time frames set forth in the Agreement, and that the property owner will be entitled to proceed with the project subject to the Agreement and all necessary development approvals.
THE CITY COUNCIL OF THE CITY OF LANCASTER, CALIFORNIA, DOES ORDAIN AS FOLLOWS:
Section 1. The foregoing Recitals are true, correct and a substantive part of this Ordinance.
Section 2. The City Council hereby makes the following findings with respect to Development Agreement No. 26-002:
a. Development Agreement No. 26-002 is consistent with the goals, objectives, and specific actions of the City’s General Plan and nothing contained within the development agreement creates an inconsistency with the City’s General Plan.
b. Development of the proposed project will further the comprehensive planning objectives contain in the City’s General Plan and will provide benefits to the community including:
1. Fulfilling long-term economic and social goals for the City including, but not limited to, providing a variety of housing types, commercial uses, schools, parks, and a fire station;
2. Providing fiscal benefits to the City in terms of increased property tax and sales revenues which support essential City services; and
3. Providing job creation; and
Section 3. Development Agreement No. 26-002 amending Development Agreement No. 18- 001 is hereby approved in its entirety.
Section 4. Any ordinance previously adopted by the City Council shall be and hereby is repealed if and to the extent inconsistent with this Ordinance; provided, however, that each such ordinance shall otherwise remain in full force and effect.
Section 5. If any section, subsection, sentence, clause, phrase or portion of this Ordinance is held for any reason to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this Ordinance and each section, subsection, sentence, clause, phrase or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases or portions be declared invalid or unconstitutional.
Section 6. The Mayor shall sign and the City Clerk shall certify to the passage and adoption of this Ordinance and shall cause the same to be published and posted pursuant to the provisions of law in that regard and this Ordinance shall take effect 30 days after adoption.
Ordinance No.
I, Andrea Alexander, City Clerk of the City of Lancaster, do hereby certify that the foregoing ordinance was regularly introduced and placed upon its first reading on the ________ day of ____________, ______, and placed upon its second reading and adoption at a regular meeting of the City Council on the _______ day of __________, ______, 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 ORDINANCE
CITY COUNCIL
I, ________________________________, ___________________________________ City of Lancaster, California, do hereby certify that this is a true and correct copy of the original Ordinance No. , 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)
___________________________________
12129121,11:49 AM Batch 1277 1 029 Confirmation
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RECORONG REOUESTED BY
City of Lancaster, City Clerk
Al{O WHEIiI RECOROED itAtL OOCUMEilTTOi
uouu City (llerk Department, (iity of Lancaster
ENEET AODiE'A
44933 Fern Avenue
ctTx STAre I
ztP60E
Lancaster, CA 93534
Please reccrd pursuant to Government (lode Section 6103 - No Fee DI]VF,LOPMENT AGREI1MENT NO. 18.01
Titlo of Document
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RECORDING REQUESTED BY
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AND WHEN RECORDED MAIL DOCUMENT TO:
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STREET ADDRESS
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CITY, STATE &
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Lancaster, CA93534
SPACE
Please record pursuant to Government Code Section 6103 - No Fee DEVELOPMENT AGREEMENT NO. 18-OI
Title of Document
USE ONLY
t
DEVELOPMENT AGREEMENT NO. 1 8-OI
By and Between
THE CITY OF LANCASTER
And
PALMDALE CAPITAL, LLC, AVANTI WEST VENTURES,LLC, DNY HOLDINGS, LLC,
DDCX, LLC, TIKKUN AVANTI, LLC, AND REPUBLIC AGORA, LLC
For the
AVANTT SOUTH SPECIFTC PLAN (Spl5-02)
48254977-t635.1 Page | 1
DEVELOPMENT AGREEMENT
(Development Agreement No. DA I 8-01)
THIS DEVELOPMENT AGREEMENT (this "Agreement") is made and entered into in the City of Lancaster on the I l th day of September, 20 I 8, by and between the CITY OF LANCASTER, a charter city and municipal corporation ("City") and PALMDALE CAPITAL, LLC, a Califomia Limited Liability Company, AVANTI WEST VENTURES,LLC, a Califomia Limited Liability Company, DNY HOLDINGS, LLC, a California Limited Liability Company, DDCX, LLC, a Califomia Limited Liability Company, TIHHUN AVANTI, LLC, a Califomia Limited Liability Company and REPUBLIC AGORA, LLC, a New York Limited Liability Company (collectively, the "Owner"), pursuant to the authority of Sections 65864-65869.5 ("Califomia Vesting Statutes") of the Califomia Govemment Code,"the City's charter and the applicable provisions of the City's municipal code. The City and Owner are sometimes referred to herein individually as a "Party" andlor collectively as the "Parties."
RECITALS
INTENT OF THE PARTIES
A. To strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development, the Legislature of the State of Califomia enacted the Califorria Vesting Statutes which authoize a City and any person having a legal or equitable interest in real property to enter into a development agreement and, among other things, establish certain development rights in property which is the subject of a development project application.
B. The Cify, a charter city, is authorized by its charter and the Califomia Vesting Statutes to enter into development agreements with persons and entities having a legal or equitable interest in real property, for the purposes of establishing predictability for both the City and the properly owner in the development process. The City enters into this Agreement pursuant to the provisions of the California Vesting Statutes, the Califomia Government Code, the City's General Plan (the "General Plan"), the City's charter and the Lancaster Municipal Code (the "City's Municipal Code") and all applicable City policies.
C. Owner is the ownership entity of the real property located in the City of Lancaster, County of Los Angeles, State of California, as further depicted and described in Exhibit A, attached hereto and incorporated herein by reference (the "Property"). Owner desires to develop the Property in accordance with the City Approvals (defined below).
D. Owner proposes the construction of a multi-use development on the Property, commonly referred to as the Avanti South Specific Plan Project (the "Project"), consisting of a maximum of 1,700 dwellings units, commercial and retail uses, and community / public facilities on approximately30T.T acres of undeveloped land within the southwestern portion of the City, approximately fivc (5) miles west of SR-14. 48254977-1635.1 Page | 2
E. The following approvals, entitlements, applications and findings (collectively the "City Approvals") are included with the overall Project:
i. Resolution No. l8-47, approving and adopting Specific Plan No. l5-02, the Avanti South Specific Plan;
ii. Ordinance No. 1047, approving Zone Change No. I 6-01 ; iii. Resolution No. 18-47, certifying Environmental Impact Report No. l6-01 (the "Project EIR");
iv. Resolution No. l8-47, approving General Plan AmendmentNo.16-01; and v. Resolution No. l8-47, approving Vesting Tentative Tract Map No. 74312.
F. The development of the Project also will require future discretionaryand ministerial approvals from the City that have not been reviewed or approved by the City prior to the Adoption Date (defined below) of this Agreement. These future discretionary and ministerial approvals by the City include, but are not limited to, additional tentative maps, final maps, conditional use permits, encroachment permits, grading permits, building permits, special pcrmits, site plan reviews, design review and certificates of occupancy (collectively, the "Subsequent Approvals"). The term Subsequent Approvals also references and includes any further project review required by the Califomia Environmental Quality Act ("CEQA"), including implementation of all mitigation measures, monitoring programs, regulatory permits and conditions adopted as part of the City Approvals.
G. To ensure that the intentions of the City and Owner with respect to the City Approvals are carried out, the Parties desire voluntarily to enter into this Agreement to facilitate development of the Project, subject to the conditions and requirements included in this Agreement.
H. The City Council has determined that development of the Project will fui1her the comprehensive planning objectives contained in the General Plan, as defined below, and will afford the City, its citizens and the surrounding region with the following benefits (collectively, the "Public Benefits"):
i. Fulfilling long-term economic and social goals for the City and the community, including amenities that the City and the residents desire; ii. Providing fiscal benefits to the City's general fund in terms of increased property tax and sales tax revenues to help support essential City services; iii. Providing job creation, both shorl-term consfiuction employment and long- term permanent employment in the City;
iv. Financing and constructing significant infrastructure improvements that will serve the region and the community;
v. Providing additional housing stock, commercial and retail opportunities and recreational amenities for use by the City and its residents; and Page | 348254977-1635.1
vi. The best interest of the Cify and public health, safety and welfare of its citizens will be serued by entering into this Agreement.
L This Agreement constitutes a current and valid exercise of the City's police powers to provide predictability to Owner in the approval and development process by vesting the permitted uses, density, intensity of use, timing and phasing of development consistent with the City Approvals in exchange for Owner's commitment to provide Public Benefits to the City.
J. The phasing, timing and development of public infrastructure necessitates a sigrrificant commitment of resources, planning and effort by Owner for the public facilities financing, construction and dedication to be successfully completed. ln retum for Owner's participation and commitment to these significant contributions of private resources for public purposes, the City is willing to exercise its authority to enter into this Agreement and to make a commitment of predictability for the development process for the Project and the Properry. The development of the Project and the Property will be necessary to generate the fees, tax revenue and other funding required for the public infrastructure.
K. The City's Planning Commission held a duly noticed public hearing on this Agreement on June 18,2018 and recommended approval of this Agreement to the City Council.
L. The Cify Council held a duly noticed public hearing on this Agreement on September 11, 2018. The City Council, on the recommendation of the Planning Commission, made findings and subsequently determined that the Project is one for which a development agreement is appropriate under the California Vesting Statutes and the applicable sections of the City's Municipal Code. The City Council approved and adopted this Agreement by Resolution No. l8-47 on September 11, 2018 (the "Adoption Date"), and the Agreement became effective on April 23,2019 (the "Effective Date").
NOW, THEREFORE, with reference to the foregoing recitals and in consideration of the mutual promises, conditions and covenants hereinafter set fofth, the Parlies agree as follows:
48254977-t635.1 Page | 4
AGREEMENT
1 . Incomoration of Recitals. The Preamble, the Recitals and all defined terms set forth in both are hereby incorporated into this Agreement as if hereinafter fully and completely rewritten.
2. Incomoration of Exhibits. All exhibits attached to this Agreement are incorporated as a part of this Agreement. Those exhibits are:
3. Terms and Definitions. The following terms when used in this Agreement shall have the meanings set forth below. Certain other tenns shall have the meaning set forth for such term in this Agreement:
3.1. 'Adoption Date" is defined in Recital L.
3.2. 'Age Restricted Property" means any residential project developed exclusively for residents aged fifty-five (55) or greater, or any project that meets the requirements of Califomia Civil Code Section 51.3. Al1 Age Restricted Property within the Project shall carry with it a deed restriction requiring the properly be maintained as an Age Restricted Property.
"Annual Review" is defined in Section 17.1
"Applicable Laws" is defined in Section 8.
"Applicable Regulations" is defined in Section 16.2.
"Assignment and Assumptions Agreement" is defined in Section 10.1(b) and a sample form can be found at Exhibit B.
3.7 . "Builder's Tentative Map" means a map created for the purpose of designing individual residential lots or multi-family units for sale to end-user homeowners.
3.3 3.4
3.5 3.6
Exhibit Description
A. Legal Description of Property
B. Form Assignment and Assumption Agreement
C. Permitted Exactions
D. Infrastructurc Phasing
E. Park Phasing
48254977-t635.1 Page | 5
3.8. "California Public Records Act" is defined in Section 17.5.
3.9. "California Vesting Statutes" is defined in the introduction pangraph as the Califorria Government Code Sections 65864-65869.5, as amended.
3.10. "CC&Rs" is defined in Section 13.4.
3.1l."CEQA" is defined in Recital F as the California Environmental Quality Act as is codified in Califomia Public Resources Code Sections 21000 et.seq., and California Code of Regulations Title 14, Division 6, Chapter 3.
3.l2. "City" is defined in the introduction paragraph.
3.13. "City Approvals" is defined in Recital E.
3.14. "City's Municipal Code" is defined in Recital B.
3.15. "Construction" is defined in Section l3.l .
3 . I 6. "Construction Milestones" is defined in Section 1 3. 1 .
3.17. "Development Agreement Fee" is defined in Section 13.3.
3.18. "Development Exactions" is defined in Section 12.
3.19. "Effective Date" is defined in Recital L.
3.20. "Estoppel Certificate" is defined in Section 20.1.
3.21. 'Financing Map" is defined as any Tentative Map recorded for finance and conveyance purposes only.
3.22. "General Plan" is defined in Recital B.
3.23. "Indemnitees" is defined in Section 19.1.
3.24."Mello-Roos Community Facilities District" or "CFD" is defined as any district formed pursuant to the Mello-Roos Community Facilities Act of 1982, as amended, commencing with Section 53311 et. seq., of the Califomia Government Code.
3.25. "Mortgage" is defined as a deed of trust or other financial encumbrance placed on the Propcrty, or any portion thereof.
3.26. "Morlgagee" is defined as any person or entity, including any deed of trust beneficiary who acquires title to the Property, or any portion thereof.
3.27 . "Optional Term" is defined in Section 5.
3.28. "Owner" is defined in the introduction paragraph. 4lzs4e77-t635.t Page | 6
3.29. "Permitted Exactions" is defined in Section 12 and Exhibit C.
3.30. "Project" is defined in Recital D.
3.3 I . "Property" is defined in Recital C and described in Exhibit A.
3.32. "Public Benefits" is defined in Recital H and its associated subsections.
3.33. "Public Improvements" is defined in Section 1 l.
3.34. "Public lnfrastructure" is defined in Section 13.2.
3.35. "Reserved Powers" shall mean that authority and those powers reserved in Section 15.
3.36. "Specific Plan" means the Avanti South Specific Plan.
3.37."Tentative Map(s)" mean any Project tentative map approved after the Effective Date, including a tentative parcel map, as defined in the Califomia Subdivision Map Act and Municipal Code.
3.38. "Subsequent Approvals" is defined in Recital F.
3.39. "Term" is defined in Section 5.
3.40. "Uniform Codes" is defined as the Uniform Administrative, and the International Building, Mechanical, Plumbing, Electrical, Fire Codes.
3.41. "Unit" is defined as a residential dwelling unit within the Project regardless of whether for sale or rent. This definition is provided for the purpose of calculating the Development Agreement Fee set forth in Section 13.4, and is not intended to allow for conversion ofnon-residential uses to residential uses.
4. Provisions Required by Statute. California Government Code Sections 65865.1 and 65865.2 provide, in part, that a development agreement shall speci$, the following:
4.1. Duration of the Agreement. See Section 5 of this Agreement.
4.2- Permitted uses of the Propefty. See Recital D and Section 7 of this Agreement.
4.3. Maximum height and size of proposed buildings. See City Approvals.
4.4. Reservation or dedication of land for public purposes. See City Approvals.
4.5. Periodic review, at least annually, to demonstrate good faith compliance with the development agreement. See Section l7 of this Agreement. 48254971-t635.1 Page | 7
E,F'F'ECTIVE TE AND TF"RM
5. Term. The term of this Agreement (the "Term") shall commence upon the Effective Date and continue for a period of twelve (12) years. Any development, construction, operation or use in connection with the Project that is initiated within the Tenn by the submittal of an application by or on behalf of Owner shall be deemed to comply with this Agreement Landowner shall have the option to extend the initial Term for a maximum of one (1) five (5) year extension for a total possible term ofseventeen (17) years (the "Optional Term") unless the Term is terminated, modified or extended by the tetms of this Agreement, or by mutual consent ofthe Parties hereto, provided: (a) Owner provides at least ninety (90) days advance written notice prior to the expiration of the initial Term of its intent to request the Optional Term; (b) Owner is in compliance with the Construction Milestones as outlined in Sections
13.1,13.2 and 13.3 of this Agreement; and (b) the Owner is not then in Default under this Agreement.
Upon request of thc Owner, the Optional Term shall be confirmed by a votc of the City Council, in writing, at least thirty (30) days prior to the expiration of the initial Term.
