Agenda packet — Lake Forest City Council, August 19, 2025 (part 1 of 2)

AGENDA

LAKE FOREST CITY COUNCIL
Regular Meeting of the City Council
Tuesday, August 19, 2025
Closed Session 5:30 p.m.

Public Session 6:30 p.m.

City Council Chambers, 100 Civic Center Drive, Lake Forest, California NOTICE: Pursuant to Lake Forest Municipal Code Section 2.04.010, Regular Meetings of the City Council are held the First and Third Tuesday of each month at the hour of 5:30 p.m. for Closed Session matters, if required.

The Public Session of the meeting shall commence at 6:30 p.m. or as soon thereafter as possible. Special Meeting times may be held at a different time and date as listed on the Agenda.

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

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

AGENDA ON SOCIAL MEDIA: This meeting will be streamed through Facebook Live. Comments will not be taken via Facebook Live. The City provides the Facebook Live stream as an additional service to the public.

However, the City cannot guarantee that its network and/or the site will be uninterrupted. The City is not responsible for any interrupted service.

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

PUBLIC PARTICIPATION: In addition to attending in person, members of the public may access the meeting live on our website at https://www.lakeforestca.gov/en/government/meeting-agendas-and-minutes/meeting-agendas .

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

PUBLIC COMMENT: Members of the public may provide comments in-person at the meeting. Public comments will no longer be accepted remotely. Those wishing to provide comments in-person at the meeting will be asked to submit a request to speak to the City Clerk. To ensure prompt distribution to the City Council, members of the public wishing to provide written materials to the City Council should do so prior to the start of the meeting or as close thereto as possible, as time will not be taken during the public comment period to distribute written materials to the City Council.

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 August 19, 2025 LAKE FOREST CITY COUNCIL AGENDA Page 1 [email protected]
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: 5:30 p.m.

Council Members: Doug Cirbo
Mark Tettemer
Benjamin Yu
Mayor Pro Tem: Robert Pequeño
Mayor: Scott Voigts
City Manager: Debra Rose
City Attorney: Matthew E. Richardson
Acting City Clerk: Thy Merritt
CLOSED SESSION PUBLIC COMMENT:

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

CLOSED SESSION (Item No. 1)
CLOSED SESSION: At this time, the City Council may recess to Closed Session for conference with Legal Counsel to discuss the items listed below pursuant to Government Code requirements. Any items not concluded by 6:30 p.m. may be continued to the end of the Public Session.

August 19 2025 LAKE FOREST CITY COUNCIL AGENDA Page 2

1. CONFERENCE WITH LABOR NEGOTIATORS
PURSUANT TO GOVERNMENT CODE SECTION 54957.6 AGENCY
DESIGNATED REPRESENTATIVE: MAYOR AND CITY MANAGER
UNREPRESENTED EMPLOYEE(S): ALL EMPLOYEES
RECOMMENDED ACTION: Conduct closed session.

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

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

PUBLIC SESSION: 6:30 p.m.

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

INVOCATION: The Invocation will be provided by Chaplain Jon Fosburg, Orange County Sheriff's Department.

PLEDGE OF ALLEGIANCE: The Pledge of Allegiance to the Flag of our Country to be led by Brownie Troop #2519.

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

August 19, 2025 LAKE FOREST CITY COUNCIL AGENDA Page 3 PRESENTATIONS (Item Nos. 2 – 4)

2. RECOGNITION OF 2025 FOURTH OF JULY PARADE VOLUNTEERS, RECOMMENDED ACTION: 1. Recognize the volunteers who helped plan and produce the 2025 Lake Forest 4th of July Parade. 2. Recognize the groups that provided police services, street closures, street cleaning, and ambulatory services. 3. Recognize the parade sponsors. 4. Present awards to the winning parade entries.

3. RECOGNITION OF ORANGE COUNTY SHERIFF’S DEPARTMENT CRIME

PREVENTION SPECIALIST
RECOMMENDED ACTION: Recognize Orange County Sheriff’s
Department Crime Prevention Specialist Brittney Oldham for seven years of service to the City of Lake Forest.

SPECIAL GROUPS, SPONSORS, AND AWARD WINNERS

PUBLIC COMMENTS
Members of the public can submit an e-comment to [email protected] . E-comments will not be read at the meeting.

Members of the public may also provide comments in-person at the meeting. Those wishing to provide comments in-person at the meeting will be asked to submit a request to speak to the City Clerk.

CONSENT CALENDAR (Item Nos. 5 – 15)
All matters listed under the Consent Calendar are considered routine and will be enacted by one vote. There will be no separate discussion of these items unless Members of the City Council, the public, or staff request specific items be removed from the Consent Calendar for separate action.

5. MOTION TO WAIVE 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 August 19, 2025 LAKE FOREST CITY COUNCIL AGENDA Page 4

4. NATIONAL EMERGENCY MANAGEMENT AWARENESS MONTH
RECOMMENDED ACTION: Approve the Proclamation designating August 2025 as National Emergency Management Awareness Month. and further reading waived.

6. MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL HELD ON JULY 15, 2025
RECOMMENDED ACTION: Approve as submitted.

7. CERTIFICATION OF WARRANT REGISTER
RECOMMENDED ACTION: Approve the warrant register in the amount of $10,634,905.63.

8. QUARTERLY TREASURER'S REPORT - QUARTER ENDED JUNE 30, 2025
RECOMMENDED ACTION: Receive and file.

9. SECOND AMENDMENT TO AGREEMENT WITH DE NOVO PLANNIG
GROUP, LSA ASSOCIATES, INC., AND SAGECREST PLANNING AND

ENVIRONMENTAL FOR ON-CALL ENVIRONMENTAL CONSULTING

SERVICES
RECOMMENDED ACTION: 1. Approve the Second Amendment for Professional On-Call Environmental Consultant Services with De Novo Planning Group (“De Novo”) for On-Call Environmental Consultant Services. 2. Authorize the Mayor to sign, and the City Clerk to attest, the Second Amendment to the Professional Services Agreement with De Novo substantially in the form attached. 3. Approve the Second Amendment for Professional On-Call Environmental Consultant Services with LSA Associates, Inc. (“LSA”) for On-Call Environmental Consultant Services.4.

Authorize the Mayor to sign, and the City Clerk to attest, the Second Amendment to the Professional Services Agreement with LSA substantially in the form attached. 5. Approve the Second Amendment for Professional On-Call Environmental Consultant Services with Sagecrest Planning and Environmental (“Sagecrest”) for On-Call Environmental Consultant Services. 6. Authorize the Mayor to sign, and the City Clerk to attest, the Second Amendment to the Professional Services Agreement with Sagecrest substantially in the form attached.

August 19, 2025 LAKE FOREST CITY COUNCIL AGENDA Page 5

10. NOTICE OF COMPLETION FOR LAKE FOREST SPORTS PARK
SYNTHETIC TURF REPLACEMENT (25P02)
RECOMMENDED ACTION: 1. Find that FieldTurf USA, Inc. has completed construction of the Lake Forest Sports Park Synthetic Turf Replacement Project (25P02). 2. Approve the Notice of Completion and authorize the Mayor to execute the document on behalf of the City. 3. Authorize the City Clerk to submit the Notice of Completion for recordation to the Office of the County Recorder of Orange County within fifteen days of the City Council approval, as required by Section 9204 of the California Civil Code.

11. ACCEPTANCE OF TOLL BROTHERS IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 18142
RECOMMENDED ACTION: 1. Accept as complete the tract improvements and monumentation constructed by Toll Brothers West, Inc., a Delaware corporation, for Tract 18142. 2. Authorize the City Clerk to release the Subdivision Improvement Monumentation Bond in the amount of $23,850.

August 19, 2025 LAKE FOREST CITY COUNCIL AGENDA Page 6

12. ACCEPTANCE OF TOLL BROTHERS IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 19125
RECOMMENDED ACTION: 1. Accept as complete the tract improvements and monumentation constructed by Toll Brothers West Inc., a Delaware corporation, for Tract 19125. 2. Authorize the City Clerk to release the Subdivision Faithful Performance and Subdivision Labor and Materials Bonds, both in the amount of $176,811.01, and the Subdivision Improvement Monumentation Bond in the amount of $59,250. 3. Authorize the City Clerk to release the Subdivision Improvement Warranty Bond in the amount of $17,681.10 one year after acceptance of the public improvements for Tract 19125 with the concurrence of the Acting Director of Public Works/City Engineer.

13. ACCEPTANCE OF TOLL BROTHERS IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 19126
RECOMMENDED ACTION: 1. Accept as complete the tract improvements and monumentation constructed by Toll Brothers West Inc., a Delaware corporation, for Tract 19126. 2. Authorize the City Clerk to release the Subdivision Faithful Performance and Subdivision Labor and Materials Bonds, both in the amount of $229,598.09, and the Subdivision Improvement Monumentation Bond in the amount of $33,750. 3. Authorize the City Clerk to release the Subdivision Improvement Warranty Bond in the amount of $22,959.80 one year after acceptance of the public improvements for Tract 19126 with the concurrence of the Acting Director of Public Works/City Engineer.

DISCUSSION/ACTION ITEMS (Item Nos. 16 – 18)
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.

August 19, 2025 LAKE FOREST CITY COUNCIL AGENDA Page 7

14. ACCEPTANCE OF TOLL BROTHERS IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 19127
RECOMMENDED ACTION: 1. Accept as complete the tract improvements and monumentation constructed by Toll Brothers West Inc., a Delaware corporation, for Tract 19127. 2. Authorize the City Clerk to release the Subdivision Faithful Performance and Subdivision Labor and Materials Bonds, both in the amount of $385,378.89, and the Subdivision Improvement Monumentation Bond in the amount of $45,600. 3. Authorize the City Clerk to release the Subdivision Improvement Warranty Bond in the amount of $38,537.88 one year after acceptance of the public improvements for Tract 19127 with the concurrence of the Director of Public Works/City Engineer.

15. SECOND AMENDMENT TO THE AGREEMENT WITH BRIGHTLIFE

DESIGN, LLC FOR SEASONAL AND YEAR-ROUND LIGHTING SERVICES RECOMMENDED ACTION: 1. Approve the Second Amendment to the Agreement with Brightlife Designs, LLC for Seasonal and Year-Round Lighting Services. 2. Authorize the Mayor to sign, and the City Clerk attest, the Second Amendment to the Agreement with Brightlife Designs, Inc, substantially in the form attached.

16. URGENCY ORDINANCE ESTABLISHING A TEMPORARY MORATORIUM

ON MASSAGE ESTABLISHMENTS
RECOMMENDED ACTION: 1. Find and determine that the proposed urgency ordinance is not a “project” within the meaning of Section 15378 of the State of California Environmental Quality Act (“CEQA”) Guidelines (Title 14 of the California Code of Regulations) and is exempt from the requirements of CEQA under Section 15061(b)(3) of the CEQA Guidelines; and 2. Adopt Urgency Ordinance No. ____, entitled: AN

URGENCY ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

LAKE FOREST ESTABLISHING A TEMPORARY MORATORIUM ON

MASSAGE ESTABLISHMENTS PENDING STUDY AND THE
PREPARATION OF AN UPDATE TO THE CITY’S MUNICIPAL CODE

AND ZONING CODE AND DETERMINING THE ORDINANCE TO BE
EXEMPT FROM CEQA.

17. COMMUNITY SERVICES COMMISSION STIPEND
RECOMMENDED ACTION: Adopt a Resolution entitled: A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE

FOREST, CALIFORNIA REGARDING COMPENSATION

RECEIVED BY LAKE FOREST COMMUNITY SERVICES

COMMISSIONERS AND FINDING THE ACTION EXEMPT FROM
THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA).

18. AUTHORIZATION TO PARTNER WITH COUNTY OF ORANGE ON
RECOMMENDED ACTION: 1. Authorize a Joint Request for Proposals for the Lake Forest Golf Course and Practice Center Long-Term Ground Lease with the County of Orange utilizing the County of Orange procurement process in lieu of the City’s standard procurement process. 2. Authorize the City Manager to execute all necessary documents related to this action.

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 Tettemer:

Council Member Yu:

Mayor Pro Tem Pequeño:

Mayor Voigts:

August 19 2025 LAKE FOREST CITY COUNCIL AGENDA Page 8

A JOINT REQUEST FOR PROPOSALS FOR THE GOLF COURSE

PROPERTY

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, Thy Merritt, Acting City Clerk of the City of Lake Forest, California, hereby certify that the foregoing agenda was posted for public review at City Hall on August 19, 2025.

Thy Merritt
Acting City Clerk
August 19 2025 LAKE FOREST CITY COUNCIL AGENDA Page 9

CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Management Services
SUBJECT:

RECOGNITION OF 2025 FOURTH OF JULY PARADE VOLUNTEERS,

SPECIAL GROUPS, SPONSORS, AND AWARD WINNERS
RECOMMENDED ACTION(S):

1. Recognize the volunteers who helped plan and produce the 2025 Lake Forest 4th of July Parade.

2. Recognize the groups that provided police services, street closures, street cleaning, and ambulatory services.

3. Recognize the parade sponsors.

4. Present awards to the winning parade entries.

EXECUTIVE SUMMARY:

The Fourth of July Parade returned this year for its 32nd annual celebration with 87 parade entries and over 3,000 participants. Parade entries represented civic groups, local churches, musical groups, a variety of entertainment, youth sports organizations, dance/cheer groups, local businesses, elected officials, and the United States Marine Corps from Camp Pendleton.

The Fourth of July Parade was a wonderful success thanks to the outstanding contributions from the Parade Committee (“Committee”), Public Works Department, and Police Services. The Committee began meeting monthly in February to help plan the logistics of this year’s parade.

Committee members were responsible for recruiting new members, new entertainment, parade entries, organizing the line-up, route logistics, judging the entries, and various other duties the day of the event. The Committee chose the theme, “Lake Forest Thrives in 2025” and the Grand Marshal, Bob Dunek.

Former City Manager Bob Dunek served the City of Lake Forest from 1996 until 2017. He listened to residents' needs and had a large influence on Community Service programming with the opening of the Etnies Skatepark of Lake Forest and the Lake Forest Sports Park.

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Tonight, staff recommends the City Council recognize the dedicated Parade Committee volunteers, special groups that assisted with event coordination, sponsors, and winning parade entries. A sample certificate is provided as an attachment to this report (Attachment).

FISCAL IMPACT:

There is a minimal fiscal impact associated with the recommended actions.

ATTACHMENTS:

Sample Certificate
Initiated By: Laura Hunter, Recreation Manager
Submitted By: Laura Hunter, Recreation Manager
Approved By: Debra Rose, City Manager

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ATTACHMENT

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CERTIFICATE OF RECOGNITION

THE LAKE FOREST CITY COUNCIL

HEREBY RECOGNIZES

Noma Bates

For volunteering for the 2025 City of Lake Forest
32nd Annual Fourth of July Parade.

August 19, 2025

________________________

SCOTT VOIGTS
MAYOR

________________________
ROBERT PEQUEÑO

MAYOR PRO TEM
_________________________

DOUG CIRBO

COUNCIL MEMBER

________________________

MARK TETTEMER

COUNCIL MEMBER
________________________

BENJAMIN YU

COUNCIL MEMBER

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Management Services
SUBJECT:

RECOGNITION OF ORANGE COUNTY SHERIFF’S DEPARTMENT CRIME

PREVENTION SPECIALIST
RECOMMENDED ACTION(S):

Recognize Orange County Sheriff’s Department Crime Prevention Specialist Brittney Oldham for seven years of service to the City of Lake Forest.

EXECUTIVE SUMMARY:

The City of Lake Forest proudly recognizes Brittney Oldham, Crime Prevention Specialist of the Orange County Sheriff Department, for her seven years of exceptional service and dedication to public safety and community engagement.

In June 2018, Mrs. Oldham became the Lake Forest Police Services Crime Prevention Specialist. During her tenure, she elevated the exhibitions and vendors at National Night Out, increased the number of participants in the Neighborhood Watch Program, created informative and entertaining content on social media for Lake Forest Police Services, enhanced the Business Watch program and participated in numerous homeowner association meetings for safety presentations.

This recognition reflects the City’s appreciation for Brittney’s tireless efforts to make Lake Forest a safer, more connected community. Her work exemplifies the power of proactive policing and community collaboration.

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

ATTACHMENTS:

Sample Certificate of Appreciation

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Initiated By: Sharlyn de la Paz, Administrative Services Manager Submitted By: Sean McGovern, Deputy City Manager
Approved By: Debra Rose, City Manager

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Attachment

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Certificate of Appreciation

THE LAKE FOREST CITY COUNCIL
Extends its sincere appreciation to

BRITTNEY OLDHAM
Crime Prevention Specialist
For your Dedication and Outstanding Service
to the City of Lake Forest
August 19, 2025
Scott Voigts
Mayor
Robert Pequeño
Mayor Pro Tem
Doug Cirbo
Council Member
Mark Tettemer
Council Member
Benjamin Yu
Council Member

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Management Services
SUBJECT:

NATIONAL EMERGENCY MANAGEMENT AWARENESS MONTH
RECOMMENDED ACTION(S):

Approve the Proclamation designating August 2025 as National Emergency Management Awareness Month
EXECUTIVE SUMMARY:

The United States has officially designated August 2025 as National Emergency Management Awareness Month, a nationwide campaign aimed at promoting the capabilities of emergency management and recognizing the essential contributions of emergency managers. These professionals are responsible for developing and overseeing systems that protect lives, reduce damage to property and infrastructure, mitigate future risks, and support community recovery following disasters. The observance seeks to raise awareness among all stakeholders involved in emergency preparedness, response, recovery, and mitigation, and to strengthen collaboration across public and private sectors.

Staff recommends the City Council approve the Proclamation designating August 2025 as “National Emergency Management Awareness Month” in the City of Lake Forest (Attachment).

Click or tap here to enter text.

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

ATTACHMENTS:

Proclamation National Emergency Management Awareness Month 2025 Initiated By: Sharlyn de la Paz, Administrative Services Manager Submitted By: Sean McGovern, Deputy City Manager
Approved By: Debra Rose, City Manager

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Attachment

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PROCLAMATION

THE LAKE FOREST CITY COUNCIL

HEREBY PROCLAIMS
August 2025
AS
“NATIONAL EMERGENCY MANAGEMENT
AWARENESS MONTH”
_________________________________

SCOTT VOIGTS
MAYOR
ROBERT PEQUEÑO

MAYOR PRO TEM
__________________________

DOUG CIRBO

COUNCIL MEMBER
_______________________

MARK TETTEMER

COUNCIL MEMBER
__________________________

BENJAMIN YU

COUNCIL MEMBER

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
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: Thy Merritt, Acting City Clerk
Approved By: Debra Rose, City Manager
14

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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, July 15, 2025, 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
Mark Tettemer
Benjamin Yu
Mayor Pro Tem: Robert Pequeño
Mayor: Scott Voigts

City Manager: Debra Rose
City Attorney: Matthew E. Richardson
Acting City Clerk: Thy Merritt

INVOCATION: The Invocation was provided by Vanessa Howard, South County Outreach.

PLEDGE OF ALLEGIANCE: The Pledge of Allegiance to the Flag of our Country was led by Cub Scout Pack and Troop #4321.

PRESENTATIONS: (Item Nos. 1 – 3)
MOTION: It was moved by Council Member Tettemer, seconded by Council Member Yu, to approve Presentation Item Nos. 1 – 3. The motion was carried by a vote of 5-0.

1. RECOGNITION OF VOLUNTEERS IN PARKS PROGRAM PARTICIPANTS

City Manager Rose introduced this item and invited Management Assistant Samantha to provide a presentation. No public comment was offered.

ACTION: The volunteers who performed quarterly park inspections for the Volunteer in Parks ("VIP") Program for Fiscal Year 2024-2025 were recognized.

2. UPDATE ON NEW CITY WEBSITE AND ASK LAKE FOREST SYSTEM

City Manager Rose introduced this item and invited Communications and Marketing Manager Volzke to provide a presentation. No public comment was offered.

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July 15, 2025 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 2 of 6

ACTION: The presentation was received and filed.

3. TASTE OF LAKE FOREST RETURNS

City Manager Rose introduced this item and invited Economic Development/Housing Manager Grijalva to provide a presentation. No public comment was offered.

ACTION: The 2025 Taste of Lake Forest Returns presentation was received and filed.

PUBLIC COMMENTS:

Mark Hermanson expressed concerns with permitted parking on Malabar Road.

Mike Davison expressed concerns with the U.S. Immigration and Customs Enforcement activities in the City.

Jay Cost expressed concerns with the U.S. Immigration and Customs Enforcement activities in the City.

Andrew O’Connor praised public works staff and expressed concerns with the Ask Lake Forest system, and Council Member Yu and Mayor Voigts.

Reed Buck expressed concerns with the U.S. Immigration and Customs Enforcement activities in the City.

Sean Fletcher thanked the Clean Lake Forest volunteers and expressed concerns with litter on the sidewalks after the 4th of July parade.

Lindsay Buck expressed concerns with the U.S. Immigration and Customs Enforcement activities in the City.

Nikita Ganatra expressed concerns with the U.S. Immigration and Customs Enforcement activities in the City.

Brian McMillan came to the public comment podium to withdraw his submission for public comment.

CONSENT CALENDAR: (Item Nos. 4 – 12)
MOTION: It was moved by Council Member Yu, seconded by Mayor Pro Tem Pequeño, to approve Consent Calendar Item Nos. 4, 7 – 9, and 11 – 12. The motion was carried by a vote of 5-0.

4. MOTION TO WAIVE READING OF RESOLUTIONS AND ORDINANCES

ACTION: Said Ordinances and Resolutions which appeared on the public

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July 15, 2025 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 3 of 6

agenda were determined to have been read by title and further reading was waived.

7. SECOND AMENDMENT TO THE AGREEMENT WITH ABTECH

TECHNOLOGIES FOR INFORMATION TECHNOLOGY SUPPORT SERVICES

ACTION: 1. The Second Amendment to the Agreement for Information Technology Support Services with Abtech Technologies was approved. 2. The Mayor was authorized to sign, and the City Clerk to attest, the Second Amendment to the Agreement with Abtech Technologies substantially in the form attached.

