le: If there is currently a motion to support AB 123 on the floor and a committee member makes a "friendly" amendment to support AB 123 and also request that staff report back after contacting the sponsor for clarification on specific language.
Note: T
his is commonly mishandled procedurally. Often the individual that seeks to offer the "friendly" amendment will inquire if the maker of the original motion will "accept" the amendment, and if so the chair will treat the motion as amended. This is not the proper way to handle such an amendment. It is not the discretion of the mover of the original motion (or the chair) to accept or decline the amendment, rather it must be adopted by the committee.
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If it appears to the chair that an amendment (or any other motion) is uncontroversial, it is proper for the chair to ask if there is "any objection" to adopting the amendment. If no objection is made, the chair may declare the amendment adopted. If even one member objects, however, the amendment is subject to debate and vote like any other, regardless of whether its proposer calls it "friendly" and regardless of whether the maker of the original motion endorses its adoption.
3. Substitute Motion
Purpose: Removes the motion under discussion and replaces it with a new motion.
Exam
ple: When there is a main motion on the floor to support a bill, a substitute motion would be, “I move a substitute motion that the committee oppose AB 123.”
Addressing Multiple Motions
The
following examples provide guidance relating to how multiple motions are handled, and the impact failed substitute motions have on original (main motions) and any proposed amendments. The last motion presented should be considered first.
Note: Substitute motions commonly occur during meetings, yet Robert's Rules does not make a distinction between motions to amend and substitute motions. However, motions to amend must be considered prior to a main motion. Because the use of "substitute" motions is fairly widespread, the label as it is reflected in practice is used in the examples below. Rosenberg's Rules of Order do reference substitute motions and their impact is also reflected below.
Example 1
C
ommittee Member 1: "I move that we support AB 123."
Committee Member 2: " I move that we support AB 123, if amended." Committee Member 3: "I move a substitute motion that we oppose AB 123."
Characterizing the Motions:
In
the above example:
Committee Member 1 has made a (main) motion.
Committee Member 2 has made an amendment to Committee Member 1's motion. Committee Member 3 has made a substitute motion to Committee Member 1's motion.
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Order for Consideration and the Possible Outcomes
Committee Member 3's motion is considered first. If Committee Member 3's motion fails, Committee Member 2's motion will be considered next. If Committee Member 2's motion fails, Committee Member 1's motion will be considered. If Committee Member 2's motion passes, there is no need to consider Committee Member 1's motion.
If
Committee Member 3's motion passes, there is no need to consider Committee Member 1 's motions because Committee Member 3's motion replaces Committee Member 1's original motion. There is also no need to consider Committee Member 2's motion since it is an amendment to Committee Member 1's motion that has been replaced by Committee Member 3's substitute motion.
Example 2
C
ommittee Member 1: "I move that we support AB 123."
Committee Member 2: "I move a substitute motion that we oppose AB 123." Committee Member 3: "I move that we oppose AB 123 unless amended."
Characterizing
the Motions
In the above example:
Committee Member 1 has made a (main) motion.
Committee Member 2 has made a substitute motion to Committee Member 1's motion Committee Member 3 has made an amendment to Committee Member 2's substitute motion (sometimes referred to as a substitute to a substitute motion).
Reviewing the Possible Outcomes
Committee Member 3's motion should be considered first. If the motion fails, Committee Member 2's motion is considered.
If Committee Member 2's motion passes, it is not necessary to consider Committee Member 1's motion because Committee Member 2's motion substitutes for it.
If Committee Member 3's motion fails, Committee Member 2's motion is considered. If Committee Member 2's motion fails, the substitute motion for Committee Member 1's motion fails, and Committee Member 1's motion is considered.
If Co
mmittee Member 3's motion passes, it is not necessary to consider Committee Member 1's motion because Committee Member 3's motion substitutes for it.
Example 3
Committee Member 1: "I move that we support AB 123."
Committee Member 2: "I move a substitute motion that we oppose AB 123." Committee Member 3: "I move a substitute to the substitute 19 Item: 10
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motion that we take no position on AB 123."
Characterizing the Motions
In
the above example:
Committee Member 1 has made a (main) motion.