5.1. Extension of Term Due to Litiqation. In the event that litigation if filed by a third party (defined to exclude the City and Owner and any assignee or transferee of Owner) which seeks to invalidate this Agreement or any of the City Approvals or Subsequent Approvals, the Term shall be extended for a period equal to the length of time from the time a summons and complaint and/or petition are serued on the defendant(s)/respondent(s) until the resolution of the matter is final and not subject to appeal.
5.2. Automatic Termination of Agreement. This Agreement shall automatically be terminated, without any fuilher action by either Party or need to record any additional document upon the occuffence of any of the following:
5.2.l.Issuance of a Certificate of Occupancy. Upon issuance by the City of a final certificate of occupancy for a Unit, that Unit and its owner shall have no further obligations under and shall be released fi'om this Agreement automatically and without necessity of a separate instrument;
5.2.2.Non-Residential Sale. Upon the finalization of a non-residential sale or commercial sale of a lot in the Project, that lot and its owner shall have no further obligations under and shall be released from this Agreement automatically and without the necessity of a separate instrument; or
5.2.3.Conveyance to an Association. Upon the conveyance of any lot, parcel or other property, whether residential, commercial or open space, to a homeowner's association, property owner's association, or public or quasi-public entity, that lot, parcel or properby and its owner shall have no further obligations under and shall be released fi'om this Agreement automatically and without necessity of a separate instrument. Owner shall have no further obligations under and shall be released from 48254977-1635.1 Page | 8
the obligations and encumbrances of this Agreement for with respect to the released 1ot.
5.2.4.No Fonnal Action Required. No formal action by the City is required to affect any release occurring under this Section. However, within forty-five (45) days after Owner's request, the City shall sign and deliver an Estoppel Certificate or other similar document to acknowledge the release. Owner shall have no further obligations under and shall be released from the obligations and encumbrances ofthis Agreement with respect to the released Unit, lot, parcel or other property.
STANDARDS. LAWS AND PROCEDURES GOVERNING THE PROJECT
6. Vested Rieht to Develop. Owner shall have a vested right to develop the Project on the Project Site in accordance with the terms and conditions of this Agreement, the Project Approvals and other Applicable Laws. Nothing in this Section shall be deemed to eliminate or diminish the requirement of Owner to obtain any Subsequent Approvals required by law.
6.1. Extension of Approvals or City Approval.
6.l.l.Financine Map and Tentative Tract Map. Pursuant to Califomia Govemment Code Section 66452.6, the term of all Financing Map(s) and Tentative Tract Map(s) that are approved for all or any portion ofthe Property, both prior to and subsequent to the Effective Date, shall be automatically extended to a date coincident with the Term.
6.l.2.Discretionary Actions. Design reviews, use permits, variances and exceptions shall lapse according to the regulations in the City's Municipal Code or the Specific Plan.
7. Permitted Uses Vested by This Aereement. The permitted uses of the Project Site; the density and intensity of use of the Project Site; the maximum height, bulk and size of proposed buildings; provisions for reservation or dedication ofland for public purposes and the location of public improvements; the general location of public utilities; and other terms and conditions of development applicable to thc Projcct, shall be as set forth in this Agreement, the Project Approvals and, as and when they are issued (but not in limitation of any right to develop as set forth in the Project Approvals), the Subsequent Approvals.
8. Applicable Laws. The rules, regulations, official policies, standards and specifications applicable to the Project shall be those set fofih in this Agreement and the Project Approvals, and, with respect to matters not addressed by this Agreement or the Project Approvals, those rules, regulations, official policies, standards and specifications (including City ordinances, resolutions and codes) governing permitted uses, building locations, timing of construction, densities, design, heights, fees, exactions, and taxes in force and effect on the Effective Date of this Agreement (collectively, the "Applicable Laws"). 48254977-1635.1 Page | 9
9. Changes in Applicable Laws.
a) Non-Application of Chanees in Applicable Laws. Any change in, or addition to, the Applicable Laws, including, without limitation, any change in any applicable general or specific plan, zoning ordinance or building regulation adopted or becoming effective after the Effective Date, including, without limitation, any such change by means of ordinance, initiative, referendum, resolution, motion, policy, order or moratorium, initiated or instituted for any reason whatsoever and adopted by the City Council or Planning Commission or by the electorate, as the case may be, which would, absent this Agreement, othetwise be applicable to the Project and which would conflict with the Applicable Laws, including this Agreement or the Project Approvals, sha1l not be applied to the Project or the Property unless such changes represent an exercise of the powers reseled to thc City in Section I 5 of this Agreernent or are otherwise expressly allowed by this Agreement or consented to in writing by Owner.
b) Amendments to Califomia Vesting Statutes. This Agreement has been entered into in reliance upon the provisions of the Califomia Vesting Statutes relating to development agreements, as those provisions existed as of the date of execution of this Agreement. No amendment or addition to those provisions which would materially affect the interpretation or enforceability of this Agreement shall be applicable to this Agreement, unless such amendment or addition is specifically required by the California State Legislature, or is mandated by a courl of competent jurisdiction. If such amendment or change is permissive, as opposed to mandatory, this Agreement shall not be affected unless the Parlies mutually agree, in writing, after following the procedures to amend this Agreement as set forth in Sections 16.7 and 16.8.
c) Chanses in Uniform Codes. Notrvithstanding any provision of this Agreement to the contrary, construction of the Project shall comply with changes occurring from time to tirne in the Uniform Codes pursuant to the Reserved Powers. d) Changes Mandated by Federal or State Law. This Agreement shall not preclude the application to the Project of changes in, or additions to, the Applicable Laws Ihat" are mandated by state or federal laws or regulations. In the event state or federal laws or regulations prevent or preclude compliance with one or more provisions of this Agreement, such provisions shall be modified or suspended if necessary to comply with such state or federal laws or regulations and City and Owner shall take such action as may be required pursuant to this Agreement including, without limitation, Section 26J6 (Covenant of Cooperation) and Section 21.4 (Extensions). Not in limitation of the foregoing, nothing in this Agreement shall preclude City from imposing on Owner any fee specifically mandated and required by state or federal laws and regulations. 48254977-1635.1 Page | 10
e) Special Taxes and Assessments. Owner shall have the right, to the extent pennitted by law, to protest, oppose and vote against any and all special taxes, assessments, levies, charges and/or fees imposed with respect to any assessment districts, Mello-Roos Community Facilities Districts, maintenance districts or other similar districts.
0 Applicable Rule/City Approval/Development Agreement Inconsistency. In the event of any inconsistency between any City Law, Land Use Regulation, City Approval, and the Avanti South Specific Plan and this Agreement, the Avanti South Specific Plan and this Agreement shall control.
10. Assignment.
10.1. Rieht to Assisn. The Owner shall have the right to sell, transfer, or assign this Agreement in whole or in part to any person, partnership, joint venture, limited liability company, firm or corporation at any time during the Term of this Agreement, without the prior written consent of the City, which shall not be unreasonably withheld, conditioned or delayed. In any event, any sale, transfer or assignment shall include the assignment and assumption of the rights and duties set forth herein, and shall be made in compliance with the following conditions precedent:
a) No sale, transfer, or assignment of any right of interest under this Agreement shall be made unless made together with the sale, transfer, or assignment of all or a parl of the Property. Any parlial transfer hereunder shall be in full compliance with the City's subdivision requirements.
b) Concurrent with any such sale, transfer or assignment the Owner shall notify City, in writing, of such sale, transfer, or assignment and shall provide City with an executed dgreement, in substantially their form attached hereto as Exhibit B, by the purchaser, transferee, or assignee and providing therein that the purchaser, transferee, or assignee expressly and unconditionally assumes all the duties and obligations of the Owner under this Agreement as to the Property or portions of the Property purchased (the "Assignment and Assumptions Agreement"). Any sale, transfer, or assignment that does not comply with the foregoing conditions shall constihrte a default by the Owner under this Agreement.
10.2. Release of Transferrins Owner. Notwithstanding any sale, transfer, or assignment a transferring Owner shall continue to be obligated under this Agreement unless such transferring Owner is given a release in writing by the City (the form of which is attached as parl of the Assignment and Assumption Agreement), which release shall be provided by City upon the fulI satisfaction by such transfering Owner of all the following conditions:
48254977-t63s.1 Page | 11
a) The transferring Owner no longer has a legal interest in all or any parl of the Properly except as a beneficiary under a deed of trust:
b) The transferring Owner is not then in default under this Agreement; and c) The transferring Owner has provided the City with the notice and executed agreement required under Subscction (b) ofSection 10.1 abovc.
10.3. Subsequent Assignment. Any subsequent sale, transfer, or assignment after an initial sale, transfer, or assignment shall be made only in accordance with and subject to the terms and conditions of this Section.
10.4. Morteasee Protection. The parties hereto agree that this Agreement shall not prevent or limit Owner, in any manner, at Owner's sole discretion, from encumbering the Property or any portion thereof or any improvement thereon by a Mortgagee, deed of trust or other security device securing financing with respect to the Properfy. Owner is hereby given the express right, in addition to any other rights herein granted, to grant a Mortgagee on its interests in this Agteement or any parls thereof under one or more Mortgagees and to assign this Agreement as collateral security for any such Mortgage. City acknowledges that the lenders providing such financingmay require certain Agreement interpretations and modifications and agrees upon request, from time to time, to meet with the Owner and representatives of such lenders to negotiatc in good faith any such request for interpretation or modification. City will not unreasonably withhold its consent to any such requested interpretation or modification provided such intetpretation is consistent with the intent and purposes of this Agreement, as determined in the City's sole discretion.
10.5. Owner shall reimburse City for any and all of City's reasonable City Staff time and direct third parly costs associated with said negotiations, interpretations, and modifications and shall make reimbursement payment to City within thirty (30) days of receipt of an invoice (including copies of all back up documentation) from City.
10.6. Any Mortgagee of the Property shall be entitled to the following rights and privileges:
a) Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish or impair the lien of any Mortgage on the Properry made in good faith and for value, unless othetwise provided by law. b) The Mortgagee of any Morlgage or deed of trust encumbering the Property, or any part thereof, which Mortgagee has submitted a request in writing to the City in the manner specified herein for giving notices, shall be entitled to receive written notification from City of any default by the Owner in the performance of Owner's obligations under this Agreement.
c) If the City timely receives a request from a Moftgagee requesting a copy of any notice of default given to Owner under the terms of this Agreement, City shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to the Owner. The Morlgagee shall have the right, but not the Page I 124825457'7 -t635.1
obligation, to cure such default within ninety (90) days after receipt of such notice, or if such default can only be remedied or cured upon obtaining possession of the Property, such Mortgagee shall have the right to seek or obtain possession with diligence and continuity through a receiver or otherwise, and to remedy or cure such default within ninety (90) days after obtaining possession, and the City may not exercise any of its remedies under this Agreement until expiration of such ninety (90) day period; provided, that in the case of a default which cannot with diligence be remedied or cured, or the remedy or cure of which cannot be commenced, within such ninety (90) day period, the Mortgagee shall have such additional time as is reasonably necessary to remedy or cure such default. d) Any Mortgagee who comes into possession of the Properfy, or any part thereof, pursuant to forcclosure of the Morlgage or deed of trust , or deed in lieu of such foreclosure, shall take the Property, or part thereof, subject to the terms of this Agreement. Notwithstanding any other provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty under this Agreement to perform any of thc Owner's obligations or other affirmative covenants of thc Owner hereunder, or to guarantee such performance, provided however, that to the extent that any covenant by City, the performance thereof shall continue to be a condition precedent to City's perfotmance hereunder, and further provided that any sale, transfer, or assignment by any Mortgagee in possession shall be subject to the provisions of this Agreement.
e) Any Mortgagee who comes into possession of the Properfy, or any portion thereof, pursuant to subsection (d) above and who elects not to assume the obligations of the Owner set forth herein shall not be entitled to any rights to develop which have or may have vested as a result of this Agreement. ll.Public Improvement. Owner shall construct, or cause to be constructed, those public improvements ("Public Improvements") necessary to serve the Project and as set forth in the Development Approvals. The Parties understand and agree that the Public Improvements, once constructed, will provide significant local and regional benefits to the City and the surrounding areas. Said Public Improvements shall be constructed in accordance with applicable City standards or the standards of any other public agerLcy having jurisdiction existing as of the Effective Date, to the reasonable satisfaction for the City Engineer, and in compliance with the Subdivision Map Act, including provisions requiring the posting of security.
12. Permit Conditions and Exactions (Fees and Charges). Notwithstanding anything to the contrary in the Development Approvals, the development impact fees established and imposed by the City pursuant to the California Mitigation Fee Act as set forth in California Govemment Code Sections 66000 et seq., user fees, linkage fees, assessments, charges, general or special taxes, municipal financing, land dedication requirements, fees and charges for on-site and off-site (i) storm drains and flood control facilities, (ii) roads and bridges, (iii) park and recreation facilities, (iv) water system mainlines and storage reservoirs, (v) treatment plant capacity, and (vi) traffic signals, as well as all other categories of exactions or conditions to development (collectively referred to as "Development Exactions") which may 482549',1',1-1635.1 Page | 13
be imposed by the City pursuant to any subdivision andlor land use application or which are related in any manner to development of the Property are limited for the first five (5) years of this Agreement to those Development Exactions currently adopted by the City, as of the Effective Date, a copy of which are included within the Existing Land Use Regulations attached hereto as Exhibit C and ("Permitted Exactions'"). City agrees that at the time of approval of tentative tract maps and parcel maps, or amendments to or modifications thereof or at the time of the granting of other approvals (whether discretionary or ministerial) or issuing any permits, it shall impose Permitted Exactions only.
After the expiration of the initial five (5) year fee freeze, the City Agees to phase in any new or increased Development Exactions as follows:
Year I - Units shall be assessed the original Permitted Exactions total plus 20Vo of the amount of increase between the original Development Exactions and the then-current Development Exactions.
Year 2 - Units shall be assessed the original Permitted Exactions total plus 40o/o of lhe amount of increase between the original Development Exactions and the then-current Development Exactions.
Year 3 - Units shall be assessed the original Permitted Exactions total plus 60Yo of the amount of increase between the original Development Exactions and the then-current Development Exactions.
Year 4 - Units shall be assessed the original Permitted Exactions total plus 80% of the amount of increase between the original Development Exactions and the then-current Development Exactions.
Year 5 - Units shall be assessed the original Permitted Exactions total plus 100% of the amount of increase between the original Development Exactions and the then-current Development Exactions.
12.1. Reduction of Permitted Exactions for Age Restricted Project. Any qualifying Age Restricted Project developed in the Project shall be eligible for an automatic reduction equivalent to twenty-five percent Q5%) of the then-current Permitted Exactions imposed by the City, excluding only the City's then-current and applicable Planned Local Drainage Facilify Fees and Biological Impact Fee.
13. Owner Obligations. As a material consideration for the long term assurances, Vested Rights, and other City obligations provided by this Agreement, and as a material inducement to the City to enter into this Agreement, Owner has offered and agreed to provide the Public Benefits to the City listed in this Section and has further agreed to comply with all of its obligations under this Agreement.
48254977-1635.1 Page | 14
13.1. Construction Milesiones. In order to preserve and maintain the provisions of this Agreement, Owner must commence Construction on the Project within eight (8) years from the Effective Date of the Agreement. For purposes of this Section, "Conshuction" is defined as one or more of the following: rough grading, finished grading, utility construction, infrastructure construction, and any other physical preparations or building conshuction, either on-site or off-site for the Project. 1 3. 1 . 1 . Notwithstanding any other provisions of this Agre ement, Owner is required to perform the following additional construction obligations :
1 3. 1 .1 .a. A minimum of three hundred (300) Units shall be constructed within the first ten (10) years of the Effective Date.
13.2. Road and Infrastructure Plannine. Owner shall phase and construct the road and infrastructure improvements (collectively the "Public Infrasfiucture") in accordance with the improvement list and milestone schedule attached hereto as Exhibit D and incorporated herein by reference.
