Agenda packet — Lancaster City Council, May 9, 2023 (part 3 of 5)

TUNNEL LABORER CLASSIFICATIONS
GROUP 1: Batch plant laborer; Changehouse person; Dump
person; Dump person (outside); Swamper (brake person and switch person on tunnel work); Tunnel materials handling person; Nipper; Pot tender, using mastic or other materials (for example, but not by way of limitation, shotcrete, etc.) GROUP 2: Chucktender, cabletender; Loading and unloading agitator cars;; Vibrator person, jack hammer, pneumatic 4/18/23, 2:43 PM SAM.gov
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tools (except driller); Bull gang mucker, track person; Concrete crew, including rodder and spreader
GROUP 3: Blaster, driller, powder person; Chemical grout jet person; Cherry picker person; Grout gun person; Grout mixer person; Grout pump person; Jackleg miner; Jumbo person; Kemper and other pneumatic concrete placer operator; Miner, tunnel (hand or machine); Nozzle person; Operating of
troweling and/or grouting machines; Powder person (primer house); Primer person; Sandblaster; Shotcrete person; Steel form raiser and setter; Timber person, retimber person, wood or steel; Tunnel Concrete finisher
GROUP 4: Diamond driller; Sandblaster; Shaft and raise work ---------------------------------------------------------------- LABO0300-005 08/01/2022
Rates Fringes
Asbestos Removal Laborer.........$ 39.23 23.28
SCOPE OF WORK: Includes site mobilization, initial site cleanup, site preparation, removal of asbestos-containing material and toxic waste, encapsulation, enclosure and
disposal of asbestos- containing materials and toxic waste by hand or with equipment or machinery; scaffolding,
fabrication of temporary wooden barriers and assembly of decontamination stations.
---------------------------------------------------------------- LABO0345-001 07/01/2022
Rates Fringes

LABORER (GUNITE)
GROUP 1.....................$ 48.50 21.37
GROUP 2.....................$ 47.55 21.37
GROUP 3.....................$ 44.01 21.37
FOOTNOTE: GUNITE PREMIUM PAY: Workers working from a
Bosn'n's Chair or suspended from a rope or cable shall
receive 40 cents per hour above the foregoing applicable classification rates. Workers doing gunite and/or
shotcrete work in a tunnel shall receive 35 cents per hour above the foregoing applicable classification rates, paid on a portal-to-portal basis. Any work performed on, in or above any smoke stack, silo, storage elevator or similar type of structure, when such structure is in excess of
75'-0"" above base level and which work must be performed in whole or in part more than 75'-0"" above base level, that work performed above the 75'-0"" level shall be compensated for at 35 cents per hour above the applicable
classification wage rate.

GUNITE LABORER CLASSIFICATIONS
GROUP 1: Rodmen, Nozzlemen
GROUP 2: Gunmen
GROUP 3: Reboundmen
---------------------------------------------------------------- LABO1184-001 07/01/2022
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Rates Fringes
Laborers: (HORIZONTAL

DIRECTIONAL DRILLING)
(1) Drilling Crew Laborer...$ 40.69 18.25
(2) Vehicle Operator/Hauler.$ 40.86 18.25
(3) Horizontal Directional
Drill Operator..............$ 42.71 18.25
(4) Electronic Tracking
Locator.....................$ 44.71 18.25
Laborers: (STRIPING/SLURRY
SEAL)
GROUP 1.....................$ 41.90 21.32
GROUP 2.....................$ 43.20 21.32
GROUP 3.....................$ 45.21 21.32
GROUP 4.....................$ 46.95 21.32

LABORERS - STRIPING CLASSIFICATIONS
GROUP 1: Protective coating, pavement sealing, including repair and filling of cracks by any method on any surface in parking lots, game courts and playgrounds; carstops; operation of all related machinery and equipment; equipment repair technician
GROUP 2: Traffic surface abrasive blaster; pot tender - removal of all traffic lines and markings by any method (sandblasting, waterblasting, grinding, etc.) and
preparation of surface for coatings. Traffic control
person: controlling and directing traffic through both
conventional and moving lane closures; operation of all related machinery and equipment
GROUP 3: Traffic delineating device applicator: Layout and application of pavement markers, delineating signs, rumble and traffic bars, adhesives, guide markers, other traffic delineating devices including traffic control. This
category includes all traffic related surface preparation (sandblasting, waterblasting, grinding) as part of the
application process. Traffic protective delineating system installer: removes, relocates, installs, permanently
affixed roadside and parking delineation barricades,
fencing, cable anchor, guard rail, reference signs,
monument markers; operation of all related machinery and equipment; power broom sweeper
GROUP 4: Striper: layout and application of traffic stripes and markings; hot thermo plastic; tape traffic stripes and markings, including traffic control; operation of all
related machinery and equipment
---------------------------------------------------------------- LABO1414-001 08/03/2022
Rates Fringes

LABORER
PLASTER CLEAN-UP LABORER....$ 38.92 23.32
PLASTER TENDER..............$ 41.47 23.32
Work on a swing stage scaffold: $1.00 per hour additional. ---------------------------------------------------------------- PAIN0036-001 07/01/2020
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Rates Fringes
Painters: (Including Lead
Abatement)
(1) Repaint (excludes San
Diego County)...............$ 29.59 17.12
(2) All Other Work..........$ 33.12 17.24
REPAINT of any previously painted structure. Exceptions:
work involving the aerospace industry, breweries,
commercial recreational facilities, hotels which operate commercial establishments as part of hotel service, and sports facilities.
---------------------------------------------------------------- PAIN0036-006 09/01/2022
Rates Fringes

DRYWALL FINISHER/TAPER
Antelope Valley North of
the following Boundary:

Kern County Line to Hwy.
#5, South on Hwy. #5 to
Hwy. N2, East on N2 to
Palmdale Blvd., to Hwy.
#14, South to Hwy. #18,
East to Hwy. #395...........$ 42.15 23.52
Remainder of Los Angeles
County......................$ 46.28 23.52
---------------------------------------------------------------- PAIN0036-015 01/01/2020
Rates Fringes
GLAZIER..........................$ 43.45 23.39
FOOTNOTE: Additional $1.25 per hour for work in a condor, from the third (3rd) floor and up Additional $1.25 per
hour for work on the outside of the building from a swing stage or any suspended contrivance, from the ground up
---------------------------------------------------------------- * PAIN1247-002 01/01/2023
Rates Fringes
SOFT FLOOR LAYER.................$ 41.60 16.38
---------------------------------------------------------------- PLAS0200-009 08/03/2022
Rates Fringes
PLASTERER........................$ 47.37 19.64
---------------------------------------------------------------- PLAS0500-002 07/01/2020
Rates Fringes
CEMENT MASON/CONCRETE FINISHER...$ 38.50 25.91
---------------------------------------------------------------- PLUM0016-001 09/01/2022
Rates Fringes
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PLUMBER/PIPEFITTER
Work ONLY on new additions
and remodeling of bars,
restaurant, stores and
commercial buildings not
to exceed 5,000 sq. ft. of
floor space.................$ 53.51 25.28
Work ONLY on strip malls,
light commercial, tenant
improvement and remodel
work........................$ 40.95 23.61
All other work except work
on new additions and
remodeling of bars,
restaurant, stores and
commercial buildings not
to exceed 5,000 sq. ft. of
floor space and work on
strip malls, light
commercial, tenant
improvement and remodel
work........................$ 55.18 26.26
---------------------------------------------------------------- PLUM0345-001 09/01/2022
Rates Fringes

PLUMBER
Landscape/Irrigation Fitter.$ 38.20 25.65
Sewer & Storm Drain Work....$ 42.29 23.03
---------------------------------------------------------------- ROOF0036-002 08/01/2022
Rates Fringes
ROOFER...........................$ 43.47 19.52
FOOTNOTE: Pitch premium: Work on which employees are exposed to pitch fumes or required to handle pitch, pitch base or pitch impregnated products, or any material containing coal tar pitch, the entire roofing crew shall receive $1.75 per hour ""pitch premium"" pay.
---------------------------------------------------------------- SFCA0669-013 04/01/2022

DOES NOT INCLUDE THE CITY OF POMONA, CATALINA ISLAND, AND THAT PART OF LOS ANGELES COUNTY WITHIN 25 MILES OF THE CITY LIMITS OF LOS ANGELES:

Rates Fringes
SPRINKLER FITTER.................$ 43.25 26.77
---------------------------------------------------------------- SFCA0709-005 01/01/2021

THE CITY OF POMOMA, CATALINA ISLAND, AND THAT PART OF LOS ANGELES COUNTY WITHIN 25 MILES OF THE CITY LIMITS OF LOS ANGELES:

Rates Fringes
SPRINKLER FITTER (Fire)..........$ 48.71 29.15
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---------------------------------------------------------------- SHEE0105-002 01/01/2023
LOS ANGELES (South of a straight line between Gorman and Big Pines including Catalina Island)
Rates Fringes

SHEET METAL WORKER
(1) Light Commercial: Work
on general sheet metal and
heating and AC up to 4000
sq ft.......................$ 32.20 10.56
(2) Modernization :

Excluding New Construction
- Under 5000 sq. ft. Does
not include modification,
upgrades, energy
management, or
conservation improvements
of central heating and AC
equpment....................$ 32.20 10.86
---------------------------------------------------------------- SHEE0105-003 01/01/2023
LOS ANGELES (South of a straight line drawn between Gorman and Big Pines)and Catalina Island, INYO, KERN (Northeast part, East of Hwy 395), MONO ORANGE, RIVERSIDE, AND SAN BERNARDINO COUNTIES Rates Fringes

SHEET METAL WORKER
(1) Commercial - New
Construction and Remodel
work........................$ 53.67 29.74
(2) Industrial work
including air pollution
control systems, noise
abatement, hand rails,
guard rails, excluding
aritechtural sheet metal
work, excluding A-C,
heating, ventilating
systems for human comfort...$ 53.67 29.74
---------------------------------------------------------------- SHEE0105-004 07/01/2022
KERN (Excluding portion East of Hwy 395) & LOS ANGELES (North of a straight line drawn between Gorman and Big Pines including Cities of Lancaster and Palmdale) COUNTIES
Rates Fringes
SHEET METAL WORKER...............$ 42.53 28.94
---------------------------------------------------------------- TEAM0011-002 07/01/2022
Rates Fringes

TRUCK DRIVER
GROUP 1....................$ 36.19 32.54
GROUP 2....................$ 36.34 32.54
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GROUP 3....................$ 36.47 32.54
GROUP 4....................$ 36.66 32.54
GROUP 5....................$ 36.69 32.54
GROUP 6....................$ 36.72 32.54
GROUP 7....................$ 36.97 32.54
GROUP 8....................$ 37.22 32.54
GROUP 9....................$ 37.42 32.54
GROUP 10....................$ 37.72 32.54
GROUP 11....................$ 38.22 32.54
GROUP 12....................$ 38.65 32.54
WORK ON ALL MILITARY BASES:

PREMIUM PAY: $3.00 per hour additional.
[29 palms Marine Base, Camp Roberts, China Lake, Edwards AFB, El Centro Naval Facility, Fort Irwin, Marine Corps
Logistics Base at Nebo & Yermo, Mountain Warfare Training Center, Bridgeport, Point Arguello, Point Conception,
Vandenberg AFB]

TRUCK DRIVERS CLASSIFICATIONS
GROUP 1: Truck driver
GROUP 2: Driver of vehicle or combination of vehicles - 2 axles; Traffic control pilot car excluding moving heavy equipment permit load; Truck mounted broom
GROUP 3: Driver of vehicle or combination of vehicles - 3 axles; Boot person; Cement mason distribution truck; Fuel truck driver; Water truck - 2 axle; Dump truck, less than 16 yds. water level; Erosion control driver
GROUP 4: Driver of transit mix truck, under 3 yds.; Dumpcrete truck, less than 6-1/2 yds. water level
GROUP 5: Water truck, 3 or more axles; Truck greaser and tire person ($0.50 additional for tire person); Pipeline and utility working truck driver, including winch truck and plastic fusion, limited to pipeline and utility work;
Slurry truck driver
GROUP 6: Transit mix truck, 3 yds. or more; Dumpcrete truck, 6-1/2 yds. water level and over; Vehicle or combination of vehicles - 4 or more axles; Oil spreader truck; Dump truck, 16 yds. to 25 yds. water level
GROUP 7: A Frame, Swedish crane or similar; Forklift driver; Ross carrier driver
GROUP 8: Dump truck, 25 yds. to 49 yds. water level; Truck repair person; Water pull - single engine; Welder
GROUP 9: Truck repair person/welder; Low bed driver, 9 axles or over
GROUP 10: Dump truck - 50 yds. or more water level; Water pull - single engine with attachment
GROUP 11: Water pull - twin engine; Water pull - twin engine with attachments; Winch truck driver - $1.25 additional when operating winch or similar special attachments
GROUP 12: Boom Truck 17K and above
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---------------------------------------------------------------- WELDERS - Receive rate prescribed for craft performing
operation to which welding is incidental.
================================================================ Note: Executive Order (EO) 13706, Establishing Paid Sick Leave for Federal Contractors applies to all contracts subject to the Davis-Bacon Act for which the contract is awarded (and any solicitation was issued) on or after January 1, 2017. If this contract is covered by the EO, the contractor must provide employees with 1 hour of paid sick leave for every 30 hours they work, up to 56 hours of paid sick leave each year.

Employees must be permitted to use paid sick leave for their own illness, injury or other health-related needs, including preventive care; to assist a family member (or person who is like family to the employee) who is ill, injured, or has other health-related needs, including preventive care; or for reasons resulting from, or to assist a family member (or person who is like family to the employee) who is a victim of, domestic violence, sexual assault, or stalking. Additional information on contractor requirements and worker protections under the EO is available at
https://www.dol.gov/agencies/whd/government-contracts.

Unlisted classifications needed for work not included within the scope of the classifications listed may be added after award only as provided in the labor standards contract clauses (29CFR 5.5 (a) (1) (ii)).
---------------------------------------------------------------- The body of each wage determination lists the classification and wage rates that have been found to be prevailing for the cited type(s) of construction in the area covered by the wage determination. The classifications are listed in alphabetical order of ""identifiers"" that indicate whether the particular rate is a union rate (current union negotiated rate for local), a survey rate (weighted average rate) or a union average rate (weighted union average rate).

Union Rate Identifiers
A four letter classification abbreviation identifier enclosed in dotted lines beginning with characters other than ""SU"" or ""UAVG"" denotes that the union classification and rate were prevailing for that classification in the survey. Example:

PLUM0198-005 07/01/2014. PLUM is an abbreviation identifier of the union which prevailed in the survey for this
classification, which in this example would be Plumbers. 0198 indicates the local union number or district council number where applicable, i.e., Plumbers Local 0198. The next number, 005 in the example, is an internal number used in processing the wage determination. 07/01/2014 is the effective date of the most current negotiated rate, which in this example is July 1, 2014.

Union prevailing wage rates are updated to reflect all rate changes in the collective bargaining agreement (CBA) governing this classification and rate.
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Survey Rate Identifiers
Classifications listed under the ""SU"" identifier indicate that no one rate prevailed for this classification in the survey and the published rate is derived by computing a weighted average rate based on all the rates reported in the survey for that classification. As this weighted average rate includes all rates reported in the survey, it may include both union and non-union rates. Example: SULA2012-007 5/13/2014. SU indicates the rates are survey rates based on a weighted average
calculation of rates and are not majority rates. LA indicates the State of Louisiana. 2012 is the year of survey on which these classifications and rates are based. The next number, 007 in the example, is an internal number used in producing the wage determination. 5/13/2014 indicates the survey completion date for the classifications and rates under that identifier.

Survey wage rates are not updated and remain in effect until a new survey is conducted.

Union Average Rate Identifiers
Classification(s) listed under the UAVG identifier indicate that no single majority rate prevailed for those
classifications; however, 100% of the data reported for the classifications was union data. EXAMPLE: UAVG-OH-0010
08/29/2014. UAVG indicates that the rate is a weighted union average rate. OH indicates the state. The next number, 0010 in the example, is an internal number used in producing the wage determination. 08/29/2014 indicates the survey completion date for the classifications and rates under that identifier.

