Agenda — Lynwood City Council, May 17, 2022 (part 1 of 3)

This Agenda contains a brief general description of each item to be considered. Copies of the Staff reports or other written documentation relating to each item of business referred to on the Agenda are on file in the Office of the City Clerk and are available for public inspection. Any person who has a question concerning any of the agenda items may call the City Manager at (310) 603-0220, ext. 200.

Procedures for Addressing the Council

IN ORDER TO EXPEDITE CITY COUNCIL BUSINESS, WE ASK THAT ALL PERSONS WISHING TO ADDRESS THE

COUNCIL SUBMIT YOUR COMMENTS IN ADVANCE TO
[email protected]

OR FILL OUT A FORM

PROVIDED AT THE PODIUM, AND TO TURN IT IN TO THE CITY CLERK PRIOR TO THE START OF THE MEETING. FAILURE TO FILL OUT SUCH A FORM WILL PROHIBIT YOU FROM ADDRESSING THE COUNCIL IN THE ABSENCE OF THE UNANIMOUS CONSENT OF THE COUNCIL.

AGENDA
City Council Regular Meeting

TO BE HELD ON

May 17, 2022

COUNCIL CHAMBERS - 11350 BULLIS RD. LYNWOOD, CA 90262 or Web conference via ZOOM - To participate via Zoom or by telephone: 1-669-900-9128 or 1-253-215-8782 Meeting ID: 835 2029 8238
Duly Posted on 5/13/2022 By MQ
6:00 PM

1. CALL TO ORDER

2. CERTIFICATION OF AGENDA POSTING BY CITY CLERK

3. ROLL CALL OF COUNCIL MEMBERS
Jorge Casanova, Mayor
Jose Luis Solache, Mayor Pro Tem
Oscar Flores, Council Member
Marisela Santana, Council Member
Rita Soto, Council Member

4. PLEDGE OF ALLEGIANCE

5. INVOCATION

6. PRESENTATIONS/PROCLAMATIONS
Update on Law Enforcement Issues
City Council Members Reporting on Meetings Attended (Gov. Code Section 53232.3 (D)).

Legislative Update
City Video(s)

7. COUNCIL RECESS TO:

City Council Regular Meeting - Page 1 of 473
Lynwood Successor Agency
Lynwood Housing Authority
Lynwood Public Financing Authority

PUBLIC ORAL COMMUNICATIONS
(Regarding Agenda Items Only)

NON-AGENDA PUBLIC ORAL COMMUNICATIONS

THIS PORTION PROVIDES AN OPPORTUNITY FOR THE PUBLIC TO ADDRESS THE COUNCIL ON ITEMS WITHIN THE JURISDICTION OF THE COUNCIL AND NOT LISTED ON THE AGENDA. IF AN ITEM IS NOT ON THE

AGENDA, THERE SHOULD BE NO SUBSTANTIAL DISCUSSION OF THE ISSUE BY THE COUNCIL, BUT COUNCIL MAY REFER THE MATTER TO STAFF OR SCHEDULE SUBSTANTIVE DISCUSSION FOR A FUTURE MEETING. (The Ralph M. Brown Act, Government Code Section 54954.2 (a).)

PUBLIC HEARING

8. FISCAL YEAR 2022-23 ANNUAL ACTION PLAN
Comments:

The City Council will conduct a public hearing for citizens input on the adoption of the City's Annual Action Plan for the Fiscal Year (FY) period July 1, 2022 through June 30, 2023. The City anticipates having a total of $1,078,831 of CDBG funds available to allocate and $1,844,395 in HOME funds available to allocate for the 2022-23 year. (CD)

Recommendation:

It is recommended that the City Council take the following actions:
1 .

Conduct a public hearing and take public testimony on the Annual Action Plan covering the
period July 1, 2022 – June 30, 2023.
2 .

Approve the CDBG and HOME funding recommendations, authorizing the submittal of the
City’s FY 2022-23 Annual Action Plan (Attachment C) to the U.S.

Department of Housing
and Urban Development.
3 .

Authorize the City Manager to execute all appropriate and necessary documents to receive
funding and implement approved use.
4 .

Approve the CDBG amount of $330,000 to be allocated for the City’s CIP Public Facilities
and Infrastructures (Street Improvement Project).
5 .

Award the following public service agencies city CDBG funds and authorize the City
Manager to execute agreements:

Code Enforcement - $234,633
City of Lynwood – Afterschool Program - $55,500

City of Lynwood – Senior Program - $39,000

City of Lynwood – Sports Program - $12,000

HOPICS - $25,000

Lynwood Athletics Community Services - $15,000

The Harmony Project - $15,000

CONSENT CALENDAR

ALL MATTERS LISTED UNDER THE CONSENT CALENDAR WILL BE ACTED UPON BY ONE MOTION AFFIRMING THE ACTION RECOMMENDED ON THE AGENDA. THERE WILL BE NO SEPARATE DISCUSSION ON

THESE ITEMS PRIOR TO VOTING UNLESS MEMBERS OF THE COUNCIL OR STAFF REQUEST SPECIFIC ITEMS TO BE REMOVED FROM THE CONSENT CALENDAR FOR SEPARATE ACTION.

9. APPROVAL OF THE WARRANT REGISTER
Comments:

City of Lynwood warrant register dated May 17, 2022 for FY 2021-2022. (FIN)

City Council Regular Meeting - Page 2 of 473
Recommendation:

Staff respectfully recommends that the City Council of the City of Lynwood approve the warrant register dated May 17, 2022 for FY 2021-2022.

10. TREASURER'S MONTHLY INVESTMENT REPORT
Comments:

The purpose of this item is to have the Honorable Mayor and the Lynwood City Council review the Treasurer’s Monthly Investment Report as required by State Statutes. (CT)

Recommendation:

It is recommended that the City Council for the City of Lynwood receive and file the attached Monthly Investment Report. The following information is provided to ensure City Council is informed of the investment activities for the City.

11. FINANCIAL STATUS REPORT – APRIL 2022
Comments:

The Finance & Administration Department has prepared the attached monthly financial status report for the General Fund for the City of Lynwood. It is the objective of the Department to prepare a monthly status report on a monthly basis. (FIN)

Recommendation:

Staff recommends that the City Council receive and file this report.