Committee Member 2 has made a substitute motion to Committee Member 1's motion Committee Member 3 has attempted to make a substitute to Committee Member 2's substitute motion (sometimes referred to as a substitute to a substitute motion).
Reviewing the
Possible Outcomes
While procedurally permissible, in an effort to avoid confusion Committee Member 3's motion should not be entertained by the chair until Committee Member 1 and Committee Member 2's motions have been discussed and voted upon.
Committee Member 2's motion should be considered first. If the motion fails Committee Member 1's motion is considered. If Committee Member 1's motion fails, then Committee Member 3's may make the motion to "take no position on AB 123."
If C
ommittee Member 2's motion passes, it is not necessary to consider Committee Member 1's motion because Committee Member 2's motion substitutes for it.
4. Motion to Withdraw
Purpose: To withdraw an item from discussion.
Ma
king the Motion to Reconsider: Only the individual that made the initial motion can make a motion to withdraw an item from discussion.
The individual may interrupt a speaker (after being recognized by the chair) to withdraw the motion under discussion at any time.
Not
e: This type of motion typically occurs following some debate by the committee that may provide additional information that influences the mover to reconsider continued debate on the original motion presented. Another member may subsequently make the same motion after it has been properly withdrawn.
Exa
mple: “Madame Chair, I move to withdraw my motion to support AB 123.”
5. Motion to Reconsider
Purpose: To revisit discussion of an issue.
Making the Motion to Reconsider: A motion to reconsider must be made by an individual that previously voted in the majority of the 20 Item: 10
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original motion. A motion to reconsider made by an individual that previously voted in the minority must be characterized as out of order.
Tim
ing: A motion to reconsider must be made at the same meeting where the original motion was discussed, or the next meeting of the body.
Motions for reconsideration following the next meeting are out of order.
Exa
mple: “I move to reconsider the committee’s position to support AB 123.”
6. Motion to Table
Purpose: This motion is often used in the attempt to "kill" a motion by setting it aside. The option is always present, however, to "take from the table," for reconsideration by the committee.
Not
e: This type of motion should be reserved to temporarily set an item aside if agreed upon by a majority of the committee to take up an item of immediate urgency.
However, in practice it is sometimes used as an option to end debate and prevent a vote, and not typically to take up an item of immediate urgency. This is technically improper procedure (or out of order) under Robert's Rules.
Exa
mple: “I move that the committee table the motion to support AB 123.”
7. Call for the Question
Purpose: To refocus the committee on the agenda in the event there is sentiment that the discussion has drifted. The individual seeking to end debate must first be recognized by the Chair, make the motion and the motion must receive a second. The motion must be adopted by a 2/3 vote or unanimous consent.
Exa
mple: “I move the previous question.”
8. Motion to Appeal
Purpose: To appeal a ruling made by the chair. A committee member may move to appeal a ruling by the Chair, but it must be seconded and receive a majority vote to be reversed.
Exa
mple: ”I move to appeal the Chair’s ruling that the committee approved support of AB 123.”
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II. OTHER ITEMS
1. Point of Privilege
Purpose: To draw attention to an item that interferes with the comfort of the meeting.
Example:
Committee Member: “Point of
privilege.” Chair: “State your point.”
Committee Member: “Madame Chair, may we inform the hotel staff that the room is uncomfortably hot and request that the air conditioning be adjusted.”
2. Point of Order
Purpose: To draw attention to inappropriate conduct at the meeting.
Exa
mple:
Committee Member: “Point of
order.” Chair: “State your point.”
Committee Member: “Madame Chair, the motion was approved without opportunity for debate.”
3. Public Comment
In the spirit of the Brown Act an opportunity for public comment is included on all agendas. The chair should exercise discretion in determining the appropriateness and extent of public comment during committee meetings setting reasonable limits as needed.
III. HOW TO PRESENT A MOTION
1. Obtain the floor by raising your voting card and wait to be recognized by the chair.
2. Make your motion.
a. Always state a motion affirmatively. For example, "I move that we support AB 123..." rather than, "I move that we do not take a position ...".
b. Avoid comments unrelated to the subject of the motion. c. Avoid making any arguments supporting your motion at this time, simply state the motion.