A UAVG rate will be updated once a year, usually in January of each year, to reflect a weighted average of the current negotiated/CBA rate of the union locals from which the rate is based.
----------------------------------------------------------------

WAGE DETERMINATION APPEALS PROCESS

1.) Has there been an initial decision in the matter? This can be:
* an existing published wage determination
* a survey underlying a wage determination
* a Wage and Hour Division letter setting forth a position on a wage determination matter
* a conformance (additional classification and rate) ruling On survey related matters, initial contact, including requests for summaries of surveys, should be with the Wage and Hour National Office because National Office has responsibility for the Davis-Bacon survey program. If the response from this initial contact is not satisfactory, then the process described in 2.) and 3.) should be followed.

With regard to any other matter not yet ripe for the formal process described here, initial contact should be with the Branch of Construction Wage Determinations. Write to:

Branch of Construction Wage Determinations
Wage and Hour Division
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U.S. Department of Labor
200 Constitution Avenue, N.W.

Washington, DC 20210

2.) If the answer to the question in 1.) is yes, then an interested party (those affected by the action) can request review and reconsideration from the Wage and Hour Administrator (See 29 CFR Part 1.8 and 29 CFR Part 7). Write to:

Wage and Hour Administrator
U.S. Department of Labor
200 Constitution Avenue, N.W.

Washington, DC 20210
The request should be accompanied by a full statement of the interested party's position and by any information (wage payment data, project description, area practice material, etc.) that the requestor considers relevant to the issue.

3.) If the decision of the Administrator is not favorable, an interested party may appeal directly to the Administrative Review Board (formerly the Wage Appeals Board). Write to:

Administrative Review Board
U.S. Department of Labor
200 Constitution Avenue, N.W.

Washington, DC 20210

4.) All decisions by the Administrative Review Board are final. ================================================================ END OF GENERAL DECISIO"

Exhibit 17

ADDITIONAL FEDERAL REGULATIONS

1. Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under 37 CFR § 401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

2. Domestic preferences for procurements. Procurements under this contract shall comply with 2 CFR 200.322. Plans and specifications shall be prepared accordingly.

STAFF REPORT
City of Lancaster
CC 13
5/9/2023
JC
Date: May 9, 2023
To: Mayor Parris and City Council Members
From: Sonya Patterson, Director of Parks, Arts, Recreation and Community Services Subject: Mariposa Park Joint Land Use Amendment with the Lancaster School District Recommendation:

1. Approve the Joint Land Use amendment between the Lancaster School District (Lessor) and the City of Lancaster (Lessee) for land use at Mariposa Park.

2. Authorize the City Manager or his designee to sign, in substantially the form attached, with nonsubstantive changes approved by the City Attorney.

Fiscal Impact:

No fiscal impact is anticipated as a direct result of this action.

Background:

On April 25, 1978, the City of Lancaster assumed the lease agreement that Los Angeles County held with Lancaster School District for the joint use of land that houses Mariposa Park, adjacent to Mariposa Elementary School, APN 3135030900 at 45755 Fig Avenue, Lancaster, CA 93534.

On July 5, 1983 the City modified the Joint use Agreement to accommodate the requirements of a state grant to improve the facility. Since this innovative partnership began, it has supported the educational needs of students while meeting the community’s need for social, recreation, and civic space. A funding opportunity through the California State Parks Office of Grants and Local Services to replace and improve the exercise equipment at the park is the impetus for an amendment to authorize a 30-year extension and adjust the termination clause. Additionally, the amendment would allow the City of Lancaster to proceed with the procurement and installation of grant funded exercise stations and operate and maintain the park site during the agreement period.

The amendment will allow for future grant funded improvements and enable the city to rehabilitate our existing infrastructure to address deficiencies in the neighborhood and increase access to the outdoors and open space.

SP:ac
Attachment:

Joint Land Use Amendment – Second Modification
Joint Land Use Agreement and Modification - 1983

1 SECOND MODIFICATION OF COMMUNITY RECREATION AGREEMENT

FOR JOINT USE OF MARIPOSA ELEMENTARY SCHOOL AREAS

FOR DEVELOPMENT AND OPERATION OF

NEIGHBORHOOD RECREATION FACILITIES

THIS SECOND MODIFICATION OF COMMUNITY RECREATION AGREEMENT

FOR JOINT USE OF MARIPOSA ELEMENTARY SCHOOL AREAS FOR DEVELOPMENT AND OPERATION OF NEIGHBORHOOD RECREATION FACILITIES (this “Second Modification”) is made and entered into as of , 2023 (“Effective Date”) by and between the LANCASTER SCHOOL DISTRICT, a public body corporate and politic (“School District”), and CITY OF LANCASTER, a California municipal corporation and charter city (“City”) (School District and City are sometimes singularly referred to as “Party” and collectively referred to as “Parties”).

R E C I T A L S
A. The School District and County of Los Angeles (“County”) entered into a Community Recreation Agreement for Joint Use of Mariposa Elementary School Areas for Development and Operation of Neighborhood Recreation Facilities dated as of July 28, 1970 (“Original Community Recreation Agreement”).

B. Following its incorporation, City accepted assignment of County’s rights and obligations under the Original Community Recreation Agreement pursuant to an Acceptance of Assignment of Rights and Obligations of Community Recreation Agreement dated as of April 17, 1978 (“Assignment”).

C. The School District and City entered into a Modification of Community Recreation Agreement for Joint Use of Mariposa Elementary School Areas for Development and Operation of Neighborhood Recreation Facilities dated as of July 5, 1983 (“First Modification”), which, among other things, modified the term of the Original Recreation Agreement (the Original Community Recreation Agreement, as modified by the Assignment and First Modification, is referred to as the “Community Recreation Agreement”).

D. The Parties desire to further modify the Community Recreation Agreement to satisfy applicable requirements for City to apply for and potentially receive an award of grant funds under the Per Capita Program, which was established by the California Drought, Water, Parks, Climate, Coastal Protection, and Outdoor Access for All Act of 2018 (Cal. Pub. Resources Code §§ 80000-80063) (the “Act”).

NOW, THEREFORE, in consideration of the mutual promises set forth in this Second Modification and other good and valuable consideration, the receipt and sufficiency of which is acknowledged by the Parties, the Parties agree as follows:

1. Term. Paragraph 2 of the Community Recreation Agreement shall be and hereby is amended to read in its entirety as follows:
2 “2. The term of this agreement shall be for a period of thirty (30) years commencing on the date of the execution of this Second Modification (“Term”). City shall have the right to extend the Term for additional five (5)-year periods on the same terms and conditions. Such option to extend for additional five (5)-year periods shall be deemed automatically exercised unless either party to this agreement shall notify the other, in writing, a minimum of 180 days prior to the end of the Term or any five (5)-year extension, respectively. At the conclusion of the Term as the same may be extended, the improvements shall become the property of the District.”

2. Cancellation. Paragraph 8 of the Community Recreation Agreement shall be and hereby is amended to read in its entirety as follows:
“8. This Community Recreation Agreement may be terminated for cause only by either Party upon 180 days’ written notice to the other Party. For purposes of this Community Recreation Agreement, “for cause” shall mean and include breach of, or frustration of the purpose of, this Community Recreation Agreement by the non-terminating party. If either party desires to exercise its right to terminate this Community Recreation Agreement for cause, District shall reimburse the City for improvements placed on the Site by City in an amount equal to the fair market value of said improvements as of the date the termination is to be effective. In the event the parties cannot agree upon the fair market value of the improvements, such fair market value will be determined by an independent real estate appraiser appointed by and agreeable to the District and the City. The expense of such appraisal shall be borne equally by both parties. In the event the parties shall not agree upon the appointment of said appraiser, they each shall appoint an appraiser, which appraisers shall then mutually agree upon a third appraiser to conduct the appraisal.”

3. Construction, Operation, and Maintenance of Grant-Funded Project(s).

Notwithstanding any other provision of the Community Recreation Agreement, the Parties acknowledge and agree that the City may from time-to-time during the term of the Community Recreation Agreement apply for grant funds to construct improvements upon, operate, and/or maintain the Site. The School District consents to the City applying for and using grant funds (whether from a public or private source) for such purpose, agrees to cooperate with the City’s application for such funds, and agrees to take such additional and further action as may be necessary for the City to apply for and/or use such funds. Without limiting the generality of the foregoing, the Parties acknowledge and agree that the City may apply for an award of grant funds under the Act. As and to the extent required by the Act, or any of its implementing regulations, procedures, or other applicable rules, the City shall have the right and responsibility to construct, operate, and maintain any improvements on the Site that are funded by an award under the Act and the City Manager, or his or her designee, shall have the right to determine when the general public may use such improvements.

4. Recreation of Deed Restrictions. The School District consents and agrees to the recordation of a deed restriction in substantially the form attached hereto as Exhibit A 3 5. Incorporation of Recitals. The recitals above are incorporated in and constitute a substantive part of this Second Modification.

6. No Further Changes. Except as expressly set forth in this Second Modification, the terms of the Community Recreation Agreement shall remain in full force and effect as written. All terms used herein and not defined herein but defined in the Community Recreation Agreement shall have the meaning given to such terms therein.

7. Effectiveness. This Second Modification shall become effective immediately upon execution by the Parties.

8. Authority to Enter Second Modification. Each Party warrants that the individuals who have signed this Second Modification have the legal power, right, and authority to make this Second Modification and bind each respective Party.

9. Counterparts; Electronic Execution. This Second Modification may be executed in multiple counterparts by the Parties. All counterparts so executed shall constitute one agreement 4 binding upon the Parties, notwithstanding that the Parties are not signatories to the original or the same counterpart. Each counterpart shall be deemed an original to this Second Modification, all of which shall constitute one (1) agreement. Documents executed, scanned and transmitted electronically and electronic signatures shall be deemed original signatures for purposes of this Second Modification and all matters related thereto, with such scanned and electronic signatures having the same legal effect as original signatures. This Second Modification, any other document necessary for the consummation of the transaction contemplated by this Second Modification may be accepted, executed or agreed to through the use of an electronic signature in accordance with the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. § 7001 et seq., the Uniform Electronic Transactions Act, Cal. Civ.

Code § 1633.1 et seq., and/or any other applicable law.

IN WITNESS WHEREOF, the Agency has caused this Lease Agreement to be executed in its name by its duly authorized officers, and the City has caused this Lease Agreement to be executed in its name by its duly authorized officers, as of the date first above written.

CITY OF LANCASTER/LANCASTER HOUSING AUTHORITY, as Lessee By:

Its: City Manager
LANCASTER SCHOOL DISTRICT, as Lessor
By:

Its: Superintendent
ATTEST:

By:

Its City Clerk
APPROVED AS TO FORM:

By:

Its City Attorney

STAFF REPORT
City of Lancaster
CC 14
5/9/23
JC
Date: May 9, 2022
To: Mayor Parris and City Council Members
From: Sonya Patterson, Director of Parks, Arts, Recreation and Community Services Subject: Resolution to Authorize Submittal of Application for Statewide Land and Water Conservation Fund (LWCF) Grant – El Dorado Park
Recommendation:

Adopt Resolution No. 23-__, approving the application and availability of matching funds for the Statewide Park Land and Water Conservation Fund (LWCF) Grant.

Fiscal Impact:

None at this time
Summary:

The National Park Service (NPS) Land and Water Conservation Fund (LWCF) Competitive Program provides matching grants to States and local governments for the ACQUISITION or DEVELOPMENT of public outdoor RECREATION FEATURES and areas. Funds allocated to California are administered by the Department of Parks and Recreation’s (DPR) Office of Grants and Local Services (OGALS), under the provisions of the California Outdoor Recreation Resources Plan of 1967 (Public Resources Code §5099 et seq).

Staff has reviewed the grant guidelines and determined the El Dorado Park Renovation Project, is a viable and competitive grant project. The LWCF application will request funds to support the renovation of walking trail and fitness equipment within the Northern boundary of El Dorado Park, which will offer residents increased opportunities for active and healthy recreation, and community engagement. The Project seeks to provide improved pedestrian access to recreational, and health and fitness opportunities within the park for the surrounding residents.

The grant procedures require the applicant to certify by resolution the approval of the application before submission to the California Department of Parks and Recreation. The adoption of the resolution, which is provided by the Department of Parks and Recreation’s (DPR) Office of Grants and Local Services (OGALS), will approve the submittal of the grant application and availability of matching funds for the El Dorado Park Walking Trail Project.

The project is estimated to cost $600,000. There is no fiscal impact with the approval of the resolution and submittal of the grant at this time. However, if awarded, the City would be required to make available matching funds in the amount of $300,000 for the project.

Attachments:

Resolution No. 23-__
RESOLUTION NO. 23-___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LANCASTER, APPROVING THE APPLICATION FOR LAND

AND WATER CONSERVATION FUND EL DORADO PARK

RENOVATION PROJECT
WHEREAS, the Congress under Public Law 88-578 has authorized the establishment of a federal Land and Water Conservation Fund Grant-In-Aid program, providing Matching funds to the State of California and its political subdivisions for acquiring lands and developing Facilities for public outdoor recreation purposes; and
WHEREAS, the California Department of Parks and Recreation is responsible for administration of the program in the State, setting up necessary rules and procedures governing Applications by local agencies under the program; and
WHEREAS, the Applicant certifies by resolution the approval of the Application and the availability of eligible Matching funds prior to submission of the Application to the State; and

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LANCASTER, AS FOLLOWS:

Section 1. The City of Lancaster herby approves the filing of an Application for Land and Water Conservation Fund assistance for the proposed El Dorado Park Renovation Project.

Section 2. Certifies that the applicant has reviewed, understands, and agrees to the General Provisions contained in the contract shown in the Grant Administration Guide; and Section 3. Agrees to abide by 54 U.S.C. §200305(f)(3) which requires, “No property acquired or developed with assistance under this section shall, without the approval of the National Secretary of the Interior, be converted to other than public outdoor recreation uses. The Secretary shall approve such conversion only if he finds it to be in accord with the then existing comprehensive statewide outdoor recreation plan and only upon such conditions as he deems necessary to assure the substitution of other recreation properties of at least equal fair market value and of reasonably equivalent usefulness and location.”
Section 4. Certifies that said agency has Matching funds from eligible source(s) and can finance 100 percent of the Project, which up to half may be reimbursed; and Section 5. Appoints the City Manager or his designee as agent of the Applicant to conduct all negotiations and execute and submit all documents, including, but not limited to, applications, contracts, amendments, payment requests, and compliance with all applicable current state and federal laws which may be necessary for the completion of the aforementioned project.

Resolution No.

Page No. 2
PASSED, APPROVED and ADOPTED this ____________ of __________, 2023, by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

ATTEST: APPROVED:
____________________________ ______________________________ ANDREA ALEXANDER R. REX PARRIS
City Clerk Mayor
City of Lancaster City of Lancaster
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES }ss
CITY OF LANCASTER }
Resolution No.

Page No. 3

CERTIFICATION OF RESOLUTION

CITY OF LANCASTER
I, __________________________, ___________________________ City of Lancaster, CA, do hereby certify that this is a true and correct copy of the original Resolution No. 23-___, for which the original is on file in my office.

WITNESS MY HAND AND THE SEAL OF THE CITY OF LANCASTER, on this _________ day of ________________, ________.
(seal)
___________________________________

STAFF REPORT
City of Lancaster
CC 15
5/9/2023
JC
Date: May 9, 2023
To: Mayor Parris and City Council Members
From: Sonya Patterson, Director of Parks, Arts, Recreation and Community Services Subject: Resolution to Authorize Submittal of Application for Statewide Land and Water Conservation Fund (LWCF) Grant – Ave J Neighborhood Park Recommendation:

Adopt Resolution No. 23-__, approving the application and availability of matching funds for the Statewide Park Land and Water Conservation Fund (LWCF) Grant.

Fiscal Impact:

None at this time
Background:

Staff has reviewed the grant guidelines and determined the proposed neighborhood park at Avenue J and 22nd Street West, is a viable and competitive grant project. The LWCF application will request funds to support the development of a neighborhood park, to include a playground, exercise equipment, picnic area, lighting and low water use demonstration garden, which will offer residents increased opportunities for active and healthy recreation, and community engagement.

The Project seeks to provide improved access to recreational, and health and fitness opportunities for the surrounding residents.

The project is estimated to cost $5,000,000. There is no fiscal impact with the approval of the resolution and submittal of the grant at this time. However, if awarded, the City would be required to make available matching funds in the amount of $2,500,000 for the project. The City is simultaneously seeking funds from other sources in the amount of $5,000,000, which would be used as matching funds if awarded, and further expand the scope of the project.