8. SIXTH AMENDMENT TO THE AGREEMENT WITH ABTECH TECHNOLOGIES

FOR BACKUP AND DISASTER RECOVERY SERVICES

ACTION: 1. The Sixth Amendment to the Agreement with Abtech Technologies, Inc. for backup and disaster recovery services was approved. 2. The Mayor was authorized to execute, and the City Clerk to attest, the Sixth Amendment to the Agreement with Abtech Technologies, Inc., substantially in the form attached.

9. RESPONSE TO THE ORANGE COUNTY GRAND JURY REGARDING LONG-

TERM SOLUTIONS TO SHORT-TERM RENTALS

ACTION: The City Manager was approved and authorized to submit the City’s response to the Orange County Grand Jury Report regarding Long-Term Solutions to Short-Term Rentals.

11. AWARD SPORTS PROGRAM SERVICES AGREEMENT FOR YOUTH

SOCCER TO SOCCER STARS OF OC AND SOUTH COUNTY FRIDAY NIGHT

LIGHTS FOR YOUTH FLAG FOOTBALL

ACTION: 1. Sports Program Services Agreements was awarded to Soccer Stars
of OC to provide Youth Soccer programming and Friday Night Lights for Youth Flag Football at the Lake Forest Sports Park. 2. The Mayor was authorized to sign, and the City Clerk to attest the agreements with Soccer Stars of OC for Youth Soccer Programming and Friday Night Lights for Youth Flag Football, substantially in the forms attached.

12. NOTICE OF COMPLETION FOR IRRIGATION CONSERVATION PROGRAM PROJECT (PW 2022-03)

ACTION: 1. Marina Landscape, Inc. was found to have completed construction of the Irrigation Conservation Program Project (PW 2022-03). 2. The Notice of Completion was approved and the Mayor was authorized to execute the document on behalf of the City. 3. The City Clerk was authorized to submit the Notice of Completion for recordation to the Office of the County Recorder of

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July 15, 2025 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 4 of 6

Orange County within fifteen days of the City Council approval, as required by Section 9204 of the California Civil Code. 4. Staff was authorized to release any unencumbered retention in accordance with California law.

ITEMS PULLED FOR DISCUSSION: (Item Nos. 5 – 6, and 10)
MOTION: It was moved by Mayor Pro Tem Pequeño, seconded by Council Member Yu, to approve Consent Calendar Item Nos. 5 – 6. The motion was carried by a vote of 5-0.

5. MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL HELD ON JULY 1, 2025

Andrew O’Connor offered public comment and expressed concerns with comments made by Council members at this meeting.

ACTION: The minutes were approved as submitted.

6. CERTIFICATION OF WARRANT REGISTER

Andrew O’Connor offered public comment and expressed concerns with various program costs.

ACTION: The warrant register in the amount of $ 3,783,662.01 was approved.

10. CONSIDERATION OF FINAL FUNDING PHASES FOR THE CITY’S SHOP & DINE COMMUNITY GIFT CARD PROGRAM WITH YIFTEE, INC.

Mayor Voigts proposed a two-gift card limit per purchaser. Council discussion ensued. Nikita Ganatra offered public comment in support of the program.

MOTION: It was moved by Mayor Voigts, seconded by Council Member Yu, to:

1. That the City Council authorize the City Manager to enter into BOGO Campaign Quickstart Agreements for phases 11 and 12 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. 2. Adopt a Resolution Entitled: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA, AMENDING THE 2025-2027 OPERATING BUDGET; AMENDING APPROPRIATIONS FOR FISCAL YEAR 2025-26. The motion was carried by a vote of 5-0.

PUBLIC HEARING(S): (Item No. 13)

13. USE PERMIT 11-24-5754 (HYPNOTIQ WELLNESS) TO ESTABLISH A MASSAGE ESTABLISHMENT AT 23811 BRIDGER ROAD, UNIT 100

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July 15, 2025 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 5 of 6

Mayor Voigts turned the meeting over to Mayor Pro Tem Pequeño at 7:47 p.m. and left the dais at 7:49 p.m. Mayor Pro Tem Pequeño opened the public hearing. City Manager Rose introduced this item and invited Senior Planner Santos and City Attorney Richardson to provide a presentation. Council members Cirbo, Tettemer, and Yu revealed they had no ex parte discussions on the subject matter. Mayor Pro Tem Pequeño revealed that he did have ex parte discussions with residents on the subject matter. Brian McMillan offered public comment and expressed concerns with the City violating 14 th amendment rights
should they vote to deny the use permit. Maria Basares offered public comment in support of denying the use permit. Council questions were asked and answered. Mayor Pro Tem Pequeño closed the public hearing.

MOTION: It was moved by Council Member Cirbo, seconded by Council Member Yu, to adopt a Resolution entitled: A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF LAKE FOREST, CALIFORNIA APPROVING USE PERMIT 11-24-5754 TO OPERATE A MASSAGE ESTABLISHMENT IN AN EXISTING TENANT SPACE AT 23811 BRIDGER ROAD, UNIT 100 AND

FINDING SAID ACTION TO BE EXEMPT FROM THE CALIFORNIA
ENVIRONMENTAL QUALITY ACT. The motion was carried by a vote of 3-1-0, with Mayor Pro Tem Pequeño voting no and Mayor Voigts absent.

DISCUSSION/ACTION ITEMS: (Item Nos. 14 – 15)

14. BRANDING IMPLEMENTATION – POTENTIAL 2027 ROSE PARADE FLOAT

City Manager Rose introduced this item and invited Assistant to the City Manager Ruelas to provide a presentation. Reed Buck, Andrew O’Connor, and Ted Perle offered public comment against budgeting money for a Rose Parade float. Council questions were asked and answered.

ACTION: The presentation was received and filed.

15. CAPITAL IMPROVEMENT PLAN UPDATE

City Manager Rose introduced this item and invited Principal Civil Engineer Claudio to provide a presentation. No public comment was offered.

ACTION: The presentation was received and filed.

CITY MANAGER'S REPORT: City Manager Rose had nothing further to report.

CITY COUNCIL COMMENTS:

Council Member Cirbo:

Council Member Cirbo reported on his attendance at
the 4th of July parade and invited everyone to the fire

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July 15, 2025 LAKE FOREST CITY COUNCIL MEETING MINUTES Page 6 of 6

awareness pop-up events at Portola and Borrego
Parks.

Council Member Tettemer:

Council Member Tettemer reported on his attendance
at the 4th of July parade and thanked staff for putting on a great event.

Council Member Yu:

Council Member Yu reported on his attendance at the
4th of July parade and thanked staff for putting on a
great event.

Mayor Pro Tem Pequeño:

Mayor Pro Tem Pequeño reported on his attendance
at the 4th of July parade and thanked staff for putting on a great event.

ADJOURNMENT: The Regular Meeting of the City Council was adjourned at 9:17 p.m.

Respectfully submitted:

APPROVED:

THY MERRITT ROBERT PEQUEÑO

ACTING CITY CLERK MAYOR PRO TEM

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Finance
SUBJECT:

CERTIFICATION OF WARRANT REGISTER
RECOMMENDED ACTION(S):

Approve the warrant register in the amount of $10,634,905.63.

EXECUTIVE SUMMARY:

In accordance with Government Code Section 37202 and Lake Forest Municipal Code Chapter 3.16, the official below certifies that 1) the invoices of the warrant register have been properly reviewed and 2) funds are available for payment of the warrants.

FISCAL IMPACT:

The amount of the warrant register is $10,634,905.63
ATTACHMENTS:

Warrant Register

Submitted By: Kevin Shirah, Director of Finance/City Treasurer Approved By: Debra Rose, City Manager

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Attachment

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Finance
SUBJECT:

QUARTERLY TREASURER'S REPORT - QUARTER ENDED JUNE 30, 2025 RECOMMENDED ACTION(S):

Receive and file.

EXECUTIVE SUMMARY:

The attached Treasurer's Report presents the status of the City’s investment portfolio for the quarter ending June 30, 2025. Total cash and investments are at $226.5 million for the period, with no exceptions to the City’s Statement of Investment Policy (“Investment Policy”). Quarterly reports are presented to the City Council to ensure transparency of the City’s investment holdings and demonstrate compliance with the Investment Policy.

The City contracts with Chandler Asset Management to provide investment management services. The City’s portfolio balances consist of the following:

Investment Portfolio:

Type
March 31,
2025
(in millions)
June 30,
2025
(in millions)
Chandler Asset Management Portfolio
Local Agency Investment Fund (LAIF)
California Asset Management Program (CAMP)
Operating Bank Balance - US Bank
153.4

15.2 44.0

1.4 155.8

23.1 44.5

3.1 Total 214.0 226.5
The attached Quarterly report confirms the City’s full compliance with the Investment Policy.

FISCAL IMPACT:

There is no fiscal impact associated with the recommended action.

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ATTACHMENTS:

Quarterly Treasurer’s Report
Initiated By: Ivonne Rosales, Management Assistant
Submitted By: Kevin Shirah, Director of Finance/City Treasurer Approved By: Debra Rose, City Manager

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Attachment

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INVESTMENT REPORT
Lake Forest | As of June 30, 2025
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.

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TABLE OF CONTENTS

ECONOMIC UPDATE

ACCOUNT PROFILE

CONSOLIDATED INFORMATION

PORTFOLIO HOLDINGS

TRANSACTIONS
1

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ECONOMIC UPDATE
2

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▪
▪
▪
Recent economic data suggest slower growth in 2025 and greater market uncertainty as the effects of fiscal policy unfold. Inflationary trends have subsided, but some components remain sticky, and core levels remain above the Fed’s target. The labor market reflects improved balance between supply and demand for workers. While job creation has moderated, the unemployment rate remains low; however, continuing jobless claims remain elevated implying a less robust labor market. Given the economic outlook, we expect gradual normalization of monetary policy and a steepening yield curve.

As broadly anticipated, the Federal Open Market Committee (FOMC) left the Federal Funds Rate unchanged at the range of 4.25 - 4.50% at the June meeting. Fed Chair Powell continued to emphasize the Committee’s “waitand see” approach amidst economic uncertainty that remains elevated but diminished. Federal Reserve officials continued to pencil in two rate cuts in 2025.

US Treasury yields declined in June. The 2-year Treasury yield fell 18 basis points to 3.72%, the 5-year Treasury dropped 17 basis points to

3.80%, and the 10-year Treasury yield also declined 17 basis points to 4.23%. The spread between the 2-year and 10-year Treasury yield points on the curve edged up to +51 basis points at June month-end versus +50 basis points at May month-end. The spread between the 2- year Treasury and 10-year Treasury yield one year ago was -36 basis points. The spread between the 3-month and 10-year Treasury yield points on the curve was -7 basis points in June, versus -6 basis points in May.

ECONOMIC UPDATE
3

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-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 147,000 jobs in June, exceeding consensus expectations, and the last two months were revised up by 16,000.

Gains were primarily driven by state and local government education, while job growth in service sectors languished. The three-month moving average and six-month moving average payrolls totaled 150,000 and 130,000 respectively. The unemployment rate declined to

4.1% in June from 4.2% in May, due to a shrinking labor force. The labor participation rate dipped to 62.3%, 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 dropped to 7.7% in June. Average hourly earnings fell slightly, marking a 3.7% year-over-year increase.

Source: US Department of Labor Source: US Department of Labor

EMPLOYMENT
4

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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) unexpectedly roseto 7.77 million new job openings in May from

7.40 million in April. Layoffs declined and the quits rate increased. Job openings indicate a ratio of approximately 1.1 jobs for each unemployed individual, representing a relatively balanced labor market.

Source: US Department of Labor

JOB OPENINGS & LABOR TURNOVER SURVEY
5

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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 June, the Consumer Price Index (CPI) increased 0.3% month-over-month and rose 2.7% year-over-year, while the Core CPI rose 0.2% month-over-month and 2.9% year-over-year. The Personal Consumption Expenditures (PCE) price index increased 0.1% month-over-month and rose 2.3% year-over-yearin May. The Core PCE deflator, which excludes food and energy and is the Fed’s preferred gauge, increased

0.2% month-over-month and 2.7% year-over-year,up from April’s 2.6% year-over-year increase. Although inflation has trended toward the Federal Reserve’s 2% target, the overall impact of tariff policy has not yet fully flowed through to the US economy.

Source: US Department of Labor Source: US Department of Commerce

INFLATION
6

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0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%
Retail Sales YOY % Change
YOY (%) Change
Advance Retail Sales were up 0.6% month-over-month in June, rebounding from a 0.9% decline in May and exceeding consensus forecasts. Auto sales led the increase. Control group sales, which feed into GDP, increased by 0.5%. On a year-over-year basis, Retail Sales grew 3.9% in June, following a 3.3% increase in May. The Conference Board’s Consumer Confidence Index droppedto 93.0 in June from 98.4 in May, as consumers’ assessment of both the current situation and future expectations for income and labor markets soured.

While the consumer has been resilient, elevated inflation expectations, concerns about trade policies and tariffs, and general economic and policy uncertainty could pose potential risks to future spending. 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

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-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) fell by 0.3% in June, following a flat reading in May. The LEI decreased by 4.0% year- over-year. The Conference Board is expecting economic growth to slow substantially in 2025 due to consumer pessimism, persistently soft manufacturing new orders, and rising first-time jobless claims. The Chicago Fed National Activity Index (CFNAI) improved to -0.28 in May from a downwardly revised -0.36 in April. The three-month moving average dropped to -0.16 in May from 0.06 in April, indicating slightly below trend growth.

Source: The Conference Board Source: Federal Reserve Bank of Chicago

LEADING INDICATORS OF ECONOMIC ACTIVITY
8

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0 200
400
600
800
1,000
1,200
1,400
1,600
1,800
2,000
2,200
2,400
In Thousands of Units
Annualized Housing Starts
Multi Family Housing Starts
Single Family Housing Starts
Housing starts increased 4.6% month-over-month in June to a seasonally adjusted annual rate of 1.321 million units. Multi-family starts drove the gain, while single-family starts fell on weak buyer demand. The Freddie Mac 30-year fixed rate mortgage averaged approximately 6.8% in June. According to the Case-Shiller 20-City Home Price Index, housing prices rose 3.4% year-over-year in April, compared to 4.1% in March. Limited inventory, elevated mortgage rates, and lack of affordability continue to weigh on the housing market.

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

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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 edged up to 49.0 in June from 48.5 in May, indicating a continuation of modest contraction in the sector. Inventories and production improved as companies worked through backlogs, while employment and new orders contracted. The ISM Services index increased to 50.8 in June from 49.9 in May, as new orders improved. However, ongoing concerns about the impact of tariffs remain. A reading over 50 indicates expansion, while a reading under 50 indicates contraction.

Source: Institute for Supply Management

SURVEY BASED MEASURES
10

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Components of GDP 6/24 9/24 12/24 3/25

1.9% 2.5% 2.7% 0.3%

1.5% 0.2% -1.0% 3.9%
-0.9% -0.4% 0.3% -4.6%

0.3% 0.6% 0.3% -0.3%

0.3% 0.3% 0.3% 0.2%

3.0% 3.1% 2.5% -0.5%
State and Local (Consumption and Gross
Investment)
Personal Consumption Expenditures
Gross Private Domestic Investment
Net Exports and Imports
Federal Government Expenditures
Total
-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 Real GDP decreased at an annualized rate of 0.5% in the first quarter of 2025, according to the third and final estimate from the Bureauof Economic Analysis, a downward revision from the previously estimated 0.2% decline. This marks the first negative quarter since 2022.

The primary driver of the downward revision was weaker personal consumption expenditures. Net exports remained the primary drag on growth, as imports rose sharply in anticipation of higher tariffs. Gross investment contributed positively, powered by business decisions to get ahead of possible cost increases. The consensus projection calls for 2.1% growth for the second quarter and 1.5% for the full year 2025.

GROSS DOMESTIC PRODUCT (GDP)
11

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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
As broadly anticipated, the Federal Open Market Committee (FOMC) left the Federal Funds Rate unchanged at the range of 4.25 - 4.50% at the June meeting. In the Summaryof Economic Projections (SEP), Federal Reserve officials continued to pencil in two rate cuts in 2025, while downgrading estimates for economic growth and raising forecasts for both unemployment and inflation this year. The statement indicated that uncertainty about the economic outlook remained elevatedbut had diminished. The monthly redemption capon Treasuries will remain at $5 billion, while the cap on agencies and mortgage-backed securities will be maintained at $35 billion. Since the Fed began its Quantitative Tightening campaign in June 2022, securities holdings have declined by about $2.2 trillion to approximately $6.7 trillion.

FEDERAL RESERVE

0.00%

1.00%

2.00%

3.00%

4.00%

5.00%

6.00%
Effective Federal Funds Rate
Recession
Yield (%)
12

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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
Jun-25
Mar-25
Jun-24
Yield (%)
At the end of June, the 2-year Treasury yield was 103 basis points lower, and the 10-Year Treasury yield was 17 basis points lower, year- over-year. The spread between the 2-year and 10-year Treasury yield pointson the curve edged up to +51 basis points at June month-end versus +50 basis points at May month-end. The recent yield curve inversion which began in July 2022 was historically long. The average historical spread (since 2005) is about +99 basis points. The spread between the 3-month and 10-year Treasury yield points on the curve was -7 basis points in June, versus -6 basis points in May.

BOND YIELDS
13

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ACCOUNT PROFILE
14

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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

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STATEMENT OF COMPLIANCE
Lake Forest Cons | Account #11085 | As of June 30, 2025 Rules Name Limit Actual Compliance
Status Notes

AGENCY MORTGAGE SECURITIES (CMOS)
Max % (MV) 100.0 8.2 Compliant
Max % Issuer (MV; Agencies & Agency CMOs) 30.0 7.4 Compliant Max Maturity (Years) 5.0 3.9 Compliant

ASSET-BACKED SECURITIES (ABS)
Max % (MV; Non Agency ABS & MBS) 20.0 6.2 Compliant
Max % Issuer (MV) 5.0 0.7 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

COLLATERALIZED BANK DEPOSITS
Max % (MV) 100.0 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 18.4 Compliant
Max % Issuer (MV) 5.0 1.1 Compliant
Max Maturity (Years) 5 4 Compliant
16

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STATEMENT OF COMPLIANCE
Lake Forest Cons | Account #11085 | As of June 30, 2025 Rules Name Limit Actual Compliance
Status Notes
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 7.4 Compliant
Max % Issuer (MV; Agencies & Agency CMOs) 30.0 7.4 Compliant Max Callables (MV) 20.0 0.0 Compliant
Max Maturity (Years) 5 2 Compliant

JOINT POWERS AUTHORITY (JPA)
Max % (MV) 100.0 20.0 Compliant

LOCAL AGENCY INVESTMENT FUND (LAIF)
Max Concentration (MV) 75.0 23.1 Compliant

LOCAL GOVERNMENT INVESTMENT POOL (LGIP)
Max % (MV) 100.0 20.0 Compliant

MONEY MARKET MUTUAL FUNDS
Max % (MV) 20.0 1.2 Compliant
Max % Issuer (MV) 20.0 1.2 Compliant
Min Rating (AAA by 2) 0.0 0.0 Compliant

MORTGAGE -BACKED SECURITIES (NON-AGENCY)
Max % (MV) 20.0 0.0 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 0.7 Compliant
Max % Issuer (MV) 5.0 0.7 Compliant
Max Maturity (Years) 5 4 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant
17

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STATEMENT OF COMPLIANCE
Lake Forest Cons | Account #11085 | As of June 30, 2025 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) 30.0 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

PLACEMENT SERVICE DEPOSITS
Max % (MV) 30.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant

REPURCHASE AGREEMENTS
Max Maturity (Years) 1.0 0.0 Compliant

SUPRANATIONAL OBLIGATIONS
Max % (MV) 30.0 2.5 Compliant
Max % Issuer (MV) 10.0 1.3 Compliant
Max Maturity (Years) 5 4 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant
U.S. TREASURIES
Max % (MV) 100.0 24.9 Compliant
Max Maturity (Years) 5 4 Compliant
18

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PORTFOLIO CHARACTERISTICS
Lake Forest Operating Reserve | Account #11083 | As of June 30, 2025 Benchmark* 6/30/2025
Portfolio
3/31/2025
Portfolio
Average Maturity (yrs) 2.65 3.01 2.99
Average Modified Duration 2.48 2.58 2.54
Average Purchase Yield 4.52% 4.59%
Average Market Yield 3.78% 4.03% 4.23%
Average Quality** AA+ AA+ AA+
Total Market Value 155,816,914 153,439,565
*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

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SECTOR DISTRIBUTION
Lake Forest Operating Reserve | Account #11083 | As of June 30, 2025 Sector as a Percentage of Market Value
Sector 06/30/2025 03/31/2025
US Treasury 35.83% 31.96%
Corporate 26.53% 27.60%
Agency CMBS 11.77% 11.91%
Agency 10.62% 12.26%
ABS 8.91% 10.91%
Supras 3.63% 3.69%
Money Mkt Fd 1.68% 0.65%
Muni Bonds 1.02% 1.03%
20

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ISSUERS
Lake Forest Operating Reserve | Account #11083 | As of June 30, 2025 Issuer Investment Type % Portfolio
Government of The United States US Treasury 35.83%
FHLMC Agency CMBS 11.77%
Farm Credit System Agency 10.62%
American Express Credit Master Trust ABS 1.95%
Inter-American Development Bank Supras 1.82%
Federated Hermes, Inc. Money Mkt Fd 1.68%
Caterpillar Inc. Corporate 1.59%
Deere & Company Corporate 1.50%
New York Life Insurance Company Corporate 1.45%
Chase Issuance Trust ABS 1.41%
Guardian Life Global Funding Corporate 1.36%
Massachusetts Mutual Life Insurance Corporate 1.36%
Honda Auto Receivables Owner Trust ABS 1.35%
Royal Bank of Canada Corporate 1.32%
Toyota Motor Corporation Corporate 1.32%
UnitedHealth Group Incorporated Corporate 1.30%
GM Financial Securitized Term ABS 1.10%
BMW Vehicle Owner Trust ABS 1.05%
State of California Muni Bonds 1.02%
The Home Depot, Inc. Corporate 1.01%
Amazon.com, Inc. Corporate 0.98%
International Bank for Recon and Dev Supras 0.97%
Walmart Inc. Corporate 0.97%
PepsiCo, Inc. Corporate 0.88%
International Finance Corporation Supras 0.85%
Honda Motor Co., Ltd. Corporate 0.83%
Pricoa Global Funding I Corporate 0.82%
Metropolitan Life Global Funding I Corporate 0.79%
The Toronto-Dominion Bank Corporate 0.67%
Wells Fargo & Company Corporate 0.66%
21

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ISSUERS
Lake Forest Operating Reserve | Account #11083 | As of June 30, 2025 Issuer Investment Type % Portfolio
National Rural Utilities Cooperative Corporate 0.66%
Morgan Stanley Corporate 0.66%
Prologis, Inc. Corporate 0.66%
Northwestern Mutual Global Funding Corporate 0.66%
Bank of America Corporation Corporate 0.65%
JPMorgan Chase & Co. Corporate 0.65%
Florida Power & Light Corporate 0.65%
Public Service Enterprise Group Inco Corporate 0.64%
Toyota Auto Receivables Owner Trust ABS 0.59%
Meta Platforms, Inc. Corporate 0.55%
Chubb Limited Corporate 0.52%
Cisco Systems, Inc. Corporate 0.52%
John Deere Owner Trust ABS 0.49%
Duke Energy Corporation Corporate 0.48%
Met Tower Global Funding Corporate 0.43%
Hyundai Auto Lease Securitization Tr ABS 0.37%
GM Financial Automobile Leasing Trus ABS 0.34%
Mercedes-Benz Auto Lease Trust ABS 0.25%
Cash Cash 0.00%
TOTAL 100.00%
22

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QUALITY DISTRIBUTION
Rating 06/30/2025 03/31/2025
AAA 14.2% 13.7%
AA 66.6% 63.9%
A 15.4% 17.1%
BBB 0.7% 0.7%
NA 3.0% 4.5%
Rating 06/30/2025 03/31/2025
AAA 8.72% 67.73%
AA 68.67% 7.70%
A 17.15% 18.83%
NA 5.46% 5.74%
Rating 06/30/2025 03/31/2025
AAA 20.90% 21.81%
AA 59.17% 56.36%
A 9.29% 9.97%
NA 10.64% 11.86%
Lake Forest Operating Reserve | Account #11083 | As of June 30, 2025 S&P Rating Moody’s Rating Fitch Rating
23

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3 Months 12 Months 2 Years 3 Years 5 Years 10 Years Since Inception

TOTAL RATE OF RETURN
Lake Forest Operating Reserve 1.56% 6.46% 5.69%
Benchmark 1.36% 6.06% 5.18%
*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.