13.3. Park Phasine. Owner shall phase and construct the Project's parks in accordance with the milestone schedule attached hereto as Exhibit E and incorporated herein by reference.
13.4. Development Agreement Fee. Upon issuance of the first building permit for a Builder's Tentative Map within a planning area for the Project, Owner shall pay to the City a one-time Development Agreement Fee of Three Hundred Fifty Dollars ($350.00) per Unit for the units covered by that Builder's Tentative Map.
13.5. Covenants. Conditions and Restrictions. Owner shall have the ability to reserve and record such covenants, conditions and restrictions ("CC&Rs") against the Property as Owner deems necessary and appropriate, subject to review and approval by the City Attorney, which approval will not be unreasonably withheld, to adequately address the Project's conditions of approval. CC&Rs may not conflict with this Agreement, the Specific Plan, or the General Plan. Before recording any CC&Rs, Owner shall provide a copy of the CC&Rs to the City for review by the City Attomey. Within sixty (60) days after receiving the proposed CC&Rs from Owner, the City Attomey shall provide Owner with either (i) a statement that the CC&Rs substantially comply with this Agreement, or (ii) written comments identifying each aspect of the CC&Rs the City Attorney believes may conflict with this Agreement.
14. City's Oblieations.
14.1. Diligent Processing of SubsequentApprovals. City staff shall diligentlyprocess, in good faith, the Subsequent Approvals. Nothing in this Section or Agreement shall be construed to limit or otherwise preclude any rights allocated to Owner under the Califomia Govemment Code, and the Permit Streaming Act. 48254977-1635.1 Page | 15
14.2. Fee Satisfaction. Credits and Reimbursements. Subject to the terms and provisions of this Agreement the City agrees that certain Development Impact Fees are deemed partially satisfied for the Project, as more fully described in this Section. Further, subject to the terms and provisions of this Agreement, the City agrees that the Project may be entitled to certain Development Impact Fee Credits and Third Party Reimbursements as more fully described in this section.
Owner may, pursuant to this Agreement, finance the construction of certain improvements, including, without limitation, roadways, sewer, water, reclaimed water, solid waste, park, multi-pulpose trails, drainage and/or other utilities which are the obligation of, and thus would otherwise be paid for fully or in part by, the City or other parties and which serve to benefit the Owner and other propefiies or which would be financed by existing or future City fees or other similar fees.
City and Owner agree that, in consideration for Owner financing and constructing improvements that qualifu for credit or third party reimbursement, Owner, upon entering into an improvement agreement with the City and posting security for improvements, shall be entitled to fee credits and/or third party reimbursements, in accordance with the procedures set forth in this Agreement.
14.2.1. Park and Recreation Facilities - With the exception of any Unit entitled to a reduction pursuant to Section 12. 1, Owner is entitled to a twenty-five percent (25%o) reilrction against all City Park and Recreation fees for each Unit constructed.
I 5. Reserved Authority.
15.1. Limitations. Reservations and Exceptions. Notwithstanding any other provision of this Agreement, the following Subsequent Land Use Regulations shall apply to the development of the Property.
a) Processing fees and charges of every kind and nature imposed by City to cover the actual costs to City of processing applications for Development Approvals or for monitoring compliance with any Development Approvals granted or issued. b) Procedural regulations relating to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals and any other matter of procedure.
c) Regulations governing construction standards and specifications including, without limitation, the Uniform Codes and the City's building code, plumbing code, mechanical code, electrical code, fire code and grading code. d) Regulations which may be in conflict with the Development Plan but which are reasonably necessary to protect the public health and safety. To the extent possible, any such regulations shall be applied and construed so as to provide Owner with the rights and assurances provided under this Agreement. 48254977-t635.1 Page | 16
e) Regulations which are not in conflict with the Development Plan. Any regulation, whether adopted by initiative or otherwise, limiting the rate or timing of development of the Property shall be deemed to conflict with the Development Plan and shall therefore not be applicable to the development of the Propeffy. f) Regulations which are in conflict with the Development Plan provided Owner has given written consent to the application of such reguladons to development of the Properfy. Owner may withhold such consent in its subjective good faith business judgment.
15.2. Subsequent Approvals. In connection with any Future Development Approval or action which the City is permitted or has the right to make under this Agreement relating to the Project, the City shall exercise its discretion or take action in a manner consistent with this Agreement and such other standards, terms and conditions contained in this Agreement. Notwithstanding the foregoing, this Agreement shall not prevent the City from applying Subsequent Land Use Regulations which do not conflict with the Development Plan nor shall this Agreement prevent City from denying or conditionally approving Future Development Approvals on the basis of the Applicable Regulations or any Subse quent Applicable Regulations not in conflict with the Development Plan. Upon City's granting any Future Development Approval, such Future Development Approval shall become part of the Project Development Approvals.
15.3. State and Federal Laws and Resulations. In the event that State or Federal laws or regulations prevent or preclude compliance with one or more of the provisions of this Agreement, such provisions of this Agreement shall be modified or suspended as may be necessary to comply with such State or Federal laws or regulations; provided, however, that this Agreement shall remain in full force and effect to the extent it is not inconsistent with such laws or regulations and to the extent such laws or regulations do not render such remaining provisions impractical to enforce
16. Development and Control of Development.
16.1. Control of Develooment. While this Agreement is in effect and subject to the City's Reservation of Authority, Owner shall have the vested right to develop the Property pursuant to and in accordance with the Applicable Regulations pursuant to this Agreement, including, without limitation, specific uses, densities, and types of uses provided for in the Applicable Regulations, and the City shall have the right to control the Development in accordance with the tems and conditions of this Agreement, the Project Development Approvals and all Applicable Regulations. Except as otherwise specified in the Project Development Approvals and this Agreement, the Applicable Regulations shall control the design and development, Future Development Approvals and all Off-Site Improvements and appurtenances in connection therewith. The Applicable Regulations are only those written rules, policies, ordinances, and resolutions described in Section 16.2 below. Owner and City shall use reasonable efforts to compile the Applicable Regulations in a permanent written form, which shall be kept on file in the Office of the City Clerk with a copy to each Party. 48254977-1635.1 Page | 17
16.2. Applicable Regulations. The regulations applicable to the development of the Property shall consist of the following requirements ("Applicable Regulations").
16.2.1. General Development Regulations. Except as otherwise specified in this Agreement, the ordinances, rules, regulations and official policies goveming the permitted uses of the Property, including but not limited to the permitted density and intensity of use, provisions for reseryation or dedication of land for public pu{poses, and the design, improvement, and construction standards and specifications applicable to Development of the Property shall be those ordinances rules, regulations, and official policies as they exist from time to time, except as provided for in the Project Development Approvals. In the event of a discrepancy between ordinances, rules, regulations and official polices and the Project Development Approvals, the Project Developmcnt Approvals shall govem the developmcnt standards of the Project.
16.2.2. Uses. Owner shall develop the Propefty, in accordance with the Project Development Approvals. No other uses shall be allowed on the Properly unless otherwise authorized by this Agreement, the Project Development Approvals, or the Applicable Regulations.
16.2.3. Application/Processinq Fees. Owner shall pay the application and processing fees customarily imposed on the type of entitlement andlor permit sought at the rate, and in the amount, imposed by City pursuant to the fee schedule, resolution or ordinance in effect at the time the application is deemed complete and accepted by City for action, which fees are designed to reimburse City's expenses attributable to processing such applications for entitlements, permits, or both.
16.3. Timing of Developmcnt. The Parties acknowlcdge that Owner cannot, at this time, predict when or the rate at which the phases of the Project will be developed or the order in which each phase will be developed. Such decisions depend upon numerous factors which are not within the control of the Owner', such as market conditions and demand, interest rates, absorption, completion and other similar factors. In particular, and not in any limitation of any of the foregoing, since the Califomia Supreme Court held in Pardee Construction Co. v. City of Camarillo (1984) 37 Cal.3d 465, that failure of the parties therein to consider and expressly provide for the timing for development resulted in a later-adopted initiative restricting the timing of development to prevail over such pafiies' agreement, it is the Parties' desire to avoid that result by acknowledging that, unless otherwise providcd for in this Agreement, Owncr shall have the vestcd right to develop the Project in such order and at such rate and at such times as Owuer deems appropriate in the exercise of its business judgment, provided that Owner is in compliance with the City Approvals. Notwithstanding the above, the Owner is required to comply with the specific construction milestones set forth in Section 13.1 of this Agreement.
16.4. Phasine Plan. Development of the Property shall be subject to all timing and phasing requirements established by the Development Plan.
482s4977-t635.1 Page | 18
16.5. Vested Riehts. By entering into this Agreement and relying thereon, Owner is obtaining the vested rights to proceed with the Development of the Property in accordance with the terms and conditions of this Agreement. By entering into this Agreement and relying thereon, the City is securing certain public benefits which enhance the public health, safety and welfare, aparlial listing of which benefits is set forth in Recital A above.
16.6. Amendments to Project Development Approvals. It is contemplated by City and Owner that Owner may, from time to time, seek amendments to one or more of the Project Development Approvals. Any such amendment shall be processed in accordance with the Applicable Regulations. Such amendments are contemplated by City and Owner as being within the scope of this Agreement as long as they are consistent with the Applicable Regulations and shall, upon approval by City, continue to constitute the Project Development Approvals as referenced hcrcin. The Parties agree that any such amendments shall not constitute an amendment to this Agreement nor require an amendment to this Agreement.
16.7. Changes and Amendments. The parties acknowledge that refinement and further development of the Project will require Subsequent Development Approvals and may demonstrate that changes are appropriate and mutually desirable in the Existing Development Approvals. In the bvent Owner finds that a change in the Existing Development Approvals is necessary or appropriate, Owner shall apply for a Subsequent Development Approval to effectuate such change and City shall process and act on such application in accordance with the Existing Land Use Regulations, except as otherwise provided by this Agreement including the Reservations of Authority. If approved, and such change in the Existing Development Approvals shall be incorporated herein as an addendum to Exhibit rrcrr and may be further changed from time to time as provided in this Section. Unless otherwise required by law, as determined in City's reasonable discretion, a change to the Existing Development Approvals shall be deemed "minor" and shall not require an amendment to this Agreement provided such change does not:
(u) Alter the permitted uses of the Property as a whole; or, (b) lncrease the density or intensity ofuse of the Properly as a whole; or, (c) Increase the maximum height and size of permitted buildings; or, (d) Delete a requirement for the reservation or dedication of land for public purposes within the Properly, except where such deletion is authorized under the Development Plan; or,
(e) Constitute a project requiring a subsequent or supplemental environmental impact report pursuant to CEQA.
16.8. Amendment or Cancellation of Aqreement. This Agreement may be amended or canceled in whole or in pafi only by mutual consent of the Parties in the manner provided for in Goverrment Code Section 65868. No amendment or modification of this Agreement or any provision hereof shall be effective unless set forth in writing and 4825497'7 -t635.1 Page | 19
signed by duly authorized representatives of each Party hereto. This provision shall not limit the City's or Owner's remedies as provided by Section 18.
16.9. Project as a Private Undertaking. It is specifically understood and agreed by and between the Parties hereto that the Project is a private development, that the City has no interest in or responsibility for, or duty to third persons conceming the improvements set forth in the City Approvals. Owner shall have full power, over and exclusive control of the Property subject only to the limitations and obligations of Owner under this Agreement.
No partnership, joint venture or other association of any kind is formed by this Agreement.
17. Annual Review of Compliance with Asleement.
17.1. Periodic Review. The City and Owner shall review this Ageement at least once every l2-month period from the date this Agreement is executed ("Annual Review"). The City shall notify Owner in writing of the date for review at least thirty (30) days prior thereto.
Such periodic review shall be conducted in accordance with the Cify's Municipal Code and Govemment Code Section 65865.1.
17.2. Good Faith Compliance. During each Annual Review, Owner shall be required to demonstrate good faith compliance with the terms of this Agreement. Owner agrees to furnish such reasonable evidence of good faith compliance as the City, in the exercisc of its reasonable discretion, may require. If requested by Owner, the City agrees to provide to Owner, a cerlificate that Owner or a duly authorized Transferee is in compliance with the terms of this Agreement, provided Ownel reimburses the City for all reasonable and direct costs and fees incurred by the City with respect thereto.
17.3. Failure to Conduct Annual Review. The failure of the City to conduct the Annual Review shall not be an Owner default. Further, Owner shall not be entitled to any remedy for the City's failure to conduct this Annual Review.
17.4.Initiation ofReview bv Citv Council. In addition to the Annual Review, the City Council may at any time initiate a review of this Agreement by giving written notice to Owner.
Within thirty (30) days following receipt of such notice, Owner shall submit evidence to the City Council of Owner's good faith compliance with this Agreement and such review and determination shall proceed in the same manner as provided for in the Annual Review. The City Council may conduct a review pursuant to this Section only upon finding that probable cause exists to believe that the City's general health, safety, or welfare is at risk as a result of specific acts or failures to act by Owner.
17.5. Availability of Documents. If rcquested by Owner, the City agrees to provide to Owner, pursuant to the California Public Records Act (Califomia Govemment Code Sections 6250, et. seq.) or other applicable law, copies of any documents, reports or other items reviewed, accumulated or prepared by or for the City in connection with any periodic 482s4s77-t63s: Page | 20
compliance review by the City, provided Owner reimburses the City for all reasonable and direct costs and fees incurred by the City with respect thereto. The City shall respond to Owner's request on or before ten (10) business days have elapsed from the City's receipt of such request.
17.6. Events of Default: Remedies and Termination. Unless amended, modified, or suspended pursuant to Govemment Code Section 65869.5, this Agreement is enforceable by either Party hereto.
17.7. Defaults by Owner. If the City determines that Owner has not complied in good faith with the terms and conditions of this Agreement, the City shall, by written notice to Owner, specify the manner in which Owner has failed to so comply and state the steps Owner must take to bring itself into compliance. If, within thity (30) days after the effective date of notice from the City specifring the manner in which Owner has failed to so comply, Owner does not commence all steps reasonably necessary to bring itself into compliance as required and thereafter diligently pursue such steps to completion, then Owner shall be deemed to be in default under the terms of this Agreement. The foregoing 30-day period shall be tolled during the pendency of any appeal undertaken.
Default of Owner shall also include, but not be limited to, Owner's failure to timely commence construction of the Public Improvements pursuant to this Agreement; Owner's failure to timely complete construction of the Public Improvements; Owner's failure to timely cure any defect in the Public Improvements; Owner's failure to perform substantial construction work on the Public Improvements for a period of 20 calendar days after commencement of the work; or Owner's failure to perform any other obligation concerning the Public lmprovements under this Agreement. Except as provided in Section 23 ("Attomeys Fees") City's remedies for Owner's breach shall be limited to those specified in Section 18.
17.8. Defaults by City. If Owner detemrines that the City has not complied in good faith with the terms and conditions of this Agreement, Owner shall, by written notice to the City, specify the manner in which the City has failed to so comply and state the steps the City must take to bring itself into compliance. If, within thirty (30) days after the effective date of notice from Owner specifying the manner in which the City has failed to so comply, the City does not commence all steps reasonably necessary to bring itself into compliance as required and thereafter diligently pursue such steps to completion, then the City shall be deemed to be in default under the terms of this Agreement. Owner's remedies for City's breach shall be limited to those specified in Section 18.
18. Lesal Remedies.
48254977-1635.1 Page | 21
18.1. No Monetary Damages. Due to the size, nature, and scope of the Project, it will not be practical or possible to restore the Property to its natural condition once implementation of this Agreement begins. After such implementation, Owner may not be able to change its mind on utilization of the Property and/or other benefits. Owner has invested significant time and resources and performed extensive planning and processing of the Development of the Property in agreeing to the terms of this Agreement and will be investing even more significant time and resources in implementing the Project in reliance upon the terms of this Agreement, and it is not possible to determine the sum of money which would adequately compensate Owner for such efforts. For the above reasons, the City and Owner agree that damages would not be an adequate remedy if the City fails to carry out its obligations under this Agreement and that Owner shall have the right to seek and obtain specific performance as a remedy for any breach of this Agreement. Moreover, the City would not have consented to this Agreement if it were to be subject to damages for breach of this Agreement. Therefore, Owner specifically agrees that it has no authority under this Agreement to seek monetary damages against the City for any breach of this Agreement by the City, and agrees not to seek monetary damages against the City for breach of this Agreement.