SP:

Attachment:

Resolution No. 23-__
Proposed Neighborhood Park Conceptual Design
RESOLUTION NO. 23-___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

LANCASTER, APPROVING THE APPLICATION FOR LAND

AND WATER CONSERVATION FUND AVENUE J

NEIGHBORHOOD PARK PROJECT
WHEREAS, the Congress under Public Law 88-578 has authorized the establishment of a federal Land and Water Conservation Fund Grant-In-Aid program, providing Matching funds to the State of California and its political subdivisions for acquiring lands and developing Facilities for public outdoor recreation purposes; and
WHEREAS, the California Department of Parks and Recreation is responsible for administration of the program in the State, setting up necessary rules and procedures governing Applications by local agencies under the program; and
WHEREAS, the Applicant certifies by resolution the approval of the Application and the availability of eligible Matching funds prior to submission of the Application to the State; and

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LANCASTER, AS FOLLOWS:

Section 1. Approves the filing of an Application for Land and Water Conservation Fund assistance for the proposed Avenue J Neighborhood Park Project.

Section 2. Certifies that the applicant has reviewed, understands, and agrees to the General Provisions contained in the contract shown in the Grant Administration Guide; and Section 3. Agrees to abide by 54 U.S.C. §200305(f)(3) which requires §200305(f)(3) which requires, “No property acquired or developed with assistance under this section shall, without the approval of the National Secretary of the Interior, be converted to other than public outdoor recreation uses. The Secretary shall approve such conversion only if he finds it to be in accord with the then existing comprehensive statewide outdoor recreation plan and only upon such conditions as he deems necessary to assure the substitution of other recreation properties of at least equal fair market value and of reasonably equivalent usefulness and location.” Section 4. Certifies that said agency has Matching funds from eligible source(s) and can finance 100 percent of the Project, which up to half may be reimbursed; and Section 5. Appoints the City Manager or his designee as agent of the Applicant to conduct all negotiations and execute and submit all documents, including, but not limited to, applications, contracts, amendments, payment requests, and compliance with all applicable current state and federal laws which may be necessary for the completion of the aforementioned project.

Resolution No.

Page No. 2
PASSED, APPROVED and ADOPTED this ____________ of __________, 2023, by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

Page No. 3

CERTIFICATION OF RESOLUTION

WITNESS MY HAND AND THE SEAL OF THE CITY OF LANCASTER, on this _________ day of ________________, ________.
(seal)
___________________________________

STAFF REPORT
City of Lancaster
CC 16
5/9/2023
JC
Date: May 9, 2023
To: Mayor Parris and City Council Members
From: Jason Caudle, City Manager
Subject: Professional Services Agreement – Community Coalition of Antelope Valley Recommendation:

It is recommended that the City Council:

1. Approve the appropriation of $339,920 in grant funds from the California Public Utilities Commission to Revenue Account No.: 349-3315-000 and corresponding Expense Account No.: 349-4200-770.

2. Approve a Professional Services Agreement with the Community Coalition of the Antelope Valley in the amount of $339,920. Authorize the City Manager, or his designee, to sign all documents.

3. Find that this item is not a project pursuant to the California Environmental Quality Act.

Fiscal Impact:

None. Expenses will be reimbursed by grant funds. No City match is required for these grants.

Background:

The Antelope Valley in northern Los Angeles County faces the significant challenge of having the highest proportion of locations unserved by any broadband options among all communities in the County. This lack of connectivity is comparable to the disconnection rates observed in similarly rural and agricultural areas of California. To address this issue, the City of Lancaster has joined forces with Town Councils from across the unincorporated areas of the Antelope Valley, the Office of LA County Board District 5 Supervisor Kathryn Barger, and the Internal Services Department at the County of Los Angeles, partnering with the Community Coalition of the Antelope Valley (CCAV). This community-based nonprofit organization serves the region and aims to build a network that brings fiber-to-the-premises broadband service to every serviceable location in the Antelope Valley, prioritizing those currently without connectivity options. The partnership is committed to a cooperative ownership model for this network, ensuring it remains a vibrant, sustainable public asset that benefits the community for decades.

The City of Lancaster recently received a grant from the California Public Utilities Commission (CPUC) totaling $339,920. With the approval of grant funds and the contract, the CCAV will lead the completion of a comprehensive set of pre-construction activities required to plan, fund, and build a fiber network for the City of Lancaster, as well as initiate the process of forming a cooperative corporation to operate the network. The grant will cover the costs of a thorough feasibility study, including mapping existing infrastructure, conducting a market and business model analysis, producing a desktop network design and cost estimate, performing a financial feasibility analysis (which includes an assessment of potential funding sources), and providing legal and compliance services to establish the cooperative. All of these deliverables will be developed to support subsequent applications for funding, including grants, loans, and other potential sources of financial support for the project.

The Community Coalition of the Antelope Valley is a California nonprofit organization dedicated to building a unified voice for residents and businesses across the cities and unincorporated communities of Los Angeles County's Antelope Valley. The organization focuses on accelerating projects aimed at improving the quality of life and fostering economic development in the region.

Attachment:

Professional Services Agreement Sole Source Memo
- -
Professional Services Agreement

AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT FOR PROFESSIONAL SERVICES is made and entered into this _____ day of _____________, 2023, by between the CITY OF LANCASTER, a municipal corporation and charter city, (“City”), and Community Coalition of the Antelope Valley (CCAV), a Nonprofit Organization (“Consultant”) (collectively, sometimes referred to hereinafter as the “Parties”).and

RECITALS
WHEREAS, the City desires to engage a Consultant to perform certain technical and professional services, as provided herein, identified as:

Bringing Broadband Service to LA County's Antelope Valley (Antelope Valley, North Los Angeles County) (THE “SERVICES”)
WHEREAS, the principal members of Consultant are qualified and duly registered/licensed under the laws of the State of California, and Consultant desires to accept such engagement; NOW, THEREFORE, the parties agree as follows:

1. Parties to the Agreement.

The parties to this Agreement are:

A. CITY: City of Lancaster
B. CONSULTANT: Community Coalition of the Antelope Valley

2. Notices. All written notices required by or related to this Agreement shall be sent by Certified Mail, Return Receipt Requested, postage prepaid and addressed as listed below. Neither party to this Agreement shall refuse to accept such mail; parties to this Agreement shall promptly inform the other party of any changes of address. All notices required by this Agreement are effective on the day of receipt, unless otherwise indicated herein.

CITY City of Lancaster
Attn: Jason Caudle, City Manager
44933 North Fern Avenue
Lancaster, California 93534
CONSULTANT Community Coalition of the Antelope Valley
Attn: Eric Olsen, Executive Director
PO Box 901407
Palmdale, CA 93590

3. Successors and Assigns. The terms hereof shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto; provided, however, that no party hereto shall assign any - -
Professional Services Agreement
of the benefits and burdens hereunder, whether voluntarily or by operation of law, without prior written consent of the other party, and any such assignments without said consent shall be void.

4. Description of Work. The City hereby engages Consultant, and Consultant accepts such engagement, to perform the technical and professional services set forth in the “Scope of Services and Rates Schedule,” attached hereto as Exhibit “A” and incorporated herein by reference. Consultant shall perform and complete, in a manner satisfactory to the City, all work and services set forth in Exhibit “A.” The City Manager or his designee shall have the right to review and inspect the work during the course of its performance at such times as may be specified by the City Manager, or his designee.

5. Obligations of the City.

A. The City shall pay Consultant an amount not to exceed $339,920 for all work necessary to complete the Services, as described in the Scope of Services and Rates Schedule. Payments shall be due within thirty (30) days following submittal of an invoice detailing the services performed, at the monthly rates set forth in “Exhibit A”.

B. No payment made hereunder by the City to Consultant, other than the final payment, shall be construed as an acceptance by the City of any work or materials, nor as evidence of satisfactory performance by Consultant of its obligations under this Agreement.

6. Obligations of the Consultant.

A. Consultant shall perform as required by this Agreement and in accordance with the Scope of Services and Rates Schedule set forth in Exhibit A.

B. Consultant shall be responsible for payment of all employees’ wages and benefits, and shall comply with all requirements pertaining to employer’s liability, workers’ compensation, unemployment insurance, and Social Security.

C. Consultant shall not subcontract any of the work required to perform the Services without the express prior written approval of the City.

7. Hold Harmless and Indemnification. Consultant agrees to indemnify and hold harmless the City, its elected officials, officers and employees, from and against any and all third party claims, losses, obligations, or liabilities whatsoever, including reasonable attorney’s fees, incurred to the extent arising out of or related to Consultant’s negligent or willful wrongful acts, errors or omissions, or those of its employees or agents. Consultant agrees to defend the City, its officers and employees, using counsel of the City’s choosing, from and against any and all claims covered by the indemnity in the preceding sentence.

8. Amendments. Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon mutual written approval by the City and Consultant.

9. Non-Discrimination and Equal Employment Opportunity. - -
Professional Services Agreement
A. In the performance of this Agreement, Consultant shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, religion, ancestry, sex, national origin, physical or mental disability or age. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment without regard to their race, color, religion, ancestry, sex, national origin, physical or mental disability or age.

Affirmative action relating to employment shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment; layoff or termination; rates of pay or other forms of compensation; and selection for training including apprenticeship.

B. The provisions of subsection A above shall be included in all solicitations or advertisements placed by or on behalf of Consultant for personnel to perform any services under this Agreement. The City shall have access to all documents, data and records of Consultant and its subcontractors for purposes of determining compliance with the equal employment opportunity and nondiscrimination provisions of this Section.

10. Term; Effective Date. This Agreement shall become effective and shall be in full force and effect upon the execution of the Agreement by the City and the Consultant. This Agreement shall continue in full force and effect for eighteen (18) months, unless the Agreement is sooner terminated in accordance with this Agreement; provided, however, that the City and the Consultant may mutually agree in writing to extend the Term of this Agreement.

11. Termination.

A. For Convenience. The City may terminate this Agreement at any time without cause by giving thirty (30) days written notice to the other party of such termination and specifying the effective date thereof. In the event of termination of this Agreement, Consultant will be paid for work completed through the date of termination within thirty (30) days following submittal of a final invoice.

B. For Cause. If Consultant fails to perform the services called for by this Agreement or so fails to make progress as to endanger performance of this Agreement in accordance with its terms, Consultant shall correct such failure within ten (10) days (or such longer period that the City may authorize in writing) after receipt of notice from the City specifying such failure. Should the failure not be corrected within this time period, the City may immediately terminate the Agreement by written notice to Consultant.

C. In the event of termination, whether for convenience or cause, reports, plans, studies and other documents (collectively, “documents”) related to the Services shall become the City’s property.

Consultant shall provide all documents to the City that have not yet been within ten (10) calendar days after termination of the Agreement.

12. Independent Contractor. Consultant is an independent contractor and shall have no power or authority to incur any debt, obligation or liability on behalf of the City. It is expressly understood between the Parties to this Agreement that no employee/employer relationship is intended.

13. Insurance.
- -
Professional Services Agreement
A. The Consultant, at its expense, shall maintain in effect at all times during the term of this Agreement the following coverage and limits of insurance, which shall be maintained with insurers listed “A-, VIII” or better in the Best’s Key Rating Guide:

Commercial General Liability
Each Occurrence $1,000,000
Per Project General Aggregate $2,000,000
Including Products/Completed Operations; Contractual Liability/Independent Contractors; Property Damage
(Coverage shall be at least as broad as ISO form CG2010 11/85 or CG2010 07/04 and CG2037 07/04 combined, or an equivalent providing ongoing and completed operations) Commercial Automobile Liability
Combined Single Limit per Accident for
Bodily Injury and Property Damage $1,000,000
(Coverage shall be at least as broad as ISO form CA00 01) Workers Compensation
As Required by the State of California Statutory Limits Employers’ Liability
Each Accident $1,000,000
Bodily Injury by Disease $1,000,000
Each Employee $1,000,000
(A Waiver of Subrogation must be provided on behalf of the Certificate Holder for the Workers Compensation & Employers’ Liability policies)
Professional Liability
Each Occurrence $1,000,000
General Aggregate $1,000,000
B. The Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insured’s liability.

C. Professional liability and/or cyber insurance written on a “claims made” basis must be renewed for a period of three (3) years after this contract expires or is terminated. Such insurance must have the same coverage and limits as the policy that was in effect during the term of this contract and will cover Consultant for all claims made by the City insured entities arising out of any acts or omissions of Consultant or its officers, employees, or agents during the time this Agreement was in effect.

D. Any deductibles or self-insurance retentions must be declared and approved by the City. At the City’s option, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City insured entities or the insurer shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. - -
Professional Services Agreement
E. All insurance shall be primary and non-contributory as respects the City insured entities. Any insurance or self-insurance maintained by the City insured entities shall be in excess of the Consultant’s insurance and shall not contribute with it.

F. Consultant shall name the City, its elected officials, officers, employees and volunteers as additional insured, and shall furnish the City with Certificates of Insurance and with original endorsements effecting coverage required by this Agreement. Certificates of Insurance shall meet the following requirements:
(1) Show that the insurance policy has been endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after 30 days’ prior written notice (10 days’ written notice for non-payment) to the City of Lancaster. (2) List in the “Descriptions of Operations/Locations/Vehicles” section:
“Bringing Broadband Service to the Antelope Valley”
The City of Lancaster, its elected officials, officers, employees and volunteers are included as additional covered parties, but only insofar as the operations under this contract are concerned.” (3) List in the “Certificate Holder” section:

The City of Lancaster, 44933 Fern Avenue, Lancaster, California 93534.

14. Ownership of Documents. All plans, specifications, reports, studies, maps and other documents prepared or obtained by Consultant in the course of performing the work and are required by this Agreement to be delivered to the City shall be the property of the City. Basic sketches, charts, computations and similar data prepared or obtained by Consultant under this Agreement shall, upon request, be made available to City without restriction or limitation on their use.

15. Data Provided to Consultant. City shall provide to Consultant, without charge, all data, including reports, records, maps and other information, now in the City’s possession which may facilitate the timely performance of the work described in Exhibit A.

16. Consultant’s Warranties and Representations.

Consultant warrants and represents to City as follows:

A. Consultant has not employed or retained any person or entity, other than a bona fide employee working exclusively for Consultant, to solicit or obtain this Agreement.

B. Consultant has not paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Consultant, any fee, commission, percentage, gift, or any other consideration contingent upon or resulting from the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, in its sole discretion, to terminate this Agreement without further liability, or, in the alternative, to deduct from any sums payable hereunder the full amount or value of any such fee, commission, percentage or gift.

C. Consultant has no knowledge that any officer or employee of the City has any interest, whether contractual, noncontractual, financial, proprietary, or otherwise, in this transaction or in the business of the Consultant, and that if any such interest comes to the knowledge of Consultant at any time, - -
Professional Services Agreement
a complete written disclosure of such interest will be made to City, even if such interest would not be deemed a prohibited “conflict of interest” under applicable laws.

D. Upon the execution of this Agreement, Consultant has no interest, direct or indirect, in any transaction or business entity which would conflict with or in any manner hinder the performance of services and work required by this Agreement, nor shall any such interest be acquired during the term of this Agreement.

17. Resolution of Disputes.

A. Disputes regarding the interpretation or application of any provisions of this Agreement shall, to the extent reasonably feasible, be resolved through good faith negotiations between the parties.

B. If the parties cannot resolve the dispute through good faith negotiations, either party may give Notice of Dispute to the other party. The Notice of Dispute shall state the nature of the dispute and the corrective action necessary to remedy the dispute.

After Notice of Dispute, the parties shall first attempt to resolve any disputes by mediation. The parties shall agree on a single mediator. Mediation shall be conducted in Lancaster, California. Each party shall pay its own attorneys’ fees and the costs of mediation shall be split equally between the parties.

If the dispute has not been resolved by mediation within 45 days after Notice of Dispute, or the parties are unable to agree to a mediator, within 15 days after Notice of Dispute, then, the dispute may, upon agreement of the parties be resolved by binding arbitration.

C. If any action at law or in equity is brought to enforce or interpret any provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney’s fees, cost and necessary disbursements, in addition to such other relief as may be sought and awarded.

18. Exhibits.

The following exhibits to which reference is made in this Agreement are deemed incorporated herein in their entirety:

Exhibit “A” Scope of Services and Rates Schedule

20. Governing Law.

This Agreement shall be governed by the laws of the State of California.

21. Effective Date.

This Agreement shall become effective as of the date set forth below on which the last of the parties, whether City or Consultant, executes said Agreement.
[Signatures begin on next page.]
- -
Professional Services Agreement
- -
Professional Services Agreement
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their respective officers thereunto duly authorized.