INVESTMENT PERFORMANCE
Lake Forest Operating Reserve | Account #11083 | As of June 30, 2025 Total Rate of Return : Inception | 08/01/2023
24

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PORTFOLIO CHARACTERISTICS
Lake Forest Reporting | Account #11084 | As of June 30, 2025 6/30/2025
Portfolio
3/31/2025
Portfolio
Average Maturity (yrs) 0.00 0.00
Average Modified Duration 0.00 0.00
Average Purchase Yield 4.38% 4.43%
Average Market Yield 4.36% 4.42%
Average Quality** AAA AAA
Total Market Value 67,785,104 59,333,937
*Benchmark: NO BENCHMARK REQUIRED
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. 25

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SECTOR DISTRIBUTION
Lake Forest Reporting | Account #11084 | As of June 30, 2025 Sector as a Percentage of Market Value
Sector 06/30/2025 03/31/2025
LGIP 65.59% 74.11%
LAIF 34.10% 25.65%
Cash 0.31% 0.24%
26

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CONSOLIDATED INFORMATION
27

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PORTFOLIO CHARACTERISTICS
Lake Forest Cons | Account #11085 | As of June 30, 2025 6/30/2025
Portfolio
3/31/2025
Portfolio
Average Maturity (yrs) 2.09 2.15
Average Modified Duration 1.80 1.82
Average Purchase Yield 4.48% 4.54%
Average Market Yield 4.13% 4.28%
Average Quality** AA+ AA+
Total Market Value 223,602,018 212,773,502
*Benchmark: NO BENCHMARK REQUIRED
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. 28

Page 81 ends

SECTOR DISTRIBUTION
Lake Forest Cons | Account #11085 | As of June 30, 2025 Sector as a Percentage of Market Value
Sector 06/30/2025 03/31/2025
US Treasury 24.91% 22.98%
LGIP 19.98% 20.81%
Corporate 18.45% 19.85%
LAIF 10.39% 7.20%
Agency CMBS 8.19% 8.57%
Agency 7.39% 8.82%
ABS 6.19% 7.85%
Supras 2.53% 2.65%
Money Mkt Fd 1.17% 0.47%
Muni Bonds 0.71% 0.74%
Cash 0.10% 0.07%
29

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PORTFOLIO HOLDINGS
30

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HOLDINGS REPORT
Lake Forest Operating Reserve | Account #11083 | As of June 30, 2025 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 345,275.19 06/13/2023

5.36%
336,616.33
341,453.50

99.68 4.66%
344,157.50
573.92

0.22%
2,704.00
Aaa/NA
AAA

1.63 0.36
43815JAC7 HAROT 2023-1 A3 5.04
04/21/2027 835,003.81 --

5.21%
833,133.75
834,116.28
100.24

4.53%
837,021.34
1,169.01

0.54%
2,905.06
Aaa/NA
AAA

1.81 0.43
44934FAD7 HALST 2024-B A3 5.41 05/17/2027 570,000.00 05/14/2024

5.41%
569,984.15
569,990.04
100.79

4.55%
574,526.60
1,370.53

0.37%
4,536.56
NA/AAA
AAA

1.88 0.86
36269WAD1 GMALT 2024-2 A3 5.39
07/20/2027 525,000.00 05/07/2024

5.85%
524,969.50
524,980.31
100.80

4.38%
529,188.45
864.65

0.34%
4,208.14
NA/AAA
AAA

2.05 0.74
89239HAD0 TAOT 2022-D A3 5.3 09/15/2027 906,569.11 06/12/2023

5.09%
911,526.91
908,480.83
100.49

4.41%
911,003.68
2,135.47

0.59%
2,522.85
Aaa/NA
AAA

2.21 0.52
161571HS6 CHAIT 2022-1 A 3.97 09/15/2025 1,500,000.00 06/05/2023

4.85%
1,473,046.88
1,495,734.49

99.89 4.53%
1,498,404.30
2,646.67

0.97%
2,669.81
NA/AAA
AAA

0.21 0.20
58770JAD6 MBALT 2024-A A3 5.32
01/18/2028 385,000.00 05/17/2024

5.73%
384,954.95
384,968.58
101.22

4.38%
389,702.08
910.31

0.25%
4,733.50
Aaa/NA
AAA

2.55 1.22
362583AD8 GMCAR 2023-2 A3 4.47
02/16/2028 710,344.25 07/12/2023

5.11%
700,632.51
704,788.07

99.98 4.56%
710,172.56
1,323.02

0.46%
5,384.49
Aaa/AAA
NA

2.63 0.53
05592XAD2 BMWOT 2023-A A3 5.47
02/25/2028 959,332.13 --

5.26%
963,645.37
961,300.23
100.59

4.49%
965,033.15
874.59

0.62%
3,732.92
NA/AAA
AAA

2.66 0.57
477920AC6 JDOT 2023-B A3 5.18 03/15/2028 409,378.57 06/21/2023

5.51%
409,310.28
409,339.41
100.53

4.46%
411,565.47
942.48

0.27%
2,226.06
Aaa/NA
AAA

2.71 0.68
02582JJZ4 AMXCA 2023-1 A 4.87 05/15/2026 570,000.00 06/07/2023

4.92%
569,949.44
569,980.65
100.52

4.30%
572,941.71
1,233.73

0.37%
2,961.06
NA/AAA
AAA

0.87 0.84
362962AD4 GMALT 2025-2 A3 4.58
05/22/2028 705,000.00 05/20/2025

4.84%
704,988.30
704,988.65
100.64

4.23%
709,502.34
986.61

0.46%
4,513.69
NA/AAA
AAA

2.90 1.62
36267KAD9 GMCAR 2023-3 A3 5.45
06/16/2028 282,785.35 07/11/2023

5.51%
282,774.44
282,778.77
100.63

4.45%
284,570.01
642.16

0.18%
1,791.24
Aaa/AAA
NA

2.96 0.59
161571HT4 CHAIT 2023-1 A 5.16 09/15/2028 680,000.00 09/07/2023

5.23%
679,811.50
679,879.08
101.16

4.21%
687,858.69
1,559.47

0.44%
7,979.61
NA/AAA
AAA

3.21 1.14
437930AC4 HAROT 2024-2 A3 5.27
11/20/2028 500,000.00 05/14/2024

5.27%
499,939.25
499,954.25
101.20

4.30%
505,976.30
951.53

0.33%
6,022.05
NA/AAA
AAA

3.39 1.16
096919AD7 BMWOT 2024-A A3 5.18
02/26/2029 655,000.00 06/04/2024

5.18%
654,900.51
654,922.77
101.26

4.11%
663,258.24
565.48

0.43%
8,335.47
Aaa/AAA
NA

3.66 1.12
31

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Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
43813YAC6 HAROT 2024-3 A3 4.57
03/21/2029 735,000.00 08/09/2024

4.66%
734,884.53
734,906.20
100.54

4.21%
739,000.38
933.04

0.48%
4,094.18
Aaa/NA
AAA

3.72 1.35
02582JKH2 AMXCA 2024-1 A 5.23 04/16/2029 1,155,000.00 04/16/2024

5.30%
1,154,763.23
1,154,819.72
102.00

4.11%
1,178,062.46
2,684.73

0.76%
23,242.74
NA/AAA
AAA

3.79 1.67
02582JKP4 AMXCA 2025-2 A 4.28 04/15/2030 1,260,000.00 05/06/2025

4.28%
1,259,977.19
1,259,977.81
100.61

4.08%
1,267,707.04
2,396.80

0.82%
7,729.23
NA/AAA
AAA

4.79 2.58
13,649,809.03 100.67 13,779,652.31 8.91% 2.62
Total ABS 13,688,688.39 5.09% 13,677,359.65 4.35% 24,764.20 102,292.67 1.01 AGENCY
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
2,399,797.89
100.04

4.31%
2,400,861.19
49,725.00

1.55%
1,063.30
Aa1/AA+
AA+

0.08 0.07
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
3,496,240.09

99.89 4.36%
3,496,267.04
9,223.96

2.26%

26.95 Aa1/AA+
AA+

0.44 0.43
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
3,497,245.83
100.39

4.10%
3,513,788.88
36,421.88

2.27%
16,543.05
Aa1/AA+
AA+

0.78 0.75
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
3,499,395.77
100.34

4.02%
3,511,886.14
3,402.78

2.27%
12,490.37
Aa1/AA+
AA+

0.98 0.95
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
3,482,642.44
100.20

3.80%
3,507,037.77
3,767.36

2.27%
24,395.32
Aa1/AA+
AA+

2.98 2.78
16,332,424.00 100.18 16,429,841.02 10.62% 1.12
Total Agency 16,400,000.00 4.48% 16,375,322.02 4.10% 102,540.97 54,519.00 1.06

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
2,464,329.08

98.81 4.16%
2,470,289.00
7,145.83

1.60%
5,959.92
Aa1/AA+
AAA

1.57 1.36
3137FBU79 FHMS K-069 A2 3.187 09/25/2027 2,301,303.13 06/30/2023

4.62%
2,177,068.72
2,236,485.18

98.15 4.01%
2,258,708.54
6,111.88

1.46%
22,223.36
Aa1/AAA
AA+

2.24 2.06
3137FCLD4 FHMS K-071 A2 3.286 11/25/2027 1,300,000.00 06/07/2023

4.42%
1,240,281.25
1,268,294.35

98.24 4.01%
1,277,117.14
3,559.83

0.83%
8,822.79
Aa1/AA+
AAA

2.41 2.23
3137FETN0 FHMS K-073 A2 3.35 01/25/2028 2,500,000.00 06/06/2023

4.35%
2,403,027.34
2,446,820.74

98.31 4.01%
2,457,730.25
6,979.17

1.59%
10,909.51
Aa1/AA+
AAA

2.57 2.31
32

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Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
3137F4D41 FHMS K-074 A2 3.6 01/25/2028 2,500,000.00 07/25/2023

5.78%
2,386,035.15
2,435,621.83

98.87 4.01%
2,471,654.00
7,500.00

1.60%
36,032.17
Aa1/AA+
AAA

2.57 2.34
3137FGR31 FHMS K-078 A2 3.854 06/25/2028 2,500,000.00 06/22/2023

4.42%
2,443,261.72
2,466,416.01

99.44 4.00%
2,486,084.25
8,029.17

1.61%
19,668.24
Aa1/AA+
AAA

2.99 2.65
3137H5YC5 FHMS K-748 A2 2.26 01/25/2029 1,500,000.00 04/11/2024

4.94%
1,332,714.84
1,375,581.05

94.13 4.06%
1,411,927.05
2,825.00

0.91%
36,346.00
Aa1/AA+
AAA

3.57 3.28
3137FLMV3 FHMS K-090 A2 3.422 02/25/2029 1,500,000.00 03/18/2024

4.70%
1,416,093.75
1,438,132.12

97.84 4.04%
1,467,575.40
4,277.50

0.95%
29,443.28
Aa1/AAA
AA+

3.66 3.32
3137FMCR1 FHMS K-093 A2 2.982 05/25/2029 1,985,462.82 09/19/2024

3.82%
1,915,506.28
1,927,165.70

96.30 4.05%
1,912,066.61
4,933.88

1.24%
(15,099.09)
Aa1/AA+
AAA

3.90 3.40
17,729,418.74 98.01 18,213,152.24 11.77% 2.74
Total Agency CMBS 18,586,765.95 4.62% 18,058,846.05 4.04% 51,362.25 154,306.19 2.47 CASH
CCYUSD Receivable 4,096.24 -- 4,096.24
4,096.24

1.00 0.00%
4,096.24

0.00 0.00%

0.00 Aaa/AAA
AAA

0.00 0.00
4,096.24 1.00 4,096.24 0.00% 0.00
Total Cash 4,096.24 4,096.24 0.00% 0.00 0.00 0.00

CORPORATE
89236TKJ3 TOYOTA MOTOR CREDIT CORP

4.55 09/20/2027 1,000,000.00 06/05/2023

4.63%
996,860.00
998,373.86
100.84

4.15%
1,008,388.15
12,765.28

0.65%
10,014.29
A1/A+
A+

2.22 2.07
40139LBG7 GUARDIAN LIFE GLOBAL FUNDING

5.55 10/28/2027 1,000,000.00 06/13/2023

5.09%
1,017,710.00
1,009,420.92
102.98

4.19%
1,029,762.18
9,712.50

0.67%
20,341.26
Aa1/AA+
NA

2.33 2.15
023135CP9 AMAZON.COM INC 4.55
12/01/2027 1,500,000.00 06/29/2023

4.71%
1,490,595.00
1,494,848.25
101.33

3.97%
1,519,963.23
5,687.50

0.98%
25,114.98
A1/AA
AA-

2.42 2.19
24422EXZ7 JOHN DEERE CAPITAL CORP 4.65
01/07/2028 1,270,000.00 01/06/2025

4.66%
1,269,619.00
1,269,679.30
101.51

4.01%
1,289,178.68
28,215.17

0.83%
19,499.37
A1/A
A+

2.52 2.31
78016FZW7 ROYAL BANK OF CANADA 4.9
01/12/2028 1,000,000.00 07/25/2023

5.26%
985,680.00
991,873.62
101.82

4.13%
1,018,232.04
23,002.78

0.66%
26,358.42
A1/A
AA-

2.54 2.31
91324PEP3 UNITEDHEALTH GROUP INC 5.25
02/15/2028 1,000,000.00 07/06/2023

5.02%
1,009,290.00
1,005,224.92
102.64

4.17%
1,026,425.08
19,833.33

0.66%
21,200.16
A2/A+
A

2.63 2.32
33

Page 86 ends

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
931142FB4 WALMART INC 3.9 04/15/2028 1,500,000.00 06/13/2023

4.39%
1,468,365.00
1,481,746.28
100.11

3.86%
1,501,676.99
12,350.00

0.97%
19,930.70
Aa2/AA
AA

2.79 2.52
74456QBU9 PUBLIC SERVICE ELECTRIC AND
GAS CO 3.7 05/01/2028 1,000,000.00 06/05/2023

4.63%
959,700.00
976,698.05

99.12 4.03%
991,211.83
6,166.67

0.64%
14,513.78
A1/A
NA

2.84 2.65
341081GN1 FLORIDA POWER & LIGHT CO 4.4
05/15/2028 1,000,000.00 06/05/2023

4.62%
990,280.00
994,347.96
100.75

4.12%
1,007,469.00
5,622.22

0.65%
13,121.04
Aa2/A+
AA-

2.88 2.51
66815L2M0 NORTHWESTERN MUTUAL
GLOBAL FUNDING 4.9 06/12/2028 1,000,000.00 06/05/2023

4.85%
1,002,150.00
1,001,267.41
101.96

4.18%
1,019,644.18
2,586.11

0.66%
18,376.78
Aa1/AA+
AAA

2.95 2.72
64952WFD0 NEW YORK LIFE GLOBAL FUNDING

4.9 06/13/2028 1,000,000.00 06/06/2023

4.87%
1,001,450.00
1,000,855.55
102.05

4.15%
1,020,547.76
2,450.00

0.66%
19,692.21
Aa1/AA+
AAA

2.96 2.72
74340XCG4 PROLOGIS LP 4.875 06/15/2028 1,000,000.00 07/25/2023

5.06%
992,020.00
995,171.76
102.01

4.14%
1,020,123.82
2,166.67

0.66%
24,952.06
A2/A
NA

2.96 2.66
24422EXB0 JOHN DEERE CAPITAL CORP 4.95
07/14/2028 1,000,000.00 07/11/2023

4.96%
999,758.30
999,853.29
102.45

4.08%
1,024,544.13
22,962.50

0.66%
24,690.84
A1/A
A+

3.04 2.74
89115A2U5 TORONTO-DOMINION BANK 5.523
07/17/2028 1,000,000.00 07/10/2023

5.51%
1,000,690.00
1,000,419.97
103.44

4.31%
1,034,376.72
25,160.33

0.67%
33,956.75
A2/A-
AA-

3.05 2.72
06051GKW8 BANK OF AMERICA CORP 4.948
07/22/2028 1,000,000.00 07/19/2023

5.82%
982,540.00
991,012.71
101.15

5.01%
1,011,522.35
21,853.67

0.65%
20,509.64
A1/A-
AA-

3.06 1.90
46647PDG8 JPMORGAN CHASE & CO 4.851
07/25/2028 1,000,000.00 07/20/2023

5.71%
983,510.00
991,489.76
101.04

4.96%
1,010,424.90
21,021.00

0.65%
18,935.14
A1/A
AA-

3.07 1.91
26442CAX2 DUKE ENERGY CAROLINAS LLC

3.95 11/15/2028 750,000.00 11/27/2023

5.12%
711,870.00
724,068.24

99.76 4.03%
748,175.02
3,785.42

0.48%
24,106.78
Aa3/A
NA

3.38 3.11
91324PDP4 UNITEDHEALTH GROUP INC 3.875
12/15/2028 1,000,000.00 12/12/2023

4.77%
960,560.00
972,735.24

98.71 4.28%
987,073.00
1,722.22

0.64%
14,337.76
A2/A+
A

3.46 3.19
57629W5B2 MASSMUTUAL GLOBAL FUNDING
II 4.85 01/17/2029 900,000.00 01/09/2024

4.85%
899,883.00
899,917.00
101.60

4.36%
914,434.52
19,885.00

0.59%
14,517.52
Aa3/AA+
AA+

3.55 3.16
78016HZV5 ROYAL BANK OF CANADA 4.95
02/01/2029 1,000,000.00 06/20/2024

4.98%
998,800.00
999,066.90
102.29

4.25%
1,022,905.70
20,625.00

0.66%
23,838.80
A1/A
AA-

3.59 3.20
17275RBR2 CISCO SYSTEMS INC 4.85
02/26/2029 780,000.00 02/21/2024

4.86%
779,727.00
779,800.37
102.48

4.11%
799,324.16
13,135.42

0.52%
19,523.79
A1/AA-
NA

3.66 3.21
14913UAJ9 CATERPILLAR FINANCIAL SERVICES
CORP 4.85 02/27/2029 1,000,000.00 03/18/2024

4.84%
1,000,490.00
1,000,362.95
102.30

4.16%
1,023,047.94
16,705.56

0.66%
22,684.99
A2/A
A+

3.66 3.28
58989V2H6 MET TOWER GLOBAL FUNDING

5.25 04/12/2029 650,000.00 04/08/2024

5.30%
648,674.00
648,997.15
102.93

4.40%
669,043.25
7,488.54

0.43%
20,046.10
Aa3/AA-
AA-

3.78 3.37
34

Page 87 ends

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
89236TMF9 TOYOTA MOTOR CREDIT CORP