18.2. Specific Performance Remedy. The City and Owner fuilher acknowledge that, if Owner fails to carry out its obligations under this Agreement, the City shall have the right to refuse to issue any permits or other approvals that Owner would otherwise have been entitled to pursuant to this Agreement. Therefore, the City's remedy of denying issuance of permits or terminating this Agreement shall be sufficient in most circumstances if Owner fails to carry out its obligations hereunder. Notwithstanding the foregoing, if the City issues a permit or other approval pursuant to this Agreement in reliance (explicitly stated in writing) upon a specified condition being satisfied by Owner in the future, and if Owner then fails to satisfy such condition, the City shall be entitled to specific performance for the sole purpose of causing Owner to satisfy such condition. The City's right to specific performance shall bc limited to those circumstances set forlh above, and the City shall have no right to seek specific performance to cause Owner to otherwise proceed with the Development of the Project in any manner.
18.3. Institution of Leeal Action. In addition to any other rights or remedies, Owner or the City may institute legal action to cure, correct or remedy any default, to enforce any covenants or agreements herein, to enjoin any threatened or attempted violation hereof to recover damages for any default, or to obtain any other remedies consistent with the purpose of this Agreement. Such legal action shall be heard by a referee from the Los Angeles County Superior Court pursuant to the reference procedures of the California Code of Civil Procedure Sections 638, et seq., Owner and the City shall agree upon a single referee who shall then try all issues, whether of fact or law, and report a finding and judgment thereon and issue all legal and equitable relief appropriate under the circumstances of the controversy before him/her. If Owner and the City are unable to agree on a referee within ten (10) days of a written request to do so by either Parly hereto, either Parly may seek to have one appointed pursuant to the Califomia Code of Civil Procedure Section 640. The cost ofsuch proceeding shall initially be borne equally by the Parlies. Any referee selected pursuant to this Section shall be considered a temporary judge appointed pursuant to Article 6, Section 2l of the Califomia Constitution. 482s4s7'7-t63s: Page 122
I9.lndemnity and Cost of Litigation
19.1. Hold Harmless. Owner agrees to and shall hold City, its officers , agents, employees and representatives (collectively, "Indemnitees") harmless from all liability, including but not limited to liability for damage or claims of damage for personal injury including death and claims for property damage which may arise from the direct operations of the Owner or those oftheir contractors, subcontractors, agents, employees or other pemons acting on their behalf which relate to the Project with the exception of any liability caused in whole or in paft by the negligence or misconduct of any of such Indemnitees. Owner agrees to and shall indemnify, defend with legal counsel of the Indemnitees' selection and hold harmless the Indemnitees from actions, including those for damages caused or alleged to have been caused by reason of Owner's activities in connection with the Project with the exception of any liability caused in whole or in part by the negligence or misconduct of any such Indemnitees.
This hold harmless agreement applies to all liabilities, including damages and claims for damages suffered or alleged to have been suffered by reason ofthe operations referred to in this paragraph,regardless of whether or not City prepared, supplied, or approved plans or specifications for the Project and whether or not the insurance policies referred to herein are applicable.
19.2. Environmental Assurances. Owner shall indemnify with legal counsel of the Indemnitees' reasonable selection and hold free and harmless the Indemnitees from any liability, based or asserled, upon any act or omission of Owner of Owen's officers, agents, employees, and contractors related to the Project, for any violation of any federal, state or local law, ordinances or regulation relating to industrial hygiene, solid or hazardous waste on, under or about the Project, or to environrnental conditions on, under, or about the Property, occurring from and after the Effective Date of this Agreement with the exception of any liability caused in whole or in parl by the negligence or misconduct of any such Indemnitees. Said violations shall include, but are not limited to, soil and groundwater conditions on, under or about the Project, and Owner shall defend, at its expense, including reasonable attorney's fees, the Indemnitees in any action based or asserted upon any such alleged act or omission of Owner, or Ownet's officers, agents, employees, and contractors related to the Project. The Indemnitees may, in their discretion and at their cost, participate in the defense ofany such action.
20. Estoppel Certificates.
20.1. Writtcn Rcquest. Either Party may at any time deliver writtcn notice to the other Party requesting an estoppel certificate (the "Estoppel Certificate") stating: (1) this Agreement is in full force and effect and is a binding obligation of the Parties; (2) this Agreement has not been amended or modified either orally or in writing or, if so amended, identifying the amendments; and (3) no default in the performance of the requesting 48254977-t635.t Page | 23
Party's obligations under this Agreement exists or, if a default does exist, the nature and amount of any default.
20.2.ThirIv (30) Davs to Respond. A Pady receiving a request for an Estoppel Certificate shall provide a signed certificate to the requesting Party within thirty (30) days after receipt ofthe request.
20.3. AuthorizedSignatories. TheCityManageroranypersondesignatedbytheCityManager may sign the Estoppel Cerlificates on behalf of the City. Any officer of Owner may sign on behalf of Owner.
20.4. Relianse. An Estoppel Cerlificate may be relied on by assignees and mortgagees.
20.5. Reimbursement. In the event that one Party requests an Estoppel Certificate from the other, the requesting Parly shall reimburse the other Party for all reasonable and direct costs and fees incurred by such Party with respect thereto.
21. Waivers and Delays.
21.l.No Waiver. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, and failure by a Party to exercise its rights upon a default by the other Party hereto, shall not constitute a waiver of such Party's right to demand strict compliance by such other Party in the future.
21.2. Third Parties. Non-perfofinance shall not be excused because of a failure of a third person.
21.3. Extensions. The Term of this Agreement and the time for performance by Owner or the City of any of its obligations hereunder shall be extended by the period of time that any of the events described in this Agreement exists andlor prevents petformance of such obligations. In addition, the Term shall be extended for delays arising from the following events for a time equal to the duration of each delay occurring during the Term:
21.3.1. Litigation. The period of time after the Effective Date during which litigation related to this Agreement or having the actual effect of delaying implementation of the Development of the Property is pending, including litigation pending on the Effective Date. This period shall include any time during which appeals may be filed or are pending.
2l .3.2. Govemment Agencies. Any delay resulting from the acts or omissions of the City or any other governmental agency or public utility and beyond the reasonable control of Owner except those related to the normal and customary processing of Future Development Approvals.
22. Notices.
22J. All notices required or provided for under this Agreement shall be in writing and delivered in person or sent by certified mail, postage prepaid, retum receipt requested, 48254977-t635.1 Pagel24
or by overnight delivery. Notices required to be given to the City shall be addressed as follows:
City of Lancaster
Attn: Community Development Manager
44933 F emAvenue, Lancaster, CA 93534
Ph: 661-723-6019
Fax: 661-723-5926
With a Copy To:
Mr. Joseph Adams, Esq.
Stradling Yocca Carlson & Rauth, P.C.
660 Newport Center Drive, Suite 1600
Newport Beach, CA92660
Ph: 949-725-4000
Fax: 949-725-4100
Notices required to be given to Owner shall be addressed as follows:
Royal Investors Group, LLC
Attn: Ms. Kris Pinero
Project Management Consultant
15821 Ventura Blvd., Suite 460
Encino, CA9l436
Ph: 818-981-3000, Ext. 110
Fax: 818-981-3606
With a Copv To:
Mrs. Kelly Alhadeff-Black, Esq.
Lewis Brisbois Bisgaard & Smith, LLP
28765 Single Oak Drive, Suite 140
Temecula, CA92590
Ph: 951-252-6154
Fax: 951-252-6151
22.2. A Party may change its address for notices by giving notice in writing to the other Party as required herein and thereafter notices shall be addressed and transmitted to the new address. All notices under this Agreement shall be deemed given, received, made or communicated on the earlier of the date personal delivery is affected or on the delivery date or attempted delivery date shown on the return receipt, or air bill.
23. Attornevs' Fees. If legal action is brought by either Party against the other for breach of this Agreement, including actions derivative from the performance of this Agreement, or to compel performance under this Agreement, the prevailing Party shall be entitled to an award of its 482s4s77-t63s.r Page | 25
costs, including reasonable attorneys' fees, and shall also be entitled to recover its contribution for the costs of the referee referred to in Section 17.7 above as an item of damage andlor recoverable costs. Attorneys' fees under this Section shall include attomeys' fees on any appeal and, in addition, aParty entitled to attorneys' fees shall be entitled to all other reasonable costs and expenses, including, without limitation, expert witness fees, incurred in connection with such action. In addition to the foregoing award of attorneys' fees to the prevailingParty, the prevailing Party in any lawsuit shall be entitled to its attomeys' fees incurred in any post- judgment proceedings to collect or enforce the judgment. This provision is separate and several and shall survive the merger of this Agreement into any judgment on this Agreement.
24. Recording. This Agreement and any amendment or cancellation hereof shall be recorded, at no cost to the City, in the Official Records of the County of Los Angeles by the City Clerk within the period required by Section 65868.5 of the Government Code.
25. Effect of Aereement on Title.
25.1. Effect on Title. Owner and the City agree that this Agreement shall not continue as an encumbrance against any portion of the Property as to which this Agreement has terminated.
25.2. Severability of Terms. If any term, provision, covenant, or condition of this Agreement shall be determined invalid, void, or unenforceable, the remainder of this Agreemcnt shall not be affected thereby if the tribunal finds that the invalidity was not a material part of consideration for either Party. The covenants contained herein are mutual covenants. The covenants contained herein constitute conditions to the concunent or subsequent performance by the Party benefited thereby of the covenants to be perfonned hereunder by such benefited Party.
25.3. Subsequent Amendment to Authorizins Statute. This Agreement has been entered into in reliance upon the provisions of the Development Agreement Legislation in effect as of the Effective Date. Accordingly, subject to Section _ above, to the extent that subsequent amendments to the Govemment Code would affect the provisions of this Agreement, such amendments shall not be applicable to this Agreement unless necessary for this Agreement to be enforceable or required by law or unless this Agreement is modified pursuant to the provisions set forth in this Agreement and Govemment Code Section 65868 as in effect on the Effective Date.
25.4. Local. State and Federal Laws. Owner and its contractors shall carry out the design and conshrrction of all private improvements on the Properly and all Public Improvements in conformity with all applicable laws, including, without limitation, all applicable federal, state and local occupation, employment, prevailing wage, safety and health laws, rules, regulations and standards. Owner agrees to indemnify, defend and hold the Indemnitees (as defined in Section 19.1) harmless from and against any cost, expense, claim, charge or liability relating to or arising directly or indirectly from any breach by or failure of Owner or its contractor(s) or agents to comply with such laws, rules or regulations.
Owner's indemnity obligations set forlh in this Section shall survive the termination or expiration of this Agreement.
48254977-1635.1 Pagel26
26. Rules of Construction and Miscellaneous Terms.
26.1. Enforced Delay. Extension of Times of Performance. Neither Party shall be deemed to be in Default where failure or delay in performance of any of its obligations under this Agreement is caused by floods, eafthquakes, natural disasters or other Acts of God, fires, wars, riots or similar hostilities, strikes and other labor difficulties beyond the Party's control (including the Pafty's employment force), govemment regulations, enactment of conflicting state or federal laws or regulations, new or supplementary environmental regulations, court actions (such as restraining orders or injunctions), or any similar basis for excused performance or any other causes beyond the Party's control. If any such event shall occur, the Term or any Option Term of this Agreement and the time for performance by either Party of any of its obligations hereunder may be extended by the written agreement of thc Parlics for the period of time that such events prevcnted such performance, provided that the Term or any Option Term of this Agreement shall not be extended under any circumstances for more than two (2) years.
26.2.lntercretation This Agreement is the product of mutual negotiations and participation by both the City and the Owner. For purposes of construing the meaning or effect of this Agreement, or any portion hereof, it shall be presumed this Agreement was drafted by both Parties and not as if it had been prepared by one Party or the other. Each Party to this Agreement specifically acknowledges that it had sufficient opportunity to review the Agreement, confer with its separate legal counsel regarding the meaning of this Agreement and any provision contained herein and negotiate revisions to this Agreement.
Each Party relies solely upon its own judgment and the advice of its counsel in interpreting the provisions of this Agreement and is not relying on any representation, interpretation, presumed assent or implied agreement of the other Parfy which is not expressly contained in this Agreement. Accordingly, neither Party shall use or rely on Califomia Civil Code Section 1654Ln order to interpret any unceftainty in the meaning of this Agreement.
26.3. Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement.
26.4. Gender. The singular includcs the plural; the masculine gender includes the femininc; "shall" is mandatory, "mat'' is permissive.
26.5. No Joint and Several Liabilities. At any time that there is more than one Owner, no breach hereof by an Owner shall constitute a breach by any other Owner. Any remedy, obligation, or liability, including but not limited to the obligations to defend and indemnify the City, arising by reason of such breach shall be applicable solely to the Owner that committed the breach. However, the City shall send a copy of any notice of violation to all Owners, including those not in breach. In addition, a default by any Transferee shall only affect that portion ofthe Property owned by such Transferee and shall not cancel or diminish in any way Owner's rights hereunder with respect to any portion of the Property not owned by such Transferee. The Transferee shall be responsible for the reporting and Annual Review requirements relating to the portion of the Property owned by such Transferee, and any amendment to this Agreement between 48254977-t635.1 Pagel2T
City and a Transferee shall only affect the porlion of the Properly owned by such Transferee.
26.6. Time of Essence. Time is of the essence regarding each provision of this Agreement of which time is an elernent.
26.7. Rccitals. All Recitals set forth herein are incotporated in this Agreement as though fully set forth herein.
26.8. Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof, and this Agreement supersedes all previous negotiations, discussion and agreements between the Parties, and no parole evidence of any prior or other agreement shall be permitted to contradict or vary the terms hereof.
26.9. Authority to Execute Agreement. The person executing this Agreement on behalf of the Owner warrants and represents to the City that this Agreement has been duly approved by the Owner and that all applicable notices and procedures were complied with and that he/she is duly authorized by the Owner to execute this Agrccment on behalf of the Owner and has been duly authorized to do so.
26.10. Not for Benefit of Third Parties. This Agreement and all provisions hereof are for the exclusive benefit of the City and Owner and its Transferees and shall not be construed to benefit or be enforceable by any third party.
26J1. Countenrarts. This Agreement may be executed in any number of counterparts, and each of such counterparts for all purposes shall be deemed to be an original, and all of such counterparts shall constitute one and the same agreement.
26.12. Fufther Assumnces. Each Party covenants, on behalf of itself and its successors, heirs and assigns to take all actions, perform all tasks and to execute, with affidavit, acknowledgement or notarization if required, any and all documents and writings that may be necessary or proper to achieve the purposes and objectives of this Agreement.
26.13. Signature Pages: Facsimile Signatures and Execution in Counterparts. For convenience, the signatures of the Parties to this Agreement may be executed and acknowledged on separate pages in counterpads which, when attached to this Agreement, shall constitute that as one complete Agreement.
26.14. City Finding. The City hereby finds and declares that the execution of this Agreement is in the best interest of the public health, safety and general welfare and is consistent with all applicable City Laws including, without limitation, the General Plan as that same may be, from time to time, amended.
26.15. Covenant of Cooperation. City and Landowner shall coopcrate and deal with each other in good faith and assist each other in the performance of the provisions of this Agreement. Such cooperation shall include entering into Implementing Agreements to implement the obligations established in this Agreement. 48254917-1635.1 Page | 28
[STGNATURE PAGES TO FOLLOW
48254977-t635.1 Page | 29
*CITY''
City of Lancaster, a California charter city and
municipal corporation
ATTEST:
City Clerk
City of Lancaster
APPROVED AS TO FORM
of
R.