CITY OF LANCASTER

LANCASTER, CALIFORNIA
By:

Jason Caudle, City Manager
Dated:

Community Coalition of the Antelope Valley
By:

Eric Olsen, Executive Director
Dated:

ATTEST:

City Clerk
APPROVED AS TO FORM:

City Attorney
- -
Professional Services Agreement

EXHIBIT A

SCOPE OF SERVICES

AND RATES SCHEDULE
Project Summary:

The Bringing Broadband Service to LA County's Antelope Valley project aims to address the significant gaps in broadband connectivity within the Antelope Valley in northern Los Angeles County. The City of Lancaster, Town Councils from across the unincorporated areas of the Antelope Valley, the Office of LA County Board District 5 Supervisor Kathryn Barger, and the Internal Services Department at the County of Los Angeles have partnered with the Community Coalition of the Antelope Valley (CCAV), a community-based nonprofit organization. Together, they are planning to build a fiber-to-the-premises broadband network to serve every serviceable location in the Antelope Valley, prioritizing areas with no existing connectivity options. The project embraces a cooperative ownership model, ensuring a sustainable public asset that provides public benefits for years to come.

The City of Lancaster has been awarded a grant of $339,920 by the California Public Utilities Commission (CPUC) to fund the pre-construction activities necessary to plan, fund, and build the fiber network. With the approval of the grant funds and contract, CCAV will lead the completion of these activities and initiate the process of forming a cooperative corporation to operate the network. The project will be completed within an 8-month timeline, from 8/1/2022 to 4/1/2023.

The funding will be utilized for the following activities:
● Conduct a comprehensive feasibility study,
including mapping existing infrastructure and identifying gaps in service. ● Perform a market and business model
analysis to understand customer segments and their unique needs. ● Develop a desktop network design and cost
estimate for the proposed fiber network.
● Conduct a financial feasibility analysis,
including an assessment of potential funding sources such as grants, loans, and other financial support options.
● Provide legal and compliance services for
the formation of the cooperative corporation.

Upon completion of these activities, the project partners will seek additional funding sources to support the implementation and expansion of the fiber network throughout the Antelope Valley. The ultimate goal is to bring high-speed, reliable broadband service to every household and business in the region, fostering economic development and improving the quality of life for its residents. - -
Professional Services Agreement
The Bringing Broadband Service to LA County's Antelope Valley project has a total budget of $339,920, which will be distributed among various work products. The breakdown of payment for each work product, including costs and administrative costs, is as follows:

Broadband Asset Mapping: $52,800
Cost: $48,000
Administrative Costs: $4,800
Market/Demand Study: $49,390
Cost: $44,900
Administrative Costs: $4,490
Network Design and Cost Estimate: $121,900
Cost: $121,900
Administrative Costs: $0
Financial Feasibility and Funding Study: $35,090
Cost: $31,900
Administrative Costs: $3,190
Operational Study (Risk Analysis, Pricing Strategy, Operational Analysis): $25,740 Cost: $23,400
Administrative Costs: $2,340
Cooperative Formation: $55,000
Cost: $50,000
Administrative Costs: $5,000
The total costs for the project, including administrative costs, amount to $339,920.

Administrative costs are defined as indirect overhead costs attributable to a project, per generally accepted accounting principles (GAAP), and the direct cost of complying with Commission administrative and regulatory requirements related to the grant itself. Up to 15%of administrative costs may be associated with the securing or completion of reimbursable work products, other than the cost of local agency staff hours. ( D.22-02-026, Attachment 1 at 2) To: Purchasing Division
From: Cindy Valdivia, Analyst
CC: George Harris, Finance and IT Director
Alexus Merino, Assistant to the City Manager
Date: May 09, 2023
Subject: Sole Source Justification – Professional Services Agreement with CCAV Upon your approval, the Community Coalition of the Antelope Valley (CCAV) will lead the completion of pre-construction activities required to plan, fund, and build a fiber network for the Antelope Valley, as well as begin the process of forming a cooperative corporation to run the network.

The Antelope Valley faces the highest proportion of locations unserved by any broadband options in Los Angeles County. The City of Lancaster has partnered with CCAV, a communitybased nonprofit organization serving the region, to address this issue. The City was awarded $338,238 in funding by the California Public Utilities Commission (CPUC) to contract with CCAV, as outline in the grant application.

CCAV has extensive experience in serving the Antelope Valley, with strong knowledge of local issues and partnerships with regional stakeholders. Their dedication to improving the quality of life and economic development in the area makes them uniquely qualified for this project.

CCAV has established strong partnerships with the City of Lancaster, Town Councils from across the unincorporated areas of the Antelope Valley, the Office of LA County Board District 5 Supervisor Kathryn Barger, and the Internal Services Department at the County of Los Angeles.

Other entities in the Antelope Valley, such as the City of Palmdale and various Town Councils, are already utilizing the services of CCAV. This collaboration helps mitigate overall costs for the project. As a nonprofit organization serving the region, CCAV works collaboratively to achieve its goals and shares resources with other community partners, leading to lower costs for the City.

With their extensive knowledge and current resources, obtaining another consultant would contradict cost savings. Therefore, the City has no cost benefit to obtain additional quotes from other consultants for this project. Your approval is requested to find CCAV as a sole source vendor. Please contact Cindy Valdivia at ext. 6181 if you have any questions.

APPROVAL:

Purchasing Agent – Purchasing Division, Finance Date

STAFF REPORT
City of Lancaster
CC 17
5/9/2023
JC
Date: May 9, 2023
To: Mayor Parris and City Council Members
From: Sonya Patterson, Director of Parks, Arts, Recreation and Community Services Subject: Mariposa Park Joint Land Use Amendment with the Lancaster School District Recommendation:

1. Approve the Joint Land Use amendment between the Lancaster School District (Lessor) and the City of Lancaster (Lessee) for land use at Mariposa Park.

2. Authorize the City Manager or his designee to sign, in substantially the form attached, with nonsubstantive changes approved by the City Attorney.

Fiscal Impact:

No fiscal impact is anticipated as a direct result of this action.

Background:

SP:ac
Attachment:

Joint Land Use Amendment – Second Modification
Joint Land Use Agreement and Modification - 1983
1 SECOND MODIFICATION OF COMMUNITY RECREATION AGREEMENT

FOR JOINT USE OF MARIPOSA ELEMENTARY SCHOOL AREAS

FOR DEVELOPMENT AND OPERATION OF

NEIGHBORHOOD RECREATION FACILITIES

THIS SECOND MODIFICATION OF COMMUNITY RECREATION AGREEMENT

3. Construction, Operation, and Maintenance of Grant-Funded Project(s).

7. Effectiveness. This Second Modification shall become effective immediately upon execution by the Parties.

Code § 1633.1 et seq., and/or any other applicable law.

CITY OF LANCASTER/LANCASTER HOUSING AUTHORITY, as Lessee By:

Its: City Manager
LANCASTER SCHOOL DISTRICT, as Lessor
By:

Its: Superintendent
ATTEST:

By:

Its City Clerk
APPROVED AS TO FORM:

By:

Its City Attorney

STAFF REPORT
City of Lancaster
CC 18
5/9/2023
JC
Date: May 9, 2023
To: Mayor Parris and City Council Members
From: George N. Harris II, Finance Director
Subject: Resolution Approving the Adoption of the Defined Benefit Platform Proposed by Shuster Advisory Group, LLC
Recommendation:

Staff recommends City Council adopt Resolution 23-XX approving the adoption of a new Defined Benefit platform for the City of Lancaster Supplemental Defined Benefit Retirement Plan and related Governmental Excess Benefit Arrangement, and the discontinuance of the Public Agency Retirement System’s (PARS) PARS Retirement Enhancement Plan (REP) and PARS City of Lancaster Excess Benefit Plan and the related Trusts.

Fiscal Impact:

Staff has analyzed the fee structure of the program provided by Shuster in comparison to the current PARS program. Assuming an average 6% gross annual rate of return, the fee schedule based on assets as of 7/31/2022 from the PARS program results in a 0.70% annualized two-year average fee, whereas the Shuster program would result in a 0.36% annualized two-year average fee. Over two years the total PARS fees are estimated to be $112,850, whereas the total Shuster fees are estimated to be $57,685. The program proposed from Shuster results in a 49% reduction in the expenses of the program in comparison to the current PARS program. The reduction in fees alone will result in an estimated $433 thousand in savings over 10-years, $1.5 million over 20- years, and $3.7 million over 30-years. These results assume there are no fee changes and assume $7,865,008 million of assets as of July 31, 2022. In addition, the combined impact of lower asset management fees and higher expected investment performance would have an additional positive impact. While past performance is not a guarantee of future results, higher-rated mutual funds with lower fees should continually produce results superior to the current status quo.

Background:

The PARS Retirement Enhancement Plan (REP) and related Excess Benefit Plan were approved by the City Council on January 09, 2001. The plan was effective January 1, 2001 and is a defined benefit 401(a) plan (“DB Plan”) that, combined with the existing Public Employees Retirement System (“PERS”) pension benefits, enhances the retirement formula provided by the City to eligible employees. The plan is only available to employees hired before January 1, 2013. The plan has been administered by Phase II Systems (d/b/a PARS) since inception.

After a review of the current fees, investment portfolios and services, it was determined that significantly reduced fees, improved investment flexibility, customization, transparency, and service could be achieved by transferring our plan administration and portfolio management to a different program provider.

Staff’s valuation process concluded that the program offered by Shuster Advisory Group, LLC (“Shuster”) provides flexibility of investment options and extremely competitive fees for the comprehensive services the City will receive, including but not limited to Investment Fiduciary services, consolidated full fee transparency, and fully customizable investment options.

On January 09, 2001, City Council approved a supplemental retirement benefit for employees meeting eligibility requirements. The plan is a defined benefit 401(a) plan (“DB Plan”) that, combined with the existing Public Employees Retirement System (“PERS”) pension benefit, enhances the retirement formula provided by the City to these employees based upon final compensation and years of service. This supplemental product was developed and implemented with Public Agency Retirement Services (“PARS”). However, it is important to note that: (1) PARS is a private company and is not a public agency like PERS, and (2) the DB Plan is administered by the City and several third-party providers in accordance with the adopted plan documents. Although the DB Plan is known as and commonly referred to as “the PARS plan”, it is merely a 401(a) defined benefit plan that can be administered by any capable defined benefit recordkeeper, trustee and investment advisor.

The DB Plan is only provided to employees hired before January 1, 2013 due to the adoption of the California Public Employees' Pension Reform Act (PEPRA). Current assets in the DB Plan total approximately $8 million. Funds in the DB Plan are invested in accordance with the DB Plan documents in the Moderate HighMark Plus investment strategy (40%-60% Stocks, 40%-60% Bonds, and 0%-20% Cash).

Since inception, the DB Plan has been administered by Phase II Systems Inc. (“Recordkeeper”).

In addition, the funds have continuously been held in trust by US Bank as Trustee (“Trustee”), and investments have always been managed by Highmark Capital (“Investment Advisor”) a subsidiary investment manager of US Bank.

Analysis:

In 2022, staff conducted a due diligence review of the DB Plan. Staff found that administrative fees being charged by the current service providers were high and lacked transparency since the fees were not discernable. In addition, staff concluded that the assets were largely invested in mutual funds with relatively higher management fees. Finally, staff determined that the Recordkeeper did not have the technological resources to provide sufficient retirement educational or account information to participants, or process retirement applications electronically.

Based on the analysis and the defined benefit program made available through Shuster, significant savings in administration costs are available in addition to improved active investment management services by Shuster. Shuster is the same firm that took over fiduciary responsibilities of the City’s 457(b), 401(a), RHS, and OBRA plans in July of 2018. Through that change, employees, participants, and retirees have realized significant savings on the fees in those accounts as well as access to an enhanced institutional investment menu.

More specifically, in 2017 the City was introduced to Shuster Advisory Group, LLC and later on chose to engage Shuster as the retirement plan consultant and investment fiduciary for our 457(b), 401(a), RHS, and OBRA Plans. Shuster issued a Request for Information (RFI) to the current record-keeper administering the plans and completed a comprehensive review, identifying the fees for record-keeping and administration were high and not transparent, and the quality of the investment menu needed improvement. Based on the information obtained through the RFI, Shuster subsequently conducted a Request for Proposal (RFP) for administration and recordkeeping services for the Plans. The results of the RFP proved our administration and recordkeeping fees could significantly be reduced and the city could implement an open architecture investment menu and fee transparent platform benefiting participants. The incumbent, MissionSquare (formerly known as ICMA-RC), was selected by the city at a 55% reduction in plan fees [with a 75% reduction in 457(b) and 401(a) plan record keeping costs], a higher crediting rate for the safety of principal guaranteed stable value solution and an improved investment menu for plan participants. In addition, Shuster recently negotiated a further reduction of the 457(b) and 401(a) record-keeping fees effective July of 2022, resulting in a total reduction of 91%. At the time of conversion, the positive impact to 457(b) and 401(a) participants due to the combination of the fee reduction and increased interest rate was estimated to be approximately $170,333 over a one-year period. The actual impact was higher than estimated and has averaged $253,456 per year for an overall impact of $1.141m. This enhancement does not consider any financial gains from the enhanced investment menu.

Shuster Advisory Group, LLC
Shuster Advisory Group, LLC is an independent investment advisory firm and fiduciary. They provide governmental and institutional retirement plan consulting services as well as private wealth management. Shuster is a SEC-Registered Investment Advisor with over $5 billion in assets under management focusing on serving the unique needs of governmental agencies and special districts. Shuster serves as investment fiduciary to over 60 governmental agencies and special districts providing investment selection, monitoring and management, and provides plan consulting and participant services.

Shuster serves currently as the fiduciary investment advisor and plan consultant for our 457(b), 401(a), RHS, and OBRA plans. The services provided by Shuster are unique with a low-cost transparent structure and white glove approach. Shuster entered the public retirement plan sector after analyzing the sector and realizing that cities and agencies were being underserved and overcharged for their retirement plans, directly impacting the supplemental retirement savings of the public employees. Hiring Shuster for these services resulted in a 55% reduction in total plan costs for the 457(b) and 401(a) plans, in addition to a significant improvement in the quality of the investments available in the retirement plan. Shuster has proven to be responsive, analytical, and a true partner to the city.

Shuster has conducted the same analysis of the City’s supplemental defined benefit program and again determined that the City was being overcharged and underserved. Shuster found that the program available was over-priced, lacked full fee transparency, and high-level customer service. Shuster provides a defined benefit plan solution that combines Shuster’s investment fiduciary services and plan consulting with Charles Schwab Trust Bank as custodian and Nyhart as plan administrator cohesively providing enhanced services at a fraction of the cost of the current program. With Shuster’s ongoing oversight and exceptional service model, Staff expects similar results with the defined benefit plan as experienced with the 457(b) and 401(a) plans.

Attachment:

1. Resolution 23-XX

2. Multiple Employer OPEB/Pension 115 Trust

3. Trust Administrative Services Agreement

4. Adoption Agreement for the Multiple Employer OPEB/Pension 115 Trust

5. Investment Advisor Agreement
4888-7470-9598v2/022283-0544
RESOLUTION NO. 23-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LANCASTER,

CALIFORNIA, APPROVING THE ADOPTION OF THE DEFINED BENEFIT PLAN

PLATFORM PROPOSED BY SHUSTER ADVISORY GROUP, LLC
WHEREAS, The City of Lancaster (the “City”) maintains a supplemental defined benefit retirement plan that provides retirement benefits to eligible employees upon retirement from the City (the “Plan”) with a related governmental excess benefit arrangement plan within the meaning of Code Section 415(m) for certain of those eligible employees;
WHEREAS, the Plan conforms to the applicable requirements of the Internal Revenue Code of 1986 (“IRC”) and the California Public Employees’ Pension Reform Act of 2013, each as amended;
WHEREAS, under IRC Section 401(a), benefits under the Plan must be paid from a qualified retirement trust or certain other funding vehicles as defined in IRC Section 401(f);
WHEREAS, Shuster Advisory Group, LLC (Shuster) has made available a Defined Benefit Plan platform with the Howard E. Nyhart Company, Inc. providing plan administration, Charles Schwab Trust Bank (Schwab) providing custodial services, and Shuster providing plan consulting and fiduciary investment management, and WHEREAS, the Schwab custodial account satisfies the applicable requirements of the tax laws to be treated as a qualified trust under section 401 of the Internal Revenue Code and accordingly, under those laws, Schwab is treated as the trustee, and WHEREAS, all qualified assets currently held in the Public Agency Retirement System 401(a) Trust are irrevocably dedicated to the funding of the PARS Retirement Enhancement Plan (REP), and
WHEREAS, all assets currently held in the City of Lancaster Excess Benefit Trust are irrevocably dedicated to the funding of the City of Lancaster Excess Benefit Plan, and WHEREAS, the City is eligible to be a member of a qualified governmental retirement trust or certain other funding vehicles, established pursuant to the provisions of Section 501 of the Internal Code, and the California Government Code Sections 53215 through 53224 providing for pension trusts established by public agencies.

NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LANCASTER, AS FOLLOWS:

Section 1. Effective March 28, 2023, the City Council hereby authorizes the establishment of the Shuster Defined Benefit Plan platform for administration of the City of Lancaster Supplemental Retirement Plan and related City of Lancaster Qualified Governmental Excess Benefit Arrangement; and
4888-7470-9598v2/022283-0544
Section 2. Effective March 28, 2023, the City Council hereby authorizes the termination of the City of Lancaster’s participation in the Public Agency Retirement System 401(a) Trust, all services, administration, plan documents, and investment contracts with PARS and US Bank, N.A. (“U.S. Bank”), including the services of U.S.

Bank as Trustee; and
Section 3. The City Council hereby authorizes the appointment of Nyhart to provide plan administration and the appointment of Shuster to provide plan consulting and fiduciary investment management for the City of Lancaster Supplemental Retirement Plan; and
Section 4. The City Council hereby authorizes the appointment of Schwab as successor Custodian of the City of Lancaster Supplemental Retirement Plan and Schwab custodial account is accepted as a qualified trust under section 401 of the Internal Revenue Code; and
Section 5. The City Council acknowledges that the successor custodial account satisfies the requirements of section 401 of the Internal Revenue Code and that all assets held by the custodial account shall qualify as “plan assets” that are irrevocably dedicated to the City of Lancaster Supplemental Retirement Plan;
Section 6. Effective March 28, 2023, the City Council hereby authorizes the termination of the City of Lancaster’s participation in the City of Lancaster Excess Benefit Trust, all services, administration, plan documents, and investment contracts with PARS and US Bank, N.A. (“U.S. Bank”), including the services of U.S. Bank as Trustee; and
Section 7. The City Council hereby authorizes the City to provide plan administration and the appointment of Shuster to provide plan consulting and fiduciary investment management for the City of Lancaster Qualified Government Excess Benefit Arrangement; and
Section 8. The City Council hereby authorizes the appointment of Schwab as successor Custodian of the City of Lancaster Qualified Governmental Excess Benefit Arrangement and Schwab custodial account is accepted as a qualified trust under section 415 of the Internal Revenue Code; and
Section 9. The City Council hereby authorizes the liquidation to effectuate the transfer of all assets of the Supplemental Retirement Plan and related governmental excess benefit arrangement plan to Charles Schwab Trust Bank, on or around July 31, 2023; and
Section 10. Upon the complete transfer of assets, PARS is removed as trust administrator and U.S. Bank is removed as Trustee of the PARS Retirement Enhancement Plan; and
Section 11. Upon the complete transfer of assets, PARS is removed as trust administrator and U.S. Bank is removed as Trustee of the City of Lancaster Excess Benefit Plan; and
4888-7470-9598v2/022283-0544
Section 12. The City Council hereby appoints the City Manager or his/her successor or his/her designee as the City’s Administrator for the Plans; and Section 13. The City's Administrator is hereby authorized on behalf of the City to:
(i) execute the legal documents with any modifications that the Administrator and the City Attorney deem necessary or
appropriate to reflect the intent of this resolution; and (ii) take whatever additional actions are necessary or appropriate to maintain the City’s participation in the Plans and to maintain the Plans’ compliance with applicable law; and
(iii) take whatever additional actions are necessary or appropriate to administer the City’s Plans.

PASSED, APPROVED AND ADOPTED by this 28th day of March, 2023, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST: APPROVED:
_____________________ _______________________________
ANDREA ALEXANDER R. REX PARRIS
City Clerk Mayor
City of Lancaster City of Lancaster
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES }ss
CITY OF LANCASTER }

CERTIFICATION OF RESOLUTION

CITY COUNCIL
4888-7470-9598v2/022283-0544
I, _______________________________, _______________________________ City of Lancaster, California, do hereby certify that this is a true and correct copy of the original Resolution No. 23-XX, for which the original is on file in my office.

WITNESS MY HAND AND THE SEAL OF THE CITY OF LANCASTER, on this _______ day of ________________, ________.
(seal)
_______________________________
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DISCRETIONARY INVESTMENT ADVISORY AGREEMENT
This is an agreement (“Agreement”) between Shuster Advisory Group, LLC (“SHUSTER”), a California limited liability company, and City of Lancaster (“Client”).

Client desires to engage SHUSTER to provide the investment management services described in this Agreement according to the terms of this Agreement.

1. Investment Management Services. Client hereby
appoints SHUSTER as an Investment Advisor to
perform the services hereinafter described, and
SHUSTER accepts such appointment. SHUSTER will
solely be responsible for the investment and
reinvestment of the assets in Client’s accounts in
securities and cash or cash equivalents described
in Schedule A designated by Client to be subject
to SHUSTER’s management (“the Account”). The
initial Account assets are identified on Schedule A.

Client has set forth on Schedule B any investment
guidelines, special instructions or restrictions that
Client wishes SHUSTER to follow in managing the
Account. Client agrees to notify SHUSTER promptly
of any significant change in any information
provided by Client on Schedule B, or any
significant change in Client’s financial
circumstances or investment objectives that could
reasonably be expected to affect the manner in
which Client’s account should be managed.

Client also agrees to provide SHUSTER with such
additional information as SHUSTER may request
from time to time to assist it in managing the
Account. SHUSTER’s authority under this
Agreement will remain in effect until changed or
terminated by Client in writing.

2. Investment Authority. Client acknowledges and
agrees that, except as otherwise set forth on
Schedule B:
(A) SHUSTER’s authority under this Agreement is to
investigate, purchase, and sell on behalf of
Client, various securities, and investments.

Shuster is authorized to execute purchases and
sales of securities on Client’s behalf. Client
understands that if the Account includes
investments with internal transaction and
execution costs, including redemption fees,
Client will bear its share of the funds’ fees and
expenses in addition to fees paid under this
Agreement. While it is not the general practice
of SHUSTER to sell Client’s securities in a period
that would generate a redemption fee, it
should be anticipated that SHUSTER might do
so if in its opinion the sale is in the Client’s best
interests, or if the mutual fund shares must be
redeemed to pay fees from the account.

3. Excluded Assets. Client acknowledges that
SHUSTER has no responsibility to provide any
services related to assets not included in the
SHUSTER investment portfolio or purchased
directly by Client. Such assets shall be referred to
collectively as “Excluded Assets.” The Excluded
Assets shall be disregarded in determining the
Fees payable to SHUSTER pursuant to this
Agreement, and the Fees shall be calculated only
on the remaining assets (the “Included Assets”).

4. Execution of Investment Account Transactions.
(A) Broker Selection. SHUSTER will arrange for the
execution of securities transactions for the
Account through brokers or dealers that
SHUSTER reasonably believes will provide best
execution. In selecting brokers or dealers,
SHUSTER may consider, among other things,
the broker’s or dealer’s execution capabilities,
reputation and access to the markets for the
securities being traded, the value of ongoing
relationships SHUSTER may have with such
brokers and dealers, and research services
available from brokers or dealers. SHUSTER
generally will seek competitive commission
rates but will not necessarily attempt to obtain
the lowest possible commission for transactions
for the Account.
(B) Aggregation. If SHUSTER, in its sole discretion,
decides to purchase or sell the same securities
for multiple clients at the same time, SHUSTER
may (but is not obligated to) combine or
“batch” such orders to obtain best execution,
to negotiate more favorable commission rates
or to allocate equitably among SHUSTER’s
clients differences in prices and commissions or
other transaction costs that might have been
obtained had such orders been placed
2 4873-0853-0014v2/022283-0544
independently. If SHUSTER cannot obtain
execution of all the combined orders at
desired prices or for transaction costs that
SHUSTER believes are desirable, SHUSTER will
allocate the securities SHUSTER is able to buy or
sell as part of the combined orders by following
SHUSTER’s order allocation procedures.
(C) Directed Brokerage. Instead of allowing
SHUSTER to select brokers or dealers for the
Account, Client may direct SHUSTER in writing
to use a particular broker or dealer to execute
some or all transactions for Client’s Account. In
that case, Client will negotiate terms and
arrangements for the Account with that broker
or dealer, and SHUSTER will not seek better
execution services or prices from other brokers
or dealers or be able to “batch” Client
transactions for execution through other
brokers or dealers with orders for other
accounts advised or managed by SHUSTER. As
a result, Client may pay higher commissions or
other transaction costs or greater spreads, or
receive less favorable net prices, on
transactions for the Account than would
otherwise be the case. In addition, Client’s
election to use directed brokerage may affect
costs incurred by SHUSTER, the availability to it
of research services, and/or its ability to utilize
certain Third Party Managers. Therefore, an
election by the Client to use directed
brokerage may result in higher fees or more
limited investment alternatives than those
available to Clients of SHUSTER who do not
elect directed brokerage.
(D) Evidence of SHUSTER’s Authority. SHUSTER may
give a copy of this Agreement to any broker,
dealer or other party to a transaction for the
Account, or the Custodian (as defined below)
as evidence of SHUSTER’s authority to act for
Client.

5. Custodial Arrangements. SHUSTER may require
that the Client establish brokerage accounts with
a specific custodian (“Custodian”), normally a
registered broker-dealer, Member SIPC/NYSE, to
maintain custody of Clients’ assets and to effect
trades for their accounts. The Custodian provides
SHUSTER with access to its institutional trading and
operations services, which are typically not
available to retail investors. These services
generally are available to Registered Independent
Advisers at no charge to them so long as some
minimum of SHUSTER’s Clients’ account assets are
maintained with the Custodian. The Custodian’s
services include research, brokerage, custody,
access to mutual funds and other investments that
are otherwise available only to institutional
investors or would require a significantly higher
minimum initial investment. The Custodian also
makes available to SHUSTER other products and
services that benefit SHUSTER but may not benefit
its Clients’ accounts. Some of these other products
and services may assist SHUSTER in managing and
administering Clients’ accounts. These include
software and other technology that provide
access to Client account data (such as trade
confirmations and account statements), facilitate
trade execution (and allocation of aggregated
trade orders for multiple Client accounts), provide
research, pricing information and other market
data and/or corporate changes, facilitate
payment of SHUSTER’s fees from its Clients’
accounts, and assist with back-office support,
recordkeeping and Client reporting. Many of these
services are generally used to service all or a
substantial number of SHUSTER’s accounts,
including accounts not maintained at the
Custodian. The Custodian may also provide
SHUSTER with other services intended to help
SHUSTER manage and further develop its business
enterprise. These services may include consulting,
publications and presentations on practice
management, information technology, business
succession, regulatory compliance, and
marketing. In addition, the Custodian may make
available, arrange and/or pay for these types of
services to SHUSTER by independent third parties.

The Custodian may discount or waive fees it would
otherwise charge for some of these services or pay
all or a part of the fees of a third-party providing
these services to SHUSTER. The availability to
SHUSTER of the foregoing products and services is
not contingent upon SHUSTER committing to the
Custodian any specific amount of business (assets
in custody or trading).

6. Manager Reports; Confirmation Information. The
Custodian(s) selected by SHUSTER will provide
Client quarterly and annual written statements
containing a description of all activity in Client’s
Account during the preceding period (including
all transactions made on behalf of the Account, all
contributions and withdrawals made by the Client,
all fees and expenses charged to the Account,
and the value of the Account at the beginning
and end of the period), together with
3 4873-0853-0014v2/022283-0544
performance data for the period (or, if shorter,
since opening of the Account).

7. Management Fees. Client will pay SHUSTER a fee
for its investment management services. The
management fee will be computed and paid
promptly following the close of each month. The
management fee will be a percentage (expressed
on an annualized basis) of the market value of
Included Assets held with the Custodian on the last
trading day of each month. The fee schedule is set
forth in Schedule A. The management fee is
payable in arrears. For any partial billing period,
the management fee will be pro-rated for the
number of days the account was open and be
based on the market value of all assets in the
Account on that last trading day prior to the close
of that period (or, if applicable, the last trading day prior to account termination). Client understands
that, as provided in Section 4, Account assets
invested in shares of mutual funds or other
collective investment funds will be included in
calculating the value of the Account for purposes
of computing SHUSTER’s fees and the same assets
will also be subject to additional advisory and
other fees and expenses, as set forth in the
prospectuses of those funds, that are paid by the
funds but ultimately borne by the investor.

Management fees do not include brokerage
commissions, exchange fees, taxes, or fees for
custodians.

Except as permitted by the preceding paragraph,
management fees hereunder shall not be based
on a share of capital gains or the capital effects of
any sale or purchase of securities or other property
for the Account.

SHUSTER may waive all or portions of any fees or
expenses referred to in this Agreement, and may
waive or discount fees for some Clients but not
others. SHUSTER may at any time terminate any fee
waiver or discount then in effect as to Client on 30
days’ advance written notice.

8. Contributions and Withdrawals. Client may
contribute cash or securities to the Account in
amounts over $1000. Client may withdraw assets
from the account, provided that up to five (5)
days’ notice may be required for cash withdrawals
in order to liquidate securities. SHUSTER is
authorized to sell any securities contributed to the
account, and Client will be responsible for the
payment of any taxes due upon such sale. Client
should consult its tax advisor for the consequences
of contributed securities to the Accounts.

9. Valuation. The Custodian will value securities in the Account that are listed on a national securities
exchange at the closing price, on the valuation
date, on the principal market where the securities
are traded. Other securities or investments in the
Account will be valued in a manner determined in
good faith by SHUSTER to reflect fair market value.

10. Other Investment Accounts. Client understands
that SHUSTER serves as investment manager for
other Clients and will continue to do so. Client also
understands that SHUSTER, its personnel and
affiliates (“Affiliated Persons”) may give advice or
take action in performing their duties to other
Clients, or for their own accounts, that differ from
advice given to or action taken for Client. SHUSTER
is not obligated to buy, sell or recommend for
Client any security or other investment that
SHUSTER or its Affiliated Persons may buy, sell or
recommend for any other Client or for their own
accounts. This Agreement does not limit or restrict
in any way SHUSTER or any of its Affiliated Persons
from buying, selling or trading in any securities or
other investments for their own accounts.

SHUSTER or its Affiliated Persons may provide
services for, or solicit business from various
companies, including issuers of securities that
SHUSTER may recommend or purchase or sell for
Client accounts. In providing these services,
SHUSTER or its Affiliated Persons may obtain
material, nonpublic or other confidential information that, if disclosed, might affect an investor’s decision to buy, sell or hold a security. Under
applicable law, SHUSTER and its Affiliated Persons
cannot improperly disclose or use this information
for their personal benefit or for the benefit of any
person, including Clients of SHUSTER. If SHUSTER or
any Affiliated Person obtains nonpublic or other
confidential information about any issuer, SHUSTER
will have no obligation to disclose the information
to Client or use it for Client’s benefit.

11. Risk Acknowledgment. SHUSTER does not
guarantee the future performance of the Account
or any specific level of performance, the success
of any investment decision or strategy that
SHUSTER may use, or the success of SHUSTER’s
overall management of the Account. Client
understands that investment decisions made for
Client’s Account by SHUSTER are subject to various
4 4873-0853-0014v2/022283-0544
markets, currencies, economic, political and
business risks, and that those investment decisions
will not always be profitable. Client understands
that past performance does not necessarily
predict future performance for the Account.

SHUSTER will manage only the securities, cash and
other investments held in Client’s Account and in
making investment decisions for the Account,
SHUSTER will not consider any other securities, cash
or other investments owned by Client. Neither
SHUSTER nor its officers, directors, agents,
employees, and affiliate shall be liable for any
losses in the Account, or any loss, cost,
indebtedness, or liabilities arising from SHUSTER’s
management of the investments in the Account
(together, “Losses”) except for any Losses that
result from an act or omission of SHUSTER
constituting a violation of law or an act or omission
of SHUSTER constituting gross negligence, willful
misfeasance, bad faith or reckless disregard of its
obligations under this Agreement or as otherwise
may be provided by law. SHUSTER shall not be
responsible for any loss incurred by reason of any
act or omission of Client, a Custodian (other than
SHUSTER), a Third-Party Manager, any brokerdealer, or any other third party.