12. APPROVING PENSION UNFUNDED ACCRUED LIABILITY (“UAL”) REFINANCE

WITH THE ISSUANCE OF LEASE REVENUE BONDS BY THE LYNWOOD PUBLIC FINANCING AUTHORITY IN MAXIMUM AMOUNT OF $50,000,000 (FEDERALLY TAXABLE); APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF

CERTAIN LEASE FINANCING DOCUMENTS AND DIRECTING CERTAIN RELATED

ACTIONS
Comments:

The City Council previously directed staff to evaluate the potential financial benefits of refinancing the City of Lynwood's (“City”) Pension Unfunded Accrued Liability (“UAL”) with the California Public Employees’ Retirement System (“CalPERS”). Based on analysis done to date, it appears savings to the City’s General Fund may be achieved from a refinancing; however, the municipal bond market is experiencing high levels of volatility and ultimate expected savings will not be known until interest rates can be locked. Staff recommends the City Council approve the resolutions and related lease documents so that the Lynwood Public Financing Authority (“Financing Authority”) is in a position to issue Lease Revenue Bonds to refinance the City’s pension obligation with CalPERS. Staff will work with its financial consultants to closely monitor the market in the coming months. (FIN)

Recommendation:

1. Staff
recommends that the City Council consider adoption of the attached Resolution No. ______ entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD

APPROVING THE ISSUANCE OF LEASE REVENUE BONDS BY THE LYNWOOD

PUBLIC FINANCING AUTHORITY, APPROVING, AUTHORIZING AND DIRECTING

EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS AND DIRECTING CERTAIN RELATED ACTIONS”

2. Staff recommends that the Lynwood Public Financing Authority consider adoption of the attached Resolution No. ______ entitled, “A RESOLUTION OF THE LYNWOOD PUBLIC

FINANCING AUTHORITY AUTHORIZING THE ISSUANCE OF LEASE REVENUE

BONDS, AUTHORIZING AND DIRECTING EXECUTION OF AN INDENTURE, A LEASE, City Council Regular Meeting - Page 3 of 473

A SITE LEASE, AND CERTAIN OTHER DOCUMENTS, AUTHORIZING THE

NEGOTIATION FOR THE SALE OF BONDS, AND AUTHORIZING OTHER RELATED ACTIONS”

13. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD ADOPTING A

STEP PLACEMENT AND SALARY SETTING POLICY IN ACCORDANCE WITH THE

AUDITOR OF THE STATE OF CALIFORNIA'S AUDIT FINDINGS AND

CONCLUSIONS
Comments:

City Council to consider adopting a resolution consolidating the City's Step Placement and Salary Setting policies into one to satisfy the Auditor of the State of California's Audit findings and conclusions. (HR)

Recommendation:

Staff recommends that the City Council of the City of Lynwood adopt the attached resolution entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD

ADOPTING A STEP PLACEMENT AND SALARY SETTING POLICY IN ACCORDANCE

WITH THE AUDITOR OF THE STATE OF CALIFORNIA'S AUDIT FINDINGS AND CONCLUSIONS."

14. AUTHORIZING THE PROCUREMENT OF CITY FLEET VEHICLES AND SPORTS

FIELD EQUIPMENT
Comments:

The approved 2021-2023 Citywide Budget with amendments includes funds for the appropriation of fleet and equipment purchases. Pursuant to Lynwood Municipal Code Section 6-3.7(b)(2), purchases of supplies, equipment and routine services where dollar amount involved are $25,000 or more shall be by formal competitive bid. (REC)

Recommendation:

Staff recommends that the Lynwood City Council adopt the attached resolution entitled: “A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD APPROVING THE

PURCHASE OR LEASE OF CITY FLEET VEHICLES AND SPORTS FIELD

EQUIPMENT AS DETERMINED APPROPRIATE BY THE CITY MANAGER FOR CITY OPERATIONS”

15. CONTINUATION OF AN EMERGENCY ACTION PER PUBLIC CONTRACT CODE SECTION 22050 FOR THE EMERGENCY ACTION AT WELL NO. 19
Comments:

The City Council delegated to the City Manager or his or her designee the authority to order any action specified under California Public Contract Code Section 22050(a)(1) pursuant to Section 22050(b).

On April 5, 2022, the City Council found
that there is a need for emergency action on
Well No. 19.

Public Contract Code Section 22050(c)(2) requires the City Council to review the emergency action at every regularly scheduled Council Meeting to determine by four-fifths vote that there is a need to continue the action. (PW)

Recommendation:

Staff recommends for the City Council to adopt the attached resolution entitled:
“A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD FINDING THAT

THERE IS A NEED TO CONTINUE THE EMERGENCY ACTION, BY WAY OF A FOUR-

FIFTHS VOTE OF ITS MEMBERS, PURSUANT TO PUBLIC CONTRACT CODE SECTION 22050(c)(1) WITH RESPECT TO THE EMERGENCY REHABILITATION ON WELL NO. 19.”

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16. CONTINUATION OF AN EMERGENCY ACTION PER PUBLIC CONTRACT CODE SECTION 22050 FOR THE EMERGENCY ACTION AT THE NATATORIUM Comments:

On April 5, 2022, the City Council found
that there is a need for emergency action at the
Natatorium.

Recommendation:

Staff recommends for the City Council to adopt the attached resolution entitled:
“A RESOLUTION OF

THE CITY COUNCIL OF THE CITY OF LYNWOOD FINDING THAT THERE IS A NEED TO

CONTINUE THE EMERGENCY ACTION, BY WAY OF A FOUR-FIFTHS VOTE OF ITS MEMBERS, PURSUANT TO PUBLIC CONTRACT CODE SECTION 22050(c)(1) WITH RESPECT TO THE EMERGENCY REHABILITATION AT THE NATATORIUM.”

17. CONSIDERATION OF A RESOULTION PROCLAIMING A LOCAL EMERGENCY,

RATIFYING THE PROCLAMATION OF A STATE OF EMERGENCY BY GOVERNOR

NEWSOM, FINDING THAT THE PROCLAIMED STATE OF EMERGENCY

CONTINUES TO IMPACT THE ABILITY TO MEET SAFELY IN PERSON, AND

DECLARING THAT THE CITY COUNCIL AND CITY COMMISSIONS AND

COMMITTEES WILL COTINUE TO MEET REMOTELY IN ADHERENECE WITH AB 361 IN ORDER TO ENSURE THE HEALTH AND SAFETY OF THE PUBLIC Comments:

Beginning in March 2020, Governor Newsom issued a series of Executive Orders aimed at containing the novel coronavirus (COVID-19). Among these were several Executive Orders N-25- 20, N-29-20, N-35-20 (collectively, the Brown Act Orders) that waived requirements in the Brown Act expressly or impliedly requiring the physical presence of city councilmembers, staff, or the public at local agency meetings.

On September 16, 2021, Governor Newsom signed Assembly Bill AB 361 (Rivas, 2021), which allows cities to continue to meet remotely during proclaimed states of emergency under modified Brown Act requirements that are similar, but not identical to the rules and procedures established by the Brown Act Orders. (CA)

Recommendation:

Staff is recommending that the City Council adopt a City Council Resolution entitled: “A Resolution Proclaiming a Local Emergency, Ratifying the Proclamation of a State of Emergency by Governor Newsom, Finding that the Proclaimed State of Emergency Continues to Impact the Ability to Meet Safely in Person, and Declaring that the City Council and City Commissions and Committees Will Continue to Meet Remotely in Adherence With AB 361 in Order to Ensure the Health and Safety of the Public”

NEW/OLD BUSINESS

18. AWARD OF CONTRACT AND APPROVAL TO FS CONTRACTORS, INC. FOR THE

SIDEWALK IMPROVEMENT PROJECT AT WRIGHT ROAD FROM FERNWOOD AVE TO DUNCAN AVE AND CITYWIDE PRIORITY 1 SIDEWALK IMPROVEMENT PROJECT FY22/FY23 PROJECT (CIP 4011.68.022)
Comments:

Over the course of a year, Lynwood residents have submitted requests for sidewalk improvements on various locations throughout the City. Staff collected all requests and created a list of priority locations where sidewalk improvements are most needed. In addition, the resident derived priority City Council Regular Meeting - Page 5 of 473
list, the City identified needed sidewalk improvements along Wright Road from Fernwood Avenue to Duncan Avenue. As such, the Public Works Department, Engineering Division commissioned of Willdan Engineering to develop plans, specifications and estimate for the aforementioned sidewalk improvements along Wright Road and the Citywide Priority 1 Sidewalk Improvement locations. (PW)

Recommendation:

Staff recommends that the City Council adopt the attached resolution entitled: “A RESOLUTION

OF THE CITY COUNCIL OF THE CITY OF LYNWOOD AWARDING A CONTRACT TO FS Contractors, inc. AS THE LOWEST RESPONSIBLE BIDDER, IN THE Amount OF $556,090

FOR THE SIDEWALK IMPROVEMENT PROJECT WRIGHT ROAD FROM FERNWOOD AVE TO DUNCAN AVE AND CITYWIDE PRIORITY 1 SIDEWALK IMPROVEMENT PROJECT FY22/FY23 PROJECT (sidewalk and wheelchair ramp repairs- cip 4011.68.022); AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; APPROVING TO

REDUC THE PROJECT BUDGET FOR THE ALEXANDER AVENUE, LOUISE STREET,

POPE AVENUE, PENDLETON AVENUE, SEMINOLE AVENUE, AND SHIRLEY AVENUE STREET, WATER, AND SEWER IMPROVEMENT PROJECT (CIP 4011.68.088) IN THE AMOUNT OF $150,000 AND APPROPRIATING SAID AMOUNT OF $150,000 FROM THE MEASURE M BOND (FUND 2357) TO THE SIDEWALK AND WHEELCHAIR RAMP REPAIRS –CIP 4011.68.022).

19. AWARD OF CONTRACT AND APPROVAL TO HARDY AND HARPER, INC. FOR THE SAN CARLOS AVE., SAN JUAN AVE., SAN LUIS AVE., SAN VICENTE AVE., THORSON AVE., AND ALVADA ST. STREET IMPROVEMENT PROJECT (CDBG FUNDED PROJECT NO:4011.68.103)
Comments:

Award of contract to Hardy and Harper for CDBG funded street improvement projects. (PW)

Recommendation:

Staff recommends that the City Council adopt the attached resolution entitled: “A RESOLUTION

OF THE CITY COUNCIL OF THE CITY OF LYNWOOD AWARDING A CONTRACT TO HARDY AND HARPER, INC. AS THE LOWEST RESPONSIBLE BIDDER, IN THE AMOUNT OF $650,000 FOR THE SAN CARLOS AVENUE, SAN JUAN AVENUE, SAN

LUIS AVENUE, SAN VICENTE AVENUE, ALVADA STREET AND THORSON AVENUE STREET IMPROVEMENT PROJECT (CDBG FUNDED PROJECT NO:4011.68.103); AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; AND AUTHORIZING AN APPROPRIATION AND BUDGET IN THE AMOUNT OF $737,317 FOR THE PROJECT."

20. CITY COUNCIL ORAL AND WRITTEN COMMUNICATION

21. STAFF ORAL COMMENTS

ADJOURNMENT
THE NEXT REGULAR MEETING WILL BE HELD ON JUNE 7, 2022 AT 6:00 P.M. IN THE COUNCIL CHAMBERS OF THE CITY HALL ANNEX, 11350 BULLIS ROAD, CITY OF LYNWOOD, CALIFORNIA.

City Council Regular Meeting - Page 6 of 473
Agenda Item # 8.

AGENDA STAFF REPORT
DATE:

May 17, 2022

TO:

Honorable Mayor and Members of the City Council

APPROVED BY:

Ernie Hernandez, City Manager

PREPARED BY:

John Yonai, Interim Director of Community Development

SUBJECT:

FISCAL YEAR 2022-23 ANNUAL ACTION PLAN
Recommendation:

It is recommended that the City Council take the following actions:
1 .

Conduct a public hearing and take public testimony on the Annual Action Plan covering the period July 1, 2022
– June 30, 2023.
2 .

Approve the CDBG and HOME funding recommendations, authorizing the submittal of the City’s FY 2022-
23 Annual Action Plan (Attachment C) to the U.S.

Department of Housing and Urban Development.
3 .

Authorize the City Manager to execute all appropriate and necessary documents to receive funding and
implement approved use.
4 .

Approve the CDBG amount of $330,000 to be allocated for the City’s CIP Public Facilities and
Infrastructures (Street Improvement Project).
5 .

Award the following public service agencies city CDBG funds and authorize the City Manager to execute
agreements:

Code Enforcement - $234,633
City of Lynwood – Afterschool Program - $55,500

City of Lynwood – Senior Program - $39,000

City of Lynwood – Sports Program - $12,000

HOPICS - $25,000

Lynwood Athletics Community Services - $15,000

The Harmony Project - $15,000

Background:

The City of Lynwood is a federal entitlement grant recipient of Community Development Block Grant (CDBG) and HOME Investment Partnership (HOME) funds from U.S. Department of Housing and Urban Development (HUD). As part of the process to receive funding, the City must undertake development of a Consolidated Plan and Annual Action Plan. It is called a Consolidated Plan because it consolidates the application process for HUD’s four entitlement grants into one consolidated plan and application. The four grants are CDBG, HOME, Housing Opportunities for Persons with AIDS (HOPWA), and Emergency Shelter Grant (ESG). All four grants are driven by an entitlement formula process set by the federal government. The City is eligible to participate in two of these programs (CDBG and HOME).

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FY 2022-23
CDBG Allocation
City Administration

As part of the requirements of the federal Consolidated Plan process, the City is required to hold a public hearing regarding the projected use of funds prior to adoption of its Consolidated Plan and Annual Action Plan. In order to receive the FY 2022-23 allocations, the City must comply with the following requirements of the Consolidated Plan final rule regarding pre-submission requirements:

Fulfill citizen participation requirements by conducting a public hearing to receive citizen input regarding annual funding needs;

Publish a draft Plan and Annual Action Plan for a 30-day comment period in order to receive citizen input regarding the final document; and

Conduct a public hearing adopting the final Plan and the Annual Action Plan.

The Annual Action Plan is part of the Consolidated Plan, which takes all HUD requirements regarding planning, needs analysis, reporting, budgeting, citizen participation and certifications and incorporates them into one process. The full Consolidated Plan must be completed once every five years and the Annual Action Plan must be completed annually.

On March 2, 2022, the CDBG Advisory Board conducted a public hearing to receive input on the development of the City’s Annual Action Plan for the period of July 1, 2022 - June 30, 2023.

On April 6, 2022, the CDBG
Advisory Board reviewed and finalized the FY 2022-23 CDBG and HOME funding recommendations for the City Council’s consideration, which are included in this staff report.

Discussion and Analysis:

While the federal funding awards have not yet been announced by HUD, the City estimates it will receive close to the same funding as received in FY 2021-22 which was approximately $1,078,831 in CDBG funds, which is an approximate 6.2% cut to its FY 2021-22 allocation, and $542,802 in HOME funds, which is an approximate 3.2% increase from its FY 2021-22 allocation. When combined with projected reallocated carryover funds and anticipated program income, the City anticipates having a total of $1,108,831 of CDBG funds available to allocate and $1,844,395 in HOME funds available to allocate for the 2022-23 year.