City of Lancaster
48254977-t635.1 Page | 30
"Owl\ER''
PALMDALE CAPITAL, LLC California
Co
Member
LLC
AVANTI WEST VENTTIRES, LLC, A
California Limited
By:
Peiman S Member
DNY HO LLC, a California Limited
Liability Com
By:
David York, Managing Member
DDCX, LLC, a California Limited Liability
Company
By:
Fariborz M. Bardi, Managing Member
TIKKUN AVANTI, LLC, a California Limited
Liability Com
Behrooz
REPUBLI LLC,, a New York
Limited Company
N
IBy:
4825-4977 -1635.1 Page | 3l
66OWllER''
PALMDALE CAPITAL, LLC' a California
Limited Liability Company
Jamshid Goltche, Managing Member
Royal Investors, LLC
AVANTI WEST VENTURES, LLCO A
California Limited Liability Company
By
Peiman Shayan, Managing Member
DNY HOLD LLC, a California Limited
Liability
By:
David York,
DDCX, LLC, A
Company
California Limited
By:
Fariborz M. Bardi, Managing Member
TIKKUN AVANTI, LLC, a California Limited
Liability Company
By
Behrooz Haverim
REPUBLIC AGORA,LLC' a New York
Limited Liability Company
By:
Behzad Nehmadi
4825-4977-r635.1 Page | 31
a(OWNER"
PALMDALE CAPIT AL, LLC, a California
Limited Liability Company
By
Jamshid Goltche, Managing Member
Royal Investors, LLC
AVANTI WEST VENTURES, LLC, A
California Limited Liability Company
By:
Peiman Shayan, Managing Member
DNY HOLDINGS, LLC, a California Limited
Liability Company
By:
David York, Managing Member
DDCX, LLC, a California Limited Liabitity
Company
By
F Member
TIKKUN AVANTI, LLC, a California Limited
Liability Company
By:
Behrooz Haverim
REPUBLIC AGORA, LLC, a New York
Limited Liability Company
By
BehzadNehmadi
4825-4977-1635.1 Page | 31
CALIFORHIA ALI.PURPO$E ACKITIOIIIITEDCMEI{T CIVIL CODE S 11S9 A notary public or other officer completing this certiflcate veff]es only the identity of the individual who signed thedocument io which this certificate is attachid, and noi the truthfulnes*, *"ruruay, or validity of that document.
State of California
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I certify under PENALry OF PERJURy under the laws
of the State of California that the foregoing paragraph is true and correct.
/.ffi+\ ENocHI{TLLER
W,':;lrffi,i'in$i.;,,
Name(s) of Signer(s)
WITNESS my officialseal.
Signature
Signature of Natary Pubtic
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OPTIONAL
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Description of Attached Document
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Title or Type of Document: Document Date:
Number of Pages: Signer6) Other Than Named Above:
Gapacity(ies) Gtaimed by Signer(s)
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Siate of Califorrria )
)County of 4na
On
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personally appeared
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I certify under PENALW OF PERJURy under the tawsof the Siate of California that the foregoing paragraph is true and correct.
$ignature
Signature of Notary pubtic
Place Notary $eal Above
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or validity of that document.
State of California
County of bs htl6^&-93
0n !lw ?a6a,c
Here lnsert Name and Tiile of the afficer
befors me,
personally appeared fuuuzk,
Name(s) of Signe(s)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/aresubscribed to the within instrument and acknowledged to me tfrat heisnefir1ii r^""ut*d the same inhislher/their authorized capacity(ies), and that.by his/r!*heir signatule(s) on the ihstr.ument the person(s),or the entity upon behalf of which the person(si acted, executei tne iniirumeni. - I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregolng paragraph is true and correct.
Description of Attached Document
Title or Type of Document:
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ENOCH ilILLER
Notrry Publlc . Crltfornir
LoJ Anlclcr County
Commirsion I 2133171
Comm. txplrcs Oct 13, 2021
CALIFORHIA ALI-FURPOSE ACKIIIOIII'LEDGMEI{T ctvtL coDE s rlss A notary pub tic or other officer completing this certificate verifies only the identi{ydocument to which this of the individual who signed thecedificate ts attached, and not the truthfulness, accuracy, or validity of that document.
State of Galifornia
County of FUi \
0n
Date
personally appeared
before me,
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Name(s) of Signe(s)
WITNESS my hand officialseal.
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@2014 National Notary Association . www.NationalNotary,org . 1-800-US NOTARY (1-s00-S76-69a7) ttem #5902
CALIFORNIA ALL- PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California )
County of I-ES A.N L tr-S )
On b€?1?M6€A ?,Ll before me llr-L
personally appeared Y OPK
who to me on the basis of satisfactory evidence to be the hose subscribed to the within instrument and acknowledoed to capacitffi\
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I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS hand and cial seal.
Notary (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION
INSTRUCTIONS FOR COMPLETINC TgiS FORM
This form complies with current California statutes regarding notary wording and, ifneeded, should be completed and attached to the document Acknowledgments from other states may be completedfor documents being sent to that state so long as the wording does nol require the Caldornia notary to violate California notary law.
o State and County information must be the State and County where tlre document signer(s) personally appeared before the notary public for acknowledgment. . Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed' . The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title (notary public). o Print the name(s) of document signer(s) who personally appear at the time of notarization.
o Indicate the correct singular or plural forms by crossing off inconect forms (i.e. he/she/theyr is /are ) or circling the correct forms. Failure to correctly indicate this information may lead to rejection ofdocument recording. r The notary seal impression must be clear and photographically reproducible.
Impression must not cover text or lines. If seal impression smudges, re-seal if a sufficient area permits, otherwise complete a different acknowledgment form. o Signature of the notary public must match the signature on file with the office of the county clerk.
n Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document. .1. Indicate title or type olattached document, number ofpages and date. * Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (i.e. CEO, CFO, Secretary). r Securely attach this document to the signed document with a staple.
DESCRIPTION OF THE ATTACHED DOCUMENT
(Title or description of attached document)
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CAPACITY CLAIMED BY THE SIGN
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CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California )
)County of Lroo N e
on SEFT€M F€ R-2o.2 fbefore me, bL D U
name
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct'
WITNESS my hand and official seal KAilItTT GORDY
Not.ry publtc Ctlifirrnir
Los Angelas
Commlsrion /
Counly t2
Comm.
21281 0l
Explres l{ay 11,2021
N (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION
INSTRUCTIOI',IS FOR COMPLETING THi,S FORM
This fom complies with current California statutes regarding nolary wording and, ifneeded, should be completed and attached to the document Acknowledgments from other states may be completedfor documents being sent to that state so long as the wording does not require the Califtrnia notary to violate Caldornia notary law.
r State and County information must be the State and County where the document signer(s) personally appeared before the notary public for acknowledgment. . Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed. . The notary public must print his or her name as it appears within his or her commission followed by a comma and then your title (notary public). o Print the name(s) of document signer(s) who personally appear at the time of notarization.
r Indicate the correct singular or plural forms by crossing off incorrect forms (i.e. he/she/theyr is /are ) or circling the correct forms. Failure to conectly indicate this information may lead to rejection of document recording' . The notary seal impression must be clear and photographically reproducible.
Impression must not cover text or lines. If seal impression smudges, re-seal if a sufficient area permits, otherwise complete a different acknowledgment form. o Signature of the notary public must match the signature on file with the offrce of the county clerk.
t Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document. * Indicate title or type ofattached document, number ofpages and date. .!. Indicate the capacity claimed by the signer' Ifthe claimed capacity is a corporate offtcer, indicate the title (i'e. CEO, CFO, Secretary). o Securely attach this document to the signed document with a staple.
DESCRIPTION OF THE ATTACHED DOCUMENT
(Title or description of attached documeni continued)
Number of Pages 3l oorr^"ntoate ? '/ /" /
I
of aftached document)(Title or description
8'olNO
CAPACITY CLAIMED BY THE SIGNER
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'..i{-i1l: \"j*rliir:n wrvr,v lrl*ti;r/(.lli:$.$e1;.cDil! iti.}t-i-i47:.-i^9llti5 1 FIRST AMENDMENT
TO
DEVELOPMENT AGREEMENT NO. 18-01
FOR THE A V ANTI SOUTH SPECIFIC PLAN (SP15-02)
THIS FIRST AMENDMENT T O DEVELOPMENT AGREEMENT FOR THE
A V ANTI SOUTH SPECIFIC PLAN (the “First Amendment”) is entered into as of this ___ day of _________________, 2026 (the “ Effective Amendment Date”) by and among the CITY OF LANCASTER, a charter city and municipal corporation (the “ City”), PALMDALE CAPITAL, LLC, a California limited liability company (“Palmdale Capital”), A V ANTI WEST VENTURES, LLC, a California l imited liability company (“Avanti West ”), DNY HOLDINGS, LLC, a California limited liability company (“DNY Holdings ”), DDCX, LLC, a California l imited liability company (“DDCX”), TIKKUN A V ANTI, LLC, a California l imited liability company (“Tikkun Avanti ”), and REPULIC AGORA, LLC, a New York l imited liability company (“Republic Agora”) (collectively, Palmdale Capital, Avanti West, DNY Holdings, DDCX, Tikkun Avanti, and Republic Agora are the “Owner”) pursuant to the authority of Sections 65864-65869.5 of the California Government Code (the “California Vesting Statutes”), the City’s charter and the applicable provisions of the City’s municipal code. The City and Owner are sometimes hereinafter referred to individually as a “Party” and/or collectively as the “Parties.”
RECITALS
A. The Owner is the owner of the project commonly referred to as the Avanti South Specific Plan Project (the “Project”) located in the City of Lancaster, County of Los Angeles, State of California.
B. The Project was previously approved by the City on September 11, 2018, pursuant and subject to the provisions of Development Agreement No. DA 18-01 (the “Agreement”). The Agreement became effective as of April 23, 2019.
C. The Parties now desire to amend the Agreement for the purpose of extending the term of the Agreement.
D. As required by Section 65868 of the California Government Code, the City gave notice of its intention to enter into this First Amendment and held a public hearings pursuant to Section 65867 of the California Government Code. On __________ _____, 2026, the City Council approved this First Amendment by its adoption of Ordinance No. ______, as required by Sections 65868 and 65867.5 of the California Government Code.
NOW, THEREFORE, with reference to the foregoing recitals and in consideration of the mutual promises, conditions and covenants hereinafter set forth, the Parties agree as follows:
2 AGREEMENT
1. Defined Terms. Capitalized terms used but not defined in this First Amendment shall have the same meanings as stated in the Agreement.
2. Term. Section 5 of the Agreement is hereby deleted and replaced in its entirety by the following Section 5:
5. Term. The term of this Agreement (the “ Term”) shall commence upon the Effective Date and continue for a period of twenty-two (22) years. Any development, construction, operation or use in connection with the Project that is initiated within the Term by the submittal of an application by or on behalf of Owner shall be deemed to comply with this Agreement.
Owner shall have the option to extend the initial Term for a maximum of one (1) five (5) year extension for a total possible term of twenty-seven (27) years (the “Optional Term”) unless the Term is terminated, modified or extended by the terms of this Agreement, or by mutual consent of the Parties hereto, provided: (a) Owner provides at least ninety (90) days advance written notice prior to the expiration of the initial Term of its intent to request the Optional Term; (b) Owner is in compliance with the Construction Milestones as outlined in Sections 13.1, 13.2 and 13.3 of this Agreement ; and (c) the Owner is not then in Default under this Agreement.
At the Owner’s discretion, the Optional Term shall be confirmed by the City Council via a Public Hearing, at least (30) days prior to the expiration of the initial Term.
This will be the final extension the City will grant for this development agreement.
Sections 5.1 and 5.2 of the Agreement remain unchanged and in full force and effect.
3. Construction Milestones. Sections 13.1, 13.1.1, and 13.1.1a of the Agreement are hereby deleted and replaced in their entirety by the following Sections 13.1, 13.1.1, and 13.1.1a:
13.1 Construction Milestones. In order to preserve and maintain the provisions of this Agreement, Owner must commence
Construction on the Project prior to December 31, 2032. For purposes of this Section, “Construction” is defined as one or more of the following: rough grading, finished grading, utility 3 construction, infrastructure construction, and any other physical preparations or building construction, either on-site or off-site for the Project.
13.1.1 Notwithstanding any other provisions of this Agreement, Owner is required to perform the following additional construction obligations:
13.1.1a A minimum of 300 Units shall be constructed prior to December 31, 2034.
4. Notices. The Parties’ notice information in Section 22.1 of the Agreement is hereby deleted in its entirety and replaced with the following:
Notices required to be given to the City shall be addressed as follows:
City of Lancaster
Attn: Community Development Director
44933 Fern Avenue
Lancaster, CA 93534
Ph: 661-723-6079
Fax: 661-723-5926
With a Copy To:
Allison E. Burns, Esq.
Stradling Yocca Carlson & Rauth LLP
660 Newport Center Drive, Suite 1600
Newport Beach, CA 92660
Ph: 949-725-4000
Fax: 949-725-4100
Notices required to be given to Owner shall be addressed as follows:
Royal Investors Group c/o Rodeo Credit Enterprises
Attn: Ms. Kris Pinero
Project Management Consultant
Rodeo Credit Enterprises
9595 Wilshire Blvd., Suite 708
Beverly Hills, CA 90212
Ph: 310-205-8354, Ext. 110
Fax: 310-205-8356
E-Mail – [email protected]
4 With a Copy To:
Mrs. Kelly Alhadeff-Black, Esq.
Fennemore
600 B Street, 17th Floor
San Diego, CA 92101
Ph: 619-595-3243
E-Mail – [email protected]
5. Miscellaneous.
a. This First Amendment shall be interpreted and enforced in accordance with the laws of the State of California, excluding any choice of law rules that may direct the application of the laws of another jurisdiction.
b. This First Amendment may be executed in one or more duplicate counterparts, and when executed and delivered by all the parties listed below, shall constitute a single binding First Amendment with respect to the Agreement. c. Except as specifically provided in this First Amendment, the Agreement remains unchanged and in full force and effect in accordance with its terms.
[SIGNATURE P AGES TO FOLLOW]
5 CITY
City of Lancaster, a California Charter City
and Municipal Corporation
ATTEST:
_____________________________________
Andrea Alexander
City Clerk
City of Lancaster
APPROVED:
____________________________________
R. Rex Parris
Mayor
City of Lancaster
APPROVED AS TO FORM:
______________________________________
Allison E. Burns
City Attorney
City of Lancaster
6 OWNER
PALMDALE CAPITAL, LLC, a California
Limited Liability Company
By:______________________________________
Jamshid Goltche, Managing Member
Royal Investors, LLC
AVANTI WEST VENTURES, LLC, a
California Limited Liability Company
By:______________________________________
Peiman Shayan, Managing Member
DNY HOLDINGS, LLC, a California Limited
Liability Company
By:______________________________________
David York, Managing Member
DDCX, LLC, a California Limited Liability
Company
By:______________________________________
Fariborz M. Bardi, Managing Member
TIKKUN AVANTI, LLC, a California Limited
Liability Company
By:______________________________________
Behrooz Haverim
REPUBLIC AGORA, LLC, a New York
Limited Liability Company
By:______________________________________
Behzad Nehmadi
STAFF REPORT
City of Lancaster
PH 2
6/23/2026
TN
Date:June 23, 2026
To: Mayor Parris and City Council Members
From:Patti Garibay, Director - Community Development
Nicole Jones, Manager – Community Development
Subject:Lancaster Maintenance District Annexations 2026 Recommendation:
Adopt Resolution No. ____, Announcing the Results of an Assessment Ballot Procedure Public Hearing, Ordering the Annexation of Territory into the Lancaster Maintenance Districts, and Ordering the Levy and Collection of Assessments Therein.