12. Other Legal Actions. Client agrees that SHUSTER
will not advise or act for Client in any legal
proceedings, including bankruptcies or class
actions, involving securities held or previously held
by the Account or the issuers of these securities
(“Legal Proceedings”). Client shall retain all rights
as a security holder with respect to any Legal
Proceedings.

13. Proxy Voting. SHUSTER will not vote the proxies of
securities it manages in directly managed
portfolios.

14. Amendment. This Agreement may be amended at
any time by written agreement executed by Client
and SHUSTER; except that SHUSTER may amend the
fee calculation and payment provisions in
Schedule A. and the fee schedule in Exhibit A, by
giving 30 days’ advance written notice to Client.

15. Term and Termination. This agreement will continue
in effect until terminated by either party by written
notice to the other party. Client notice should
include instruction as to whether or not the Assets
should be liquidated or transferred. Termination of
this agreement will not affect (i) the validity of any
action previously taken by SHUSTER under this
Agreement; (ii) liabilities or obligations of the
parties from transactions initiated before
termination of this Agreement; or (iii) Client’s
obligation to pay advisory fees (prorated through
the date of termination). Upon the termination of
this Agreement, SHUSTER will have no obligation to
recommend or take any action with regard to the
securities, cash or other investments in the
Account.

16. Client Authority. If Client is an individual, Client represents that he or she is of legal age. If Client is a corporation, partnership or limited liability
company, the person signing this Agreement for
the Client represents that he or she has been
authorized to do so by appropriate action. If this
Agreement is entered into by a trustee or other
fiduciary, the trustee or fiduciary represents that
SHUSTER’s investment management strategies,
allocation procedures, and investment
management services are authorized under the
applicable plan, trust, or law and that the person
signing this Agreement has the authority to
negotiate and enter into this Agreement. Client
will inform SHUSTER of any event that might affect
this authority or the propriety of this Agreement.

17. Death or Disability. If Client is a natural person, the death, disability or incompetence of Client will not
terminate or change the terms of this Agreement.

However, Client’s executor, guardian, attorney-infact or other authorized representative may terminate this Agreement by giving written notice
to SHUSTER.

18. Binding Agreement. This Agreement will bind and
be for the benefit of the parties to the Agreement
and their successors and permitted assigns, except
that this Agreement may not be assigned (within
the meaning of the Investment Advisers Act of
1940, and rules adopted thereunder) by either
party without the consent of the other party.

19. No Deposit Insurance. Investments in mutual funds
involve risks, including the possible loss of principal.

Investments in money market funds are neither
insured nor guaranteed by the U.S. Government
and there can be no assurance that money
market funds will be able to maintain a stable net
asset value of $1 per share.

20. Governing Law. This Agreement will be governed
by and construed in accordance with the laws of
the State of California without giving effect to any
5 4873-0853-0014v2/022283-0544
conflict or choice of law provisions of that State,
provided that nothing in this Agreement will be
construed in any manner inconsistent with the
applicable law.

21. Notices. Any notice, advice or report to be given
under this Agreement will be delivered in person,
by U.S. mail or overnight courier (postage prepaid,
and certificate of delivery required) or sent by
facsimile transmission (with a hard copy sent by
U.S. mail) to either SHUSTER or Client at the relevant
address set forth below or at such other address as
such party may designate in writing, or
electronically. Any notice or other communication
given to a party in connection with this
Agreement, include Form ADV Part 2 and
SHUSTER’s Privacy Policy will be in writing and will
be deemed effective upon receipt, if delivered to
such party at its email address. It is your
responsibility to immediately review all
communications, including emails, and to advise
us of any discrepancies. By signing this Agreement,
you hereby consent to receiving communications
from us by email or other electronic delivery
without also receiving paper copies. By sending or
receiving sensitive or confidential electronic
communications, you accept the risks and possible
lack of confidentiality of communicating over the
Internet.

22. Imposition of Reasonable Restrictions. Throughout
the term of this Agreement Client shall have the
right on reasonable written notice to impose
reasonable restrictions on the management of the
Account, including designation of particular
securities or types of securities that should not be
purchased for the Account, or that should be sold
if held in the Account; provided, however, that
nothing in this Agreement requires that Client have
the ability to require that particular securities or
types of securities be purchased for the Account.

Client’s authority to impose reasonable restrictions
shall include, without limitation, the right to
preclude use of mutual funds otherwise authorized
by Section 4.(A). Client shall also have the right to
preclude SHUSTER from using Third Party Managers
(Section 3) and/or to modify existing elections
concerning directed brokerage (Section 5.(D)),
the Custodian (Section 6), and payment
procedures (Section 8). Reasonable restrictions so
imposed, or any modification of prior restrictions or
previous elections, must be set forth in a notice
signed by Client, and shall be deemed to modify
Schedule B as soon as reasonably practicable
following SHUSTER’s receipt of such notice.

However, nothing in this Section 22 shall in any way
limit SHUSTER’s right to terminate this Agreement,
including termination in response to any Client
restriction, modification or election.

23. Venue. In the event any action is commenced to
enforce or interpret any of the terms or conditions
of this Agreement, the Parties agree that all actions
or proceedings arising in connection with this
Agreement shall be tried and litigated in the state
courts in the County of Los Angeles, California.

24. Miscellaneous. If any provision of this Agreement is or should become inconsistent with any law or rule
of any governmental or regulatory body having
jurisdiction over the subject matter of this
Agreement, the provision will be deemed to be
rescinded or modified in accordance with any
such law or rule. In all other respects, this
Agreement will continue and remain in full force
and effect. No term or provision of this Agreement
may be waived or changed except in writing
signed by the party against whom such waiver or
change is sought to be enforced. All headings
used herein are for ease of reference only and in
no way shall be construed as interpreting,
decreasing, or enlarging the provisions of this
Agreement. SHUSTER’s failure to insist at any time
on strict compliance with this Agreement or with
any of the terms of the Agreement or any
continued course of such conduct on its part will
not constitute or be considered a waiver by
SHUSTER of any of its rights or privileges. The
provisions of Sections 9-12, 18, 20, 21, and 23 shall
be deemed to survive the termination of this
Agreement. This Agreement contains the entire
understanding between Client and SHUSTER
concerning the subject matter of this Agreement.

25. Receipt of disclosure documents. Client
acknowledges that he or she has received ADV
Part 2A and Privacy Statement of Shuster Advisory
Group, LLC. Further, client consents to delivery of
future Form ADV Part 2 and Privacy Statements via
email.

Initial Here Initial Here

6 4873-0853-0014v2/022283-0544

SIGNATURES
Client: City of Lancaster
/ /
Account Holder/Trustee Signature Today’s Date (mm/dd/yyyy) Jason Caudle, City Manager
Print Name
/ /
Account Holder/Trustee Signature Today’s Date (mm/dd/yyyy) Print Name
Shuster Advisory Group, LLC:

/ /
Shuster Advisory Group, LLC Authorized Signatory Today’s Date (mm/dd/yyyy) Mark Shuster, Managing Member
Print Name
7 4873-0853-0014v2/022283-0544

SCHEDULE A

SHUSTER ADVISORY GROUP, LLC

INVESTMENT MANAGEMENT AGREEMENT
Client: City of Lancaster

1. Account Assets. The assets that you wish SHUSTER to manage at this time are approximately $8,000,000 between the two accounts.

2. Custody of Account Assets. The assets to be managed under this agreement will be held in custodial accounts established with:

Charles Schwab & Co., Inc.

PO Box 982600
El Paso, TX 79998
Phone: (866) 855-9102

3. Types of Accounts (Check all that apply)
 Defined Benefit Plan
 415(m) Excess Benefit Plan

4. Investment Advisory Fees. SHUSTER’s fees for services provided under this agreement will be as follows, depending on the type of account chosen:

All Assets:
 Yes
☐ All Assets excluding: Cash or cash equivalents held
within an investment portfolio in the account managed
by a third-party investment manager, exchangetraded fund, or mutual fund.

Fees:
 Basis Pts. 25 (0.25%)
☐ Flat Fee $________
The fees stated are per annum. The monthly fee is 1/12 the per annum fee shown. Fees will be paid monthly to SHUSTER by Charles Schwab. SHUSTER reserves the right to change the fee payment schedule, but not the per annum fee without client consent. In addition to the Advisory Fee, unaffiliated third parties may impose certain charges. These charges may include, but are not limited to, custodial fees, brokerage commissions, transaction fees, charges imposed directly by a mutual, hedge, index or exchange traded fund, fees imposed by variable annuity providers, certain deferred sales charges, odd-lot differentials, transfer taxes, and wire transfer and electronic fund fees.

5. Client Contact Information: Client contact information shall be as provided on custodian account opening paperwork
and as may be updated from time to time with custodian.

6. Signature(s):
___________________________________________
Client Signature – Jason Caudle, City Manager
___________________________________________
Client Signature –
Date:

Date:
8 4873-0853-0014v2/022283-0544
9 4873-0853-0014v2/022283-0544

SCHEDULE B

SHUSTER ADVISORY GROUP, LLC

INVESTMENT MANAGEMENT AGREEMENT
Client: City of Lancaster

1. Investment Restrictions and Guidelines. Client has specified below any investment restrictions or guidelines to be followed by Shuster Advisory Group, LLC in managing Client’s Account. (Please describe investment restrictions and guidelines below or attach a separate statement.) Assets within the Account that are subject to investment restrictions or fall outside of the guidelines specified below are considered Excluded Assets pursuant to Section 3 of the Discretionary Investment Advisory Agreement. (Please check applicable line and add any restrictions or instructions) Investment Policy Statement.

The following investment restrictions and guidelines apply:
• Each plan will have its own Investment Policy Statement.

Signature(s):
___________________________________________
Client Signature – Jason Caudle, City Manager
___________________________________________
Client Signature –
Date:

Date:
10 4873-0853-0014v2/022283-0544

STAFF REPORT
City of Lancaster
CC 19
5/9/2023
JC
Date: May 9, 2023
To: Mayor Parris and City Council Members
From: George N. Harris, II, Finance Director
Subject: Resolution Approving the Adoption of the Multiple Employer OPEB/Pension 115 Trust Administered by Shuster Advisory Group, LLC
Recommendation:

Staff recommends City Council adopt Resolution 23-XX approving the adoption of the Multiple Employer OPEB/Pension 115 Trust administered by Shuster Advisory Group and the discontinuance of the City’s current participation in the California Employers’ Retiree Benefit Trust (CERBT) administered by California Public Employee’s Retirement System (CalPERS).

Fiscal Impact:

Staff has analyzed the proposal from Shuster and the information provided in comparison to the current CalPERS program. Staff’s valuation process concluded that the transfer of the CalPERS program to the program offered by Shuster provides the greatest flexibility of investment options and the most competitive fees for the comprehensive services the City will receive, including: • Investment Fiduciary services • Consolidated full fee transparency • Customizable investment options • Individual accounts • Daily valuation and account access • Blend of active and passive investment options • Private equity/debt (optional) • GASB compliant reporting • Dedicated service team The costs associated with other providers such as PARS/U.S. Bank and PFM Asset Management are higher in cost than the solutions offered by Shuster and CalPERS. In addition, Shuster provides ten investment strategies that combine both active and passive (index) investment solutions to take advantage of the optimum mix of investments from both an investment return and cost perspective. If desired by the city, Shuster will also provide a custom portfolio at no additional cost. Although past performance is not a guarantee of future performance, in comparing the investment portfolio provided by CERBT to a similarly invested portfolio managed by Shuster, the net performance of the Shuster portfolio out-performs the CERBT portfolio in all time periods.

Background:

Assets in a 115 Trust are irrevocably committed for the government function specific in the applicable trust agreement. Additionally, monies held in such trusts can be invested in accordance with the rules governing those trusts, which are different than the investment rules for the City’s pooled investments. Investment restrictions that apply to the general fund of a City (CA Government Code 53601) do not apply to the assets held in an Irrevocable Section 115 Trust, thus allowing for more flexibility in the investment strategy.

Setting aside funds in a Section 115 Trust can potentially earn a higher rate of return than funds invested within 53601 guidelines.

After a review of the current investment portfolios and services, it was determined that improved investment flexibility, customization, transparency, and service could be achieved by transferring our plan administration and portfolio management to a different program provider.

Staff’s valuation process concluded that the program offered by Shuster Advisory Group, LLC (“Shuster”) provides the greatest flexibility of investment options and the most competitive fees for the comprehensive services the City will receive, including but not limited to Investment Fiduciary services, consolidated full fee transparency, fully customizable investment options, individual accounts (providing daily valuation and account access), blend of active and passive investment options with optional private equity/debt, GASB compliant reporting, and a dedicated local service team.

The California Employers' Retiree Benefit Trust (CERBT) Fund is a Section 115 trust fund dedicated to prefunding Other Post-Employment Benefits (OPEB) for all eligible California public agencies. Even those not contracted with CalPERS health benefits can prefund future retiree benefits such as health, vision, dental, and life insurance.

California Public Employees' Retirement System (CalPERS) Board of Administration (Board) has sole and exclusive control and power over the administration and investment of the Prefunding Plan (sometimes also referred to as CERBT), the purposes of which include, but are not limited to (i) receiving contributions from participating employers and establishing separate Employer Prefunding Accounts in the Prefunding Plan for the performance of an essential governmental function (ii) investing contributed amounts and income thereon, if any, in order to receive yield on the funds and (iii) disbursing contributed amounts and income thereon, if any, to pay for costs of administration of the Prefunding Plan and to pay for health care costs or other post employment benefits in accordance with the terms of participating employers' plans.

The City is not obligated to stay in the current trust arrangement with CalPERS, or any provider for that matter. At the time the City entered into the non-binding agreement with CalPERS there were few providers in the Section 115 Trust space. Based on market analysis completed by Shuster identifying the lack of providers available and the services being offered, they developed a program that would enhance the service and investment models at a lower cost to City’s and public agencies. To the extent that a more flexible and actively managed investment portfolio can be attained to improve the return on invested assets in the trust at a low cost, that is additional money that will be earned in the trust and then compound over time.

Analysis:

Based on available options other than CERBT, significant savings in administration costs are available from Shuster. Shuster is the same firm that took over investment fiduciary responsibilities of the City’s 457(b), 401(a), RHS, and OBRA plans, as well as plan consulting services in July of 2018. Through that change, employees, participants, and retirees have realized significant savings on the fees of those accounts as well as access to an enhanced institutional investment menu.

More specifically, in 2017 the city was introduced to Shuster and later chose to engage Shuster as the retirement plan consultant and investment fiduciary for our 457(b), 401(a), RHS, and OBRA Plans. Shuster issued a Request for Information (RFI) to the current record-keeper administering the plans and completed a comprehensive review, identifying the fees for record-keeping and administration were high and not transparent, and the quality of the investment menu needed improvement. Based on the information obtained through the RFI, Shuster subsequently conducted a Request for Proposal (RFP) for administration and recordkeeping services for the Plans. The results of the RFP proved our administration and recordkeeping fees could significantly be reduced and the city could implement an open architecture investment menu and fee transparent platform benefiting participants. The incumbent, MissionSquare (formerly known as ICMA-RC), was selected by the city at a 55% reduction in plan fees [with a 75% reduction in 457(b) and 401(a) plan record keeping costs] with an improved investment menu for plan participants. Shuster also negotiated a third-party stable value investment be added to the 457(b) and 401(a) plans that provided participants with a 200% increase in crediting rate for those wanting safety of principal. In addition, Shuster recently negotiated a further reduction of the 457(b) and 401(a) recordkeeping fees effective July of 2022, resulting in a total reduction of 91%. At the time of conversion, the positive impact to 457(b) and 401(a) participants due to the combination of the fee reduction and increased interest rate was estimated to be approximately $170,333 over a one-year period. The actual impact was higher than estimated and has averaged $253,456 per year for an overall impact of $1.141m. This enhancement does not consider any financial gains from the enhanced investment menu.