In addition, the City will also be
carrying over approximately $350,000 in allocated CDBG-CV funds.

After much deliberation and thought, it is
being proposed that the below activities be funded under the CDBG and HOME programs and included in the City’s Annual Action Plan for the FY 2022-23.

CDBG Funds
In reviewing the CDBG recommendations it would be appropriate for the City Council
to remember that only three
broad funding categories are considered eligible under CDBG-regulations. A project must either provide benefits to low- or moderate-income persons, eliminate slum or blighted conditions, or satisfies an urgent need. In addition, of the CDBG funds received, no more than 15% ($161,500) of the annual grant amount plus anticipated program income can be used for social service activities, no more than 20% ($215,766) of the grant amount plus anticipated program income can be used for Planning and Administrative services, and, at least, 70% of all funds must be used for low-to-moderate income activities.

There were seven (7) funding requests submitted to the City. Six (6) of these requests qualify under the social service activity cap (City of Lynwood Afterschool Program, City of Lynwood Senior Center, City of Lynwood Sports Program, HOPICS, Lynwood Athletics Community Services, and The Harmony Project) and one (1) request qualifies under the Planning and Administrative services cap (Fair Housing Foundation). While these are all worthwhile organizations, based on the severe decrease in CDBG funding, it will be impossible to fund all of them at the level requested. In evaluating each of the agencies requests, funding is being recommended based on the agency’s past performance, compliance with program guidelines, and need for service. A detail list of funding request versus funding recommendation can be found in Attachment “A”.

A detailed list of funding recommendations under the CDBG program is provided below.

City Council Regular Meeting - Page 8 of 473
General Administration
$ 202,766
Fair Housing Contract
$ 13,000
Subtotal
$ 215,766
Rehabilitation

Administration
$ 98,932
Emergency Grants
$ 25,000
Lead/Asbestos Testing
$ 3,000
Lead/Asbestos Remediation
$ 10,000
Subtotal
$ 136,932
Public Safety

Code Enforcement
$ 234,633
Subtotal
$ 234,633
Social Services

City of Lynwood Afterschool Program
$ 55,500
City of Lynwood Senior Program
$ 39,000
City of Lynwood Sports Program
$ 12,000
HOPICS
$ 25,000
Lynwood Athletics Community Services
$ 15,000
The Harmony Project
$ 15,000
Subtotal
$ 161,500
Public Facilities and Infrastructures

Street Improvement Project
$ 330,000
Subtotal
$ 330,000

Total CDBG Allocation
$1,078,831
FY 2022-23
HOME Allocation
City Administration
General Administration
$ 54,280
Subtotal
$ 54,280
Programs

Down Payment Assistance Program
$ 190,000
Down Payment Assistance Program
- Carryover
$ 190,000
Owner-Occupied Rehabilitation Loans
$ 67,102
Owner-Occupied Rehabilitation Loans
- Carryover
$ 687,800
Owner-Occupied Rehabilitation Grants
$ 150,000
Subtotal
$ 1,284,902
Community Housing Development Organization (CHDO)

CHDO
$ 81,420
CHDO
- Carryover
$ 423,793
Subtotal
$ 505,213

Total HOME Allocation
$ 1,844,395

HOME Funds
In reviewing the HOME funds recommendations, it would be appropriate for the City Council to remember that no more than 10% ($54,280) can be used for administrative and program delivery activities. At least 15% ($81,420) must be set aside for a CHDO, as constituted under the regulations. The balance of funds can only be used for housing activities. A detailed list of funding recommendations under the HOME program is provided below.

It should be noted that all the proposed projects meet the CDBG and HOME eligibility requirements.

Fiscal Impact:

City Council Regular Meeting - Page 9 of 473
The Annual Action Plan includes HUD funding allocation from the CDBG and HOME programs, which will be included in the FY 2022-23 Annual Operating Budget.

Coordinated With:

City Manager’s Office
Department of Finance & Administration Services
Department of Public Works
Department of Recreation & Community Services
ATTACHMENTS:

Description
Attachment A - Social Service Funding (CDBG Program)
Attachment B - Draft Annual Action Plan
City Council Regular Meeting - Page 10 of 473

PROJECT
2021-22
Approved Budget
2022-23
Requests
2022-23
Recommended Budget Program Description
City of Lynwood Afterschool Program 55,000 $ 146,487 $ 55,500 $ After-school program (i.e. homework
assistance/tutoring, seasonal sports, field trips, etc.) City of Lynwood Senior Program 39,000 $ 106,682 $ 39,000 $ Senior programs (i.e. nutritious meals,
referral services, senior activities, and special events) City of Lynwood Sports Program 10,000 $ 147,989 $ 12,000 $ After-school youth recr eational sports HOPICS 25,000 $ 25,000 $ 25,000 $ Homeless Services including temporary housing
Lynwood Athletics Community Services 15,000 $ 50,000 $ 15,000 $ Youth sports - Football , Baseball and Cheerleading The Harmony Project 15,000 $ 15,000 $ 15,000 $ Youth music lessons and ensemble participation TOTAL REQUESTS 159,000.00 $ 491,158.00 $ 161,500.00 $ 15% Cap 161,824.65 $ 161,824.65 $ 161,824.65 $ TOTAL CDBG GRANT 1,078,831.00 $ 1,078,831.00 $ 1,078,831.00 $ Difference 2,824.65 $ (329,333.35) $ 324.65 $

ATTACHMENT A

COMMUNITY DEVELOPMENT BLOCK GRANT BUDGET

SOCIAL SERVICES
City Council Regular Meeting - Page 11 of 473

ANNUAL ACTION PLAN
July 1, 2022 – June 30, 2023

Approved by City Council
TBD

Submitted to: United States Department of Housing and Urban Development (HUD) TBD
City Council Regular Meeting - Page 12 of 473

Annual Action Plan
2022
2 OMB Control No: 2506-0117 (exp. 09/30/2021)
Page Intentionally Left Blank

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Annual Action Plan
2022
3 OMB Control No: 2506-0117 (exp. 09/30/2021)
Executive Summary
AP-05 Executive Summary - 24 CFR 91.200(c), 91.220(b)

1. Introduction
Lynwood is one of the Gateway Cities in the County of Los Angeles. It is centrally located between two freeways, Interstate 105 and Interstate 710 and just 10 minutes from the Los Angeles International Airport. Incorporated in 1921, Lynwood is approximately 4.9 square miles with a population of approximately 70,700 residents. It is a dense and diversely multi -cultural City, and historically remains a bedroom community with a predominantly young population.

Each year between May and July, the City submits an Annual Action Plan (“Action Plan”) covering the period July 1st of that year through June 30th of the following year to the U.S. Department of Housing and Urban Development (HUD). An Action Plan is required by HUD in order for the City to receive federal funds under the Community Development Block Grant (CDBG) and HOME Investment Partnership (HOME) programs. The Action Plan includes the proposed activities, resources and expenditures for the CDBG and HOME programs. This is the third out of five Action Plans under the City’s 2020-2024 Consolidated Plan.