5.05 05/16/2029 1,000,000.00 05/21/2024

5.00%
1,002,080.00
1,001,618.03
102.65

4.30%
1,026,532.30
6,312.50

0.66%
24,914.27
A1/A+
A+

3.88 3.48
437076DC3 HOME DEPOT INC 4.75
06/25/2029 1,525,000.00 06/17/2024

4.88%
1,516,310.00
1,518,075.60
102.07

4.18%
1,556,617.25
1,207.29

1.01%
38,541.64
A2/A
A

3.99 3.53
713448FX1 PEPSICO INC 4.5 07/17/2029 1,335,000.00 07/15/2024

4.53%
1,332,930.75
1,333,326.24
101.59

4.07%
1,356,281.98
27,367.50

0.88%
22,955.74
A1/A+
NA

4.05 3.53
30303M8S4 META PLATFORMS INC 4.3
08/15/2029 836,000.00 08/12/2024

4.33%
834,702.24
834,929.67
100.91

4.06%
843,621.85
13,580.36

0.55%
8,692.19
Aa3/AA-
NA

4.13 3.62
171239AL0 CHUBB INA HOLDINGS LLC 4.65
08/15/2029 793,000.00 08/12/2024

4.52%
797,480.60
796,681.83
101.70

4.19%
806,515.55
13,930.37

0.52%
9,833.72
A2/A
A

4.13 3.59
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

99.55 4.29%
1,070,187.15
11,855.01

0.69%
(4,812.85)
Aa1/AA+
NA

4.24 3.80
64952WFK4 NEW YORK LIFE GLOBAL FUNDING

4.6 12/05/2029 1,215,000.00 12/02/2024

4.61%
1,214,307.45
1,214,386.34
101.11

4.32%
1,228,546.14
4,036.50

0.79%
14,159.81
Aa1/AA+
AAA

4.43 3.96
14913UAX8 CATERPILLAR FINANCIAL SERVICES
CORP 4.8 01/08/2030 1,400,000.00 01/06/2025

4.84%
1,397,298.00
1,397,555.47
102.40

4.21%
1,433,626.87
32,293.33

0.93%
36,071.39
A2/A
A+

4.53 3.95
59217GFT1 METROPOLITAN LIFE GLOBAL
FUNDING I 4.9 01/09/2030 1,195,000.00 01/02/2025

4.95%
1,192,538.30
1,192,771.53
102.02

4.40%
1,219,090.38
27,976.28

0.79%
26,318.85
Aa3/AA-
AA-

4.53 3.94
57629TBV8 MASSMUTUAL GLOBAL FUNDING
II 4.95 01/10/2030 1,160,000.00 01/03/2025

4.96%
1,159,443.20
1,159,495.65
102.11

4.43%
1,184,466.08
27,274.50

0.77%
24,970.43
Aa3/AA+
AA+

4.53 3.94
61747YFK6 MORGAN STANLEY 5.173
01/16/2030 1,000,000.00 02/12/2025

5.18%
999,540.00
999,584.30
102.09

4.80%
1,020,948.86
23,709.58

0.66%
21,364.56
A1/A-
A+

4.55 3.14
95000U3J0 WELLS FARGO & CO 5.198
01/23/2030 1,000,000.00 02/12/2025

5.15%
1,001,630.00
1,001,473.79
102.43

4.74%
1,024,302.01
22,813.44

0.66%
22,828.22
A1/BBB+
A+

4.57 3.16
63743HFX5

NATIONAL RURAL UTILITIES
COOPERATIVE FINANCE CORP 4.95
02/07/2030
1,000,000.00 02/05/2025

4.88%
1,002,873.61
1,002,643.08
102.28

4.40%
1,022,838.47
19,800.00

0.66%
20,195.39
A2/NA
A

4.61 3.94
02665WFY2 AMERICAN HONDA FINANCE
CORP 4.8 03/05/2030 1,270,000.00 03/03/2025

4.82%
1,268,882.40
1,268,954.62
100.79

4.61%
1,280,069.89
19,642.67

0.83%
11,115.27
A3/A-
NA

4.68 4.09
74153WCW7 PRICOA GLOBAL FUNDING I 4.7
05/28/2030 1,250,000.00 05/21/2025

4.74%
1,247,962.50
1,248,000.44
101.11

4.44%
1,263,903.51
5,385.42

0.82%
15,903.07
Aa3/AA-
AA-

4.91 4.33
Total Corporate 40,404,000.00 4.88%
40,193,200.35
40,271,728.05
101.57

4.27%
41,035,042.91
562,087.62

26.53%
763,314.86

3.57 3.09
35

Page 88 ends

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration

MONEY MARKET
FUND
60934N807 FEDERATED HRMS GV O SVC 2,605,383.14 --

4.00%
2,605,383.14
2,605,383.14

1.00 4.00%
2,605,383.14

0.00 1.68%

0.00 Aaa/AAAm
AAA

0.00 0.00
Total Money Market
Fund 2,605,383.14 4.00%
2,605,383.14
2,605,383.14

1.00 4.00%
2,605,383.14

0.00 1.68%

0.00 0.00

0.00 MUNICIPAL BONDS
13063EGT7 CALIFORNIA STATE 4.5 08/01/2029 1,545,000.00 10/30/2024

4.38%
1,553,142.15
1,552,022.02
101.77

4.02%
1,572,416.03
28,968.75

1.02%
20,394.01
Aa2/AA-
AA

4.09 3.64
Total Municipal
Bonds 1,545,000.00 4.38%
1,553,142.15
1,552,022.02
101.77

4.02%
1,572,416.03
28,968.75

1.02%
20,394.01

4.09 3.64

SUPRANATIONAL
4581X0EK0 INTER-AMERICAN DEVELOPMENT
BANK 4.5 05/15/2026 2,800,000.00 06/27/2023

4.53%
2,797,844.00
2,799,343.29
100.36

4.07%
2,809,987.40
16,100.00

1.82%
10,644.12
Aaa/AAA
NA

0.87 0.84
45950KDD9 INTERNATIONAL FINANCE CORP

4.5 07/13/2028 1,280,000.00 07/06/2023

4.53%
1,278,579.20
1,279,138.34
102.12

3.75%
1,307,112.13
26,880.00

0.85%
27,973.78
Aaa/AAA
NA

3.04 2.76
459058LN1

INTERNATIONAL BANK FOR

RECONSTRUCTION AND
DEVELOPM 3.875 10/16/2029
1,500,000.00 12/12/2024

4.25%
1,475,580.00
1,478,342.44
100.24

3.81%
1,503,525.87
12,109.38

0.97%
25,183.43
Aaa/AAA
NA

4.30 3.89
Total Supranational 5,580,000.00 4.45%
5,552,003.20
5,556,824.07
100.73

3.93%
5,620,625.40
55,089.38

3.63%
63,801.33

2.29 2.10

US TREASURY
91282CHB0 UNITED STATES TREASURY 3.625
05/15/2026 2,400,000.00 06/05/2023

4.10%
2,368,875.00
2,390,784.22

99.63 4.06%
2,391,093.74
11,111.41

1.55%
309.52
Aa1/AA+
AA+

0.87 0.85
91282CEW7 UNITED STATES TREASURY 3.25
06/30/2027 3,500,000.00 06/06/2023

3.99%
3,404,160.16
3,452,919.65

99.11 3.72%
3,468,691.42
309.10

2.24%
15,771.77
Aa1/AA+
AA+

2.00 1.91
91282CFU0 UNITED STATES TREASURY 4.125
10/31/2027 3,500,000.00 06/29/2023

4.23%
3,485,234.38
3,492,057.89
100.91

3.71%
3,531,992.17
24,324.05

2.28%
39,934.28
Aa1/AA+
AA+

2.34 2.19
91282CHE4 UNITED STATES TREASURY 3.625
05/31/2028 3,500,000.00 06/05/2023

3.81%
3,470,878.91
3,482,968.72

99.79 3.70%
3,492,617.17
10,746.24

2.26%
9,648.45
Aa1/AA+
AA+

2.92 2.73
36

Page 89 ends

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
91282CHK0 UNITED STATES TREASURY 4.0
06/30/2028 3,500,000.00 06/28/2023

4.00%
3,500,273.44
3,500,163.79
100.86

3.69%
3,530,078.13
380.43

2.28%
29,914.33
Aa1/AA+
AA+

3.00 2.80
91282CJF9 UNITED STATES TREASURY 4.875
10/31/2028 3,500,000.00 10/27/2023

4.79%
3,513,261.72
3,508,841.15
103.59

3.72%
3,625,783.00
28,746.60

2.34%
116,941.85
Aa1/AA+
AA+

3.34 3.04
91282CJN2 UNITED STATES TREASURY 4.375
11/30/2028 3,750,000.00 12/08/2023

4.26%
3,769,775.39
3,763,590.14
102.08

3.72%
3,828,076.16
13,896.00

2.47%
64,486.03
Aa1/AA+
AA+

3.42 3.14
91282CJR3 UNITED STATES TREASURY 3.75
12/31/2028 3,000,000.00 01/04/2024

3.97%
2,970,820.31
2,979,516.56
100.09

3.72%
3,002,695.32
305.71

1.94%
23,178.76
Aa1/AA+
AA+

3.50 3.25
91282CJW2 UNITED STATES TREASURY 4.0
01/31/2029 1,500,000.00 02/16/2024

4.31%
1,479,375.00
1,485,039.45
100.90

3.73%
1,513,535.16
25,027.62

0.98%
28,495.71
Aa1/AA+
AA+

3.59 3.26
91282CKG5 UNITED STATES TREASURY 4.125
03/31/2029 3,000,000.00 04/10/2024

4.57%
2,940,820.31
2,955,362.54
101.35

3.73%
3,040,546.86
31,106.56

1.97%
85,184.32
Aa1/AA+
AA+

3.75 3.42
91282CKP5 UNITED STATES TREASURY 4.625
04/30/2029 2,500,000.00 05/03/2024

4.48%
2,515,966.80
2,512,273.38
103.13

3.74%
2,578,125.00
19,480.30

1.67%
65,851.62
Aa1/AA+
AA+

3.83 3.47
91282CKT7 UNITED STATES TREASURY 4.5
05/31/2029 2,800,000.00 --

4.27%
2,828,750.00
2,822,802.51
102.73

3.74%
2,876,343.74
10,672.13

1.86%
53,541.22
Aa1/AA+
AA+

3.92 3.56
91282CKX8 UNITED STATES TREASURY 4.25
06/30/2029 1,500,000.00 07/18/2024

4.09%
1,510,605.47
1,508,568.89
101.86

3.74%
1,527,890.63
173.23

0.99%
19,321.73
Aa1/AA+
AA+

4.00 3.65
91282CLK5 UNITED STATES TREASURY 3.625
08/31/2029 3,000,000.00 09/11/2024

3.45%
3,023,554.69
3,019,773.99

99.50 3.75%
2,985,117.18
36,348.51

1.93%
(34,656.81)
Aa1/AA+
AA+

4.17 3.79
91282CLN9 UNITED STATES TREASURY 3.5
09/30/2029 3,500,000.00 --

4.03%
3,417,890.63
3,429,023.03

98.99 3.76%
3,464,726.58
30,792.35

2.24%
35,703.55
Aa1/AA+
AA+

4.25 3.88
91282CMA6 UNITED STATES TREASURY 4.125
11/30/2029 1,500,000.00 12/16/2024

4.25%
1,491,386.72
1,492,319.94
101.47

3.76%
1,522,032.00
5,240.78

0.98%
29,712.06
Aa1/AA+
AA+

4.42 4.00
91282CGQ8 UNITED STATES TREASURY 4.0
02/28/2030 1,500,000.00 04/10/2025

4.00%
1,500,000.00
1,500,000.00
100.97

3.77%
1,514,589.84
20,054.35

0.98%
14,589.84
Aa1/AA+
AA+

4.67 4.17
91282CGS4 UNITED STATES TREASURY 3.625
03/31/2030 2,000,000.00 04/04/2025

3.62%
2,000,078.13
2,000,074.48

99.29 3.79%
1,985,703.12
18,224.04

1.28%
(14,371.36)
Aa1/AA+
AA+

4.75 4.28
91282CMZ1 UNITED STATES TREASURY 3.875
04/30/2030 2,500,000.00 --

4.06%
2,479,990.23
2,480,376.01
100.39

3.78%
2,509,765.63
16,321.33

1.62%
29,389.61
Aa1/AA+
AA+

4.83 4.34
91282CNG2 UNITED STATES TREASURY 4.0
05/31/2030 3,000,000.00 --

4.02%
2,996,992.19
2,997,028.93
100.97

3.78%
3,029,064.00
10,163.93

1.96%
32,035.07
Aa1/AA+
AA+

4.92 4.42
Total US Treasury 54,950,000.00 4.12%
54,668,689.48
54,773,485.27
100.87

3.75%
55,418,466.83
313,424.69

35.83%
644,981.57

3.52 3.22
37

Page 90 ends

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
Total Portfolio 153,763,933.72 4.52%
152,288,166.32
152,875,066.51

98.95 4.03%
154,678,676.12
1,138,237.87
100.00%
1,803,609.62

3.01 2.58
Total Market Value +
Accrued 155,816,913.99
38

Page 91 ends

HOLDINGS REPORT
Lake Forest Reporting | Account #11084 | As of June 30, 2025 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 212,209.84 -- 212,209.84
212,209.84

1.00 0.00%
212,209.84

0.00 0.31%

0.00 Aaa/AAA
AAA

0.00 0.00
Total Cash 212,209.84
212,209.84
212,209.84

1.00 0.00%
212,209.84

0.00 0.31%

0.00 0.00

0.00 LAIF
90LAIF$00 Local Agency Investment Fund
State Pool 23,114,656.94 --

4.27%
23,114,656.94
23,114,656.94

1.00 4.27%
23,114,656.94

0.00 34.10%

0.00 NA/NA
NA

0.00 0.00
Total LAIF 23,114,656.94 4.27%
23,114,656.94
23,114,656.94

1.00 4.27%
23,114,656.94

0.00 34.10%

0.00 0.00

0.00 LOCAL GOV

INVESTMENT POOL
90CAMP$00 CAMP 44,458,237.45 --

4.43%
44,458,237.45
44,458,237.45

1.00 4.43%
44,458,237.45

0.00 65.59%

0.00 NA/AAAm
NA

0.00 0.00
Total Local Gov
Investment Pool 44,458,237.45 4.43%
44,458,237.45
44,458,237.45

1.00 4.43%
44,458,237.45

0.00 65.59%

0.00 0.00

0.00 Total Portfolio 67,785,104.23 4.38%
67,785,104.23
67,785,104.23

1.00 4.36%
67,785,104.23

0.00 100.00%

0.00 0.00

0.00 Total Market Value +
Accrued 67,785,104.23
39

Page 92 ends

TRANSACTIONS
40

Page 93 ends

TRANSACTION LEDGER
Lake Forest Operating Reserve | Account #11083|04/01/2025 Through 06/30/2025| Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest
Pur/Sold Total Amount Gain/Loss

ACQUISITIONS
Purchase 04/07/2025 91282CGS4 2,000,000.00 UNITED STATES TREASURY

3.625 03/31/2030 100.004 3.62% (2,000,078.13) (1,386.61) (2,001,464.74) 0.00 Purchase 04/11/2025 91282CGQ8 1,500,000.00 UNITED STATES TREASURY

4.0 02/28/2030 100.000 4.00% (1,500,000.00) (6,847.83) (1,506,847.83) 0.00 Purchase 05/13/2025 02582JKP4 1,260,000.00 AMXCA 2025-2 A 4.28 04/15/2030 99.998 4.28% (1,259,977.19) 0.00 (1,259,977.19) 0.00 Purchase 05/21/2025 91282CMZ1 1,750,000.00 UNITED STATES TREASURY

3.875 04/30/2030 99.168 4.06% (1,735,439.45) (3,869.74) (1,739,309.19) 0.00 Purchase 05/28/2025 74153WCW7 1,250,000.00 PRICOA GLOBAL FUNDING I

4.7 05/28/2030 99.837 4.74% (1,247,962.50) 0.00 (1,247,962.50) 0.00 Purchase 05/29/2025 362962AD4 705,000.00 GMALT 2025-2 A3 4.58 05/20/2028 99.998 4.84% (704,988.30) 0.00 (704,988.30) 0.00 Purchase 06/04/2025 91282CNG2 2,000,000.00 UNITED STATES TREASURY

4.0 05/31/2030 99.930 4.02% (1,998,593.75) (874.32) (1,999,468.07) 0.00 Purchase 06/13/2025 91282CMZ1 750,000.00 UNITED STATES TREASURY

3.875 04/30/2030 99.273 4.04% (744,550.78) (3,474.86) (748,025.64) 0.00 Purchase 06/13/2025 91282CNG2 1,000,000.00 UNITED STATES TREASURY

4.0 05/31/2030 99.840 4.04% (998,398.44) (1,420.77) (999,819.21) 0.00 Total Purchase 12,215,000.00 (12,189,988.54) (17,874.13) (12,207,862.67) 0.00 TOTAL
ACQUISITIONS 12,215,000.00 (12,189,988.54) (17,874.13) (12,207,862.67) 0.00

DISPOSITIONS
Maturity 05/15/2025 02582JJT8 (930,000.00) AMXCA 2022-2 A 3.39 05/17/2027 100.000 5.09% 0.00 0.00 0.00 0.00
Maturity 06/13/2025 3130AWLY4 (1,500,000.00) FEDERAL HOME LOAN BANKS 5.125 06/13/2025 100.000 4.82% 1,500,000.00 0.00 1,500,000.00 0.00 Maturity 06/16/2025 05522RDE5 (1,500,000.00) BACCT 2022-1 A 3.53 06/16/2025 100.000 5.03% 0.00 0.00 0.00 0.00
Total Maturity (3,930,000.00) 1,500,000.00 0.00 1,500,000.00 0.00 Sale 04/07/2025 91282CGA3 (1,350,000.00) UNITED STATES TREASURY

4.0 12/15/2025 100.020 4.51% 1,350,263.67 16,763.74 1,367,027.41 4,751.84 41

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3.625 05/15/2026 99.664 4.10% 1,096,304.69 16,192.33 1,112,497.02 1,604.49 Sale 05/22/2025 3130AWER7 (200,000.00) FEDERAL HOME LOAN BANKS 4.625 06/06/2025 100.005 4.67% 200,009.40 4,265.28 204,274.68 12.83 Sale 05/22/2025 756109BF0 (500,000.00) REALTY INCOME CORP 4.875 06/01/2026 100.108 5.20% 500,540.00 11,578.13 512,118.13 2,068.61 Sale 05/22/2025 61747YER2 (1,000,000.00) MORGAN STANLEY 4.21 04/20/2028 99.188 5.30% 991,880.00 3,742.22 995,622.22 10,561.31 Sale 06/04/2025 3130AWER7 (200,000.00) FEDERAL HOME LOAN BANKS 4.625 06/06/2025 100.001 4.67% 200,002.00 4,573.61 204,575.61 2.46 Sale 06/04/2025 3130AWLY4 (300,000.00) FEDERAL HOME LOAN BANKS 5.125 06/13/2025 100.008 4.82% 300,024.30 7,303.13 307,327.43 3.09 Sale 06/04/2025 74340XBN0 (1,000,000.00) PROLOGIS LP 2.125 04/15/2027 96.111 4.78% 961,110.00 2,892.36 964,002.36 5,856.52 Total Sale (5,650,000.00) 5,600,134.06 67,310.80 5,667,444.86 24,861.14 TOTAL
DISPOSITIONS (9,580,000.00) 7,100,134.06 67,310.80 7,167,444.86 24,861.14 42

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TRANSACTION LEDGER
Lake Forest Reporting | Account #11084|04/01/2025 Through 06/30/2025| Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/Disp Yield Amount Interest
Pur/Sold Total Amount Gain/Loss

ACQUISITIONS
Purchase 04/15/2025 90LAIF$00 143,631.29 Local Agency Investment Fund State Pool 1.000 4.28% (143,631.29) 0.00 (143,631.29) 0.00 Purchase 04/17/2025 90LAIF$00 3,650,000.00 Local Agency Investment Fund State Pool 1.000 4.28% (3,650,000.00) 0.00 (3,650,000.00) 0.00 Purchase 04/30/2025 90CAMP$00 160,800.77 CAMP 1.000 (160,800.77) 0.00 (160,800.77) 0.00 Purchase 05/15/2025 90LAIF$00 4,100,000.00 Local Agency Investment Fund State Pool 1.000 4.28% (4,100,000.00) 0.00 (4,100,000.00) 0.00 Purchase 05/23/2025 90LAIF$00 1,500,000.00 Local Agency Investment Fund State Pool 1.000 4.28% (1,500,000.00) 0.00 (1,500,000.00) 0.00 Purchase 05/30/2025 90LAIF$00 1,000,000.00 Local Agency Investment Fund State Pool 1.000 4.28% (1,000,000.00) 0.00 (1,000,000.00) 0.00 Purchase 05/31/2025 90CAMP$00 165,778.88 CAMP 1.000 (165,778.88) 0.00 (165,778.88) 0.00 Purchase 06/30/2025 90CAMP$00 160,381.69 CAMP 1.000 (160,381.69) 0.00 (160,381.69) 0.00 Total Purchase 10,880,592.63 (10,880,592.63) 0.00 (10,880,592.63) 0.00 TOTAL
ACQUISITIONS 10,880,592.63 (10,880,592.63) 0.00 (10,880,592.63) 0.00

DISPOSITIONS
Sale 04/10/2025 90LAIF$00 (1,500,000.00) Local Agency Investment Fund State Pool 1.000 4.29% 1,500,000.00 0.00 1,500,000.00 0.00 Sale 06/11/2025 90LAIF$00 (750,000.00) Local Agency Investment Fund State Pool 1.000 4.27% 750,000.00 0.00 750,000.00 0.00 Sale 06/18/2025 90LAIF$00 (250,000.00) Local Agency Investment Fund State Pool 1.000 4.27% 250,000.00 0.00 250,000.00 0.00 Total Sale (2,500,000.00) 2,500,000.00 0.00 2,500,000.00 0.00 TOTAL
DISPOSITIONS (2,500,000.00) 2,500,000.00 0.00 2,500,000.00 0.00 43

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IMPORTANT DISCLOSURES
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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.

Performance results are presented gross-of-advisory fees and represent the client’s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio.

Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index.

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This report is provided for informational purposes only and should not be construed as a specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of publication, but may become outdated or superseded at any time without notice. Any opinions or views expressed are based on current market conditions and are subject to change. This report may contain forecasts and forward-looking statements which are inherently limited and should not be relied upon as indicator of future results. Past performance is not indicative of future results. This report is not intended to constitute an offer, solicitation, recommendation or advice regarding any securities or investment strategy and should not be regarded by recipients as a substitute for the exercise of their own judgment.

Fixed income investments are subject to interest, credit and market risk. Interest rate risk: the value of fixed income investments will decline as interest rates rise. Credit risk: the possibility that the borrower may not be able to repay interest and principal. Low rated bonds generally have to pay higher interest rates to attract investors willing to take on greater risk. Market risk: the bond market in general could decline due to economic conditions, especially during periods of rising interest rates.