California Public Employee’s Retirement System (CalPERS) CalPERS options for OPEB and Pension Stabilization 115 trusts are referred to as the California Employers’ Retiree Benefit Trust (CERBT) for funding OPEB liabilities and the California Employers’ Pension Prefunding Trust (CEPPT) for funding future pension liabilities. Both Trusts charge employers a single fee rate to cover all program costs. CERBT offers three diversified asset allocation strategies. CEPPT offers two diversified asset allocation strategies. While these funds have lower fees than PARS or Shuster, they offer limited investment strategy options. These investment strategies may perform better than the State (LAIF) or County investment pools, however, they both have lower reported rates of return than both PARS or Shuster. Assets held within the CalPERS program are comingled with assets of other participating public agencies for investment purposes and are only valued monthly.

Shuster is a SEC-Registered Investment Advisor with over $5 billion in assets under management focusing on serving the unique needs of governmental agencies and special districts. Shuster serves as investment fiduciary to over 60 governmental agencies and special districts providing investment selection, monitoring and management, and provides plan consulting and participant services.

Shuster serves currently as the fiduciary investment advisor and plan consultant for our 457(b), 401(a), RHS, and OBRA plans. The services provided by Shuster are unique with a low-cost transparent structure and white glove approach. Shuster entered the public retirement plan sector after analyzing the sector and realizing that cities and agencies were being underserved and over-charged for their retirement plans, directly impacting the supplemental retirement savings of the public employees. Hiring Shuster for these services resulted in a 55% reduction in total plan costs for the 457(b) and 401(a) plans, in addition to a significant improvement in the quality of the investments available in the retirement plan. Shuster has proven to be responsive, analytical, and a true partner to the city.

Shuster has conducted the same analysis of the Section 115 Trust programs available to cities and agencies and again determined that cities and other public agencies were being underserved and overcharged. Shuster found that the programs available generally lacked investment flexibility, customization, transparency, and high-level customer service. As a result, Shuster created and offers a Section 115 Trust program that provides cities with enhanced services at a fraction of the cost of the Section 115 Trust marketplace. With Shuster’s ongoing oversight and exceptional service model, Staff expects similar results with the 115 Trust as experienced with the 457(b) and 401(a) plans.

Attachment:

1. Resolution 23-XX

2. Multiple Employer OPEB/Pension 115 Trust

3. Trust Administrative Services Agreement

4. Adoption Agreement for the Multiple Employer OPEB/Pension 115 Trust

5. Investment Advisor Agreement
4876-6590-5497v3/022283-0544

TRUST ADMINISTRATIVE SERVICES AGREEMENT
This agreement (“Agreement”) is made this 28th day of March, 2023, by and between CITY OF LANCASTER (the “Employer”) and SHUSTER ADVISORY GROUP, LLC (the “Trust Administrator”).

WHEREAS, the Employer has adopted one or more plans, policies, or collective bargaining agreements (“Plans”) in order to provide other post-employment health and welfare benefits (other than pensions) (“OPEB”) or retirement benefits; and WHEREAS, the Trust Administrator and Alta Trust Company (the “Trustee”) have entered into an agreement (the “Trust Agreement”) establishing the Multiple Employer OPEB/Pension 115 Trust (the “Trust”); and
WHEREAS, the Employer has adopted the Trust by executing the adoption agreement to which this Agreement is attached (the “Adoption Agreement”“) in order to fund the OPEB and retirement benefits payable under the Plans; and
WHEREAS, the Employer wishes to retain the services of the Trust Administrator to administer the Employer’s account under the Trust (“Account”).

NOW THEREFORE, the Employer and the Trust Administrator hereby agree as follows:

Capitalized words not defined this document are defined in the Trust Agreement.

1. Trust Administrator Services
The Trust Administrator will provide the following services for the Employer’s Account:

1.1 Administrative Services
A. Instruct the custodian of the Account to make disbursements from the Employer’s Account at the direction of the Employer for the payment of OPEB or retirement benefits under the Employer’s Plans funded by the Account;
B. Verify custodian’s receipt of contributions made to the Account as informed by the Employer;
C. Provide the Employer after the end of each calendar quarter with an analysis of the performance of the investments of the Account and a statement of the changes in the investments made during such calendar quarter;
D. Provide annual statements of Trust accounts;
E. Instruct the custodian to disburse funds from the Account for the payment of the fees and expenses described in Section 2.1 and 3.2; and 4876-6590-5497v3/022283-0544
F. Coordinate such other actions with the Trustee and custodian of the Account as directed by the Plan Administrator that are within the scope of the Trust Administrator’s duties under the Trust Agreement.

1.2 Investment Management Services
A. Determine the asset allocation of investments in the Employer’s Account (“Investment Strategy”) based on information provided by the Employer or the Plan Administrator, including the anticipated amounts of cash required by the Plans for distributions and other expenses, and the appropriate risk tolerance for the Plans based on the Plans’ asset-liability characteristics and the Employer’s resources;
B. Prepare a recommended policy statement of the Account’s Investment Strategy acceptable to the Employer to the extent necessary to accomplish the Account’s Investment Strategy (“Investment Policy Statement”);
C. Execute the Account’s Investment Strategy by instructing the Trustee to buy and sell shares of investments permitted under the Trust in accordance with the Investment Policy Statement;
D. In consultation with the Employer, reassess and alter the Investment Strategy and Investment Policy Statement at least annually to the extent necessary to “rebalance” the Account investments; and
E. Perform reviews at least annually of the performance of the investments held in the Account, add or reduce allocations to each investment or add or delete investments in its judgment (to the extent permitted under the Investment Policy Statement and the Trust), and promptly advise the Employer of any additions or deletions of Account investments.

2. Compensation

2.1 Fees. For all services provided by the Trust Administrator under this Agreement and the Trustee under the Trust Agreement, the following fees will apply:

Trust Administration Fees (This Agreement)1: 0.01%
Trustee Fees (Trust Adoption Agreement)2: 0.02%
Custodial Asset Based Fee (Custodial Agreement)3: 0.01% Investment Advisory Fees (Investment Advisory Agmt.): 0.06% Fees will be collected quarterly other than the Investment Advisory Fee which will be collected monthly.
1 - Will convert to a flat dollar fee after the end of contract year-3 based on the highest year-end balance of the first 3 contract years.
2 - Annual minimum fee per plan of $500. Annual maximum fee per plan of $5,000. 3 - Annual minimum fee per plan of $400. Custodian may also charge fees related to non- standard assets, checks and wire fees outlined in the Custodial Agreement for the Plan. 4876-6590-5497v3/022283-0544
Any changes to the fees above must be mutually agreed upon by Employer and service provider.

2.2 Fees for Additional Services. If and to the extent that the Employer requests the Trust Administrator to render services other than those described under this Agreement, such additional services will be compensated separately on terms to be agreed upon between the Trust Administrator and the Employer.

2.3 Pooled Investments. Assets invested by the Trust Administrator under the terms of this Agreement may from time to time be invested in individual securities, or in a proprietary money market mutual fund or local government investment pool (either, a “Pool”). Each Pool is a commingled fund managed by the Trust Administrator. Average daily net assets subject to the fees described in this section shall not take into account any funds invested in the Pool. Expenses of the Pool, including compensation for the Trust Administrator and the Pool custodian, are described in the relevant prospectus or information statement and are paid from the Pool.

3. Expenses

3.1 Furnishing of Administrative Services, Office Space, Equipment and Personnel. The Trust Administrator will furnish at its own expense all necessary administrative services, office space, equipment, clerical personnel, telephone and other communication facilities, investment advisory facilities, and executive and supervisory personnel required to perform the services under this Agreement, inclusive of reasonable costs required to attend meetings with the Employer.

3.2 Expenses of Employer’s Account. Except as otherwise provided in this Agreement, Employer agrees to pay all expenses under the Trust incurred by (or allocable to) the Employer’s Account including, without limitation, taxes, expenses (including front- or back-end charges) of an investment fund, fees and expenses of the Account’s independent auditors and legal counsel, insurance premiums, expenses of the Trustee, the keeping of books and accounts, and the allocable costs of the annual Trust accounting described in Section 9.02 of the Trust Agreement. The Trust Administrator will calculate expenses allocable to the Account on a pro-rata basis, or in any other reasonable and equitable manner determined by the Trust Administrator.

4. Payment Terms. At the end of each calendar month, the Trust Administrator will prepare and submit fees and expenses under this Agreement as described in Sections

2.1 and 3.2. Except to the extent that the Employer has elected in the Adoption Agreement to pay such fees and expenses, the Employer authorizes the Trust Administrator to charge such fees and expenses to the Employer’s Account and authorizes and instructs the custodian to disburse funds from the Account for the payment of the fees and expenses. If the Employer has elected in the Adoption Agreement to pay such fees and expenses the Trust Administrator will prepare and submit monthly invoices to the Employer. If the Employer does not fully pay any invoice within 15 calendar days after the invoice’s postmark, then the Employer hereby authorizes the Trust Administrator to charge the unpaid amount to the Account and instructs the custodian to disburse such amount from the Account for the payment of the fees and expenses. If sufficient funds are not available or cannot for any reason 4876-6590-5497v3/022283-0544
otherwise be disbursed from the Account, the Trust Administrator will notify the Employer, and the Employer will pay the unpaid amount to the Trust Administrator from other sources within 10 calendar days after receiving the notice.

5. Registered Advisor; Duty of Care. The Trust Administrator hereby represents it is a registered investment advisor under the Investment Advisers Act of 1940. The Trust Administrator will immediately notify the Employer if at any time during the term of this Agreement it is not so registered or if its registration is suspended. The Trust Administrator agrees to perform its duties and responsibilities under this Agreement with reasonable care. The federal securities laws impose liabilities under certain circumstances on persons who are required to act in good faith. Nothing herein in any way constitutes a waiver or limitation of any rights which the Employer, the Trust, or the Trust Administrator may have under any federal securities laws. The Employer hereby authorizes the Trust Administrator to sign an Internal Revenue Service Form W-9 on behalf of the Employer and to deliver such form to broker-dealers or others from time to time as required in connection with securities transactions pursuant to this Agreement.

6. Trust Administrator’s Other Clients. The Employer understands that the Trust Administrator performs investment advisory services for various other clients which may include investment companies, commingled trust funds and/or individual portfolios. The Employer agrees that the Trust Administrator, in the exercise of its professional judgment, may give advice or take action with respect to any of its other clients which may differ from advice given or the timing or nature of action taken with respect to the Account. The Trust Administrator has no obligation to purchase, sell or exchange any security for the Employer solely by reason of the fact that the Trust Administrator, its principals, affiliates, or employees may purchase, sell or exchange such security for the account of any other client or for itself or its own accounts.

7. Risk Acknowledgment. The Trust Administrator does not guarantee the future performance of the Account or any specific level of performance, the success of any investment decision or strategy that the Trust Administrator may use, or the success of Trust Administrator’s overall management of the Account. The Employer understands that investment decisions made for the Employer’s Account by the Trust Administrator are subject to various markets, currencies, economic, political and business risks, and that those investment decisions will not always be profitable. The Employer understands that past performance does not necessarily predict future performance for the Account.

The Trust Administrator will manage only the securities, cash and other investments held in Employer’s Account and in making investment decisions for the Account, the Trust Administrator will not consider any other securities, cash or other investments owned by the Employer or any of the Plans. Neither the Trust Administrator nor its officers, directors, agents, employees, and affiliate shall be liable for any losses in the Account, or any loss, cost, indebtedness, or liabilities arising from the Trust Administrator’s management of the investments in the Account (together, “Losses”) except for any Losses that result from an act or omission of the Trust Administrator constituting a violation of law or an act or omission of the Trust Administrator constituting gross negligence, willful misfeasance, bad faith or reckless disregard of its obligations under this Agreement or as otherwise may be provided by law. The Trust Administrator is not responsible for any loss incurred by reason of any act or omission of the Employer, the custodian of the Account, a third party manager, any broker-dealer, or any other third party.
4876-6590-5497v3/022283-0544

8. Term of Agreement. This Agreement will remain in effect until terminated by either party at any time by giving 90 days’ written notice to the other party of its intent to terminate.

9. Force Majeure. The Trust Administrator has no liability for any losses arising out of the delays in performing or inability to perform the services which it renders under this Agreement which result from events beyond its control, including interruption of the business activities of the Trust Administrator or other financial institutions due to acts of God, acts of governmental authority, acts of war, terrorism, civil insurrection, riots, labor difficulties, or any action or inaction of any carrier or utility, or mechanical or other malfunction.

10. Disciplinary Actions. The Trust Administrator will promptly notify the Employer if the Trust Administrator is found to have violated any state or federal securities law or regulation in any criminal action or civil suit in any state or federal court or in any disciplinary proceeding before the Securities and Exchange Commission or any other regulatory agency or department of the United States, any registered securities exchange, the Financial Industry Regulatory Authority, or any regulatory authority of any State based upon the performance of services as an investment advisor.

11. Confidentiality. The Trust Administrator will not disclose any information relating to the Plans or the Account except to authorized officers of the Employer, the Plan Administrator the Trustee and third parties retained by the Trust Administrator to perform specific services within this Agreement without the Employer’s consent. To the extent permitted by law, including but not limited to the California Public Records Act and the Ralph M. Brown Act, the Employer will not disclose any information relating the Trust to individuals other than authorized officers of the Employer and the Plan Administrator, or their respective designees, without the Trust Administrator’s consent.

12. Independent Contractor. The Trust Administrator, its employees, officers and representatives, will not be deemed to be employees, agents (except as to the purchase or sale of securities described in Section 1), partners, servants, and/or joint ventures of the Employer or the Account by virtue of this Agreement or any actions or services rendered under this Agreement.

13. Records. The Trust Administrator will maintain appropriate records of all its activities hereunder and shall provide the same to the City upon reasonable request. The Trust Administrator will use its best efforts to provide the Employer with a statement within 60 days following the end of each calendar quarter showing deposits, withdrawals, purchases and sales (or maturities) of investments, earnings received during the quarter, and the value of assets held on the last business day of the calendar quarter, all as provided for in the Trust Agreement, based on the information requested from and furnished to it by the Trustee.

14. Ownership of Reports and Documents. The Trust Administrator acknowledges that the originals of all correspondence, documents, reports and records produced in the course of providing the services pursuant to this Agreement are the property of the Employer. In the event this Agreement is terminated, the Trust Administrator agrees to provide such originals to the Employer. The Trust Administrator will not furnish copies of any such correspondence, documents reports and records to any party other than the Employer or the Plan Administrator, or their respective designees, or third parties retained by the Trust Administrator to perform services under this Agreement without the 4876-6590-5497v3/022283-0544
Employer’s consent. Notwithstanding the preceding provisions of this paragraph, the Trust Administrator is authorized to retain copies of any correspondence, documents, reports, and records to the extent needed to comply with applicable law, including but not limited to federal securities laws.

15. Trust Administrator’s Disclosure Statement. The Trust Administrator warrants that it has delivered to the Employer, at least 48 hours prior to the execution of this Agreement, the Trust Administrator’s current Securities and Exchange Commission Form ADV, Part II, including, without limitation, Schedule H thereto (disclosure statement). The Employer acknowledges receipt of such disclosure statement at least 48 hours prior to the execution of this Agreement.

16. Amendment. This Agreement shall not be changed, modified, terminated or discharged in whole or in part, except by an instrument in writing signed by both parties hereto, or their respective successors or assigns.

17. Successors and Assigns. The provisions of this Agreement are binding on the Trust Administrator and its respective successors and assigns, provided, however, that the rights and obligations of the Trust Administrator may not be assigned without the Employer’s consent.

18. Designees. In accordance with Section 1.18 of the Trust Agreement, the Employer will certify to the Trust Administrator in writing the persons or entity with the plenary authority pursuant to applicable state law over the investment and management of the Employer’s Plans or its designee (“Plan Administrator”). The Plan Administrator has the authority to act on behalf of, and to exercise any of the rights of, the Employer under this Agreement.

In accordance with Section 6.1(l) of the Trust Agreement, the Trust Administrator may designate and engage the services of such agents, representatives, advisors, counsel, accountants and other third parties, including affiliates of the Trust Administrator, and delegate its authority to perform specified services under this Agreement to such third parties. Any such designee shall have the authority to perform the services delegated to it by the Trust Administrator. Any officer of the Trust Administrator has the authority to exercise any of the rights of the Trust Administrator under this Agreement.

19. Insurance. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONSULTANT will procure and maintain the following types of insurance.