A more general summary of each project and each amount the City is proposing in the FY 2022-23 can be found under section AP -20 Annual Goals and Objectives. In general, the City will continue to carry out programs that primary benefit low and moderate -income person including program administration, fair housing, residential programs, and public services that aid youth, at -risk families, seniors, and the disabled. In addition, the City will continue to use a portion of CDBG funds for its code enforcement and infrastructure improvement programs, which will take place in the City’s adopted target/revitalization areas.

2. Summarize the objectives and outcomes identified in the Plan This could be a restatement of items or a table listed elsewhere in the plan or a reference to another location. It may also contain any essential items from the housing and homeless needs assessment, the housing market analysis or the strategic plan.

The strategies and projects outlined in the Con Plan are intended to benefit low - and moderate-income residents, improve distressed and blighted neighborhoods with high concentrations of low - and moderate-income residents, and positively impact the City as a whole. These Strategies will be coordinated with other federal and state grant programs and local initi atives in order to meet the objectives outlined in the plan. The Annual Action Plan will focus on goals established within the Five - Year Con Plan.

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Annual Action Plan
2022
4 OMB Control No: 2506-0117 (exp. 09/30/2021)
During the development of the Con Plan, the City solicited input from residents to identify and prioritize the various community needs. Furthermore, the City consulted with local public and private service providers to assess the housing and community development needs of low - to moderate -income households and special needs households. The City consulted with the Los Angeles County Development Authority (formally the Los Angeles County Development Commission) and nonprofit organizations to determine funding needs for housing and services for homeless persons, low - to moderate -income persons, and low-income neighborhoods.

Priority areas of need as determined from public participation and research for the Con Plan include the following:

1. Promote, increase, and maintain homeownership for low - and moderate -income (LMI) households;

2. Provide safe, affordable, and decent housing for LMI renters;

3. Preserve the City's existing affordable housing stock for LMI households in the O to 80 percent of Area Median Income (AMI) category;

4. Provide homelessness prevention services to individuals and families who are at imminent risk of homelessness;

5. Provide supportive services to homeless individuals and families;

6. Provide supportive services to seniors and youth;

7. Provide accessibility improvements to public roads and facilities; and

8. Promote fair housing among all income categories.

3. Evaluation of past performance
This is an evaluation of past performance that helped lead the grantee to choose its goals or projects.

The City's is in its third year (2022 ) of it Five Year Con Plan (FY 2020 -2024). Overall, the strategies and goals outlined in the Con Plan are evaluated and reported out annually through the CAPER process. The CAPER covers a program year (July 1st-June 30th) and is prepared by the City's Community Development Department.

The City has made progress meeting Con Plan goals and priority needs. Many of the activities performed have contributed to stabilizing the City's low -income neighborhoods and improved the living conditions of low- to moderate-income families and individuals.
 Major activities focused on preservation of the City's affordable housing stock through renovations performed on owner -occupied housing. The scope of the renovations varied depending on the program and household needs with improvements ranging from basic health and safety improvements to full-scale renovation projects eliminating blighted conditions.

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 Improvements to the City’s public infrastructures help improve the appearance of neighborhoods and create a more appealing environment.
 Funding of non-profit agencies that serve the low- and moderate-income seniors and youth help organizations better meet the needs of their clients.
 Housing, supportive services, and case management were provided to homeless persons through services offered by HOPICS (a City CDBG subrecipient) and Los Angeles Homeless S ervice Authority. Emergency, transitional, and permanent support was provided based on client need.

Funding of non -profit facilities that serve the homeless and other eligible recipients and neighborhoods align with the goals and strategies outlined in the Con Plan. The City continues to strategically collaborate with partner organizations in order to leverage limited available funds and expertise to provide resources to address ongoing affordable housing issues.  Housing Choice Vouchers (Section 8) adminis tered by the Los Angeles County Development Authority (LACDA) on behalf of the City, offered tenant assistance for those qualifying low - to moderate-income residents.

The most recent past performance evaluation and repor ting can be found in the FY 2020 -21 Comprehensive Annual Performance Evaluation Report (CAPER). This report provides both summary and details of resources, distribution, and accomplishments for CDBG and HOME funded programs.

4. Summary of Citizen Participation Process and consultation process Summary from citizen participation section of plan.

Consultation with both public and private organizations that service Lynwood residents by either providing shelter/housing; own/manage housing for low - and moderate -income seniors and families; build housing for low- and moderate-income seniors and families; and/or provide some type of services to populations with special needs (i.e. elderly, homeless, disabled, etc.) has been an ongoing process since the development of the original Consolidated Plan. Organizations receiving direct CDBG funding have been in regular contact with City staff. Other organizations are consulted on an as needed basis, are invited to comment of the draft Action Plan, or have been present at various public hearings held by th e City.

On December 30, 2021 , the City announced that it was soliciting proposals from community -based organizations, nonprofits, City departments, and citizens interested in applying for funds and providing services to the Lynwood community. The applicat ion form requests a description of the need and/or problem to be addressed by the project. The deadline for submittal of the applications was February 3, 2022, 5:00 pm.

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hearing provides citizens with an opportunity to comment on the draft Action Plan. This hearing took place by Web conference via ZOOM in front of the Lynwood City Council on May 17, 2022 . Minutes of these meetings are on file with the City Clerk’s Office. Notice of each public hearing was published in the Lynwood Press Wave at least 10 days prior to the hearing date and sent to the organizations listed in Appendix B and adjacent jurisdictions. Notices of the public hearing were also posted 10 days prior to each public hearing within the 3 public places at City Hall (City website, inside City Hall, and outside City Hall at the kiosk).

In addition, the City sent a letter to the directors of the CDBG /HOME Programs for each of the following jurisdictions: Cities of Compton, Downey, Los Angeles County Department Authority, Paramount, and South Gate. The letter formally stated that the update to the City’s FY 2022-23 Action Plan was currently being pre pared. The letter requested input from these jurisdictions on any activities that could be coordinated in such a way to achieve comprehensive community goals. The letter also requested information on any non -housing community development that might warra nt coordination with our community. No written consultation was received. In addition, each of the above -mentioned jurisdictions was invited to comment on the City’s draft Con Plan. No comments were received.

5. Summary of public comments
This could be a brief narrative summary or reference an attached document from the Citizen Participation section of the Con Plan.

A summary of the comments received is provided under the section "Citizen Participation Comments".

6. Summary of comments or views not accepted and the reasons for not accepting them All comments were received.

7. Summary
The City of Lynwood's FY 2022-23 Action Plan reflects a unified vision to meet the identified needs of the community and provide benefits to low- and moderate-income individuals and families over the next year, financial assistance, and support of the community will be directed toward the following areas:
 Expand affordable housing opportunities;
 Expand homeless prevention and supportive services;
 Expand the improvement of public roads and infrastructures;  Maintain vital public services; and
 Expand Fair Housing choice and access.

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PR-05 Lead & Responsible Agencies – 91.200(b)

1. Agency/entity responsible for preparing/administering the Consolidated Plan Describe the agency/entity responsible for preparing the Consolidated Plan and those responsible for administration of each g rant program and funding source.