G.C. Section 84308: No
Fiscal Impact:
There is no impact to the City’s General Fund, as the properties within the Annexations will be assessed, per Exhibit 1.
Background:
The Lancaster Maintenance Districts, separately known as the Lancaster Lighting Maintenance District, the Landscape Maintenance District and the Drainage Maintenance District (“Districts”) were formed to provide a dedicated funding source for the maintenance, operations, servicing and installation of public lighting, public landscaping and public drainage facilities within the City of Lancaster. The District properties, which include the Annexations, benefit from the services provided and are assessed their proportionate share of the costs for each District.
Each property owner within the proposed Annexations has been provided a waiver and consent, requesting annexation into the Districts. The Assessment Ballots and Notices of Public Hearing have been mailed to each owner, as required by Law.
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For Fiscal Year 2026-2027, the Lighting assessment is $135.05 per lighting unit; the Landscaping assessment is $148.04 per unit; and the Drainage Assessment is $92.53 per unit. These amounts included the annual CPI factor for Los Angeles-Riverside-Orange County of 2.93%. These adjusted rates will apply to any annexation taking place for 2026-27.
Attachments:
Resolution No. ____
Exhibit 1 – Annexation Details
RESOLUTION NO. 26-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LANCASTER,
CALIFORNIA, ANNOUNCING THE RESULTS OF AN ASSESSMENT
BALLOT PROCEDURE, ORDERING THE ANNEXATION OF TERRITORY
INTO THE LANCASTER MAINTENANCE DISTRICTS, AND ORDERING
THE LEVY AND COLLECTION OF ASSESSMENTS THEREIN
WHEREAS, the City Council of the City of Lancaster has, by previous Resolutions, initiated proceedings and declared its intention to annex territory (the “Annexations”) into the Lancaster Maintenance Districts, specifically the City of Lancaster’s Lighting Maintenance District (“LLMD”); Landscape Maintenance District (“LMD”); and Drainage Maintenance District (“DMD”) (collectively the “Districts”), and to levy and collect annual assessments pursuant to the terms of the Landscape and Lighting Act of 1972, being Division 15, Part 2 of the Streets and Highways Code of the State of California (commencing with Section 22500) (the “1972 Act”); the Benefit Assessment Act of 1982, being Chapter 6.4, Part 1, Division 2 of the Government Code (the “1982 Act”), and the provisions of Section 53753 of the California Government Code, and Chapter 1, Article 4 of the Act and the provisions of the California Constitution Article XIII D (“Proposition 218”); and
WHEREAS, at this time all notice and Public Hearing requirements as required by Proposition 218 have been met relating to the levy of the Annexations and annual levy of assessments; and,
WHEREAS, the City Council has set Tuesday, June 23, 2026, as the time and place for the public hearing on the matter of the proposed Annexations and levy of annual assessments; and,
WHEREAS, the assessments are in compliance with all laws pertaining to the levy of District assessments; said assessments are levied without regard to property valuation, and are in compliance with the provisions of Proposition 218 as the Annexations were approved by 100% of the property owners casting ballots at the time of the public hearing.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LANCASTER, STATE OF CALIFORNIA, AS FOLLOWS:
Section 1. That the foregoing recitals are true and correct.
Section 2. This City Council hereby finds and determines that the procedures for the annexation of territory and levy of assessments therein have been undertaken in accordance with Proposition 218.
Section 3. The public hearing has been duly held and, after the tabulation of returned assessment ballots, it has been determined there are no majority protests, as defined in Proposition 218.
Resolution No. 26-
Section 4. The Annexations are hereby approved and confirmed. Based upon the testimony and other evidence presented at the Public Hearing, the City Council hereby makes the following determinations regarding the proposed Annexations:
•The proportionate special benefit derived by each assessed parcel has been determined in relationship to the entirety of the cost of the operations, maintenance and servicing of the improvements.
•The assessments do not exceed the reasonable cost of the proportional special benefit conferred on each parcel.
•Only special benefits have been assessed.
The assessments for the Annexations into the Districts, as contained in the annual Engineer’s Reports for Fiscal Year 2026-2027, are hereby confirmed and are levied upon the assessable parcels within the Annexations in the amounts set forth therein and as shown on the assessment ballots.
Section 5. The public interest and convenience require, and this legislative body does hereby order the maintenance work to be performed as said maintenance work is set forth in the Engineer’s Reports.
Section 6. The above-referenced Reports shall be filed in the Office of the City Clerk, and shall remain open for public inspection.
Section 7. The County Auditor shall enter onto the County Assessment roll, opposite each assessable parcel, the amount assessed thereupon, as shown in the Reports.
Section 8. The assessments shall be collected at the same time and in the same manner as County taxes are collected, and all laws providing for the collection and enforcement of County Taxes shall apply to the collection and enforcement of the assessments.
Section 9. The assessments as above authorized and levied for these proceedings will provide revenue for District purposes related to the fiscal year commencing July 1, 2026, and ending June 30, 2027.
Resolution No. 26-
PASSED, APPROVED, and ADOPTED this 23rd day of June 2026, 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. 26- , for which the original is on file in my office.
WITNESS MY HAND AND THE SEAL OF THE CITY OF LANCASTER, on this 23 rd day of June 2026.
(seal)
____________________________________
Annexation No.'s APN(s) Project Calculated
EDU's
Estimated
1st Year
Assessment
DMD
DMD 24-23 3112-049-051 PMT 24-04820 25th St. W. & Westfield Ha Hahn Hong Thi 2.00 $174.38 DMD 25-16 3150-002-104 DR 24-036 4010 E LANCASTER BLVD LANCASTER CA 93535-7727 LANCASTER BAPTIST CHURCH 67.82 $5,912.91 DMD 25-17 3126-032-089 SPR 23-005 NE CORNER OF AVENUE K-8 AND GINGHAM AVENUE BARTZ ALTADONNA COMMUNITY HEALTH 19.15 $1,670.07 DMD 26-01 3153-025-045
3153-025-046 TR 83573 (GRA24-03486) 68 SFR LAND DEVELOPMENT OF AMERICA LLC 68.00 $6,113.20 DMD 26-05 3203-033-021 TR 82208-01 (GRA25-06738) 7 SFR SHAYAN CAPITAL LLC 75.00 $6,742.50 DMD 26-06
3204-003-046
3204-003-047
3204-003-048
3204-003-049
TR 62403 (GRA25-04934)
235 SFR BAYSHORE LLC CROWN JEWELS LLC 235.00 $21,126.50 DMD 26-07 3150-021-019 TR 60367 (GRA25-03150) 109 SFR WESTERN FUNDING LLC 109.00 $9,799.10 DMD 26-08 3114-012-020 SPR 22-006 (ECR25-06431) Ave Ave H & 25th St W TRIPLE M PROPERTIES PARTNERSHIP 61.13 $5,495.95 DMD 26-09 3111-021-022 PMT25-07408 4038 Derby Cir, Lancaster, 93536 GARCIA FAVIOLA 1.00 $89.90 DMD 26-10 3109-014-043 PMT26-01376 44248 21st St W, Lancaster, 93536 COTERO,GILBERTO AND ARCE,ARACELI 1.00 $89.90 DMD 26-11 3153-009-007 TR 70892-01 (GRA25-05204) 9 SFR WKR360 6 LLC 9.00 $809.10 DMD 26-12 3122-003-009 GRA26-02769 TRACK & FIELD WITH SNACK BAR FIRST ASSEMBLY OF GOD LANCASTER 10.50 $2,218.28 LLMD 24-23 3112-049-051 PMT 24-04820 25th St. W. & Westfield Ha Hahn Hong Thi 1.75 $222.71 LLMD 25-16 3126-032-089 SPR 23-005 NE CORNER OF AVENUE K-8 AND GINGHAM AVENUE BARTZ ALTADONNA COMMUNITY HEALTH 3.00 $381.78 LLMD 26-01 3153-025-045
3153-025-046 TR 83573 (GRA24-03486) 68 SFR LAND DEVELOPMENT OF AMERICA LLC 68.00 $8,922.28 LLMD 26-05 3203-033-021 TR 82208-01 (GRA25-06738) 7 SFR SHAYAN CAPITAL LLC 75.00 $9,840.75 LLMD 26-06
3204-003-046
3204-003-047
3204-003-048
3204-003-049
TR 62403 (GRA25-04934)
235 SFR BAYSHORE LLC CROWN JEWELS LLC 235.00 $30,834.35 LLMD 26-07 3150-021-019 TR 60367 (GRA25-03150) 109 SFR WESTERN FUNDING LLC 109.00 $14,301.89 LLMD 26-08 3114-012-020 SPR 22-006 (ECR25-06431) Ave Ave H & 25th St W TRIPLE M PROPERTIES PARTNERSHIP 115.51 $15,155.80 LLMD 26-09 3111-021-022 PMT25-07408 4038 Derby Cir, Lancaster, 93536 GARCIA FAVIOLA 1.00 $131.21 LLMD 26-10 3109-014-043 PMT26-01376 44248 21st St W, Lancaster, 93536 COTERO,GILBERTO AND ARCE,ARACELI 1.00 $131.21 LLMD 26-11 3153-009-007 TR 70892-01 (GRA25-05204) 9 SFR WKR360 6 LLC 9.00 $1,180.89 LMD 26-01
3153-025-045
3153-025-046 TR 83573 (GRA24-03486)
68 SFR LAND DEVELOPMENT OF AMERICA LLC 68.00 $9,780.44
LMD 26-05 3203-033-021 TR 82208-01 (GRA25-06738) 7 SFR SHAYAN CAPITAL LLC 75.00 $10,787.25 LMD 26-06
3204-003-046
3204-003-047
3204-003-048
3204-003-049
TR 62403 (GRA25-04934)
235 SFR BAYSHORE LLC CROWN JEWELS LLC 235.00 $33,800.05 LMD 26-07 3150-021-019 TR 60367 (GRA25-03150) 109 SFR WESTERN FUNDING LLC 109.00 $15,677.47 LMD 26-08 3111-021-022 PMT25-07408 4038 Derby Cir, Lancaster, 93536 GARCIA FAVIOLA 1.00 $143.83 LMD 26-09 3153-009-007 TR 70892-01 (GRA25-05204) 9 SFR WKR360 6 LLC 9.00 $1,294.47
LANDSCAPE MAINTENANCE DISTRICT
EXHIBIT 1
CITY OF LANCASTER
Maintenance District Annexations
DRAINAGE MAINTENANCE DISTRICT
LANCASTER LIGHTING MAINTENANCE DISTRICT
STAFF REPORT
City of Lancaster
NB 1
6/23/2026
TN
Date:June 23, 2026
To: Mayor Parris and City Council Members
From:Andrea Alexander, City Clerk
Subject:Approval of Resolutions to Comply with SB 707
Recommendations:
1. Approve Resolution No. _________, a resolution of the City Council of Lancaster adopting a policy addressing disruption of telephonic or internet service during public meetings.
2. Approve Resolution No. _________, a resolution of the City Council of Lancaster determining reasonable efforts to encourage public participation in meetings pursuant to Government Code Section 54953.4.
G.C. Section 84308: No
Fiscal Impact:
None.
Background:
The Ralph M. Brown Act (Brown Act) establishes requirements for open and public meetings of local legislative bodies. In 2025 the Brown Act was amended via Senate Bill 707 to include additional requirements to encourage more public participation at meetings. Senate Bill 707 requires that the City Council determine and make reasonable efforts to invite groups that do not traditionally participate in public meetings to attend those meetings. The bill requires beginning July 1, 2026, and until January 1, 2030, an eligible legislative body, as defined to comply with additional meeting requirements.
One requirement of Senate Bill 707 is that local governments outline the definition of such reasonable efforts which may include reaching non-English speaking communities and efforts to make meetings more accessible. One way that a legislative body is more accessible is through two- way telephonic service or two-way audiovisual platform. Governing bodies are required to provide 2 4
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telephonic conferencing to allow for more public participation in meetings. Along with enacting teleconferencing, the City must also provide a plan or policy in the event there are disruptions during the meeting. The policy should address disruption of telephonic or internet service.
Government Code Section 54953.4(b)(3)(C) provides legislative bodies with broad discretion in determining appropriate reasonable efforts and clarifies that no action shall arise from failing to provide notice to any specific group. The City is committed to promoting transparency, accessibility, and broad public participation in its public meetings and as such has obtained software that enables two-way telephonic service. However, further steps are needed to define reasonable efforts and provide for a policy that addresses service disruptions. Senate Bill 707 requires such polices are adopted. For these reasons, staff recommends that Council adopt resolutions addressing policy disruptions and define reasonable efforts.
Attachments:
Resolution No. ____ Regarding Disruption Policy
Resolution No. ____ Regarding Definition of Reasonable Efforts RESOLUTION NO. __________
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
LANCASTER, CALIFORNIA ADOPTING A POLICY
ADDRESSING DISRUPTION OF TELEPHONIC OR INTERNET
SERVICE DURING PUBLIC MEETINGS
WHEREAS, the Ralph M. Brown Act (Government Code § 54950 et seq.) establishes requirements for open and public meetings of local legislative bodies; and WHEREAS, Senate Bill 707 (2025) amended the Brown Act to update teleconferencing and accessibility requirements, including provisions related to remote participation in public meetings; and
WHEREAS, Government Code § 54953.4(b)(1)(A) requires eligible legislative bodies, on or before July 1, 2026, to adopt at a noticed public meeting in open session, and not on the consent calendar, a policy addressing disruption of telephonic or internet service during meetings conducted with remote participation; and
WHEREAS, the required policy must address procedures for recessing and reconvening a meeting in the event of a disruption and the efforts the legislative body will make to attempt to restore service; and
WHEREAS, Government Code § 54953.4 further requires that, in the event of a disruption preventing members of the public from observing or participating in the meeting through a two- way telephonic or audiovisual platform, the legislative body shall recess the open session for at least one hour and make a good faith effort to restore service, and may not reconvene open session until at least one hour has passed or service has been restored, whichever occurs first; and WHEREAS, if telephonic or internet service has not been restored upon reconvening, the legislative body must make findings by roll call vote that good faith efforts to restore service have been made and that the public interest in continuing the meeting outweighs the public interest in remote public access; and
WHEREAS, adoption of a technology disruption policy is required to ensure compliance with state law and to promote transparency and continuity of public meetings; and WHEREAS, the proposed policy addressing disruption of telephonic or internet service during meetings of the Lancaster City Council has been prepared in accordance with Government Code § 54953.4 and is attached hereto as Exhibit 1; and WHEREAS, the activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act (CEQA) State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3), no environmental review is required.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Lancaster as follows:
Section 1. Adoption of Policy. The City of Lancaster hereby adopts the policy entitled “Disruption of Telephonic or Internet Service During Public Meetings,” substantially in the form attached hereto as Exhibit 1.
Section 2. Implementation. The City Clerk is authorized and directed to implement the policy in coordination with City staff, legal counsel, and technology support staff, as appropriate.
Section 3. Minor Modifications. The City Attorney may approve minor, non-substantive modifications to the policy as necessary to conform to applicable law, City practices, or formatting requirements, provided such modifications do not materially alter the intent of the policy.
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Exhibit 1
Policy: Disruption of Telephonic or Internet Service During Public Meetings
1. Background
Senate Bill 707 (2025) amended the Brown Act to require eligible legislative bodies to adopt, on or before July 1, 2026, a policy addressing how the City will respond to disruptions in telephonic or internet service that prevent members of the public from attending or observing a meeting remotely. This policy is adopted to comply with that requirement and to ensure continuity of public participation during technical disruptions.
2. Purpose
This policy establishes procedures for responding to a disruption in the telephonic or internet services that provide two-way remote public access to meetings of the Lancaster City Council, as required by the Brown Act (Gov. Code § 54953.4). The policy ensures transparency, public participation, and continuity of government during technology disruptions.