19.1 Commercial General Liability. The CONSULTANT shall carry General Liability Insurance covering all operations performed by or on behalf of the CONSULTANT providing coverage for bodily injury and property damage with a combined single limit of not less than one million dollars ($1,000,000), per occurrence. The policy coverage shall include:

A. Premises operations and mobile equipment.

B. Products and completed operations.

C. Broad form property damage (including completed operations) D. Explosion, collapse and underground hazards.

E. Personal Injury
F. Contractual liability
G. $2,000,000 general aggregate limit
4876-6590-5497v3/022283-0544

19.2 Professional Liability. Professional Liability Insurance with limits of not less than one million ($1,000,000) per claim or occurrence and two million ($2,000,000) aggregate limits. If the policy is written on a "claims made" basis, the policy shall be continued in full force and effect at all times during the term of the Agreement, and for a period of three (3) years from the date of the completion of services provided. In the event of termination, cancellation, or material change in the policy, CONSULTANT shall obtain continuing insurance coverage for the prior acts or omissions of CONSULTANT during the course of performing services under the term of the Agreement. The coverage shall be evidenced either by a new policy evidencing no gap in coverage, or by obtaining separate extended "tail" coverage with the present or new carrier.

19.3 Cyber Liability. Cyber Liability Insurance with limits of not less than one million ($2,000,000) per claim or occurrence and two million ($2,000,000) aggregate limits.

20. Notice. Written notices required under this Agreement will be sent by regular mail, certified mail, overnight delivery or courier, and will be deemed given when received at the parties’ respective addresses shown below. Either party must notify the other party in writing of a change in address.

Employer’s Address:

City of Lancaster
44933 Fern Avenue
Lancaster, CA 93534
Attn: City Manager
Trust Administrator’s Address:

Shuster Advisory Group, LLC
225 S. Lake Ave, #600
Pasadena, CA 91101
Attn: Mark Shuster, Managing Member

21. Jurisdiction and Venue. This Agreement shall be deemed a contract under the laws of the State of California and for all purposes shall be interpreted in accordance with such laws. Both parties hereby agree and consent to the exclusive jurisdiction of the courts of the State of California and that the venue of any action brought hereunder shall be Los Angeles County, California..

22. Applicable Law. This Agreement will be construed, enforced and administered according to the laws of the state of California, without regard to its conflicts of law principles. In the event that either party institutes legal proceedings against the other, venue will lie in any court of competent jurisdiction located in the County of Los Angeles, state of California.

23. Entire Agreement. This Agreement, including exhibits and any other documents referenced herein, constitutes the entire agreement of the parties with respect to the 4876-6590-5497v3/022283-0544
subject matter of this Agreement, and supersedes all prior negotiations, agreements, and understandings, whether written or oral, with respect thereto.

24. Severability. If any provision of this Agreement is held by any court of competent jurisdiction to be invalid or unenforceable, the remaining provisions of the Agreement will continue in full force and effect.

25. Counterparts. This Agreement may be executed in any number of counterparts and by different parties in separate counterparts, each of which when so executed will be deemed to be a complete original and all of which together will constitute one and the same Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their authorized officers on the date set forth in the first paragraph of this Agreement.

TRUST ADMINISTRATOR EMPLOYER
Shuster Advisory Group, LLC City of Lancaster
By: By: _____
Its: Its: _____
4886-2063-3689v3/022283-0544

ADOPTION AGREEMENT

FOR THE
MULTIPLE EMPLOYER OPEB/PENSION 115 TRUST

TABLE OF CONTENTS
Page
4886-2063-3689v3/022283-0544
INTRODUCTION ...........................................................................................................................1 ARTICLE 1 EMPLOYER INFORMATION .....................................................................................1 ARTICLE 2 PLAN INFORMATION................................................................................................1 ARTICLE 3 TRUST ADMINISTRATIVE SERVICES .....................................................................2 ARTICLE 4 INVESTMENTS..........................................................................................................2 ARTICLE 5 TRUST FEES AND EXPENSES ................................................................................2 ARTICLE 6 REPRESENTATIONS AND WARRANTIES ..............................................................2 ARTICLE 7 STANDARD OF CARE AND INDEMNIFICATION .....................................................3 ARTICLE 8 AMENDMENT ............................................................................................................4 ARTICLE 9 NO GUARANTEE OF INVESTMENT RESULTS.......................................................4 ARTICLE 10 ADOPTION OF TRUST............................................................................................4 EXHIBIT A..................................................................................................................................A-1 EXHIBIT B..................................................................................................................................B-1 EXHIBIT C C-1
1 4886-2063-3689v3/022283-0544

INTRODUCTION
By executing this Adoption Agreement, the Employer named in Article 1 of this Adoption Agreement hereby adopts and agrees to be bound by the terms of the Multiple Employer OPEB/Pension 115 Trust (the “Trust”), a copy of which is attached as Exhibit A. To the extent there is a conflict between this Adoption Agreement and the Trust, the Trust will control. Unless otherwise specified below, initially capitalized terms used in this Adoption Agreement are defined in the Trust.

ARTICLE 1

EMPLOYER INFORMATION

1.1 Employer’s Name, Address, and Telephone Number
(a) Name: City of Lancaster
(b) Address: 44933 Fern Avenue, Lancaster, CA 93534
(c) Telephone: 661-723-6000

1.2 Employer’s Taxpayer Identification Number: 95-3213004 ARTICLE 2

PLAN INFORMATION

2.1 Plan Names:

OPEB Plan(s): City of Lancaster OPEB Trust Account
Pension Plan(s):
(Each a “Plan” and collectively, the “Plans”)

2.2 Employer-designated: Plan Administrator’s Name, Title, Address, and Telephone Number:
(a) Name: Jason Caudle
(b) Title: City Manager
(c) Address: 44933 Fern Avenue, Lancaster, CA 93534
(d) Telephone: 661-723-6000
2 4886-2063-3689v3/022283-0544
ARTICLE 3

TRUST ADMINISTRATIVE SERVICES
As a condition of the Employer’s participation in the Trust, the Employer and the Trust Administrator have executed the Trust Administrative Services Agreement attached as Exhibit B.

ARTICLE 4

INVESTMENTS
The Employer hereby directs the Trust Administrator to direct the Trustee to invest the assets in the Employer’s Account in accordance with the investment strategy and any investment policy mutually agreed to by the Employer and the Trust Administrator.

ARTICLE 5

TRUST FEES AND EXPENSES

5.1 Trustees Fee will be equal to 0.02% (annual minimum fee per plan is $500 and annual maximum fee per plan is $5,000). Other fees, including Trust Administration Fees are specified in Section 2.1 of the Trust Administrative Services Agreement. Please refer to Section 2.1 of the Trust Administrative Services Agreement for further information about payment of fees and expenses.

5.2 Method of Payment. Unless the Employer otherwise elects below, the Trust Administration Fees (as defined in Section 10.01(b) of the Trust), Trustee Fees (as defined in Section 10.01(c) of the Trust), and any other reasonable fees and expenses of administering the Employer’s Account will be paid from the Employer’s Account. In lieu of payments from its Account, the Employer hereby elects to pay the following amounts:
 Trust Administration Fees
 Trustee Fees
 All expenses of the Employer’s Account other than fees  Other (please insert description):
____________________________________
____________________________________
____________________________________
3 4886-2063-3689v3/022283-0544
ARTICLE 6

REPRESENTATIONS AND WARRANTIES

6.1 The Employer hereby represents and warrants that each of the following statements is true and correct to the best of its knowledge:
(a) The Employer is a state, a political subdivision of a state or another public agency whose income is excludable from gross income under section 115 of the Code that is established and maintained under the laws of the [State/Commonwealth] of ___California______.
(b) The Employer has established and maintains one or more Plans the exclusive purpose of each is to provide OPEB or retirement benefits to its former employees.
(c) The exclusive purpose of the Employer’s participation in the Trust is to fund the Pension Obligation or OPEB Obligation, or both, under the Employer’s Plans. (d) The Employer’s participation in the Trust for the purpose of funding, as applicable, the Pension Obligation or OPEB Obligation, or both, under the Employer’s Plans is authorized under the laws of the [State/Commonwealth] of ____California_______.
(e) The Employer’s Plans do not permit participants to direct or otherwise exercise in any manner, whether direct or indirect, control over the investment of their accounts or benefits accrued under the Plans.
(f) The Employer has received copies, and has read and understands the terms, of the Trust.

ARTICLE 7

STANDARD OF CARE AND INDEMNIFICATION

7.1 Standard of Care. The Trustee and the Trust Administrator must discharge their duties in accordance with the standard of care set forth in Section 6.01 of the Trust.

7.2 Employer Indemnification of Trustee. The Employer, from its own funds and not from any assets of the Trust, agrees to indemnify the Trustee and each of its affiliates against, and will hold them harmless from, any and all loss, claims, liability, and expense, including cost of defense and reasonable attorneys’ fees, imposed upon or incurred at any time by any of them by reason of or in connection with the performance of the Trustee’s services under this Agreement, except to the extent such damages resulted from the Trustee’s or affiliate’s performance (or non-performance) of its duties under the Trust in a manner that constitutes gross negligence, willful misconduct or willful breach of the standard of care articulated in Section 6.01 of the Trust. 4 4886-2063-3689v3/022283-0544

7.3 Employer Indemnification of Trust Administrator. Employer, from its own funds and not from any assets of the Trust, agrees to indemnify the Trust Administrator and each of its affiliates against, and will hold them harmless from, any and all damages imposed upon or incurred by any of them by reason of, or in connection with its services under the Trust or the Trust Administrative Services Agreement, except to the extent that such damages resulted from the Trust Administrator’s or affiliate’s performance (or nonperformance) of its duties under the Trust or the Trust Administrative Services Agreement in a manner that constitutes gross negligence, willful misconduct or willful breach of the standard of care articulated in Section 6.01 of the Trust.

7.4 Trustee Indemnification of Employer. The Trustee, from its own funds and not from any assets of the Trust, agrees to indemnify the Employer and its elected officials, officers, employees and agents (the “Employer Indemnified Parties”) against, and will hold them harmless from, any loss, claims, liability and expense, including costs of defense and reasonable attorneys’ fees, imposed upon or incurred at any time by any of the Employer Indemnified Parties by reason of or in connection with the performance or nonperformance of the Trustee’s services under this Agreement in a manner that constitutes gross negligence, willful misconduct or willful breach of the standard of care articulated in Section 6.01 of the Trust.

7.5 Trust Administrator Indemnification of Employer. The Trust Administrator, from its own funds and not from any assets of the Trust, agrees to indemnify the Employer and its elected officials, officers, employees and agents (the “Employer Indemnified Parties”) against, and will hold them harmless from, any loss, claims, liability and expense, including costs of defense and reasonable attorneys’ fees, imposed upon or incurred at any time by any of the Employer Indemnified Parties by reason of or in connection with the performance or non- performance of the Trustee’s services under this Agreement in a manner that constitutes gross negligence, willful misconduct or willful breach of the standard of care articulated in Section 6.01 of the Trust.

ARTICLE 8

AMENDMENT
The Employer understands and agrees that the Trust may be amended from time to time by the Trust Administrator with the approval of two-thirds of the Employers then participating in the Trust.

ARTICLE 9

NO GUARANTEE OF INVESTMENT RESULTS
The Employer understands and acknowledges that investments in the Trust involve risk and that there is no guarantee of investment performance or other performance of the Trust, including but not limited to custodians, depositories, or counterparties to investment strategies of the Trust.
5 4886-2063-3689v3/022283-0544
ARTICLE 10

ADOPTION OF TRUST
By executing this Adoption Agreement, the Employer hereby adopts and agrees to be bound by the terms of the Trust and hereby approves, ratifies and confirms the appointment of Alta Trust Company as the Trustee and Shuster Advisory Group, LLC as the Trust Administrator as of the effective date of this Adoption Agreement. This Adoption Agreement and the Trust Agreement are effective on the _28th_ day of March, 2023_.

EMPLOYER ACCEPTED:

CITY OF LANCASTER TRUST ADMINISTRATOR
Agency Name SHUSTER ADVISORY GROUP, LLC
By: By:

Its: Its:

Date: Date:

TRUSTEE

ALTA TRUST COMPANY
By:

Its:

Date:

A-1
4886-2063-3689v3/022283-0544

EXHIBIT A
TRUST
B-1
4886-2063-3689v3/022283-0544

EXHIBIT B

TRUST ADMINISTRATIVE SERVICES AGREEMENT
C-1
4886-2063-3689v3/022283-0544

EXHIBIT C
PLAN ADMINISTRATOR: SPECIMEN SIGNATURE
4883-6733-6537v4/022283-0544
RESOLUTION NO. 23-XX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LANCASTER,

CALIFORNIA, APPROVING THE ADOPTION OF THE MULTIPLE EMPLOYER OPEB/PENSION 115 TRUST ADMINISTERED BY SHUSTER ADVISORY GROUP, LLC WHEREAS, Shuster Advisory Group, LLC (“Shuster”) has made available the Multiple Employer OPEB/Pension 115 Trust (“Trust”) for the purpose of pre-funding pension obligations and/or OPEB obligations; and
WHEREAS, the City of Lancaster (“City”) is eligible to participate in a tax-exempt trust performing an essential governmental function within the meaning of Section 115 of the Internal Revenue Code, as amended, and the Regulations issued thereunder, and the Multiple Employer OPEB/Pension 115 Trust administered by Shuster is a tax-exempt trust under the relevant statutory provisions of the State of California; and WHEREAS, Alta Trust Company satisfies the Trustee requirements under IRS Section 115; and
WHEREAS, all qualified assets currently held in the City’s California Employers’ Retiree Benefit Trust (CERBT) are irrevocably dedicated to prefunding the City’s OPEB obligations; and
WHEREAS, the City’s adoption and operation of the Trust has no effect on any current or former employee’s entitlement to post-employment benefits; and WHEREAS, the terms and conditions of post-employment benefit entitlement, if any, are governed by contracts separate from and independent of the Trust; and WHEREAS, the City Council has prudently set aside funds for the OPEB liability; and
WHEREAS, the City’s funding of the Trust does not, and is not intended to, create any new vested right to any benefit nor strengthen any existing vested right; and WHEREAS, the City reserves the right to make contributions, if any, to the Trust.

NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LANCASTER, AS FOLLOWS:

Section 1. The City Council hereby adopts the Shuster Multiple Employer OPEB/Pension 115 Trust, effective XXX XX, 2023; and
Section 2. The City Council hereby authorizes the termination of the City of Lancaster California Employers’ Retiree Benefit Trust (CERBT) Program, services, administration, and investment contracts with the California Public Employees’ Retirement System and California Public Employees’ Retirement System Board of Administration (herein CalPERS); and
4883-6733-6537v4/022283-0544
Section 3. The City Council hereby authorizes the appointment of Alta Trust Company as successor Trustee and Charles Schwab Trust Bank as custodian of the assets of the OPEB assets. The transfer of assets is contingent upon the acceptance of the successor Trustee and custodian; and
Section 4. The City Council acknowledges that the successor trust satisfies the requirements of Section 115 of the Internal Revenue Code and that all assets held by that trust shall qualify as “plan assets” that are irrevocably dedicated to the prefunding of OPEB and/or Pension obligations; and
Section 5. The City Council hereby authorizes the liquidation and transfer of all assets currently held in City of Lancaster California Employers’ Retiree Benefit Trust (CERBT) Program, services, administration, and investment contracts with the California Public Employees’ Retirement System and California Public Employees’ Retirement System Board of Administration (herein CalPERS) as to the City’s OPEB and/or CERBT Programs only, to Charles Schwab Trust Bank, on or around XXXX XX, 2023; and Section 6. Upon the complete transfer of all assets, CalPERS is removed as trust administrator, trustee, and investment manager; and
Section 7. The City Council hereby appoints the City Manager, or his/her successor or his/her designee as the City’s Plan Administrator; and Section 8. The City’s Plan Administrator is hereby authorized to execute the legal and administrative documents on behalf of the City, including but not limited to, approval and/or amendment of the City’s Investment Policy Statement, and to take whatever additional actions are necessary to establish and maintain the City’s participation in the Trust and to maintain compliance with any relevant regulation issued or as may be issued. 4883-6733-6537v4/022283-0544
PASSED, APPROVED AND ADOPTED this day of, 2023, by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

ATTEST: APPROVED:
______________________________ __________________________________ ANDREA ALEXANDER R. REX PARRIS
City Clerk Mayor
City of Lancaster City of Lancaster
STATE OF CALIFORNIA }
COUNTY OF LOS ANGELES }ss
CITY OF LANCASTER }

CERTIFICATION OF RESOLUTION

CITY COUNCIL
I, _______________________________, _______________________________ City of Lancaster, California, do hereby certify that this is a true and correct copy of the original Resolution No. 23-XX, for which the original is on file in my office.