Agency Role Name Department/Agency

CDBG Administrator LYNWOOD Community Development Department HOME Administrator LYNWOOD Community Development Department Table 1 – Responsible Agencies

Narrative (optional)
Lead Agency - The City of Lynwood’s Community Development Department is the lead department for policy direction, review of funding applications, project review, and decisions on annual Action Plan ("the Plan") funding recommendations to the City Council.

Annual Action Plan Team - The City of Lynwood’s Community Development Department is responsible for preparation of the Plan, and for coordinating the update of all of the information contained therein of a demographic or programmatic nature. The Community Development Department also conducts a review of applications for eligibility and adherence to HUD National Objectives, which are then submitted to the City Council for further review and funding recommendations. The City Council approves the Plan.  The City Council has appointed the Community Development Block Grant (CDBG) Advisory Board to serve in an advisory capacity to the Lynwood City Council on matters pertaining to the City’s CDBG and HOME programs and use of funds. The CDBG Advisory Board reviews the draft Plan and provides a setting for public testimony. The CDBG Advisory Board holds one public hearing on the Plan to solicit public comments. The CDBG Advisory Board also schedules at least one meeting for discussion of the Plan. After which, the City Council holds a public hearing approving the Plan and authorizing the submittal to HUD. HUD has 45 days to review, modify, or reject the Plan.

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The Community Development Department is also responsible for responding to HUD inquiries regarding the Plan such as HUD -directed new initiatives in regard to Plan preparation and budget reporting of project activities. The City’s Finance Department, working in cooperation with the Community Development Department and other City departments and agencies, plays an active role in identifying the financial status of slow- moving projects as well as projects ready to fund so that grant resources are used more efficiently.

Consolidated Plan Public Contact Information
John Yonai
Interim Director of Community Development
(310) 603-0220, Ext. 605
[email protected]

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AP-10 Consultation – 91.100, 91.200(b), 91.215(l)

1. Introduction
As part of the FY 2022-23 Action Plan development, the City undertook outreach activities to consult and coordinate with nonprofit agencies, government agencies, and residents regarding the needs of the community. Outreach efforts have been summarized in the Executive Summary sec tion of this Action Plan.

Provide a concise summary of the jurisdiction’s activities to enhance coordination between public and assisted housing providers and private and governmental health, mental health and service agencies (91.215(l))
As required by th e regulations, the City consulted with a wide range of public and private entities that provide housing, health services, and social services for low to moderate-income residents. Organizations receiving direct CDBG funding have been in regular contact wi th City of Lynwood staff. Other organizations are consulted on an as needed basis, are invited to comment of the draft Plan, or have been present at various public hearings held by the City.

The City worked with a number of agencies including the following:
 American Red Cross
 California Department of Housing and Community Development  City of Lynwood, Public Works Department
 City of Lynwood, Recreation and Community Services Department  County of Los Angeles, Department of Health Services
 Fair Housing Foundation
 Harmony Project
 HOPICS Lynwood Access Center
 Los Angeles County Development Authority (LACDA) (formerly known as the Housing Authority of the County of Los Angeles)
 Lynwood Athletics Community Services
 Lynwood School District
 Los Angeles County Sheriff’s Department
 Los Angeles Homeless Services Authority
 St. Francis Medical Center Foundation
 US Department of Housing and Urban Development

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Describe coordination with the Continuum of Care and efforts to address the needs of homeless persons (partic ularly chronically homeless individuals and families, families with children, veterans, and unaccompanied youth) and persons at risk of homelessness.

The City consulted with the Housing Authority of the County of Los Angeles and nonprofit organizations (i.e. Los Angeles Homeless Services Authority, HOPICS Lynwood Access Center, Shields for Families, etc.) to determine funding needs for housing and services for homeless persons, low to moderate -income persons, and low -income neighborhoods. The City also coo rdinated with PATH’s (People Assisting the Homeless) efforts in the development of the Gateway Cities Homeless Plan.

Describe consultation with the Continuum(s) of Care that serves the jurisdiction's area in determining how to allocate ESG funds, develop p erformance standards for and evaluate outcomes of projects and activities assisted by ESG funds, and develop funding, policies and procedures for the operation and administration of HMIS Lynwood does not receive or allocate Emergency Solutions Grant (ESG) funds. The City collaborates with local service providers to meet the needs of the homeless. In addition, the City continues to collaborate with Los Angeles Homeless Services Authority and local service providers to assist this segment of the population.

2. Describe Agencies, groups, organizations and others who participated in the process and describe the jurisdiction’s consultations with housing, social service agencies and other entities
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Table 2 – Agencies, groups, organizations who participated 1 Agency/Group/Organization Fair Housing Foundation
Agency/Group/Organization Type Service-Fair Housing
What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Non-Homeless Special Needs
Market Analysis
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
City staff met with the Fair Housing Foundation to consult regarding the Five Year Consolidated Plan and Annual Action Plan process, the Analysis of Impediments to Fair Housing Choice (AI), actions that should be taken to affirmatively further fair housing, etc.
2 Agency/Group/Organization Housing Authority of the County of Los Angeles (HACoLA) Agency/Group/Organization Type PHA
What section of the Plan was addressed by
Consultation?
Public Housing Needs
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
City staff contacted the Los Angeles County Development Authority (LACDA), which was formerly known as the Housing Authority of the County of Los Angeles, to discuss characteristics and data needs regarding LACDA Public Housing and Section 8 inventory, public housing needs, and priorities. 3 Agency/Group/Organization Los Angeles County Health Department Agency/Group/Organization Type Health Agency
Other government - County
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What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Homeless Needs - Chronically homeless
Homeless Needs - Families with children
Homelessness Needs - Veterans
Homelessness Needs - Unaccompanied youth
Homelessness Strategy
Non-Homeless Special Needs
Anti-poverty Strategy
Lead-based Paint Strategy
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
City staff met with County Health staff to consult on information regarding lead poisoning and homelessness issues. The County Health staff provided information on the number of children under the age of 6 with elevated blood levels within Lynwood, training on how to reduce the number, and materials that could be distributed to the commu nity. In addition, County Health staff provided information on how best to coordinate our efforts to combat homelessness. 4 Agency/Group/Organization Los Angeles County Development Authority Agency/Group/Organization Type Other government - County What section of the Plan was addressed by
Consultation?
Homeless Needs - Chronically homeless
Homeless Needs - Families with children
Homelessness Needs - Veterans
Homelessness Needs - Unaccompanied youth
Homelessness Strategy
Non-Homeless Special Needs
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
City staff contacted LACDA to consult on issues related to homelessness and coordinating efforts to combat homelessness.