3. Wait for someone to second your motion.
4. If there is no second to your motion it is lost and no vote will be taken by the committee.
5. If there is a second to your motion the chair should re-state the motion. a. The chair will say, "it has been moved and seconded that we ..." This places the motion before the committee for
consideration and action.
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b. The committee then either debates the motion or may move directly to a vote.
c. Once a motion is presented to the committee by the chair it becomes "committee property," and cannot be changed
by the maker of the motion without the consent of the
committee.
6. At this point the individual making the initial motion (the mover) may elect to expand on the motion. For example, this would be the appropriate time for the mover to present an argument in support of the motion.
7. The chair should always recognize the mover first.
a. All comments and debate must be directed to the chair. b. Keep to the time limit (if any) for speaking that has been established.
c. The mover may speak again only after other speakers are finished, unless called upon by the chair.
8. Putting the Question to the Committee
a. The chair asks, "Are you ready to vote on the question?" b. If there is no more discussion, a vote is taken on the motion. c. If the motion passes, the committee moves on to the next item on the agenda.
d. If the motion fails, and no other motion is on the floor, then a new motion is in
order.
Not
e: If a motion to support AB 123 fails, this does not mean that there is opposition to AB 123 by default. A separate motion to oppose AB 123 or some other formal motion must be made and voted on by the committee.
IV. VOTING ON A MOTION
1. Voting is Conducted by Voice
The chair asks those in favor to say, "aye," those opposed to say "no." If the ou tcome is unclear by voice, a hand vote may be taken. Any member may move for an exact count. Following the vote, the chair should announce the outcome.
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5 3
4 1
5 ATTACHMENT 3
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5 3
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5 RESOLUTION NO. 2024-__
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF LAKE FOREST, CALIFORNIA TO SUPPORT THE
CALL FOR THE CALIFORNIA LEGISLATURE TO
ENACT LAWS THAT PROMOTE EQUALITY IN
GOVERNANCE
WHEREAS, the City Council of the City of Lake Forest, California objects to the practice of the California Legislature of imposing rules limiting authority or regulating the conduct of local municipal officials that do not also apply to elected officials of the State of California; and
WHEREAS, examples of such rules or regulations that apply to local city elected officials that do not otherwise apply to the elected officials of the State of California include, but are not limited to:
California’s open meeting rules, codified in the Ralph M. Brown Act, Government Code, Chapter 9, §§ 54950 et seq., (the “Brown Act”) which purport to “declare that the public commissions, boards and councils and the other public agencies [city and county elected officials] in this State exist to aid in the conduct of the people’s business. It is the intent of the law that their actions [of city and county elected officials, but not elected members of the State Legislature,] be taken openly and that their deliberations be conducted openly,” but which limits its application to “local agencies,” not including elected officials of the State of California;
The requirements of the Brown Act apply codes of conduct on the method, manner, and timing of communications by members of city and county elected officials by and between themselves and their constituents that do not apply to elected members of the State Legislature;
Creating “one-off” exemptions for members of the State Legislature, in the form of Senate Bill No. 174, from the California Environmental Quality Act (“CEQA”) which would ordinarily require all members of the State Legislature to fully consider the environmental consequences of their actions before approving plans and policies or committing to a course of action on a project in order to demolish and then rebuild State offices for the Governor and other State officials, while not affording the same prerogative to city and county elected officials the right to streamline approval of essential city or county projects involving matters of “municipal affairs”;
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5 3
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5 Adopting rules, in the form of Senate Bill No. 1439, amending the Political Reform Act (the “Act”), by removing the exception for local elected officers from contribution limits and requiring disqualification on development project decisions, but not including elected officials of the State of California; Adopting rules, in the form of Assembly Bill No. 571, that apply to city and county candidates for local elected office, but not to candidates for state-wide office, including, but not limited to: prohibiting the making a contribution over the AB 571 limit to another candidate in jurisdictions subject to the AB 571; requiring a candidate that has qualified as a committee to establish a separate controlled committee and campaign bank account for each specific office; prohibiting a candidate from redesignating a committee for one election for another election.