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. 44

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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

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Community Development
SUBJECT:

SECOND AMENDMENTS TO AGREEMENTS WITH DE NOVO PLANNING GROUP, LSA ASSOCIATES, INC., AND SAGECREST PLANNING AND ENVIRONMENTAL

FOR ON-CALL ENVIRONMENTAL CONSULTING SERVICES
RECOMMENDED ACTION(S):

1. Approve the Second Amendment for Professional On-Call Environmental Consultant Services with De Novo Planning Group (“De Novo”) for On-Call Environmental Consultant Services.

2. Authorize the Mayor to sign, and the City Clerk to attest, the Second Amendment to the Professional Services Agreement with De Novo substantially in the form attached.

3. Approve the Second Amendment for Professional On-Call Environmental Consultant Services with LSA Associates, Inc. (“LSA”) for On-Call Environmental Consultant Services.

4. Authorize the Mayor to sign, and the City Clerk to attest, the Second Amendment to the Professional Services Agreement with LSA substantially in the form attached.

5. Approve the Second Amendment for Professional On-Call Environmental Consultant Services with Sagecrest Planning and Environmental (“Sagecrest”) for On-Call Environmental Consultant Services.

6. Authorize the Mayor to sign, and the City Clerk to attest, the Second Amendment to the Professional Services Agreement with Sagecrest substantially in the form attached.

EXECUTIVE SUMMARY:

The Community Development Department utilizes on-call environmental consultants to support the City’s compliance with the California Environmental Quality Act (“CEQA”) and other environmental requirements. These services include, but are not limited to, preparation of technical studies, initial studies, negative declarations and/or mitigated negative declarations; peer review of

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2 3
6 6
5 environmental documents and technical studies; and expert testimony before decision-making bodies.

On October 19, 2021, the City Council approved three-year Professional Services Agreements with De Novo, LSA, and Sagecrest (Attachments 1–3), each with a not-to-exceed amount of $120,000. To provide greater flexibility in fulfilling on-call needs, staff pursued multiple contracts through a competitive Request for Proposals (“RFP”) process. Like other consultant contract awards for services, awarding more than one professional services contract provides the City with greater flexibility to fulfill on-call consulting needs.

On October 14, 2024, the City Manager approved the First Amendments for Professional On-Call Environmental Consultant Services with each consultant (“First Amendments”) (Attachments 4-6). The First Amendments extended agreement terms for each of the three consultants one year to October 19, 2025, and updated hourly billing rates per Consumer Price Index (“CPI”). The not-to- exceed amount of $120,000 remained the same for all three agreements.

The terms of all three First Amendments are set to expire on October 19, 2025.

In anticipation of the upcoming term expirations, staff engaged in negotiations to exercise the second of two available one-year term extensions.

Should the City Council approve the proposed Second Amendments for Professional On-Call Environmental Consultant Services with each consultant (“Second Amendments”) (Attachments 7-9), the terms of the agreements would incorporate the following changes:
• Extend agreement term by an additional year through October 19, 2026; • Increase total compensation; and
• Update hourly billing rates per Consumer Price Index (“CPI”) guidelines.

BACKGROUND:

On May 18, 2021, the City Manager approved the Request for Proposals (“RFP”) for On-Call Environmental Consultant Services to solicit proposals from qualified

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3 3
6 6
5 consultants. Staff strived to secure multiple consulting firms for on-call, as- needed environmental services to ensure the City can meet the anticipated demand for environmental services for the following reasons:
a) Each firm may vary in the availability of experienced staff during the agreement term, depending on placements with other clients. In instances where one firm does not have sufficient personnel available at an experienced level to supplement City staff, the multiple-consultant contract approach allows greater flexibility in assigning work to one of the other consultants without delay.
b) Utilizing multiple firms expands the pool of potential contract personnel, providing a greater breadth of technical expertise to meet the City’s needs for each specific project.

To receive services from one of the existing on-call environmental agreements, staff must solicit informal proposals from each firm. Staff then select the most qualified proposal received via a rating criterion. On occasion, one or two consulting firms are unable to provide services or are unresponsive to the City’s request for proposals needed per the informal procurement process. A pool of on-call environmental consultants offers a range of cost proposals, allows multiple firms to propose on a project, and yields additional opportunities for firms to work with the City on projects.

The City solicits project-based cost proposals for small-dollar contracts ($50,000 or less) based on workload. This approach eliminates the need to prepare individual RFPs for applicant-initiated projects that require technical review, saving staff and the applicant time and streamlining the entitlement process.

RFPs will continue to be solicited for larger projects (agreements with compensation amounts expected to exceed $50,000), with the recommended firm presented to the City Council for approval.

On October 19, 2021, the City Council awarded three-year Professional Service Agreements to the following consultants for on-call environmental services, with total compensation amounts of $120,000 each (“Original Agreements”):
• Agreement with De Novo (Attachment 1)
• Agreement with LSA (Attachment 2)
• Agreement with Sagecrest (Attachment 3)
On October 14, 2024, the City Manager approved the First Amendments for Professional On-Call Environmental Consultant Services with each consultant (“First Amendments”) (Attachments 4-6). The First Amendments extended agreement terms one year to October 19, 2025, and updated hourly billing rates

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4 3
6 6
5 per CPI guidelines. The not-to-exceed amount (“NTE”) of $120,000 remained the same for all three agreements.

DISCUSSION:

In recent years, there has been a significant increase in projects requiring CEQA technical studies or informing decisions related to environmental matters. Each of the three consulting firms’ agreements will remain active until the full compensation amount is fully expensed, or the terms of the agreements expire (currently October 19, 2025); whichever comes first. Table 1 below shows the remaining compensation for each vendor as of June 2025. It is anticipated that the remaining funds within the agreements would be expended toward short-term assignments such as review of technical studies, preparation of complex environmental exemptions, as well as environmental documentation for City- initiated projects.

Table 1: Remaining Compensation per Vendor (as of June 2025) Vendor NTE
Amount
Spent to
Date
Remaining
Compensation
Remaining
Percentage
De Novo $120,000 $41,205 $78,795 66%
LSA $120,000 $76,929.11 $43,070.89 35.89%
Sagecrest $120,000 $29,267.40 $90,732.60 75.61%
The terms of all three First Amendments are set to expire on October 19, 2025.

In anticipation of the upcoming term expirations, staff engaged in negotiations to exercise the second of two available one-year term extensions. Article 3.3.5 in each of the agreements also allows the consultant to request an adjustment in compensation at the time of renewal.

The proposed Second Amendments for Professional On-Call Environmental Consultant Services with each consultant (“Second Amendments”) (Attachments 7-9) would extend the agreement terms an additional year, increase total compensation, and update hourly billing rates per Consumer Price Index (“CPI”) guidelines as stated in the 2021 contract. Table 2 below provides a breakdown of the specific agreement changes per vendor.

Table 2: Second Amendment Changes Per Vendor
Vendor Attachment Second Amendment Agreement Changes
De Novo 7 • Term extension
• Updated billing rates (up to 3.42% CPI increase)

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5 3
6 6
5 Vendor Attachment Second Amendment Agreement Changes
• Increase total compensation to $190,000
LSA 8
• Term extension
• Updated billing rates (up to 3.42% CPI increase)
• Increase total compensation to $200,000
Sagecrest 9
• Term extension
• Updated billing rates (up to 3.42% CPI increase)
• Increase total compensation to $150,000
The not-to-exceed amounts will increase depending on the vendor, as displayed below in Table 3.

Table 3: New Not-to-Exceed Amount per Vendor
Vendor Current NTE Proposed Increase New NTE Total
De Novo $120,000 $70,000 $190,000
LSA $120,000 $80,000 $200,000
Sagecrest $120,000 $30,000 $150,000
De Novo
De Novo’s On-Call Environmental Agreement (“De Novo’s Agreement”) is set to expire on October 19, 2025. In anticipation of the upcoming term expiration, staff engaged in negotiations to exercise the second of two available one-year term extensions. Article 3.3.5 of De Novo’s Agreement also allows the consultant to request an adjustment in compensation at the time of renewal.

Per Article 3.3.5, De Novo requested billing rates to reflect a CPI increase for all urban consumers in Los Angeles-Riverside-Orange Counties as stipulated in Exhibit “C” Compensation of the Original Agreements. Billing rates increased up to 3.42% per the applicable CPI.

The proposed Second Amendment to De Novo’s Agreement (Attachment 7) would extend the Agreement term one final year to October 19, 2026, and update hourly billing rates per CPI guidelines as stated in the Agreement and First Amendment. Through June 2025, De Novo has performed $41,205 worth of work, thus $78,795 (66%) of the current not-to-exceed compensation remains available. De Novo has been approved $49,696 for an applicant-initiated project.

Calculating in the project’s budget, De Novo currently has $29,099 available for future small-dollar, project-based cost proposals (less than $50,000) under the current contract term (October 19, 2025). Staff propose to increase compensation by $70,000, for a new not-to-exceed amount of $190,000 for the duration of the proposed contract term (October 19, 2026).

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6 3
6 6
5 Table 4 provides a vendor performance assessment of De Novo’s performance since the contract's inception on October 20, 2021. The City’s Guidelines allow for an extension based on performance in the following categories: performance of scope of services; timeliness; budget performance; and customer service.

During the term of De Novo’s Agreement, the vendor has provided very satisfactory on-call environmental services.

Table 4: De Novo Performance Assessment
LSA
LSA’s On-Call Environmental Agreement (“LSA’s Agreement”) is set to expire on October 19, 2025. In anticipation of the upcoming term expiration, staff engaged in negotiations to exercise the second of two available one-year term extensions.

Article 3.3.5 of the LSA’s Agreement also allows the consultant to request an adjustment in compensation at the time of renewal.

Per Article 3.3.5, LSA requested billing rates to reflect a CPI increase for all urban consumers in Los Angeles-Riverside-Orange Counties as stipulated in Exhibit “C” Compensation of the Original Agreements. Billing rates increased up to 3.42% per the applicable CPI.

The proposed Second Amendment to LSA’s Agreement (Attachment 8) would extend the Agreement term one final year to October 19, 2026, and update hourly billing rates per CPI guidelines as stated in the Agreement and First Amendment. Through June 2025, LSA has performed $76,929.11 worth of work, thus $43,070.89 (35.89%) of the current not-to-exceed compensation remains available. LSA has been awarded two City-initiated projects totaling $15,350.

Calculating in the project budgets, LSA currently has $38,536.31 available for future small-dollar cost proposals (less than $50,000) under the current contract term (October 19, 2025). Staff propose to increase compensation by $80,000, for a new not-to-exceed amount of $200,000 for the duration of the proposed contract term (October 19, 2026).

De Novo - Performance Review
October 20, 2021 – June 30, 2025
Category Unsatisfied – Very Satisfied
Performance of
Scope of Services
☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A
Timeliness ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A Budget Performance ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A Customer Service ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A

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7 3
6 6
5 Table 5 provides a vendor performance assessment of LSA’s performance since the contract's inception on October 20, 2021. The City’s Guidelines allow for an extension based on performance in the following categories: performance of scope of services; timeliness; budget performance; and customer service. During the term of the LSA’s Agreement, the vendor has provided very satisfactory on- call environmental services.

Table 5: LSA Performance Assessment
Sagecrest
Sagecrest’s On-Call Environmental Agreement (“Sagecrest’s Agreement”) is set to expire on October 19, 2025. In anticipation of the upcoming term expiration, staff engaged in negotiations to exercise the second of two available one-year term extensions. Article 3.3.5 of Sagecrest’s Agreement also allows the consultant to request an adjustment in compensation at the time of renewal.

Per Article 3.3.5, Sagecrest requested billing rates to reflect a CPI increase for all urban consumers in Los Angeles-Riverside-Orange Counties as stipulated in Exhibit “C” Compensation of the Original Agreements. Billing rates increased up to 3.42% per the applicable CPI.

The proposed Second Amendment to Sagecrest’s Agreement (Attachment 9) would extend the Agreement term one final year to October 19, 2026, and update hourly billing rates per CPI guidelines as stated in the Agreement and First Amendment. Through June 2025, Sagecrest has performed $29,267.40 worth of work, thus $90,732.60 (75.61%) of the current not-to-exceed compensation remains available. Currently, Sagecrest does not have any active applicant or City-initiated small-dollar projects. Staff propose to increase compensation by $30,000, for a new not-to-exceed amount of $150,000 for the duration of the proposed contract term (October 19, 2026).

LSA - Performance Review
October 20, 2021 – June 30, 2025
Category Unsatisfied – Very Satisfied
Performance of
Scope of Services
☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A
Timeliness ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A Budget Performance ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A Customer Service ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A

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8 3
6 6
5 Table 6 provides a vendor performance assessment of Sagecrest’s performance since the contract's inception on October 20, 2021. The City’s Guidelines allow for an extension based on performance in the following categories: performance of scope of services; timeliness; budget performance; and customer service.

During the term of Sagecrest’s Agreement, the vendor has provided satisfactory on-call environmental services.

Table 6: Sagecrest Performance Assessment
Recommendation
Consistent with the Guidelines and upon performing a vendor assessment, staff recommend approval of the proposed Second Amendments for Professional On- Call Environmental Consultant Services with De Novo, LSA, and Sagecrest. If the Second Amendments (Attachments 7-9) are approved, the new term will expire on October 19, 2026. The not-to-exceed amounts will increase depending on the vendor as mentioned in Table 1. The Second Amendments were prepared by the Community Development Department and approved by the City Attorney as to form.

FISCAL IMPACT:

The fiscal impact of the recommended action is the potential to spend up to an additional $180,000 for On-Call Environmental Services, a portion of which would be reimbursable. Sufficient funds are allocated in the 2025-2027 Operating Budget.

ATTACHMENTS:

1. Agreement with De Novo

2. Agreement with LSA
Sagecrest - Performance Review
October 20, 2021 – June 30, 2025
Category Unsatisfied – Very Satisfied
Performance of
Scope of Services
☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A
Timeliness ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A Budget Performance ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A Customer Service ☐ Unsatisfied ☐ Satisfied ☒ Very Satisfied ☐ N/A

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9 3
6 6
5 3. Agreement with Sagecrest

4. First Amendment to Agreement with De Novo

5. First Amendment to Agreement with LSA

6. First Amendment to Agreement with Sagecrest

7. Second Amendment to Agreement with De Novo

8. Second Amendment to Agreement with LSA

9. Second Amendment to Agreement with Sagecrest
Initiated By: Arianna Young, Management Analyst
Reviewed By: Amy Stonich, AICP, Assistant Director of Community Development Submitted By: Gayle Ackerman, AICP, Director of Community Development Approved By: Debra Rose, City Manager

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ATTACHMENT 1
ATTACHMENT 1

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CITY OF LAKE FOREST

PROFESSIONAL CONSULTANT SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this \ � -tk day of O e,,rolU( 20 t, \, by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California, 92630 ("City") and De Novo Planning Group, a California corporation, with its principal place of business at 1020 Suncast Lane #106, El Dorado Hills, CA 95762 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

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

2.2 Project.

City desires to engage Consultant to render such professional on-call environmental consulting services for the On-Call Environmental Consulting Services project ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

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

3.1.2 Term. The term of this Agreement shall be from October 20, 2021, to October 19, 2024, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two (2) additional one-year terms. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. (BB&K 2019)
55136.00200\31918793.1 -1-
ATTACHMENT 1

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3.2 Responsibllltles of Consultant.

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

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

3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

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

3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Starla Barker, AICP, Principal Planner.
(BB&K2019)
55136.00200\31918793.1 -2-
ATTACHMENT 1

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3.2.5 City's Representative. The City hereby designates Gayle Ackerman, Director of Community Development, or her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative").

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

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

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

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

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

3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, induding all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions (BB&K2019)
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CITY OF LAKE FOREST

PROFESSIONAL CONSULTANT SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this l &\-th day of OohJ\.xr, 201::l_, by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California, 92630 ("City") and LSA Associates, Inc., a California corporation, with its principal place of business at 20 Executive Park, Suite 200, Irvine, CA 92691 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

2.2 Project.

3. TERMS.

3.1 Scope of Services and Term.

3.1.2 Term. The term of this Agreement shall be from October 20, 2021 to October 19, 2024, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two (2) additional one-year terms. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. (BB&K 2019)
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employees, agents, and volunteers free and harmless, pursuant to the indemnif ication provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

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

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

3.2.12 Water Quality Management and Compliance.

3.2.12.1 Sto.rm Water Management. Storm, surface, nuisance, or other waters may be encountered at various times during the Services. Consultant hereby acknowledges that it has investigated the risk arising from such waters, and assumes any and all risks and liabilities arising therefrom.

3.2.12.2 Compliance with Water Quality Laws, Ordinances and Regulations. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City's ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code§ 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority. Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges.

3.2.12.3 Compliance with DAMP and LIP. In addition to compliance with the laws, ordinances and regulations listed in Section 3.2.12.2 of this Agreement, Consultant must comply with all applicable requirements of the Orange County Drainage Area Management Plan ("DAMP"), the City of Lake Forest Local Implementation Plan ("LIP") and the applicable Water Quality Management Plan ("WQMP"). The DAMP contains requirements related to design and construction of public projects. Consultant must be familiar the DAMP, and the LIP and comply with the requirements as specified therein.
(BB&K 2019)
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of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Contractor's sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR.

3.5 Accounting Records.

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

3.6 General Provisions.

3.6.1 Termination of Agreement.

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

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

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

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

Consultant:

City:
(BB&K 2019)
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LSA Associates, Inc.
20 Executive Park, Suite 200
Irvine, CA 92614
ATTN: Nicole Dubois, Principal in Charge/ Project
Manager
City of Lake Fore st
1 00 Civic Center Drive
Lake Forest, CA 92630
-7-
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ATTN: City Clerk
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.6.2 Ownership of Materials and Confidentiality.

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

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

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

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

Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney's fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal (BB&K 2019)
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action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

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

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

3.6.5 Indemnification.

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

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

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

3.6. 7 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.

3.6.8 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.9 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.10 Successors and Assigns. This Agreement shall be binding on the (BB&K 2019)
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successors and assigns of the parties.

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

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

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

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

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

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

3.6.17 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, d,uring the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

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

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

3.6.20 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agree ment. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

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

3.7 Subcontracting.

3.7.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.
(BB&K 2019)
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ATTEST:

By:
�
City Clerk
APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney
(BB&K 2019)
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LSA ASSOCIATES, INC.

By:

By:
��
Mike Trotta, CEO
[If Corporation, TWO SIGNATURES,
President OR Vice President AND
Secretary OR Treasurer REQUIRED]
BenR�
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EXHIBIT "A"

SCOPE OF SERVICES
At the City's discretion Services to be Provided:

From time to time, the City requires environmental consultants to provide technical services related to meeting the requirements of the California Environmental Quality Act (CEQA) or otherwise informing decisions related to environmental matters. The City desires to establish a list of environmental consultants to provide technical services for small dollar contracts ($50,000 or less) on an as-needed basis. Under the direction of the Community Development Department, such services may include, but are not limited to:

1. Preparation of technical studies, initial studies, negative declarations, and/or mitigated negative declarations.

2. Peer review of environmental documents from outside agencies.

3. Preparation of technical studies.

4. Peer review of technical studies provided by applicants.

5. Provision of expert technical testimony before decision-making bodies.

The City will likely select multiple on-call firms to ensure that a range of consultants are available to provide timely services with a variety of expertise. Typically, when environmental consultant services are needed, the City will solicit a brief written proposal outlining the cost and schedule to complete the necessary environmental review.

The City has no obligation to request any services under this Contract. (BB&K 2019)
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EXHIBIT "B"

SCHEDULE OF SERVICES
Consultant shall provide the services described in Exhibit "A" Scope of Services as directed by the City.
(BB&K 2019)
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EXHIBIT "C"

COMPENSATION
Consultant shall be paid for services rendered in accordance with Section 3.3 of the Agreement and as described above under Exhibit "A" Scope of Services for a not-to exceed amount of one hundred twenty thousand dollars ($120,000) and billed at the following rates:

Staff Name Title Billing Rate
Nicole Dubois Principal Environmental Planner $255
Ryan Bensley, AICP Associate Environmental Planner $185 Christina Maxwell, AICP Senior Environmental Planner $155 Marlene Watanabe Environmental Planner $110
TBD Assistant Environmental Planner $85
Amy Fischer Principal Air Quality/Noise Specialist $240 Cara Carlucci Senior Air Quality Specialist $140
Blake Selna Principal Biologist $250
Jim Harrison Senior Biologist $140
Kerrie Collison, RPA Senior Cultural Resources Manager $135 Casey Tibbet Associate Cultural Historian $155
Sarah Rieboldt, Ph.D. Associate Paleontologist $180
JT Stephens, EIT Associate Noise Specialist $190
Jordan Roberts Noise Specialist $130
Ken Wilhelm Principal Transportation Manager $250
Arthur Black Principal Transportation Planner $195
In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal., but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Riverside-Orange Counties. (BB&K 2017)
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EXHIBIT "D"

INSURANCE REQUIREMENTS

3.2.11 Insurance.

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

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

3.2.11.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(BB&K 2019)
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(A) Commercial General Liability:

Exhibit "D"-1
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(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

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

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

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

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

3.2.11.7 Waiver of Subrogation. All policies of Commercial General Liability and Automobile Liability insurance shall contain or be endorsed to waive subrogation against the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to (BB&K 2019)
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Exhibit "D"-2
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waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its subconsultants.

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

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

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

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

3.2.11.12 Enforcement of Agreement Provisions (non estoppel).

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

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

3.2.11.14 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing (BB&K 2019)
55136.00200131918793.1
Exhibit "D"-3
ATTACHMENT 2

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subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant's subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant's compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.
(BB&K 2019)
55136.00200\31918793.1
Exhibit "D"-4
ATTACHMENT 2

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ATTACHMENT 3
ATTACHMENT 3

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CITY OF LAKE FOREST

PROFESSIONAL CONSUL TANT SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this \ "\'fu day of Oefo� 20 il , by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California, 92630 ("City") and Sagecrest Planning and Environmental, a California corporation, with its principal place of business at 27128 Paseo Espada, Suite 1524, San Juan Capistrano, CA 92675 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provIsIon of certain professional on-call environmental consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional on-call environmental consulting services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

3. TERMS.

3.1 Scope of Services and Term.

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ATTACHMENT 3

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

3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, (BB&K 2019)
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ATTACHMENT 3

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employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.12 Water Quality Management and Compliance.