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5 Agency/Group/Organization LOS ANGELES HOMELESS SERVICES AUTHORITY Agency/Group/Organization Type Other government - County What section of the Plan was addressed by
Consultation?
Homeless Needs - Chronically homeless
Homeless Needs - Families with children
Homelessness Needs - Veterans
Homelessness Needs - Unaccompanied youth
Homelessness Strategy
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
City staff contacted Los Angeles Homeless Service Authority (LAHSA) to consult on issues related to homelessness and coordinating efforts to combat homelessness, including the City ongoing commitment to support and participate in the annual homeless count.
6 Agency/Group/Organization Special Service for Groups (HOPICS) Agency/Group/Organization Type Services-homeless
What section of the Plan was addressed by
Consultation?
Homeless Needs - Chronically homeless
Homeless Needs - Families with children
Homelessness Needs - Veterans
Homelessness Needs - Unaccompanied youth
Homelessness Strategy
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
City staff met with HOPICS staff to discuss characteristics and needs of homeless individuals, youth, families, and "at-risk" individuals and families. 7 Agency/Group/Organization The Harmony Project
Agency/Group/Organization Type Services-Children
What section of the Plan was addressed by
Consultation?
Public Service Program
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Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
City staff met with Harmony staff to discuss services that would assist in improving the well-being of low-income persons and aid the youth. 8 Agency/Group/Organization Lynwood Athletics Community Services Agency/Group/Organization Type Services-Children
What section of the Plan was addressed by
Consultation?
Public Service Program
Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
City staff met with Lynwood Athletics Community Services staff to discuss services that would assist in improving the well -being of low-income persons and aid the youth.
9 Agency/Group/Organization City of Lynwood
Agency/Group/Organization Type Other government - Local What section of the Plan was addressed by
Consultation?
Housing Need Assessment
Public Housing Needs
Homeless Needs - Chronically homeless
Homeless Needs - Families with children
Homelessness Needs - Veterans
Homelessness Needs - Unaccompanied youth
Homelessness Strategy
Non-Homeless Special Needs
HOPWA Strategy
Market Analysis
Economic Development
Anti-poverty Strategy
Lead-based Paint Strategy
Public Service Program
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Briefly describe how the Agency/Group/Organization
was consulted. What are the anticipated outcomes of
the consultation or areas for improved coordination?
In order to obtain a comprehensive assessment of the needs and priorities within the community, the Action Plan process included consultation with Lynwood citizens, service providers, Council Members, CDBG Advisory Board Members, and City staff. In addition, a public survey was conducted on the City's website.

Identify any Agency Types not consulted and provide rationale for not consulting No Agency type was excluded from providing input on the FY 2022-23 Action Plan.

Other local/regional/state/federal planning efforts considered when preparing the Plan Name of Plan Lead
Organization
How do the goals of your Strategic Plan overlap with the goals of each plan? Continuum of Care County of Los
Angeles
The County is a Continuum of Care (CoC) applicant and conducts homeless counts, surveys of the homeless population, and strategic planning to end homelessness. Consistent with the goals of the CoC, the City's Strategic Plan in the Con Plan will provide support to nonprofits that meet the social service needs of LMI residents with a direct emphasis on assisting the homeless.

City of Lynwood's
2021- 2029 Housing
Element
City of Lynwood The Housing Element provides goals and recommendations for improving the housing conditions in the City of Lynwood.

Analysis of
Impediments City of Lynwood Actions to address impediments identified in the Analysis of Impediments (AI) are incorporated in the City's Con Plan, Action Plan, and CAPER.

Table 3 – Other local / regional / federal planning efforts

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Narrative (optional)
The City will continue its coordination efforts with local, regional, and federal agencies to further the goals and objectives of the FY 2022-23 Action Plan.

In doing this, the City contacted adjacent communities (which included cities of Compton, Downey, LACDA, Paramount, and South Gate) informing them that Lynwood was currently preparing its FY 2022-23 Action Plan and requested input from these jurisdictions on any activities that could be coordinated in such a way to achieve comprehensive community goals as well as any information on any non -housing community development that might warrant coordination with our community. No comments were received. In addition, each of the above-mentioned jurisdictions was invited to comment on the City’s draft Action Plan. No comments were received.

In addition, the City will continue to cooperate and coordinate with public and private agencies that includes, but is not limited to, the following:
 California Department of Housing and Community Development  City of Lynwood, Public Works Department
 City of Lynwood, Recreation and Community Services Department  County of Los Angeles, Department of Health Services
 Fair Housing Foundation
 Harmony Project
 HOPICS Lynwood Access Center
 Housing Authority of the County of Los Angeles
 Lynwood Athletics Community Services
 Lynwood School District
 Los Angeles County Sheriff’s Department
 Los Angeles Homeless Services Authority
 St. Francis Medical Center Foundation
 US Department of Housing and Urban Development
 Adjacent communities
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AP-12 Participation – 91.105, 91.200(c)

1. Summary of citizen participation process/Efforts made to broaden citizen participation Summarize citizen participation process and how it impacted goal-setting As part of the preparation of the FY 2022 -23 Action Plan, the City reached out to both public and private organizations that service residents of Lynwood by either providing shelter/housing; own and manage housing for low- and moderate-income seniors and families; build housing for low- and moderate -income seniors and families; and/or provide some type of services to populations with special needs (i.e. elderly, ho meless, disabled, etc.). Organizations receiving direct CDBG funding have been in regular contact with City staff. Other organizations are consulted on an as needed basis, and are invited to all public meetings held by the City and requested to comment on the draft Action Plan.

On December 30, 2021, the City announced that it was soliciting proposals from community -based organizations, nonprofits, City departments, and citizens interested in applying for funds and providing services to the Lynwood community. The application form requests a description of the need and/or problem to be addressed by the project. The deadline for submittal of the applications was February 3, 2022, 5:00 pm.

The City conducted two public hearings. The first public hearing focuses on performance and the needs of the community as they relate to housing, homelessness, and community development needs such as infrastructure, improvement and public services. This hearing took place before the Lynwood Community Development Bloc k Grant (CDBG) Advi sory Board Commission on March 2, 2022 . In addition, on April 6, 2022, the CDBG Advisory Board reviewed and finalized the FY 2022-23 CDBG and HOME funding recommendations for the City Council's consideration. Following this meeting, a second public hearing provides citizens with an opportunity to comment on the draft Action Plan took place in front of the Lynwood City Council on May 17, 2022. Minutes of these meetings are on file with the City Clerk’s Office. Notice of each public hearing was published in the Lynwood Press Wave 10 days prior to the hearing date and sent to the organizations listed in Appendix B. Notices of the public hearing were also posted 10 days prior to each public hearing within the 3 public places at City Hall (City website, inside City Hall, and outside City Hall at the kiosk).

On April 14, 2022, notice of the availability of the Action Plan was published in the Lynwood Press Wave announcing the 30 -day public comment period to begin on April 14, 2022 and concluded on May 16, 2022. A copy of the draft Action Plan was placed on display at the Lynwood Library, the City's City Clerk’s Office, and the City of Lynwood’s Community Development Department. Notices were also sent to the organizations listed in the Appen dix B and adjacent jurisdictions. The City did not receive any comments during this 30 -day review period from the community, agencies or organizations.

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In addition, on February 11, 2022, the City contacted adjacent communities (which included cities of Compton, Downey, LACDA, Paramount, and South Gate) informing them that Lynwood was currently preparing its FY 2022-23 Action Plan and requested input from these jurisdictions on any activities that could be coordinated in such a way to achieve comprehensive community goals as well as any information on any non -housing community development that might warrant coordination with our community. No comments were received. The City also sent a formal letter to these same communities on April 14, 2022 , inviting them to comment on the City’s draft FY 2022 -23 Action Plan. Again, no comments were received.