3. Definitions
For purposes of this policy:
“Disruption” means any failure, outage, or other interruption that prevents members of the public from attending or observing the meeting via these remote access services. “Remote access services” means the two-way telephonic service and/or two-way audiovisual platform used to provide real-time remote public attendance and observation of meetings.
4. Applicability
This policy applies to all open and public meetings of the City of Lancaster at which remote public participation is offered or required under the Brown Act.
5. Procedures in the Event of a Service Disruption
5.1. Response to Service Disruption
If the Mayor or Clerk becomes aware of a disruption to the City’s remote access services that prevents members of the public from attending or observing the meeting remotely:
1. The Mayor or Clerk shall immediately announce the disruption to the public.
2. The Mayor may then call for a recess of the open session or convene the legislative body in closed session, consistent with the Brown Act.
3. Staff shall begin efforts to diagnose and restore the disrupted service.
4. The meeting shall remain in recess for at least one hour or until service is restored, whichever is sooner. The recess period may be extended if restoration efforts are ongoing.
5.2. Efforts to Restore Service
The City shall make good faith efforts to restore remote access services, which may include:
Troubleshooting platform or teleconferencing software
Resetting or replacing audiovisual equipment
Attempting alternative connection methods
Contacting necessary support staff or service providers Switching to back-up equipment or platforms, if available The City Clerk/City Clerk Staff shall document the restoration efforts undertaken.
6. Reconvening the Open Session
6.1. Timing
The open session may be reconvened after at least one hour has elapsed from the time of disruption or as soon as service is restored, whichever occurs earlier.
6.2. If Service Is Restored
If the remote access service is restored before or at the time the meeting reconvenes, the meeting shall continue as normal.
6.3. If Service Is Not Restored
If service has not been restored after one hour, the Lancaster City Council may reconvene and:
1. Adjourn the meeting; or
2. Continue the meeting in open session by adopting, by roll call vote, the following, or a substantially similar, finding:
“The City of Lancaster has made good faith efforts to restore telephonic or internet service in accordance with its adopted policy, and the public interest in continuing the meeting outweighs the public interest in remote public access.” Upon adoption of the finding, the legislative body may continue the open session despite the fact that remote access services have not been restored.
7. Recordkeeping
The Clerk shall enter a brief statement into the meeting minutes, including the following:
The nature and time of the disruption
The restoration efforts undertaken
The time the meeting was reconvened (if applicable)
Any finding adopted pursuant to Section 6.3
8. Review and Updates
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This policy may be amended by the Lancaster City Council at a noticed public meeting in open session, not on the consent calendar.
PASSED, APPROVED and ADOPTED this 9 th day of June 2026, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
ANDREA ALEXANDER, CMC
City Clerk
City of Lancaster
R. REX PARRIS
Mayor
City of Lancaster
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
CITY OF LANCASTER
)
) ss
)
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. _______, 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)
_________________________
RESOLUTION NO.___
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
LANCASTER, CALIFORNIA DETERMINING REASONABLE
EFFORTS TO ENCOURAGE PUBLIC PARTICIPATION IN
MEETINGS PURSUANT TO GOVERNMENT CODE § 54953.4
WHEREAS, the Ralph M. Brown Act (Government Code § 54950 et seq.) establishes requirements for open and public meetings of local legislative bodies; and WHEREAS, Senate Bill 707 (2025) amended the Brown Act to include additional requirements intended to encourage participation in public meetings, particularly among communities that do not traditionally participate in public meetings and non-English-speaking communities; and
WHEREAS, Government Code § 54953.4(b)(3)(C) requires the City Council to determine and make reasonable efforts to invite groups that do not traditionally participate in public meetings to attend those meetings; and
WHEREAS, such reasonable efforts may include outreach to media organizations serving the City, including those serving non-English-speaking communities, as well as civic, neighborhood, community-based, civil rights, and good government organizations; and WHEREAS, Government Code § 54953.4(b)(3)(C)(ii) provides legislative bodies with broad discretion in determining appropriate reasonable efforts and clarifies that no action shall arise from failing to provide notice to any specific group; and WHEREAS, the City is committed to promoting transparency, accessibility, and broad public participation in its public meetings; and
WHEREAS, the City currently uses a variety of communication methods to inform the public of meetings and opportunities to participate; and WHEREAS, the activity is not a “Project” as defined under Section 15378 of the California Environmental Quality Act (CEQA) State Guidelines; therefore, pursuant to State Guidelines Section 15060(c)(3), no environmental review is required.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Lancaster as follows:
Section 1. Determination of Reasonable Efforts. The City Council determines the following to constitute reasonable efforts to encourage participation in meetings pursuant to Government Code § 54953.4(b)(3)(C):
1. Media Outreach. The City may include media organizations serving the City, including media organizations serving non-English-speaking communities, in the distribution of meeting agendas, notices, or other meeting-related information, as appropriate.
2. Electronic Access and Agenda Subscriptions. The City shall maintain methods for members of the public to access meeting agendas and related materials electronically, including through the City’s website or other regular agenda-posting platform. Where available, the City may also provide options for members of the public to subscribe to receive meeting agendas, notices, or other updates.
3. Multilingual Communication. The City may use multilingual communication methods to increase awareness of meetings and participation opportunities, including translated agendas, translated meeting instructions, multilingual social media posts, website notices, or other communication tools, as appropriate and consistent with applicable law and available resources.
4. Community and Organizational Outreach. The City may provide meeting information through existing communication channels and partnerships with community-based organizations, neighborhood groups, civic organizations, civil rights organizations, good government organizations, and organizations serving non-English-speaking communities, as opportunities arise and consistent with available resources.
5.Use of Existing Communication Channels. The City may use existing outreach methods to share meeting information and participation opportunities, including, but not limited to, the City website, email notifications, agenda subscription services, newsletters, social media platforms, public counters, bulletin boards, community meetings, and other established communication tools
Section 2. Flexible Framework. The efforts identified in this Resolution are intended to provide a flexible framework for outreach and public participation. The City may modify, expand, or adjust its outreach methods over time based on available resources, evolving communication practices, changes in technology, and the needs of the community.
Section 3. No Requirement to Provide Notice to Any Specific Group. Consistent with Government Code Section 54953.4(b)(3)(C)(ii), this Resolution does not require notice to any specific group or organization, and no action shall arise from the failure to provide notice to any specific group or organization.
Resolution No.
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PASSED, APPROVED and ADOPTED this 9 th day of June 2026, by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
ATTEST: APPROVED:
ANDREA ALEXANDER, CMC
City Clerk
City of Lancaster
R. REX PARRIS
Mayor
City of Lancaster
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
CITY OF LANCASTER
)
) ss
)
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.______, 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
NB 2
6/23/2026
TN
Date:June 23, 2026
To: Mayor Parris and City Council Members
From: Larissa De La Cruz – Assistant City Manager
Sydney Yeseta, Manager – Economic Development
Subject:Award of Funding Under the Vandalism Prevention & Community Enhancement Grant Program Notice of Funding Availability (NOFA 876-26) Recommendations:
1. Approve funding awards under the Vandalism Prevention & Community Enhancement Grant Program (NOFA 876-26) in a total amount not to exceed $383,001 for three eligible projects.
2. Authorize the City Manager, or his designee, with concurrence of the City Attorney, to finalize, negotiate and execute grant agreements and related documents necessary to implement the program.
G.C. Section 84308: No
Fiscal Impact:
$383,001 total funding for three projects. The maximum funding available for each separate project will not exceed $160,000. Sufficient funds are available in Account No. 101.10300.5798.NOFA876.VANDALISM. Grant funds will not be required to be repaid.
Background:
On January 29, 2026, the City of Lancaster released Notice of Funding Availability (NOFA) 876-26 for the Vandalism Prevention & Community Enhancement Grant Program. The program was established to support projects that prevent and deter vandalism, improve community safety, enhance commercial corridors, strengthen community serving facilities, and advance the City's economic development and revitalization goals.
Applications were evaluated based on project need, effectiveness of the proposed improvements, 2 4
3 3
community benefit, project readiness, and cost effectiveness.
Staff received three eligible applications and recommends funding the following projects:
1. Los Angeles County Fire Department, Fire Station 33 – $159,051 Fire Station 33 proposes perimeter security improvements, including raising the existing masonry wall and installing security barriers to deter unauthorized access. The project will enhance security at one of the County's busiest fire stations and help protect emergency response personnel, equipment, and operations.
2. Lancaster Baptist Church – $160,000
Lancaster Baptist Church proposes perimeter fencing and controlled access improvements to address recurring trespassing and unauthorized access on its church, school, and residential campus. The project will improve safety for congregants, students, staff, and visitors while strengthening overall site security.
3. Grace Resources – $63,950
Grace Resources proposes security cameras, perimeter fencing, and security lighting. The project will address vandalism and trespassing while supporting the organization's planned expansion of food distribution and community services.
The recommended awards total $383,001 and support a diverse range of community serving facilities, including emergency services, food assistance programs, and faith based organizations.
Collectively, the projects advance the City's goals of vandalism prevention, public safety enhancement, and community investment.
SY/hb
Attachment:
Draft Grant Agreement
1 GRANT FUNDING AGREEMENT
Vandalism Prevention & Community Enhancement Grant Program (NOFA No. 876-26)
THIS GRANT FUNDING AGREEMENT (this “Agreement”) is made and entered into as of ____________, 20___ (the “Effective Date”), by and between the CITY OF LANCASTER, a California municipal corporation and charter city (the “City”), and _______________________, a [for-profit corporation / nonprofit corporation / other: __________] (“Grantee”). The City and Grantee are each a “Party” and collectively the “Parties.”
R E C I T A L S
A. The City established the Vandalism Prevention & Community Enhancement Grant Program (the “Program”) and issued its Notice of Funding Availability No. 876-26 (the “NOFA”) to support proactive, preventative, and restorative investments that reduce vandalism, strengthen commercial corridors, support local businesses and community-serving organizations, and enhance the economic vitality, safety, and appearance of Lancaster neighborhoods.
B. Grantee submitted an application in response to the NOFA proposing the project more particularly described in Exhibit A (the “Project”).
C. On ____________, 20___, the City Council of the City of Lancaster approved an award of grant funds to Grantee for the Project, subject to the terms and conditions of this Agreement.
D. The City has determined that the Project serves a public purpose consistent with the Program and the NOFA, and Grantee desires to accept the grant award and perform the Project subject to the terms set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. DEFINITIONS
As used in this Agreement, the following terms have the meanings set forth below; other capitalized terms are defined where they first appear.
(a)“Allowable Costs” means costs that are eligible for grant reimbursement under the NOFA and Section 4, that are incurred during the Term, that are directly attributable to the Project, and that are reasonable, necessary, and adequately documented. (b)“Grant Funds” means the maximum amount the City has agreed to provide to Grantee for Allowable Costs as set forth in Section 2. (c)“Project Completion Deadline” means the date by which the Project must be completed, as set forth in Section 3 and Exhibit A.
2 (d)“Scope of Work” means the description of the Project, tasks, and deliverables set forth in Exhibit A.
(e)“Project Budget” means the line-item budget set forth in Exhibit B.
2. GRANT AWARD
(a)Maximum Amount. The City shall provide Grant Funds to Grantee in an amount not to exceed $______________ (“__________________________ Dollars”) for Allowable Costs actually incurred and paid by Grantee in performing the Project. The Grant Funds represent the City’s maximum financial obligation under this Agreement, regardless of the actual cost of the Project.
(b)No Cost Overruns. Grantee is solely responsible for all Project costs in excess of the Grant Funds. The City has no obligation to provide funding beyond the maximum amount stated above.
(c)Reimbursement Basis. Grant Funds are provided on a reimbursement basis only. The City shall not advance Grant Funds, and no Grant Funds are payable except upon submission and approval of a complete reimbursement request as provided in Section 4. (d)Use of Grant Funds. Grantee shall use the Grant Funds solely for Allowable Costs to perform the Project in accordance with the Scope of Work, the Project Budget, the NOFA, and this Agreement.
3. TERM; SCHEDULE OF PERFORMANCE
(a)Term. This Agreement is effective as of the Effective Date and, unless earlier terminated as provided herein, continues until the later of (i) the City’s final disbursement of Grant Funds and Grantee’s satisfaction of all reporting and closeout obligations, or (ii) the expiration of all surviving obligations under this Agreement (the “Term”). (b)Project Completion Deadline. Grantee shall complete the Project on or before ____________, 20___, unless extended in writing by the City in its discretion. Time is of the essence.
(c)Schedule of Performance. Grantee shall perform the Project in accordance with the schedule of performance set forth in Exhibit A. Grantee shall promptly notify the City in writing of any anticipated or actual delay and the corrective measures Grantee will take.
4. DISBURSEMENT OF GRANT FUNDS
(a)Reimbursement Requests. To obtain reimbursement, Grantee shall submit to the City a written reimbursement request in the form attached as Exhibit C, accompanied by: (i) paid invoices and proof of payment (e.g., cancelled checks, bank or credit-card statements, or lien releases); (ii) a description of the work completed and how it conforms to the Scope of Work; (iii) supporting photographs or documentation of completed improvements; and (iv) any other documentation reasonably required by the City.
(b)City Review. The City shall review each complete reimbursement request and, if approved, disburse the approved amount within a reasonable time. The City may withhold 3 approval of, or request additional documentation for, any cost that is not an Allowable Cost or that is not adequately documented.
(c)Retention/Final Disbursement. The City may retain up to ____% of the Grant Funds until Grantee has completed the Project and satisfied all reporting and closeout requirements under Section 5.
(d)Deadline for Submission. Grantee shall submit all reimbursement requests no later than __________ days after the Project Completion Deadline. The City has no obligation to reimburse costs submitted after this deadline.
(e)Eligible Costs. Grant Funds may be used only for the eligible uses described in the NOFA and the Scope of Work, including vandalism prevention and business protection measures, vandalism repair and remediation, and community enhancement and economic revitalization improvements, in each case located within the City of Lancaster and providing a clear public benefit.
(f)Ineligible Costs. Grant Funds may not be used for: (i) routine maintenance unrelated to vandalism prevention or remediation; (ii) interior tenant improvements with no public- facing benefit; (iii) ongoing operational or staffing costs; (iv) costs incurred prior to the City Council’s approval of the award; (v) political activities or lobbying; or (vi) any other cost identified as ineligible in the NOFA.
(g)No Supplanting. Grant Funds must supplement, and not supplant, existing funding sources. Grantee shall not use Grant Funds to replace insurance proceeds, existing capital budgets, or previously committed funding.
(h)Duplicate Payment. Grantee shall not seek or accept reimbursement for any cost that has been or will be paid from any other source, including insurance proceeds or other grants. Grantee shall promptly disclose to the City any other funding received for the Project.
5. REPORTING; RECORDS; AUDIT
(a)Progress Reports. Grantee shall submit progress reports at the times and in the form reasonably required by the City describing the status of the Project, costs incurred, and progress toward completion.
(b)Final Report. Within __________ days after completion of the Project, Grantee shall submit a final report describing the completed Project, the public benefit achieved, total Project costs, and final accounting of Grant Funds, together with final photographs and documentation.
(c)Records. Grantee shall maintain complete and accurate books and records relating to the Project and the use of Grant Funds in accordance with generally accepted accounting principles, and shall retain such records for not less than four (4) years after final disbursement or longer if required by law.
(d)Audit and Inspection. The City and its authorized representatives shall have the right, upon reasonable notice and during normal business hours, to examine, audit, and copy Grantee’s records relating to the Project, and to inspect the Project site, throughout the Term 4 and for four (4) years thereafter. If an audit determines that Grant Funds were used for costs that are not Allowable Costs, Grantee shall repay such amounts to the City upon demand.