3.2.12.1 Storm Water Management. Storm, surface, nuisance, or other waters may be encountered at various times during the Services. Consultant hereby acknowledges that it has investigated the risk arising from such waters, and assumes any and all risks and liabilities arising therefrom.

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A copy of the DAMP is available on the internet at:
https://media.ocgov.com/gov/pw/watersheds/documents/damp/default.asp A copy of the LIP is available on the internet at:
http://www.lakeforestca.gov/depts/pw/water/local implementation plan %28Iip%29.asp More information on the applicable WQMP is available on the internet at:
http://\wvw.lakeforestca.gov/depts/pw/water/water quality management plan (wgmp).asp

3.2.12.4 Standard of Care. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the work assigned to them without impacting water quality in violation of the laws, regulations and policies described in Sections 3.2.12.2 and 3.2.12.3 of this Agreement. Consultant further warrants that it, its employees and subcontractors have or will receive adequate training, as determined by the City, regarding these requirements as they may relate to the Services.

3.2.12.5 Liability for Non-compliance.
(A) Indemnity: Failure to comply with laws, regulations, and ordinances listed in Sections 3.2.12.2 and 3.2.12.3 of this Agreement is a violation of federal and state law. Notwithstanding any other indemnity contained in this Agreement, Consultant agrees to indemnify and hold harmless the City, its officials, officers, agents, employees and authorized volunteers from and against any and all claims, demands, losses or liabilities of any kind or nature which the City, its officials, officers, agents, employees and authorized volunteers may sustain or incur for noncompliance with the laws, regulations, and ordinances listed above, arising out of or in connection with the Services, except for liability resulting from the sole established negligence, willful misconduct or active negligence of the City, its officials, officers, agents, employees or authorized volunteers.
(B) Defense: City reserves the right to defend any enforcement action or civil action brought against the City for Consultant's failure to comply with any applicable water quality law, regulation, or policy. Consultant hereby agrees to be bound by, and to reimburse the City for the costs associated with, any settlement reached between the City and the relevant enforcement entity.
(C) Damages: City may seek damages from Consultant for
delay in completing the Services caused by Consultant's failure to comply with the laws, regulations and policies described in Sections 3.2.12.2 and 3.2.12.3 of this Agreement, or any other relevant water quality law, regulation, or policy.

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed ONE HUNDRED TWENTY THOUSAND DOLLARS ($120,000) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as (BB&K 2019)
55136.00200\31918793.1 -5-
ATTACHMENT 3

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described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.

City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

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

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

3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit "C" may be adjusted each year at the time of renewal as set forth in Exhibit "C."

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration. If the Services are being performed as part of an applicable "public works" or "maintenance" project, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations {"DIR"). Consultant shall maintain registration for the duration (BB&K2019)
55136.00200\31918793.1 -6-
ATTACHMENT 3

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3.5 Accounting Records.

3.6 General Provisions.

3.6.1 Termination of Agreement.

Consultant:

City:
(BB&K 2019)
55136.00200\31918793.1
Sagecrest Planning and Environmental
27128 Paseo Espada, Suite 1524 San Juan
Capistrano, CA 92675
ATTN: Amy Vazquez, President
City of Lake Forest
100 Civic Center Drive
Lake Forest, CA 92630
ATTN: City Clerk
-7-
ATTACHMENT 3

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

3.6.2 Ownership of Materials and Confidentiality.

Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney's fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information. (BB&K 2019)
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ATTACHMENT 3

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

3.6.5 Indemnification.

3.6. 7 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.

3.6.8 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.9 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

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

3.6.11 Assignment or Transfer. Consultant shall not assign, hypothecate, or (BB&K2019)
55136.00200\31918793.1 -9-
ATTACHMENT 3

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transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

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

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

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

3.6.17 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.6.18 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.
(BB&K 2019)
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ATTACHMENT 3

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ATTACHMENT 3

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EXHIBIT "A"

SCOPE OF SERVICES
At the City's discretion Services to be Provided:

1. Preparation of technical studies, initial studies, negative declarations, and/or mitigated negative declarations.

2. Peer review of environmental documents from outside agencies.

3. Preparation of technical studies.

4. Peer review of technical studies provided by applicants.

5. Provision of expert technical testimony before decision-making bodies.

The City has no obligation to request any services under this Contract. (BB&K 2019)
55136.00200\31918793.1
Exhibit "A"-1
ATTACHMENT 3

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EXHIBIT "B"

SCHEDULE OF SERVICES
Consultant shall provide the services described in Exhibit "A" Scope of Services as directed by the City.
(BB&K 2019) Exhibit "B"-1
55136. 00200\31918793. 1
ATTACHMENT 3

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ATTACHMENT 3

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NOREAS, Inc. Fee Schedule
Position Hourly Rate
Environmental Director $125.00
Environmental Proaram Manager
Environmental ProjecVProgram Manager Lead $115.00 Environmental Planner Lead Biology Project Manager
Regulatory Specialist Lead $110.00
Environmental ProiecVProaram Manaaer Staff $105.00 Environmental Planner Staff Permitted Wildlife Biologist
Avian Biologist Lead
Botanist Lead $100.00
Lead Delineator
Lead Wetland/Waters Monitor
GIS Manaqer/Lead
Authorized Desert Tortoise Bioloaist $95.00 ArborisVPlant Salvaae Lead Regulatory Specialist Support
GIS Technician/Support
Lead Construction Monitor $90.00
Delineator Support
Qualified Wildlife Bioloaist
Qualified Desert Tortoise Bioloaist
Avian Bioloaist Suooort $85.00
Botanist Support
Support Wetlands/Waters Monitor
Construction Monitor $80.00 BioloQist Support/BioloQical Construction Monitor Project Administrator/ Financial Analyst $50.00 Editor/ Publication Specialist In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Riverside-Orange Counties. 55136.00200131918793.1
ATTACHMENT 3

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ATTACHMENT 3

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

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

3.2.11.5 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (8) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

3.2.11.7 Waiver of Subrogation. All policies of Commercial General Liability and Automobile Liability insurance shall contain or be endorsed to waive subrogation against the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to (BB&K2019)
55136.00200\31918793.1
Exhibit "D"-2
ATTACHMENT 3

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

3.2.11.12 Enforcement of Agreement Provisions (non estoppal).

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subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant's subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant's compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.
(BB&K2019)
55136.00200\31918793.1
Exhibit "D" -4
ATTACHMENT 3

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ATTACHMENT 4
ATTACHMENT 4

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ON-CALL ENVIRONMENTAL CONSULTING SERVICES
(2021-081.1)
City of Lake Forest
100 Civic Center Dr.

Lake Forest, CA 92630
Docusign Envelope ID: 7BB054C6-40E0-42F6-89F8-73052EBAF906 ATTACHMENT 4

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City of Lake Forest
First Amendment to Professional Consultant Services Agreement On-Call Environmental Consulting Services
I. PARTIES AND DATE. ................................ ................................ ..............

II. RECITALS. ................................ ................................ ..............................

III. TERMS................................. ................................ ................................ ..

IV. SIGNATURES. ................................ ................................ ........................

V. EXHIBIT "C" - COMPENSATION ................................ ..............................

Docusign Envelope ID: 7BB054C6-40E0-42F6-89F8-73052EBAF906 ATTACHMENT 4

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Title: On-Call Environmental Consulting Services
3 1. PARTIES AND DATE.

This First Amendment to the Agreement for Professional Consultant Services ("First Amendment") is entered into the [***INSERT DAY***] day of [***INSERT MONTH***], [***INSERT YEAR***], by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California 92630 (“City”) and De Novo Planning Group, a California Corporation (Inc.) , with its principal place of business at 1020 Suncast Lane #106, El Dorado Hills, CA 95762 (“Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and collectively as “Parties.”
Docusign Envelope ID: 7BB054C6-40E0-42F6-89F8-73052EBAF906 14 2024October
ATTACHMENT 4

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Title: On-Call Environmental Consulting Services
4 2. RECITALS.

2.1. Agreement
The Parties entered into that certain Agreement for On-Call Environmental Consulting Services dated October 19, 2021 (“Agreement”).

2.2. First Amendment
The Parties now desire to amend the Agreement in order to extend the term of the Agreement and update the rates of compensation under the Agreement.

Docusign Envelope ID: 7BB054C6-40E0-42F6-89F8-73052EBAF906 ATTACHMENT 4

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Title: On-Call Environmental Consulting Services
5 3. TERMS.

3.1. Term.

Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows:

The term of this Agreement shall be from October 20, 2021 to October 19, 2025, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement annually for no more than one (1) additional one-year terms. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.

3.2. Rates of Compensation.

Exhibit “C” of the Agreement is hereby amended in to update rates of compensation in the form of EXHIBIT "C" - COMPENSATION to this First Amendment, attached hereto and incorporated herein.

3.3. Remaining Provisions of Agreement.

Except as otherwise specifically set forth in this First Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

Docusign Envelope ID: 7BB054C6-40E0-42F6-89F8-73052EBAF906 ATTACHMENT 4

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Title: On-Call Environmental Consulting Services
6 4. SIGNATURES.

4.1. SIGNATURES.

CITY OF LAKE FOREST De Novo Planning Group
By: [AUTHORIZED CITY SIGNATURE]
Debra Rose
City Manager
By: [VENDOR SIGNATURE 1]
Ben Ritchie
Principal/CEO
[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]
ATTEST:

By: [CITY CLERK SIGNATURE]
Lisa Berglund, City Clerk
City Clerk
By: [VENDOR SIGNATURE 2]
Steve McCurty
Chief Financial Officer (Corporation or LLC)
APPROVED AS TO FORM:

By: [CITY ATTORNEY SIGNATURE]
Best Best & Krieger LLP
City Attorney
[CONTRACT ADMINISTRATOR APPROVAL]
[PROJECT MANAGER APPROVAL]
[CITY CLERK - INSURANCE APPROVAL]
Docusign Envelope ID: 7BB054C6-40E0-42F6-89F8-73052EBAF906 ATTACHMENT 4

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Title: On-Call Environmental Consulting Services
7 5. EXHIBIT "C" - COMPENSATION

5.1. EXHIBIT "C" - COMPENSATION
Consultant shall be paid for services rendered in accordance with Section 3.3 of the Agreement and as described above under Exhibit “A” Scope of Services for a not-to-exceed amount of ONE HUNDERED TWENTY THOUSAND DOLLARS ($120,000) and billed at the following rates:

De Novo Planning Group
Title Original Agreement Year 4 (First Amendment)
Principal $200 $206.94
Principal/Biologist $200 $206.94
Principal $200 $206.94
Principal Planner $175 $181
Senior Planner $130 $134.50
Senior Planner $130 $134.50
Senior Planner + Designer $130 $134.50
Senior Planner $130 $134.50
Associate Planner $120 $124
Assistant Planner $100 $103.47
Assistant Planner $100 $103.47
GIS Analyst $115 $119

SUBCONSULTANT RATES
Kittelson Associates | Transportation
Title Original Agreement Year 4 (First Amendment)
Senior Principal Engineer/Planner $315 $325.90
Principal Engineer/Planner $255 $263.85
Associate Engineer/Planner $225 $232.80
Senior Engineer/Planner $190 $196
Engineer/Planner $165 $170.73
Transportation Analyst $145 $150
Technician I $115 $119
Technician II $135 $139.95
Senior Technician $160 $165
Associate Technician $170 $175.90
Office Support $95 $98
Software Technician $115 $119
Data Analyst/Software Developer $145 $150
Data Scientist/Developer $185 $191
Senior Data Scientist/Developer $215 $222
Docusign Envelope ID: 7BB054C6-40E0-42F6-89F8-73052EBAF906 ATTACHMENT 4

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Title: On-Call Environmental Consulting Services
8 MD Acoustics | Noise
Title Original Agreement Year 4 (First Amendment)
Principal Acoustical Consultant $185 $185
Acoustical Consultant $150 $150
Cogstone Resource Management | Historic/Cultural Resources Title Original Agreement Year 4 (First Amendment)
Program Director $135 $139.68
Principal Investigator III/Task Manager $123 $127.27
Principal Investigator II/Task Manager $108 $111.74
Principal Investigator I/Task Manager $98 $101.40
Field Director $88 $91.05
Supervisor II $88 $91.05
Technical Editor $88 $91.05
Architectural Historian $77 $79.67
Technician/Monitor III/IV $75 $77.60
Technician/Monitor I/II $67 $69.32
Supervisor I/GIS Specialist $82 $84.85
In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Long Beach-Anaheim.

Docusign Envelope ID: 7BB054C6-40E0-42F6-89F8-73052EBAF906 ATTACHMENT 4

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ATTACHMENT 5
ATTACHMENT 5

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ON-CALL ENVIRONMENTAL CONSULTING SERVICES
(2021-085.1)
City of Lake Forest
100 Civic Center Dr.

Lake Forest, CA 92630
Docusign Envelope ID: 6EAD88B1-7313-4757-BB52-86832E016149 ATTACHMENT 5

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II. RECITALS. ................................ ................................ ..............................

III. TERMS................................. ................................ ................................ ..

IV. SIGNATURES. ................................ ................................ ........................

V. EXHIBIT "C" - COMPENSATION ................................ ..............................

Docusign Envelope ID: 6EAD88B1-7313-4757-BB52-86832E016149 ATTACHMENT 5

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Title: On-Call Environmental Consulting Services
3 1. PARTIES AND DATE.

This First Amendment to the Agreement for Professional Consultant Services ("First Amendment") is entered into the [***INSERT DAY***] day of [***INSERT MONTH***], [***INSERT YEAR***], by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California 92630 (“City”) and LSA Associates, Inc., a California Corporation (Inc.) , with its principal place of business at 3210 El Camino Real, Suite 100, Irvine, CA 92602 (“Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and collectively as “Parties.”
Docusign Envelope ID: 6EAD88B1-7313-4757-BB52-86832E016149 202414 October
ATTACHMENT 5

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Title: On-Call Environmental Consulting Services
4 2. RECITALS.

2.1. Agreement
The Parties entered into that certain Agreement for On-Call Environmental Consulting Services dated October 19, 2021 (“Agreement”).

2.2. First Amendment
The Parties now desire to amend the Agreement in order to extend the term of the Agreement, update the rates of compensation under the Agreement, update the Delivery of Notices, and update Vendor Information under this agreement.

Docusign Envelope ID: 6EAD88B1-7313-4757-BB52-86832E016149 ATTACHMENT 5

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Title: On-Call Environmental Consulting Services
5 3. TERMS.

3.1. Term.

Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows:

3.2. Rates of Compensation
Exhibit “C” of the Agreement is hereby amended in to update rates of compensation in the form of EXHIBIT "C" - COMPENSATION to this First Amendment, attached hereto and incorporated herein.

3.3. Delivery of Notices.

Section 3.6.1.4 of the Agreement is hereby amended as follows:

Consultant: LSA Associates, Inc.
3210 El Camino Real, Suite 100
Irvine, CA 92602
ATTN: Pamela Reading, Principal in Charge/ Project Manager

3.4. Vendor Information.

Section 3.2.4 of the Agreement is hereby amended as follows:

Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement.

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

Section 3.2.6 of the Agreement is hereby amended as follows:

Docusign Envelope ID: 6EAD88B1-7313-4757-BB52-86832E016149 ATTACHMENT 5

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Title: On-Call Environmental Consulting Services
6 Consultant's Representative. Consultant hereby designates Pamela Reading, Principal in Charge/ Project Manager, or her designee, to act as i ts representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Represen tative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.5. Remaining Provisions of Agreement.

Except as otherwise specifically set forth in this First Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

Docusign Envelope ID: 6EAD88B1-7313-4757-BB52-86832E016149 ATTACHMENT 5

Page 183 ends

Title: On-Call Environmental Consulting Services
7 4. SIGNATURES.

4.1. SIGNATURES.

CITY OF LAKE FOREST LSA Associates, Inc.

By: [AUTHORIZED CITY SIGNATURE]
Debra Rose
City Manager
By: [VENDOR SIGNATURE 1]
Anthony Petros
CEO
[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]
ATTEST:

By: [CITY CLERK SIGNATURE]
Lisa Berglund
City Clerk
By: [VENDOR SIGNATURE 2]
Justin Cary
Chief Financial Officer (Corporation or LLC)
APPROVED AS TO FORM:

Page 184 ends

Title: On-Call Environmental Consulting Services
8 5. EXHIBIT "C" - COMPENSATION

5.1. EXHIBIT "C" - COMPENSATION
Consultant shall be paid for services in accordance with Section 3.3 of the Agreement and as described above under Exhibit “A” Scope of Services and the not to exceed fee of one hundred twenty thousand dollars ($120,000.00). Compensation shall be paid per the following schedule and terms.

Title Original Billing Rate Year 4 (First Amendment)
Principal Environmental Planner $255 $263.85
Associate Environmental Planner $185 $193.82
Senior Environmental Planner $155 $160.38
Environmental Planner $110 $113.82
Assistant Environmental Planner $85 $87.95
Principal Air Quality/Noise Specialist $240 $248.35
Senior Air Quality Specialist $140 $114.87
Principal Biologist $250 $258.68
Senior Biologist $160 $165.56
Senior Cultural Resources Manager $135 $139.69
Associate Cultural Historian $155 $160.38
Associate Paleontologist $180 $186.25
Associate Noise Specialist $190 $196.60
Noise Specialist $130 $134.52
Principal Transportation Manager $250 $258.68
Principal Transportation Planner $150 $155.21
In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Long Beach-Anaheim.

Docusign Envelope ID: 6EAD88B1-7313-4757-BB52-86832E016149 ATTACHMENT 5

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ATTACHMENT 6
ATTACHMENT 6

Page 186 ends

ON-CALL ENVIRONMENTAL CONSULTING SERVICES
(2021-084.1)
City of Lake Forest
100 Civic Center Dr.

Lake Forest, CA 92630
Docusign Envelope ID: B46F6A2D-E2D4-4569-B322-5C51167A17CF ATTACHMENT 6

Page 187 ends

II. RECITALS. ................................ ................................ ..............................

III. TERMS................................. ................................ ................................ ..

IV. SIGNATURES. ................................ ................................ ........................

V. EXHIBIT "C" - COMPENSATION ................................ ..............................

Docusign Envelope ID: B46F6A2D-E2D4-4569-B322-5C51167A17CF ATTACHMENT 6

Page 188 ends

Title: On-Call Environmental Consulting Services
3 1. PARTIES AND DATE.

This First Amendment to the Agreement for Professional Consultant Services ("First Amendment") is entered into the [***INSERT DAY***] day of [***INSERT MONTH***], [***INSERT YEAR***], by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California 92630 (“City”) and Sagecrest Planning and Environmental, a California Corporation (Inc.) , with its principal place of business at 27128 Paseo Espada, Suite 1524, San Juan Capistrano, CA 92675 (“Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and collectively as “Parties.” Docusign Envelope ID: B46F6A2D-E2D4-4569-B322-5C51167A17CF 14 October 2024
ATTACHMENT 6

Page 189 ends

Title: On-Call Environmental Consulting Services
4 2. RECITALS.

2.1. Agreement
The Parties entered into that certain Agreement for On-Call Environmental Consulting Services dated October 19, 2021 (“Agreement”).

2.2. First Amendment
The Parties now desire to amend the Agreement in order to extend the term of the Agreement and update the rates of compensation under the Agreement.

Docusign Envelope ID: B46F6A2D-E2D4-4569-B322-5C51167A17CF ATTACHMENT 6

Page 190 ends

Title: On-Call Environmental Consulting Services
5 3. TERMS.

3.1. Term.

Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows:

3.2. Rates of Compensation.

Exhibit “C” of the Agreement is hereby amended in to update rates of compensation in the form of EXHIBIT "C" - COMPENSATION to this First Amendment, attached hereto and incorporated herein.

3.3. Remaining Provisions of Agreement.

Except as otherwise specifically set forth in this First Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

Docusign Envelope ID: B46F6A2D-E2D4-4569-B322-5C51167A17CF ATTACHMENT 6

Page 191 ends

Title: On-Call Environmental Consulting Services
6 4. SIGNATURES.