THEREFORE, BE IT RESOLVED that the City of Lake Forest calls upon the Governor of the State of California and the elected members of the California Legislature, including all members of the Senate and Assembly, to adopt the following policy:
“The California State Legislature shall not enact, and the Governor shall not approve, any law or regulation that applies solely to elected officials of California cities and counties, unless such law or regulation also applies equally to members of the California State Assembly and Senate after a reconciliation process has been completed. This prohibition shall not apply to laws or regulations affecting the inherent powers of the legislative branch to adopt matters of statewide concern, within the meaning of Section 5 of Article XI of the California Constitution.”
THEREFORE, BE IT FURTHER RESOLVED, that the City Council formally expresses support for the policy.
PASSED, APPROVED, AND ADOPTED this day _____ of _____, 2024, by the following vote to wit:
MARK TETTEMER
MAYOR
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5 ATTEST:
LISA BERGLUND, CMC
CITY CLERK
APPROVED AS TO FORM:
MATTHEW E. RICHARDSON
CITY ATTORNEY
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5 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. __ was duly passed and adopted at a regular meeting of the Lake Forest City Council on the ____ day of ______, 2024, by the following vote, to wit:
AYES: COUNCIL MEMBERS:
NOES: COUNCIL MEMBERS:
ABSENT: COUNCIL MEMBERS:
ABSTAIN: COUNCIL MEMBERS:
__________________________
LISA BERGLUND, CMC
CITY CLERK
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CITY COUNCIL AGENDA REPORT
MEETING DATE: 11/5/2024
DEPARTMENT: Public Works
SUBJECT:
CAPITAL IMPROVEMENT PLAN UPDATE
RECOMMENDED ACTION(S):
Receive and file.
EXECUTIVE SUMMARY:
The City is working on seventy Capital Improvement Plan (“CIP”) projects which represent a $36 million investment in the community. This report updates the City Council on significant changes from the last update on August 20, 2024, for the CIP projects in progress through September 30, 2024.
BACKGROUND:
The City Council approved the City’s 2023-2030 Capital Improvement Plan (“2023-2030 CIP”) on June 20, 2023. The first two-year cycle of the 2023-2030 CIP included thirty-four new capital projects worth over $21.9 million in infrastructure investment for the community (Attachment). Two additional CIP projects were added mid-cycle with appropriating funds for FY 2024-25 at the June 4th City Council meeting with a budget of $685,000. The City is also working on thirty-four ongoing projects worth an additional $13.5 million investment in the community.
DISCUSSION:
Five Capital Improvement Projects have been completed since the previous update:
1. Ridge Route Median Improvements Phase 2
2. Slurry Seal for non-arterial streets in Zone A
3. Lake Forest Drive Resurfacing from Portola to Bake
4. Trabuco Road Ascension Cemetery Left Turn Holding Pocket
5. Rimgate Park Shelter Rehab
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With completion of these projects, 24 CIP projects have been completed since June 2023. The following fourteen projects are currently in various phases of construction:
1. New Street Name Sign Replacement
2. Rockfield Median at Lake Forest Drive
3. Trabuco Road Pavement Resurfacing – Bake to Peachwood
4. Conference Room Teams Upgrade
5. Jeronimo and Muirlands Arterial Slurry Seal
6. Trabuco Road Asphalt Trail Rehabilitation
7. Lake Forest Traffic Signal Synchronization Project (“TSSP”)
8. Alton TSSP
9. Portola-Santa Margarita TSSP
10. Civic Center Drainage Improvements
11. Pittsford Park Shade Structure Renovations
12. Jeronimo Road/ Lake Forest Drive Intersection Improvements (Lake Forest Traffic Mitigation- “LFTM”)
13. Rancho Parkway/ Lake Forest Drive Intersection Improvements (LFTM)
14. Rockfield Blvd./Los Alisos Blvd. Intersection Improvements (LFTM) The following six projects are tentatively scheduled to be awarded construction contracts within the next quarter:
1. Non-Arterial Streets Asphalt Repairs in Zone D
2. El Toro Irrigation Conservation Program
3. Heroes Park Lighting
4. Barker Ranch Dog Park Synthetic Turf Replacement
5. Protected-Permissive Left Turn Phase 2
6. Bake and Trabuco Widening (LFTM)
Designs for seventeen projects are in progress.
FISCAL IMPACT:
There is no fiscal impact associated with the recommended action.