6. SITE CONTROL; MAINTENANCE
(a)Site Control. Grantee represents and warrants that it has, and shall maintain throughout the Term, legal authority to carry out the Project and site control sufficient to complete and maintain the improvements (e.g., ownership, lease, or written authorization from the property owner). Evidence of site control is attached as part of Exhibit A. (b)Location. The Project and all grant-funded improvements shall be located within the jurisdictional boundary of the City of Lancaster. (c)Maintenance. Grantee shall, at its sole expense, maintain the grant-funded improvements in good condition and repair, and shall continue to operate the site consistent with the public benefit described in the application, for a period of not less than ______ year(s) after completion of the Project (the “Maintenance Period”).
7. COMPLIANCE WITH LAWS
(a)General. Grantee shall perform the Project in compliance with all applicable federal, state, and local laws, regulations, codes, and permitting requirements. Grantee shall obtain and maintain, at its sole expense, all permits, licenses, and approvals necessary for the Project.
(b)Prevailing Wages. Grantee acknowledges that work funded in whole or in part with public funds may constitute a “public work” subject to California’s prevailing wage laws.
Cal. Lab. Code §§ 1720–1861. To the extent the Project is a public work, Grantee shall (i) pay not less than the applicable prevailing wage rates determined by the Director of Industrial Relations; (ii) comply with the registration and reporting requirements of Cal. Lab. Code §§ 1725.5 and 1771.4; and (iii) defend, indemnify, and hold the City harmless from any claim or liability arising from Grantee’s failure to comply with applicable prevailing wage requirements. (c)Nondiscrimination. Grantee shall not discriminate against any person on the basis of any classification protected under applicable law, including the California Fair Employment and Housing Act, Cal. Gov’t Code §§ 12900–12999, and Cal. Gov’t Code § 11135, in the performance of the Project.
(d)Licensed Contractors. All construction work shall be performed by contractors properly licensed under the California Contractors State License Law, Cal. Bus. & Prof. Code §§ 7000–7191.
8. INSURANCE
Prior to commencing the Project and as a condition of disbursement, Grantee shall procure and maintain, and shall cause its contractors to procure and maintain, at no cost to the City, the following insurance with insurers admitted in California or otherwise acceptable to the City:
•Commercial General Liability of not less than $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury, personal injury, and property damage;
5 •Automobile Liability of not less than $1,000,000 combined single limit, if vehicles are used in connection with the Project; •Workers’ Compensation as required by Cal. Lab. Code §§ 3700 et seq. and Employer’s Liability of not less than $1,000,000, for Grantee and its contractors having employees; and
•Builder’s Risk/Property insurance covering the improvements during construction, if applicable.
(a)Additional Insured; Primary. The Commercial General Liability and Automobile Liability policies shall name the City of Lancaster, its officials, officers, employees, agents, and volunteers as additional insureds, and shall be primary and non-contributory with respect to any insurance maintained by the City.
(b)Certificates. Grantee shall furnish the City with certificates of insurance and required endorsements evidencing the coverage required herein prior to disbursement and upon renewal. Maintenance of insurance does not relieve Grantee of its obligations under this Agreement.
9. INDEMNIFICATION
To the fullest extent permitted by law, Grantee shall defend (with counsel reasonably acceptable to the City), indemnify, and hold harmless the City and its officials, officers, employees, agents, and volunteers (collectively, the “Indemnitees”) from and against any and all claims, demands, actions, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees and costs) arising out of or related to Grantee’s performance of the Project, Grantee’s use of the Grant Funds, or any act or omission of Grantee, its officers, employees, agents, or contractors, except to the extent caused by the sole negligence or willful misconduct of the Indemnitees.
Grantee’s obligations under this Section are independent of, and are not limited by, the insurance requirements of this Agreement, and survive termination or expiration of this Agreement.
10. INDEPENDENT CAPACITY
Grantee is an independent entity and not an officer, employee, agent, partner, or joint venturer of the City. Nothing in this Agreement creates an employment, agency, partnership, or joint venture relationship. Grantee has no authority to bind the City, and the City’s provision of Grant Funds does not constitute the City’s approval, endorsement, or assumption of responsibility for the Project.
11. REPRESENTATIONS AND WARRANTIES
Grantee represents and warrants that: (a) it has full power and authority to enter into and perform this Agreement; (b) this Agreement has been duly authorized and is binding on Grantee; (c) all information in Grantee’s application is true and accurate; (d) Grantee is not debarred, suspended, or otherwise excluded from participation in federal, state, or local programs; and (e) Grantee has and will maintain site control and all approvals necessary for the Project. 6 12. CONFLICT OF INTEREST
Grantee shall comply with all applicable conflict-of-interest laws, including the Political Reform Act, Cal. Gov’t Code §§ 87100 et seq., and Cal. Gov’t Code § 1090. Grantee warrants that no City official or employee who has participated in the award or administration of the Grant Funds has any direct or indirect financial interest in this Agreement or the Project.
13. LEVINE ACT DISCLOSURE
Grantee acknowledges that the award and administration of the Grant Funds constitute a proceeding involving a license, permit, or other entitlement for use within the meaning of the Levine Act, Cal. Gov't Code § 84308, as amended. Grantee shall comply with the Levine Act and shall complete, execute, and submit to the City the Levine Act Disclosure Form attached as Exhibit D, disclosing any contribution of more than $250 made within the preceding twelve (12) months by Grantee, or by any agent, officer, director, partner, or person with a financial interest in Grantee, to any member of the City Council or other officer of the City who participated in the decision to award the Grant Funds.
Grantee shall not make, and shall not direct any other person to make, a contribution of more than $250 to any such officer during the period beginning on the date Grantee's application was submitted and ending twelve (12) months after the date a final decision is rendered on the award of the Grant Funds. Grantee shall promptly notify the City in writing, and supplement its Exhibit D disclosure, if any disclosed information changes or if any qualifying contribution is made during such period. Grantee's failure to comply with this Section or with the Levine Act may, in addition to any other remedy, render the award of Grant Funds voidable by the City.
14. DEFAULT; REMEDIES; REPAYMENT
(a) Events of Default. Each of the following is an event of default: (i) Grantee’s failure to perform the Project in accordance with this Agreement; (ii) use of Grant Funds for costs that are not Allowable Costs; (iii) any material misrepresentation by Grantee; (iv) Grantee’s failure to complete the Project by the Project Completion Deadline; or (v) Grantee’s breach of any other provision and failure to cure within thirty (30) days after written notice (or such longer period as the City may approve for breaches not curable within thirty (30) days). (b) Remedies. Upon an event of default, the City may, in addition to any other remedy at law or in equity: (i) withhold disbursement of Grant Funds; (ii) terminate this Agreement; and/or (iii) require Grantee to repay all or any portion of the Grant Funds disbursed. (c) Repayment. Grant Funds that are disbursed and later determined to have been used for costs that are not Allowable Costs, or that are subject to repayment under this Agreement, shall be repaid to the City within thirty (30) days after written demand, together with interest at the maximum lawful rate from the date of demand.
15. TERMINATION
(a) For Cause. The City may terminate this Agreement immediately upon written notice for an uncured event of default.
(b) For Convenience. The City may terminate this Agreement, in whole or in part, for its convenience upon thirty (30) days’ written notice. Upon such termination, the City 7 shall reimburse Allowable Costs properly incurred prior to the effective date of termination, subject to the maximum amount of Grant Funds.
(c) Effect. Upon termination, Grantee shall cease incurring costs and shall submit a final reimbursement request and reports within the time required by the City. Sections relating to records, audit, indemnification, repayment, and governing law survive termination.
16. GENERAL PROVISIONS
(a) Governing Law; Venue. This Agreement is governed by and construed in accordance with the laws of the State of California, without regard to its conflict-of-laws principles. Venue for any action arising out of or relating to this Agreement shall lie exclusively in the state or federal courts located in Los Angeles County, California. (b) Public Records. Grantee acknowledges that this Agreement and records relating to the Grant Funds may be subject to disclosure under the California Public Records Act, Cal. Gov’t Code §§ 7920.000 et seq.
(c) Assignment. Grantee shall not assign or transfer this Agreement or any interest herein, voluntarily or by operation of law, without the prior written consent of the City, which may be withheld in the City’s sole discretion.
(d) No Third-Party Beneficiaries. This Agreement is for the sole benefit of the Parties and creates no rights in any third party.
(e) Notices. All notices shall be in writing and delivered personally, by overnight courier, or by certified mail, return receipt requested, to the addresses set forth below, or by email with confirmation of receipt:
To the City: City of Lancaster
Attn: City Manager
44933 Fern Avenue
Lancaster, California 93534
Email: _________________________
To Grantee: _________________________
Attn: _________________________
_________________________
_________________________
Email: _________________________
(f) Amendment. This Agreement may be amended only by a writing signed by authorized representatives of both Parties.
(g) Waiver. No waiver of any provision is effective unless in writing, and no waiver constitutes a waiver of any other or subsequent breach. 8 (h) Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions remain in full force and effect. (i) Force Majeure. Neither Party is liable for delay or failure to perform caused by events beyond its reasonable control, provided the affected Party gives prompt notice and uses diligent efforts to resume performance. Force majeure does not excuse Grantee’s obligation to repay Grant Funds.
(j) Entire Agreement. This Agreement, together with the NOFA and Exhibits A, B, C, and D, constitutes the entire agreement of the Parties and supersedes all prior negotiations and understandings. In the event of a conflict, this Agreement controls over the Exhibits, and the Exhibits control over the NOFA.
(k) Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, including by electronic signature, each of which is deemed an original and all of which together constitute one instrument.
(l) Nonappropriation. The City’s obligations are subject to the availability and appropriation of funds. If funds are not appropriated or are withdrawn, the City may terminate this Agreement without liability beyond Allowable Costs properly incurred prior to termination. [Signatures begin on next page.]
8 9
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.
GRANTEE:
____________________________
By: ______________________________
Name: ________________________
Title: _________________________
CITY OF LANCASTER, a California
municipal corporation and charter city
By: ______________________________
Trolis Niebla
City Manager
APPROVED AS TO FORM:
______________________________
Allison E. Burns
City Attorney
ATTEST:
______________________________
Andrea Alexander
City Clerk
9 A-1
EXHIBIT A
SCOPE OF WORK; SCHEDULE OF PERFORMANCE;
PROJECT COMPLETION DEADLINE
1. Grantee / Lead Applicant: ________________________________________________
2. Project Site / Location (within City of Lancaster): ____________________________
3. Evidence of Site Control (ownership, lease, or written owner authorization — attach):
______________________________________________________________________________ ______________________________________________________________________________
4. Description of Vandalism Issues / Need Being Addressed:
______________________________________________________________________________ ______________________________________________________________________________
5. Proposed Solution and Scope of Work (describe improvements, e.g., security cameras, lighting, fencing/gates, anti-graffiti coatings, CPTED improvements, graffiti removal/restoration, façade or beautification improvements):
______________________________________________________________________________ ______________________________________________________________________________
6. NOFA Funding Objectives Met by the Project:
______________________________________________________________________________ ______________________________________________________________________________
7. Public Benefit and Anticipated Outcomes:
______________________________________________________________________________ ______________________________________________________________________________
8. Schedule of Performance (milestones and dates):
______________________________________________________________________________ ______________________________________________________________________________
9. Project Completion Deadline: ____________, 20___
10. Maintenance Period: ______ year(s) after Project completion A-1
B-1
EXHIBIT B
PROJECT BUDGET (LINE-ITEM)
Maximum Grant Funds: $______________
Line Item / Cost Category Description Estimated Cost
TOTAL $
Note: Grant Funds are provided on a reimbursement basis for Allowable Costs only and may not be used for ineligible costs identified in the NOFA and Section 4 of the Agreement. Grant Funds must supplement, not supplant, other funding.
B-1
C-1
EXHIBIT C
REIMBURSEMENT REQUEST FORM
Grantee: __________________________________ Request No.: ______ Date: __________ Project / NOFA No.:876-26
Vandalism Prevention & Community Enhancement Grant Program Reimbursement Period: From __________ to __________
Invoice / Vendor Description of Work (per
Scope of Work)
Date Paid Amount
TOTAL THIS REQUEST $
Required Attachments: paid invoices and proof of payment; description of completed work; photographs/documentation of completed improvements; and any other documentation required by the City.
Certification. The undersigned certifies that the costs above are Allowable Costs actually incurred and paid for the Project, are not duplicated or reimbursed from any other source, do not supplant other funding, and comply with the Agreement and the NOFA. ______________________________________
Authorized Signature / Title / Date
CITY USE ONLY
Approved Amount: $__________ Approved By: __________________ Date: ____________ C-1
D-1
EXHIBIT D
LEVINE ACT DISCLOSURE AND CERTIFICATION
(California Government Code § 84308)
This Exhibit is incorporated into and made a part of the Grant Funding Agreement identified below (the “Agreement”) and is governed by the laws of the State of California.
A. Background
California Government Code § 84308 (the “Levine Act”) restricts campaign contributions in connection with a proceeding involving a “license, permit, or other entitlement for use,” which is defined to include most contracts and grant awards. As amended effective January 1, 2025:
An officer of the City must disqualify himself or herself from a covered proceeding, and may not make or participate in the decision, if the officer has received a contribution of more than $250 from the Grantee or its Agent within the preceding 12 months. The Grantee or its Agent is prohibited from making a contribution of more than $250 to any such officer while the proceeding is pending and for 12 months following the date of the final decision.
The Grantee must disclose, on the record of the proceeding, any qualifying contribution made within the preceding 12 months.
The Levine Act generally does not apply to a contract that is (i) awarded solely on the basis of competitive (lowest) bid, (ii) a labor or personal employment contract, or (iii) valued at less than $50,000.
B. Key Definitions
Summary only — the statute and FPPC regulations control. Officer — an elected or appointed officer or member of the City Council, or of a board or commission of the City, who has authority to make or participate in making the decision to award the Grant Funds.
Grantee — the person or entity that files an application for, or is the subject of, the proceeding (i.e., the applicant for the Grant Funds).
Participant — a person who is not the Grantee but who actively supports or opposes a particular decision in the proceeding and has a financial interest in the decision. Agent — a person who represents the Grantee or a Participant in the proceeding (e.g., attorney, engineer, architect, lobbyist, or other consultant). Contributions by an Agent are separately restricted.
Contribution — a monetary or in-kind campaign contribution as defined by the Political Reform Act.
D-2
C. Grantee Information
Public Entity: City of Lancaster
Grant / Proceeding (title or no.): Vandalism Prevention & Community Enhancement Grant Program (NOFA No.
876-26)
Grantee:
Full legal name of Grantee:
Type of entity:
Mailing address:
Contact person:
Telephone / email:
D. Disclosure of Contributions
Have you (the Grantee), any Agent acting on your behalf, or any person required to be aggregated with you under the Levine Act, made one or more contributions totaling more than $250 to any officer of the City within the 12 months preceding the date of this Agreement (or the anticipated date of the City’s final decision)?
☐ NO — No such contribution has been made.
☐ YES — One or more such contributions have been made (complete the table below).
If YES, list each contribution (attach additional pages if needed):
Officer name Contributor name Relationship
(Grantee /
Participant /
Agent)
Date Amount
D-3
E. Related Persons
Complete if the Grantee is an entity. List principals, partners, or trustees and, for corporations, officers, directors, and any shareholder owning more than 10% of the entity, whose contributions may be attributable to the Grantee under the Levine Act:
Name Title / Role
F. Acknowledgment of Ongoing Obligation
The Grantee acknowledges and agrees that, from the date this proceeding became pending through 12 months after the City’s final decision on the award of the Grant Funds, neither the Grantee nor any Agent acting on its behalf will make a contribution of more than $250 to any officer of the City who participates in or has authority over this proceeding, except as permitted by the Levine Act. The Grantee further agrees to promptly supplement this disclosure if any reportable contribution is made during that period.
Grantee’s initials: _______________
G. Certification
I declare under penalty of perjury under the laws of the State of California that I am authorized to execute this Exhibit on behalf of the Grantee, that I have used reasonable diligence in preparing it, and that the information set forth above is true and correct to the best of my knowledge.
Signature:
Printed name:
Title:
Date:
Place of execution (city, state):