4.1. SIGNATURES.

CITY OF LAKE FOREST Sagecrest Planning and Environmental By: [AUTHORIZED CITY SIGNATURE]
Debra Rose
City Manager
By: [VENDOR SIGNATURE 1]
Amy Vazquez
President
[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]
ATTEST:

By: [CITY CLERK SIGNATURE]
Lisa Berglund, City Clerk
City Clerk
By: [VENDOR SIGNATURE 2]
Amy Vazquez
Secretary (Corporation or LLC)
APPROVED AS TO FORM:

Page 192 ends

Title: On-Call Environmental Consulting Services
7 5. EXHIBIT "C" - COMPENSATION

Sagecrest Planning & Environmental Fee Schedule
Position Hourly Rate Hourly Rate (2024)
President $220.00 $227.63
Director $200.00 $206.94
Project Manager $180.00 $186.25
Senior Environmental Planner $160.00 $165.55
Associate Environmental Planner $140.00 $144.86
Assistant Environmental Planner $120.00 $124.16
Administrative Support-Technical Editor $85.00 $87.95
Ganddini Group Fee Schedule
Position Hourly Rate (2021) Hourly Rate (2024)
Principal $165.00 $170.73
Senior Associate $130.00 $134.51
Associate $100.00 $103.47
Junior Associate $75.00 $77.6
Senior Technician $55.00 $56.91
Technician $40.00 $41.39
Administrative Assistant $40.00 $41.39
Cogstone Resources Management Fee Schedule
Docusign Envelope ID: B46F6A2D-E2D4-4569-B322-5C51167A17CF ATTACHMENT 6

Page 193 ends

Title: On-Call Environmental Consulting Services
8 Position Hourly Rate (2021) Hourly Rate (2024)
Principal Investigator III $123.00 $127.27
Principal Investigator II $108.00 $111.75
Principal Investigator I $98.00 $101.4
SOI Monitor $82.00 $84.85
Field Director $88.00 $91.05
Supervisor/GIS $82.00 $84.85
Architectural Historian $77.00 $79.67
Night Monitor $97.00 $100.37
Technical/Monitor $75.00 $77.6
Technical Editor $88.00 $91.05
NOREAS, Inc. Fee Schedule
Position Hourly Rate (2021) Hourly Rate (2024)
Environmental Director $125.00 $129.34
Environmental Program Manager
$115.00 $118.99
Environmental Project/Program Manager Lead
Environmental Planner Lead
Biology Project Manager
Regulatory Specialist Lead $110.00 $113.82
Environmental Project/Program Manager Staff
$105.00 $108.64
Environmental Planner Staff
Permitted Wildlife Biologist
$100.00 $103.47 Avian Biologist Lead
Botanist Lead
Docusign Envelope ID: B46F6A2D-E2D4-4569-B322-5C51167A17CF ATTACHMENT 6

Page 194 ends

Title: On-Call Environmental Consulting Services
9 Lead Delineator
Lead Wetland/Waters Monitor
GIS Manager/Lead
$95.00 $98.30
Authorized Desert Tortoise Biologist
Arborist/Plant Salvage Lead
Regulatory Specialist Support
GIS Technician/Support
$90.00 $93.12 Lead Construction Monitor
Delineator Support
Qualified Wildlife Biologist
$85.00 87.95
Qualified Desert Tortoise Biologist
Avian Biologist Support
Botanist Support
Support Wetlands/Waters Monitor
Construction Monitor
$80.00 82.78
Biologist Support/Biological Construction Monitor
Project Administrator/ Financial Analyst
$50.00 51.74
Editor/Publication Specialist
In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Long Beach-Anaheim.

Docusign Envelope ID: B46F6A2D-E2D4-4569-B322-5C51167A17CF ATTACHMENT 6

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ATTACHMENT 7
ATTACHMENT 7

Page 196 ends

ON-CALL ENVIRONMENTAL CONSULTING SERVICES
(2021-081.2)
City of Lake Forest
100 Civic Center Dr.

Lake Forest, CA 92630
Docusign Envelope ID: 49406737-C48D-473E-B7DA-F39A15DB8C6D ATTACHMENT 7

Page 197 ends

City of Lake Forest
Second Amendment to Professional Consultant Services Agreement On-Call Environmental Consulting Services
I. PARTIES AND DATE. ................................ ................................ ..............

II. RECITALS. ................................ ................................ ..............................

III. TERMS................................. ................................ ................................ ..

IV. SIGNATURES. ................................ ................................ ........................

V. EXHIBIT "C" - COMPENSATION ................................ ..............................

Docusign Envelope ID: 49406737-C48D-473E-B7DA-F39A15DB8C6D ATTACHMENT 7

Page 198 ends

Title: On-Call Environmental Consulting Services
3 1. PARTIES AND DATE.

This Agreement is made and entered into this [***INSERT DAY***] day of [***INSERT MONTH***], [***INSERT YEAR***], by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California 92630 (“City”) and De Novo Planning Group, a California Corporation (Inc.) , with its principal place of business at 1020 Suncast Lane #106, El Dorado Hills, CA 95762 (“Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and collectively as “Parties.” Docusign Envelope ID: 49406737-C48D-473E-B7DA-F39A15DB8C6D ATTACHMENT 7

Page 199 ends

Title: On-Call Environmental Consulting Services
4 2. RECITALS.

2.1. Agreement
The Parties entered into that certain Agreement for On-Call Environmental Services dated October 19. 2021 (“Agreement”).

2.2. First Amendment
The Parties entered into that certain First Amendment to extend the term of the Agreement and update the rates of compensation under the Agreement dated October 14. 2024 ("First Amendment").

2.3. Second Amendment
The Parties now desire to amend the Agreement in order to extend the term of the Agreement and increase the total amount of compensation under the Agreement and update rates of compensation under the Agreement.

Docusign Envelope ID: 49406737-C48D-473E-B7DA-F39A15DB8C6D ATTACHMENT 7

Page 200 ends

Title: On-Call Environmental Consulting Services
5 3. TERMS.

3.1. Term.

Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows:

The term of this Agreement shall be from October 20, 2021 to October 19, 2026, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.

3.2. Compensation.

Section 3.3.1 of the Agreement is hereby amended in its entirety to read as follows:

Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed ONE HUNDRED NINETY THOUSAND DOLLARS without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3. Rates of Compensation.

Exhibit “C” of the Agreement is hereby amended in to update rates of compensation in the form of EXHIBIT "C" - COMPENSATION to this First Amendment, attached hereto and incorporated herein.

3.4. Remaining Provisions of Agreement.

Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

Docusign Envelope ID: 49406737-C48D-473E-B7DA-F39A15DB8C6D ATTACHMENT 7

Page 201 ends

Title: On-Call Environmental Consulting Services
6 4. SIGNATURES.

4.1. SIGNATURES.

CITY OF LAKE FOREST De Novo Planning Group
By: [AUTHORIZED CITY SIGNATURE]
Scott Voigts
Mayor
By: [VENDOR SIGNATURE 1]
Ben Ritchie
Principal/CEO
[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]
ATTEST:

By: [CITY CLERK SIGNATURE]
Thy Merritt
Acting City Clerk
By: [VENDOR SIGNATURE 2]
Steve McCurty
Chief Financial Officer (Corporation or LLC)
APPROVED AS TO FORM:

Page 202 ends

Title: On-Call Environmental Consulting Services
7 5. EXHIBIT "C" - COMPENSATION

5.1. EXHIBIT "C" - COMPENSATION
Consultant shall be paid for services in accordance with Section 3.3 of the Agreement and as described above under Exhibit “A” Scope of Services and the not to exceed fee of ONE HUNDRED NINETY THOUSAND DOLLARS ($190,000.00) and billed at the following rates:

De Novo Fee Schedule
Position Original
Agreement
Year 4
(First
Amendment)
Year 5
(Second
Amendment)
Principal $200.00 $206.94 $214.00
Principal/Biologist $200.00 $206.94 $214.00
Principal Planner $175.00 $181.00 $187.00
Senior Planner $130.00 $134.50 $139.00
Senior Planner + Designer $130.00 $134.50 $139.00
Associate Planner $120.00 $124.00 $128.00
Assistant Planner $100.00 $103.47 $107.00
GIS Analyst $115.00 $119.00 $123.00
Kittelson Associates | Transportation Fee Schedule
Position Original
Agreement
Year 4
(First
Amendment)
Year 5
(Second
Amendment)
Senior Principal Engineer/Planner $315.00 $325.90 $337.04 Principal Engineer/Planner $255.00 $263.85 $272.87
Associate Engineer/Planner $225.00 $232.80 $240.76
Senior Engineer/Planner $190.00 $196.00 $202.70
Engineer/Planner $165.00 $170.73 $176.56
Docusign Envelope ID: 49406737-C48D-473E-B7DA-F39A15DB8C6D ATTACHMENT 7

Page 203 ends

Title: On-Call Environmental Consulting Services
8 Transportation Analyst $145.00 $150.00 $155.13
Technician I $115.00 $119.00 $123.06
Technician II $135.00 $139.95 $144.73
Senior Technician $160.00 $165.00 $170.64
Associate Technician $170.00 $175.90 $181.91
Office Support $95.00 $98.00 $101.35
Software Technician $115.00 $119.00 $123.06
Data Analyst/Software Developer $145.00 $150.00 $155.13 Data Scientist/Developer $185.00 $191.00 $197.53
Senior Data Scientist/Developer $215.00 $222.00 $229.59 MD Acoustics | Noise Fee Schedule
Position Original
Agreement
Year 4
(First
Amendment)
Year 5
(Second
Amendment)
Principal Acoustical Consultant $185.00 $185.00 $185.00 Acoustical Consultant $150.00 $150.00 $150.00
Cogstone Resource Management | Historic/Cultural Resources Fee Schedule Position Original
Agreement
Year 4
(First
Amendment)
Year 5
(Second
Amendment)
Program Director $135.00 $139.68 $144.45
Principal Investigator III/Task
Manager $123.00 $127.27 $131.62
Docusign Envelope ID: 49406737-C48D-473E-B7DA-F39A15DB8C6D ATTACHMENT 7

Page 204 ends

Title: On-Call Environmental Consulting Services
9 Principal Investigator II/Task
Manager $108.00 $111.74 $115.56
Principal Investigator I/Task Manager $98.00 $101.40 $104.86 Field Director $88.00 $91.05 $94.16
Supervisor II $88.00 $91.05 $94.16
Technical Editor $88.00 $91.05 $94.16
Architectural Historian $77.00 $79.67 $82.39
Technician/Monitor III/IV $75.00 $77.60 $80.25
Technician/Monitor I/II $67.00 $69.32 $71.69
Supervisor I/GIS Specialist $82.00 $84.85 $87.75
In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Long Beach-Anaheim.

Docusign Envelope ID: 49406737-C48D-473E-B7DA-F39A15DB8C6D ATTACHMENT 7

Page 205 ends

ATTACHMENT 8
ATTACHMENT 8

Page 206 ends

ON-CALL ENVIRONMENTAL CONSULTING SERVICES
(2021-085.2)
City of Lake Forest
100 Civic Center Dr.

Lake Forest, CA 92630
Docusign Envelope ID: ABE285DF-5FDF-4FE4-AC66-8BDB447272CE ATTACHMENT 8

Page 207 ends

II. RECITALS. ................................ ................................ ..............................

III. TERMS................................. ................................ ................................ ..

IV. SIGNATURES. ................................ ................................ ........................

V. EXHIBIT "C" - COMPENSATION ................................ ..............................

Docusign Envelope ID: ABE285DF-5FDF-4FE4-AC66-8BDB447272CE ATTACHMENT 8

Page 208 ends

Title: On-Call Environmental Consulting Services
3 1. PARTIES AND DATE.

This Agreement is made and entered into this [***INSERT DAY***] day of [***INSERT MONTH***], [***INSERT YEAR***], by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California 92630 (“City”) and LSA Associates, Inc., a California Corporation (Inc.) , with its principal place of business at 3210 El Camino Real, Suite 100, Irvine, CA 92602 (“Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and collectively as “Parties.” Docusign Envelope ID: ABE285DF-5FDF-4FE4-AC66-8BDB447272CE ATTACHMENT 8

Page 209 ends

Title: On-Call Environmental Consulting Services
4 2. RECITALS.

2.1. Agreement
The Parties entered into that certain Agreement for On-Call Environmental Consulting Services dated October 19, 2021 (“Agreement”).

2.2. First Amendment
The Parties entered into that certain First Amendment to extend the term of the Agreement, update rates of compensation under the Agreement, update the Delivery of Notices, and update Vendor Information under the Agreement dated October 14, 2024 ("First Amendment").

2.3. Second Amendment
The Parties now desire to amend the Agreement in order to extend the term of the Agreement, increase the total amount of compensation under the Agreement, and update the rates of compensation under the Agreement.

Docusign Envelope ID: ABE285DF-5FDF-4FE4-AC66-8BDB447272CE ATTACHMENT 8

Page 210 ends

Title: On-Call Environmental Consulting Services
5 3. TERMS.

3.1. Term.

Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows:

3.2. Compensation.

Section 3.3.1 of the Agreement is hereby amended in its entirety to read as follows:

Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed TWO HUNDRED THOUSAND DOLLARS ($200,000.00) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3. Rates of Compensation.

Exhibit “C” of the Agreement is hereby amended in to update rates of compensation in the form of EXHIBIT "C" - COMPENSATION to this First Amendment, attached hereto and incorporated herein.

3.4. Remaining Provisions of Agreement.

Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

Docusign Envelope ID: ABE285DF-5FDF-4FE4-AC66-8BDB447272CE ATTACHMENT 8

Page 211 ends

Title: On-Call Environmental Consulting Services
6 4. SIGNATURES.

4.1. SIGNATURES.

CITY OF LAKE FOREST LSA Associates, Inc.

By: [AUTHORIZED CITY SIGNATURE]
Scott Voigts
Mayor
By: [VENDOR SIGNATURE 1]
Anthony Petros
CEO
[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]
ATTEST:

By: [CITY CLERK SIGNATURE]
Thy Merritt
Acting City Clerk
By: [VENDOR SIGNATURE 2]
Justin Cary
Chief Financial Officer (Corporation or LLC)
APPROVED AS TO FORM:

Page 212 ends

Title: On-Call Environmental Consulting Services
7 5. EXHIBIT "C" - COMPENSATION

5.1. EXHIBIT "C" - COMPENSATION
Consultant shall be paid for services in accordance with Section 3.3 of the Agreement and as described above under Exhibit “A” Scope of Services and the not to exceed fee of TWO HUNDRED THOUSAND DOLLARS ($200,000.00) . Compensation shall be paid per the following schedule and terms.

Title Original Billing Rate Year 4 (First
Amendment)
Year 5 (Second
Amendment)
Principal Environmental Planner $255 $263.85 $272.87
Associate Environmental Planner $185 $193.82 $200.45
Senior Environmental Planner $155 $160.38 $165.86
Environmental Planner $110 $113.82 $117.71
Assistant Environmental Planner $85 $87.95 $90.96
Principal Air Quality/Noise Specialist $240 $248.35 $256.84 Senior Air Quality Specialist $140 $114.87 $118.80
Principal Biologist $250 $258.68 $267.53
Senior Biologist $160 $165.56 $171.22
Senior Cultural Resources Manager $135 $139.69 $144.47
Associate Cultural Historian $155 $160.38 $165.86
Associate Paleontologist $180 $186.25 $192.62
Associate Noise Specialist $190 $196.60 $203.32
Noise Specialist $130 $134.52 $139.12
Principal Transportation Manager $250 $258.68 $267.53
Principal Transportation Planner $150 $155.21 $160.52
In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Long Beach-Anaheim.

Docusign Envelope ID: ABE285DF-5FDF-4FE4-AC66-8BDB447272CE ATTACHMENT 8

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ATTACHMENT 9
ATTACHMENT 9

Page 214 ends

ON-CALL ENVIRONMENTAL CONSULTING SERVICES
(2021-084.2)
City of Lake Forest
100 Civic Center Dr.

Lake Forest, CA 92630

ATTACHMENT 9

Page 215 ends

II. RECITALS. ..............................................................................................

III. TERMS...................................................................................................

IV. SIGNATURES. ........................................................................................

V. EXHIBIT "C" - CO MPENSATION ..............................................................

ATTACHMENT 9

Page 216 ends

Title: On-Call Environmental Consulting Services
3 1. PARTIES AND DATE.

This Agreement is made and entered into this [***INSERT DAY***] day of [***INSERT MONTH***], [***INSERT YEAR***], by and between the City of Lake Forest, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 100 Civic Center Drive, Lake Forest, California 92630 (“City”) and Sagecrest Planning and Environmental, a California Corporation (Inc.) , with its principal place of business at 27128 Paseo Espada, Suite 1524, San Juan Capistrano, CA 92675 (“Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and collectively as “Parties.”

ATTACHMENT 9

Page 217 ends

Title: On-Call Environmental Consulting Services
4 2. RECITALS.

2.1. Agreement
The Parties entered into that certain Agreement for On-Call Environmental Consulting Services dated October 19, 2021 (“Agreement”).

2.3. Second Amendment
The Parties now desire to amend the Agreement in order to extend the term of the Agreement, update rates of compensation under the Agreement, and increase the total amount of compensation under the Agreement.

ATTACHMENT 9

Page 218 ends

Title: On-Call Environmental Consulting Services
5 3. TERMS.

3.1. Term.

Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows:

3.2. Compensation.

Section 3.3.1 of the Agreement is hereby amended in its entirety to read as follows:

Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed ON E HUNDRED FIFTY THOUSAND DOLLARS without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3. Rates of Compensation.

Exhibit “C” of the Agreement is hereby amended in to update rates of compensation in the form of EXHIBIT "C" - COMPENSATION to this First Amendment, attached hereto and incorporated herein.

3.4. Remaining Provisions of Agreement.

Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

ATTACHMENT 9

Page 219 ends

Title: On-Call Environmental Consulting Services
6 4. SIGNATURES.

4.1. SIGNATURES.

CITY OF LAKE FOREST Sagecrest Planning and Environmental By: [AUTHORIZED CITY SIGNATURE]
Scott Voigts
Mayor
By: [VENDOR SIGNATURE 1]
Amy Vazquez
President
[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]
ATTEST:

By: [CITY CLERK SIGNATURE]
Thy Merritt
City Clerk
By: [VENDOR SIGNATURE 2]
Amy Vazquez
Secretary (Corporation or LLC)
APPROVED AS TO FORM:

By: [CITY ATTORNEY SIGNATURE]
Best Best & Krieger LLP
City Attorney
[CONTRACT ADMINISTRATOR APPROVAL]
[PROJECT MANAGER APPROVAL]
[CITY CLERK - INSURANCE APPROVAL]

ATTACHMENT 9

Page 220 ends

Title: On-Call Environmental Consulting Services
7 5. EXHIBIT "C" - COMPENSATION

5.1. EXHIBIT "C" - COMPENSATION
Consultant shall be paid for services in accordance with Section 3.3 of the Agreement and as described above under Exhibit “A” Scope of Services and the not to exceed fee of ONE HUNDRED FIFTY THOUSAND DOLLARS ($150,000.00). Compensation shall be paid per the following schedule and terms.

Sagecrest Planning & Environmental Fee Schedule
Position Hourly Rate Hourly Rate
(2024)
Hourly Rate
(2025)
President $220.00 $227.63 $235.00
Director $200.00 $206.94 $214.00
Project Manager $180.00 $186.25 $192.00
Senior Environmental Planner $160.00 $165.55 $171.00
Associate Environmental Planner $140.00 $144.86 $149.00 Assistant Environmental Planner $120.00 $124.16 $128.00 Administrative Support-Technical Editor $85.00 $87.95 $90.00 Ganddini Group Fee Schedule
Position Hourly Rate
(2021)
Hourly Rate
(2024)
Hourly Rate
(2025)
Principal $165.00 $170.73 $170.73
Senior Associate $130.00 $134.51 $134.51
Associate $100.00 $103.47 $103.47
Junior Associate $75.00 $77.60 $77.60
Senior Technician $55.00 $56.91 $56.91
Technician $40.00 $41.39 $41.39
Administrative Assistant $40.00 $41.39 $41.39

ATTACHMENT 9

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Title: On-Call Environmental Consulting Services
8 Cogstone Resources Management Fee Schedule
Position Hourly
Rate(2021)
Hourly Rate
(2024)
Hourly Rate
(2025)
Principal Investigator III $123.00 $127.27 $127.27
Principal Investigator II $108.00 $111.75 $111.75
Principal Investigator I $98.00 $101.40 $101.40
SOI Monitor $82.00 $84.85 $84.85
Field Director $88.00 $91.05 $91.05
Supervisor/GIS $82.00 $84.85 $84.85
Architectural Historian $77.00 $79.67 $79.67
Night Monitor $97.00 $100.37 $100.37
Technical/Monitor $75.00 $77.60 $77.60
Technical Editor $88.00 $91.05 $91.05
NOREAS, Inc. Fee Schedule
Position Hourly Rate Hourly Rate
(2024)
Hourly Rate
(2025)
Environmental Director $125.00 $129.34 $129.34
Environmental Program Manager
$115.00 $118.99 $118.99
Environmental Project/Program Manager
Lead
Environmental Planner Lead
Biology Project Manager
Regulatory Specialist Lead $110.00 $113.82 $113.82
Environmental Project/Program Manager
Staff $105.00 $108.64 $108.64
Environmental Planner Staff

ATTACHMENT 9

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Title: On-Call Environmental Consulting Services
9 Permitted Wildlife Biologist
$100.00 $103.47 $103.47
Avian Biologist Lead
Botanist Lead
Lead Delineator
Lead Wetland/Waters Monitor
GIS Manager/Lead
$95.00 $98.30 $98.30
Authorized Desert Tortoise Biologist
Arborist/Plant Salvage Lead
Regulatory Specialist Support
GIS Technician/Support
$90.00 $93.12 $93.12 Lead Construction Monitor
Delineator Support
Qualified Wildlife Biologist
$85.00 $87.95 $87.95
Qualified Desert Tortoise Biologist
Avian Biologist Support
Botanist Support
Support Wetlands/Waters Monitor
Construction Monitor
$80.00 $82.78 $82.78 Biologist Support/Biological Construction Monitor
Project Administrator/ Financial Analyst
$50.00 $51.74 $51.74
Editor/Publication Specialist

ATTACHMENT 9

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Title: On-Call Environmental Consulting Services
10 In the event that this Agreement is renewed pursuant to Section 3.1.2, the rates set forth above may be increased or reduced each year at the time of renewal, but any increase shall not exceed the Consumer Price Index, All Urban Consumers, Los Angeles-Long Beach-Anaheim.

ATTACHMENT 9

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Public Works
SUBJECT:

NOTICE OF COMPLETION FOR LAKE FOREST SPORTS PARK SYNTHETIC TURF REPLACEMENT (25P02)
RECOMMENDED ACTION(S):

1. Find that FieldTurf USA, Inc. has completed construction of the Lake Forest Sports Park Synthetic Turf Replacement Project (25P02).

2. Approve the Notice of Completion and authorize the Mayor to execute the document on behalf of the City.

3. Authorize the City Clerk to submit the Notice of Completion for recordation to the Office of the County Recorder of Orange County within fifteen days of the City Council approval, as required by Section 9204 of the California Civil Code.

4. Authorize staff to release any unencumbered retention in accordance with California law.

EXECUTIVE SUMMARY:

On April 15, 2025, the City Council awarded a $1,107,402.23 construction contract to FieldTurf USA, Inc. for the Lake Forest Sports Park Synthetic Turf Replacement Project (25P02). A single change order in the amount of $7,500 was approved by the City Manager to add lacrosse field striping to Field A, bringing the total contract value to $1,114,902.23. Construction began in late May and was substantially completed on June 25, 2025.