ATTACHMENTS:
Capital Improvement Plan 2023-2030
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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
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ATTACHMENT
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CITY OF LAKE FOREST
Capital Improvement Plan
2023-2030
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CAPITAL IMPROVEMENT PLAN 2023-2030
Elected Officials
Doug Cirbo, Mayor
Mark Tettemer, Mayor Pro Tem
Robert Pequeño,Council Member
Scott Voigts, Council Member
Benjamin Yu, Council Member
Community Services
Commission
Planning Commission
Jolene Fuentes, Chair
Traffic and Parking
Commission
Loretta Herrin, Chair Jordan Villwock, Vice Chair
Francisco Barajas, Commissioner
Thomas Ludden, Commissioner
Michael Stannard, Commissioner
Vladimir Anderson, Commissioner
Mark Armando, Commissioner
Gerardo Camarena, Commissioner
Jim Fouste, Commissioner
Jim Richert, Commissioner
Kelly Gould, Vice Chair
Tim Burton, Commissioner
Margie Matsil, Commissioner
Victor Scherr, Commissioner
City Staff
Debra Rose, City Manager
Keith Neves, Assistant City Manager
Matthew Richardson, City Attorney
Lisa Berglund, City Clerk
Kevin Shirah, Director of Finance/ City Treasurer
Gayle Ackerman, Director of Community Development
Tom Wheeler, Director of Public Works/ City Engineer
Captain Christine Berryman, Chief of Police Services
Baryic Hunter, Division Chief - Fire Services
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CAPITAL IMPROVEMENT PLAN
TABLE OF CONTENTS
Page
1City Manager’s Project Prioritization
Message
2023-2030 Capital Improvement Plan 3
42023-2025 Capital Improvement Plan –
Expenditures
2023-2025 Capital Improvement Plan – 5
6 7
8 Funding Sources
2025-2030 Capital Improvement Plan –
Expenditures
2025-2030 Capital Improvement Plan –
Funding Sources
Detail Descriptions of Projects
2023-2030
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CITY OF LAKEFOREST
Mayor
Doug Cirbo
Mayor Pro Tem
Mark Tettemer
Council Members
Robert Pequeño
Scott VoigtsJune 20, 2023
Benjamin Yu
City Manager
Debra DeBruhl Rose
Honorable Mayor and Members of the City Council:
To provide context and insight into the City’s development of the 2023-2030 Capital Improvement Plan and how projects are prioritized, staff has prepared the following:
In the broadest context, staff reviews the City’s updated Strategic Plan for projects and programs that were previously recommended by the City Council. In general, the Strategic Plan consists of the latest version of the Resident and Business Survey, input from joint commission workshops, city council workshops which utilize Strength, Weakness, Opportunity, and Threat (“SWOT”) analysis and opportunity rankings, staff’s review and analysis, and other community inputs. This effort produces a list of projects for consideration in the Capital Improvement Plan. After creation of this global list the projects are further analyzed based on each project’s needs, potential impacts if deferred, traffic model analysis, available staffing resources required, project’s programmed year, amongst other inputs. Then the projects are analyzed by proposed funding sources to optimize the available funding. The most restrictive funds are programmed first, followed by the next most restrictive funds, until all projects left for consideration would be funded by the general fund. Staff makes a “draft” recommendation to City Council at a budget workshop and receives comments. Those comments are incorporated into the “final” recommendation and brought to City Council for approval.
The CIP Budget includes projects that reflect the City's commitment to providing highly desired facilities, while maintaining and improving existing infrastructure and assets. The CIP Budget includes eighteen traffic and street related projects. These projects are designed to improve safety, traffic flow, median and parkway landscaping, and maintain the roadway network. Other projects include crosswalk safety enhancements, signal synchronization projects with neighboring cities, street asphalt resurfacing, and parkway turf removals. Also included in the CIP are projects to enhance the City’s facilities, including renovations at the Sports Park and Etnies skate park as well as park renovation projects at Cavanaugh, Lake Forest, Nature Park, Peachwood, and Vintage and synthetic turf replacement and restroom renovations at other parks. www.lakeforestca.gov
Lake Forest City Hall
100 Civic Center Drive
Lake Forest, CA 92630
(949) 461-3400
Fax: (949) 461-3511