Following final inspection and acceptance by the City’s Senior Landscape Administrator, the project is now ready for formal Notice of Completion. Staff recommends City Council approval and authorization to release any unencumbered retention per California law. Sufficient funds exist in the 2023– 2030 Capital Improvement Plan to cover the project costs and the recommended actions.

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BACKGROUND:

As part of the 2023–2030 Strategic Plan and 2023–2025 Capital Improvement Plan, the City initiated the Synthetic Turf Replacement Project at the Lake Forest Sports Park. The project replaced synthetic turf fields that had exceeded their useful life and warranty period. The new turf fields, installed by the original manufacturer FieldTurf USA, Inc., are substantially similar to the previous system and include enhanced durability and new striping for multipurpose use, including lacrosse.

To ensure cost efficiency, the City utilized the California Multiple Award Schedule (“CMAS”) Agreement, allowing for discounted pricing, elimination of contractor markup, and preservation of the ten-year manufacturer warranty.

DISCUSSION:

Construction began in June 2025 and was substantially completed on June 25, 2025. All project elements, including turf removal, minor grading, base preparation, and installation of Vertex Prime 2” synthetic turf, were completed per contract specifications. Final inspection was conducted by the City’s Senior Landscape Administrator, who confirmed that the installation met all contract requirements. The City Manager approved one change order that added lacrosse striping to Field A for a total of $7,500 bringing the total contract value to $1,114,902.23.

The Notice of Completion establishes the date that triggers the 30-day period for subcontractors or suppliers to file stop notices or liens, as provided by Section 9204 of the California Civil Code. Following Council approval, the Notice of Completion will be submitted to the County Recorder’s Office within fifteen days.

If no stop notices are filed, staff will proceed to release any unencumbered retention thirty days after recordation.

FISCAL IMPACT:

The final construction cost of the project is $1,114,902.23. Sufficient funding exists within the 2023–2030 Capital Improvement Plan to cover the full cost. The recommended action authorizes the release of unencumbered retention in accordance with applicable law.

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ATTACHMENT:

Notice of Completion for the Lake Forest Sports Park Synthetic Turf Replacement Project
Initiated By: Jonathan Poole, Senior Management Analyst Submitted By: Douglas Erdman, Acting Director of Public Works/City Engineer Approved By: Debra Rose, City Manager

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Attachment 1

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RECORDI

NG REQUESTED BY
AND MAIL TO:

Thy Merritt
Acting City Clerk
City of Lake Forest
100 Civic Center Dr
Lake Forest, California, 92630
Fee Ex
empt – Gov’t Code §27383
NOT

ICE OF COMPLETION
(C.C.C. 9204 - PUBLIC WORKS)
NOT
ICE IS HEREBY GIVEN THAT:

1. The City of Lake Forest located at 100 Civic Center Drive, Lake Forest, California, 92630, has completed a public work
of improvement described as Lake Forest Sports Park Synthetic Turf Replacement Project (25P02) and accept
ed by the awarding authority upon the date hereof.

2. Date of
completion: August 19, 2025.

3. Description of
work performed: Removal and replacement of two artificial turf sports fields with same

4. The City’s interest in the property in which the public work was completed is: x Fee  Easement  Lease.

5. T
he real property upon which said public work was performed in the City of Lake Forest is: Lake Forest Sports Park 28000 Rancho Parkway, Lake Forest, CA 92630

6. The contractor was: FieldTurf USA, Inc.

Dated
____________________________________ __________________________________________ Scott Voigts, Mayor
City of Lake Forest
AT
TEST:
__________
_______________________________
Thy Merritt, Acting City Clerk
VERIF

ICATION
I, t
he undersigned, say: I am the City Manager of the City of Lake Forest , the declarant of the foregoing Notice of Completion; I have read said Notice of Completion and know the contents thereof, the same is true of my knowledge . I declare under penalty of perjury that the foregoing is true and correct.

Exec
uted at Lake Forest, California, on this ____ day of _________________, 2025. __________
________________________________
Debra Rose, City Manager
City of Lake Forest
ATTEST:
__________
________________________________
Thy Merritt, Acting City Clerk

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Public Works
SUBJECT:

ACCEPTANCE OF TOLL BROTHERS IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 18142
RECOMMENDED ACTION(S):

1. Accept as complete the tract improvements and monumentation constructed by Toll Brothers West, Inc., a Delaware corporation, for Tract 18142.

2. Authorize the City Clerk to release the Subdivision Improvement Monumentation Bond in the amount of $23,850.

EXECUTIVE SUMMARY:

On August 17, 2021, the City Council approved Final Tract Map No. 18142 (Attachment 1) for a 76-numbered and 10-lettered lot subdivision, and a Subdivision Improvement Agreement with Toll Brothers West, a Delaware corporation (“Toll”). These approvals enabled Toll to construct 75 single-family homes and a neighborhood park (lot 76). Of the ten lettered lots, four are for open space and landscape purposes, four are for private street purposes, and two are for private driveway purposes. The Homeowners Association (“HOA”) will maintain all ten lettered lots.

In accordance with the agreement, Toll is responsible for constructing all improvements including streets, curb and gutter, sidewalks, streetlights, and the common open space improvements. The bonds for these improvements are included with the bonds for tract 19124. Thus, the only bond required for Tract 18142 is the Monumentation Bond for $23,850. All improvements for Tract 18142 are private and will be maintained by the HOA.

On March 24, 2025, the city received a letter from Toll requesting release of the monumentation bond associated with Tract 18142 (Attachment 2). Toll’s engineer, Hunsaker & Associates, provided a letter dated February 10, 2025, (Attachment 3) stating that all survey monuments required by Tract 18142 were set and that they were paid for the work. Staff recommend the City Council accept the monumentation for Tract 18142 and authorize the release of the Subdivision Improvement Monumentation Bond.

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FISCAL IMPACT:

There is minimal fiscal impact to the City as the HOA will maintain all improvements.

ATTACHMENTS:

1. Tract Map for Approved Tract 18142

2. Letters From Toll Brothers

3. Letter From Hunsaker & Associates
Initiated By: Naz Mokarram, Capital Improvement Program Manager Submitted By: Douglas Erdman, Acting Director of Public Works/City Engineer Approved By: Debra Rose, City Manager

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Attachment 1

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NAKASE TRACT NUMBER EXHIBIT

SCHOOL SITE
PARK
If\
I J!X:r
' ., r
' . ~
LEGEND
□ BACKBONE MAP TRACT 19124
□ NEIGHBORHOOD 1 MAP TRACT 19125
□ NEIGHBORHOOD 2 MAP TRACT 19126
- NEIGHBORHOOD 3 MAP TRACT 19127
□ NEIGHBORHOOD 4 MAP TRACT 19128
□ NE:IGHBORHDDD 5 MAP TRACT 18142
~ MODEL LOCATION
PREJl'ARED '°11:

TOLL BROTHERS INC.
--.:i.-:r.:.-_____ .._
' ~ .. N-
l'I.CJlTlP Ill'/ ""-1t9 "9owllllno DATt:Awg, II, Z0211 IIU41;42. I'll fll£, n\119114\EnglnNtfnG'\tdL.[llfll'tb\'IRIICT HUl,li,ot autMNCt- [llhlill,d"'II

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Public Works
SUBJECT:

ACCEPTANCE OF TOLL BROTHERS IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 19125
RECOMMENDED ACTION(S):

1. Accept as complete the tract improvements and monumentation constructed by Toll Brothers West Inc., a Delaware corporation, for Tract 19125

2. Authorize the City Clerk to release the Subdivision Faithful Performance and Subdivision Labor and Materials Bonds, both in the amount of $176,811.01, and the Subdivision Improvement Monumentation Bond in the amount of $59,250.

3. Authorize the City Clerk to release the Subdivision Improvement Warranty Bond in the amount of $17,681.10 one year after acceptance of the public improvements for Tract 19125 with the concurrence of the Acting Director of Public Works/City Engineer.

EXECUTIVE SUMMARY:

On August 17, 2021, the City Council approved Final Tract Map No. 19125 (Attachment 1) for a 160-numbered and 25-lettered lot subdivision, and a Subdivision Improvement Agreement with Toll Brothers West, a Delaware corporation (“Toll”). These approvals enabled Toll to construct 159 single-family homes and a neighborhood park (lot 160). Of the twenty-five lettered lots, thirteen are for open space and landscape purposes, seven are for private street purposes, and five are for private driveway purposes. The Homeowners Association (“HOA”) will maintain all twenty-five lettered lots.

In accordance with the agreement, Toll submitted a Subdivision Improvement Faithful Performance Bond and a Subdivision Improvement Labor and Materials Bond, both in the amount of $176,811.01 to guarantee construction of the tract improvements. These improvements include streets, curb and gutter, sidewalks, streetlights, and the common open space improvements. All improvements are private and will be maintained by the HOA. Toll also submitted a Subdivision

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Improvement Monumentation Bond in the amount of $59,250 to establish monuments for the tract.

Lastly, Toll submitted a Subdivision Improvement Warranty Bond in the amount of $17,681.10 to guarantee repair or replacement of the tract improvements for defective work for a one-year period after acceptance of the improvements. On March 24, 2025, the City received two letters from Toll requesting release of bonds associated with the tract improvements and monumentation for Tract 19125 (Attachment 2). There were several items required of Toll before the City would accept the improvements. These included repairs to concrete and asphalt improvements. Staff determined the tract improvements now comply with the approved plans and are completed to the satisfaction of the Public Works Department. The HOA will maintain all tract improvements.

Toll’s engineer, Hunsaker & Associates, provided a letter dated February 10, 2025, (Attachment 3) stating that all survey monuments required by Tract 19125 were set and that they were paid for the work. Staff recommend the City Council accept the completed improvements and monumentation for Tract 19125 and authorize the release of the Subdivision Improvement Faithful Performance, Subdivision Improvement Labor and Materials, and the Subdivision Improvement Monumentation Bonds. Staff also recommend the City Council authorize the City Clerk to release the Subdivision Improvement Warranty Bond one year after acceptance of the improvements with the concurrence of the Director of Public Works/City Engineer.

FISCAL IMPACT:

There is minimal fiscal impact to the City as the HOA will maintain all improvements.

ATTACHMENTS:

1. Tract Map for Approved Tract 19125

2. Letters From Toll Brothers

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Attachment 1

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Public Works
SUBJECT:

ACCEPTANCE OF TOLL BROTHERS IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 19126
RECOMMENDED ACTION(S):

1. Accept as complete the tract improvements and monumentation constructed by Toll Brothers West Inc., a Delaware corporation, for Tract 19126

2. Authorize the City Clerk to release the Subdivision Faithful Performance and Subdivision Labor and Materials Bonds, both in the amount of $229,598.09, and the Subdivision Improvement Monumentation Bond in the amount of $33,750.

3. Authorize the City Clerk to release the Subdivision Improvement Warranty Bond in the amount of $22,959.80 one year after acceptance of the public improvements for Tract 19126 with the concurrence of the Acting Director of Public Works/City Engineer.

EXECUTIVE SUMMARY:

On August 17, 2021, the City Council approved Final Tract Map No. 19126 (Attachment 1) for a 72-numbered and 32-lettered lot subdivision, and a Subdivision Improvement Agreement with Toll Brothers West, a Delaware corporation (“Toll”). These approvals enabled Toll to construct 71 single-family homes and a neighborhood park (lot 72). Of the thirty-two lettered lots, twenty- four are for open space and landscape purposes, one is for private street purposes, three are for alley purposes and four are for private driveway purposes. The Homeowners Association (“HOA”) will maintain all thirty-two lettered lots.

In accordance with the agreement, Toll submitted a Subdivision Improvement Faithful Performance Bond and a Subdivision Improvement Labor and Materials Bond, both in the amount of $229,598.09 to guarantee construction of the tract improvements. These improvements include streets, curb and gutter, sidewalks, streetlights, and the common open space improvements. All improvements are private and will be maintained by the HOA. Toll also submitted a Subdivision

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Improvement Monumentation Bond in the amount of $33,750 to establish monuments for the tract.

Lastly, Toll submitted a Subdivision Improvement Warranty Bond in the amount of $22,959.81 to guarantee repair or replacement of the tract improvements for defective work for a one-year period after acceptance of the improvements. On March 24, 2025, the City received two letters from Toll requesting release of bonds associated with the tract improvements and monumentation for Tract 19126 (Attachment 2). There were several items required of Toll before the City would accept the improvements. These included repairs to concrete and asphalt improvements. Staff determined the tract improvements now comply with the approved plans and are completed to the satisfaction of the Public Works Department. The HOA will maintain all tract improvements.

Toll’s engineer, Hunsaker & Associates, provided a letter dated February 10, 2025, stating that all survey monuments required by Tract 19126 were set and that they were paid for the work (Attachment 3). Staff recommend the City Council accept the completed improvements and monumentation for Tract 19126 and authorize the release of the Subdivision Improvement Faithful Performance, Subdivision Improvement Labor and Materials, and the Subdivision Improvement Monumentation Bonds. Staff also recommend the City Council authorize the City Clerk to release the Subdivision Improvement Warranty Bond one year after acceptance of the improvements with the concurrence of the Director of Public Works/City Engineer.

FISCAL IMPACT:

There is minimal fiscal impact to the City as the HOA will maintain all improvements.

ATTACHMENTS:

1. Tract Map for Approved Tract 19126

2. Letters From Toll Brothers

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Attachment 1

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Public Works
SUBJECT:

ACCEPTANCE OF TOLL BROTHERS IMPROVEMENTS AND RELEASE OF BONDS FOR TRACT 19127
RECOMMENDED ACTION(S):

1. Accept as complete the tract improvements and monumentation constructed by Toll Brothers West Inc., a Delaware corporation, for Tract 19127

2. Authorize the City Clerk to release the Subdivision Faithful Performance and Subdivision Labor and Materials Bonds, both in the amount of $385,378.89, and the Subdivision Improvement Monumentation Bond in the amount of $45,600.

3. Authorize the City Clerk to release the Subdivision Improvement Warranty Bond in the amount of $38,537.88 one year after acceptance of the public improvements for Tract 19127 with the concurrence of the Director of Public Works/City Engineer.

EXECUTIVE SUMMARY:

On August 17, 2021, the City Council approved Final Tract Map No. 19127 (Attachment 1) for a 123-numbered and 23-lettered lot subdivision, and a Subdivision Improvement Agreement with Toll Brothers West, a Delaware corporation (“Toll”). These approvals enabled Toll to construct 122 single-family homes and a neighborhood park (lot 123). Of the twenty-three lettered lots, fourteen are for open space and landscape purposes, eight are for private street purposes, and one is for private driveway purposes. The Homeowners Association (“HOA”) will maintain all twenty-three lettered lots.

In accordance with the agreement, Toll submitted a Subdivision Improvement Faithful Performance Bond and a Subdivision Improvement Labor and Materials Bond, both in the amount of $385,378.89 to guarantee construction of the tract improvements. These improvements include streets, curb and gutter, sidewalks, streetlights, and the common open space improvements. All improvements are private and will be maintained by the HOA. Toll also submitted a Subdivision

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Improvement Monumentation Bond in the amount of $45,600 to establish monuments for the tract.

Lastly, Toll submitted a Subdivision Improvement Warranty Bond in the amount of $38,537.88 to guarantee repair or replacement of the tract improvements for defective work for a one-year period after acceptance of the improvements. On March 24, 2025, the city received two letters from Toll requesting release of bonds associated with the tract improvements and monumentation for Tract 19127 (Attachment 2). There were several items required of Toll before the City would accept the improvements. These included repairs to concrete and asphalt improvements. Staff determined the tract improvements now comply with the approved plans and are completed to the satisfaction of the Public Works Department. The HOA will maintain all tract improvements.

Toll’s engineer, Hunsaker & Associates, provided a letter dated February 10, 2025, stating that all survey monuments required by Tract 19127 were set and that they were paid for the work (Attachment 3). Staff recommend the City Council accept the completed improvements and monumentation for Tract 19127 and authorize the release of the Subdivision Improvement Faithful Performance, Subdivision Improvement Labor and Materials, and the Subdivision Improvement Monumentation Bonds. Staff also recommend the City Council authorize the City Clerk to release the Subdivision Improvement Warranty Bond one year after acceptance of the improvements with the concurrence of the Director of Public Works/City Engineer.

FISCAL IMPACT:

There is minimal fiscal impact as the HOA will maintain all improvements.

ATTACHMENTS:

1. Tract Map for Approved Tract 19127

2. Letters From Toll Brothers

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Attachment 1

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CITY COUNCIL AGENDA REPORT
MEETING DATE: 8/19/2025
DEPARTMENT: Management Services
SUBJECT:

SECOND AMENDMENT TO THE AGREEMENT WITH BRIGHTLIFE DESIGN,

LLC FOR SEASONAL AND YEAR-ROUND LIGHTING SERVICES
RECOMMENDED ACTION(S):

1. Approve the Second Amendment to the Agreement with Brightlife Designs, LLC for Seasonal and Year-Round Lighting Services.

2. Authorize the Mayor to sign, and the City Clerk attest, the Second Amendment to the Agreement with Brightlife Designs, Inc, substantially in the form attached.

EXECUTIVE SUMMARY:

The City displays holiday and year-round lighting on El Toro Road from the I-5/El Toro Road interchange to Muirlands Boulevard, year-round lighting at The Arbors, and on the Civic Center Campus’ signature tree located in the roundabout. Lighting installation and maintenance services are currently provided by Brightlife Designs, Inc. (“Brightlife”) through an agreement approved by the City Council on September 29, 2021 (“Brightlife Agreement”) (Attachment 1).

On September 3, 2024, the City Council approved the First Amendment to the Brightlife Agreement (Attachment 2). The scope of work for the First Amendment included expanded holiday lighting options called for in Initiative #52 of the Strategic Plan. Initiative #52 was allocated a $50,000 budget. The expanded options included the addition of 31 more lit trees on El Toro Road (a total of 71 lit trees), installation of two large wreaths to the Arbor Structures, and non- illuminated garland to the Alton Parkway sign. The 2024 Holiday Lighting Display received positive reviews for both the addition of the large wreaths on the Arbor Structures and the non-illuminated garland on the Alton Parkway sign. The total cost to produce the 2024 Holiday Lighting Display was $43,315.

The term of the Brightlife Agreement is set to expire on September 15, 2025. In anticipation of the upcoming term expiration, on May 20, 2025, staff gave a presentation to City Council giving highlights of the proposed 2025 Holiday Lighting Display and recommending the addition of non-illuminated garland to the three entrances of the Lake Forest Sports Park and Recreation Center (“Sports

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3 6
6 0
Park”). The City Council directed staff to come back at a subsequent meeting with the necessary contract documents to effectuate the scope of work described by staff during the May 20, 2025, presentation.

The proposed Second Amendment would extend the Brightlife Agreement through September 15, 2026, through a one-year extension and increase the compensation by $45,555 (Attachment 3). The proposed Second Amendment would bring the total compensation amount for the Brightlife Agreement to $133,240.00. Sufficient funding is available in the 2025-2027 Operating Budget to cover the costs associated with the proposed Second Amendment.

The proposed Second Amendment would be the final extension of the current Brightlife Agreement. Staff plan to issue a Request for Proposals (“RFP”) to procure a new seasonal and year-round lighting and décor contract in early 2026.

BACKGROUND:

The City displays seasonal and year-round lighting on El Toro Road from the I- 5/El Toro Road exchange to Muirlands Boulevard. Additionally, year-round lighting is provided at the Arbors and on the Civic Center Campus signature tree.

Lighting installation and maintenance services are currently provided by Brightlife.

The term of the Brightlife Agreement is set to expire on September 15, 2025. In anticipation of the upcoming expiration, staff engaged Brightlife in negotiations to exercise a one-year term extension.

On May 20, 2025, staff presented proposed plans for the 2025 Holiday Lighting Display to the City Council. Staff’s recommendation for the 2025 Holiday Lighting Display included all the items from the 2024 Holiday Lighting Display with the addition of non-illuminated garlands at all three entrances to the Sports Park.

The cost to add these additional decorations is $2,240. Staff was directed to return to a subsequent meeting with contract documents necessary to include the addition of non-illuminated garland at the Sports Park on the monument signs located at the Portola, Rancho and Vista Parkway entrances.

DISCUSSION:

The scope of work in the Brightlife Agreement includes the installation and maintenance of various lighting and decorations at designated locations. The Brightlife Agreement includes compensation for each year of lighting services over the course of the term. A description of lighting locations and seasonal décor, and their associated annual costs is provided in Table 1 below.

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6 0
Table 1: Annual Compensation for Brightlife Agreement
Year 1
El Toro Rd (Year-Round/Seasonal) $16,470
Civic Center (Seasonal) $2,000
Civic Center (Year-Round) $8,000
Year 1 Total $26,470
Year 2
El Toro Rd (Year-Round/Seasonal) $6,950
Civic Center (Seasonal) $2,000
Civic Center (Year-Round) No Cost
Year 2 Total $8,950
Year 3
El Toro Rd (Year-Round/Seasonal) $6,950
Civic Center (Seasonal) $2,000
Civic Center (Year-Round) No Cost
Year 3 Total $8,950
Year 4
Installation/removal and maintenance of 72 lit trees, wall lighting and large wreaths on the Arbors Structures
$39,610
Installation/removal and maintenance of pre-decorated garland and a wreath on the Alton Parkway monument sign
$1,205
Maintenance of the year-round lighting on the Arbors structures and the signature on the Civic Center campus
$2,500
First Amendment (Year 4) Total $43,315
Grand Total (4 Years) $87,685
The proposed Second Amendment would extend the term of the Brightlife Agreement for one year until September 15, 2026, and increase the compensation by $45,555.00 (Attachment 3). If approved, the new total compensation amount would be $133,240.00. The Second Amendment would increase the scope of work in the Brightlife Agreement to include these new features:
• Installation/removal and maintenance of pre-lit Garland on the Arbor Structures.
• Installation/removal and maintenance of pre-decorated garland on the monument signs at the Sports Park entrances on Portola, Rancho and Vista Parkway entrances.

As this the last term extension identified in the Brightlife Agreement, staff will begin the Request for Proposal (“RFP”) process in January 2026.

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Lake Forest City CouncilAugust 19, 2025

Lake Forest City Council
August 19, 2025