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Citizen Participation Outreach
Sort O
rder
Mode of O
utreach
Target of O
utreach
Summary of
response/att
endance
Summary o
f
comments r
eceived
Summary of c
omments not
accepted
and reasons
URL (If applicable)
1 Newspaper
Ad
Community
Wide
Two (2)
notices were
placed in the
Lynwood
Press Wave
notifying
citizens of
two (2)
separate
public
hearings. The
dates of the
notices were
February 17,
2022 and
May 5, 2022.

None None
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Sort O
rder
Mode of O
utreach
Target of O
utreach
Summary of
response/att
endance
Summary o
f
comments r
eceived
Summary of c
omments not
accepted
and reasons
URL (If applicable)
2 Internet
Outreach
Community
Wide
On February
17, 2022 and
May 5, 2022,
two (2)
public
hearing
notices were
placed on
City of
Lynwood's
website and
posted in
two (2) other
locations at
City Hall
(within City
Hall and at
the outside
Kiosk).

None None http://lynwood.ca.us/
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3 Public
Hearing
Community
Wide
Two (2)
citywide
public
hearings
were held:

March 2,
2022 (CDBG
Advisory
Board) and
May 17,
2022 (City
Council).

March 2,
2022: This
public
hearing was
conducted
by Web
conference
Via Zoom.

There were
over 7
people in
attendance
at this earing
with five (5)
speakers
requesting
March 2,
2022: Five
(5) non-
profit
organizatio
ns made
presentatio
ns
requesting
CDBG
funding for
FY 22-23
(City of
Lynwood
Afterschool
Program,
City of
Lynwood
Senior
Center, City
of Lynwood
Sports
Program,
Fair
Housing
Foundation,

HOPICS,
Lynwood
Athletics
None http://services.lynwood.ca.us/WebLink/Browse.aspx?id =4&dbid=0&repo=Laserfiche
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CDBG
funding for
FY 2022-23.

May 17,
2022: This
public
hearing was
conducted
by Web
conference
via ZOOM.

While City
staff was
unable to
determine if
anyone was
on the call
for this
public
hearing,
there were
no speakers
or written
comments
received.

Community
Services,
and The
Harmony
Project).

May 17,
2022: This
public
hearing was
conducted
by Web
conference
via ZOOM.

While City
staff was
unable to
determine if
anyone was
on the call
for this
public
hearing,
there were
no speakers
or written
comments
received.
4 Newspaper
Ad
Community
Wide
On April 14,
2022, a None None
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Sort O
rder
Mode of O
utreach
Target of O
utreach
Summary of
response/att
endance
Summary o
f
comments r
eceived
Summary of c
omments not
accepted
and reasons
URL (If applicable)
notice was
placed in the
Lynwood
Press Wave
notifying
citizens of
the 30-day
review
period for
the FY 2022-
23 Action
Plan.

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Sort O
rder
Mode of O
utreach
Target of O
utreach
Summary of
response/att
endance
Summary o
f
comments r
eceived
Summary of c
omments not
accepted
and reasons
URL (If applicable)
5 Internet
Outreach
Community
Wide
On April 14,
2022, one
public notice
was placed
on City of
Lynwood's
website and
posted in
two (2) other
locations at
City Hall
(within City
Hall and at
the outside
Kiosk)
notifying
citizens of
the 30-day
review
period for
the FY 2022-
23 Action
Plan.
http://lynwood.ca.us/
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Sort O
rder
Mode of O
utreach
Target of O
utreach
Summary of
response/att
endance
Summary o
f
comments r
eceived
Summary of c
omments not
accepted
and reasons
URL (If applicable)
6 Email to
social
service
agencies
Social
Service
Agencies
The City sent
direct email
notices to
currently
funded CDBG
social service
groups
notifying
them of the
public
hearing on
March 2,
2022 and
May 17,
2022.

None None
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7 Letter to
Adjacent
Cities
Residents
of Public
and
Assisted
Housing

Adjacent
Citites
On February
11, 2022, the
City sent a
formal letter
to adjacent
communities
(which
included
cities of
Compton,
Downey,
LACDA,
Paramount,
and South
Gate)
informing
them that
Lynwood was
currently
preparing its
FY 2022-23
Action Plan
and
requested
input from
these
jurisdictions
on any
activities that
None None
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Sort O
rder
Mode of O
utreach
Target of O
utreach
Summary of
response/att
endance
Summary o
f
comments r
eceived
Summary of c
omments not
accepted
and reasons
URL (If applicable)
could be
coordinated
in such a way
to achieve
comprehensi
ve
community
goals as well
as any
information
on any non-
housing
community
development
that might
warrant
coordination
with our
community.

City Council Regular Meeting - Page 38 of 473

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Sort O
rder
Mode of O
utreach
Target of O
utreach
Summary of
response/att
endance
Summary o
f
comments r
eceived
Summary of c
omments not
accepted
and reasons
URL (If applicable)
8 Letter to
Adjacent
Cities
Adjacent
Cities
On April 14,
2022, the
City sent a
formal letter
to adjacent
communities
(which
included
cities of
Compton,
Downey,
LACDA,
Paramount,
and South
Gate)inviting
them to
comment on
the City’s
draft FY
2022-23
Action Plan.

None None
City Council Regular Meeting - Page 39 of 473

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2022
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Sort O
rder
Mode of O
utreach
Target of O
utreach
Summary of
response/att
endance
Summary o
f
comments r
eceived
Summary of c
omments not
accepted
and reasons
URL (If applicable)
9 Public
Meeting
Community
Wide
On April 6,
2022, the
CDBG
Advisory
Board
reviewed
and finalized
the FY 2022-
23 CDBG and
HOME
funding
recommenda
tions for the
City Council's
consideratio
n.

None None http://services.lynwood.ca.us/WebLink/Browse.aspx?id =253618&dbid=0&repo=Laserfiche
Table 4 – Citizen Participation Outreach
City Council Regular Meeting - Page 40 of 473

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Expected Resources
AP-15 Expected Resources – 91.220(c)(1,2)
Introduction
Expected Resources
While the federal funding awards have not yet been announced by HUD, the City estimates it will receive close to the same funding as received in FY 2021-22 which was approximately $1,078,831 in CDBG funds, which is an approximate 6.2% cut to its FY 2021 -22 allocation, and $542,802 in HOME funds, which is an approximate 3.2% increase from its FY 2021-22 allocation. When combined with projected reallocated carryover funds and anticipated program income, the City anticipates having a total of $1,108,831 of CD BG funds available to allocate and $1,844,395 in HOME funds available to allocate for the 2022 -23 year. In addition, the City will also be carrying over approximately $350,000 in allocated CDBG -CV funds.

Carryover Funds/Reallocated Funds
CDBG Funding: It is anticipated that approximately $30,000 will be carried over from FY 2021 -22 projects into FY 2022 -23. These funds will be reallocated to assist in the funding of a new FY 2022-23 Public Works Project.

HOME Funding: It is anticipated that approximately $877,800 will be carried over from FY 2021-22 projects into FY 2022-23. These funds will be reallocated to assist in the funding of the FY 2022-23 Owner-Occupied Rehabilitation Loan Program. In addition, $423,793 in CHDO funds will be carried over into FY 2022-23.

CDBG-CV: It is anticipated that approximately $350,000 in allocated CDBG-CV funds will be carried over into FY 2022-23 to continue to fund the Essential Goods Reimbursement Program ($4 ,000), Housing and Util ity Assistance Program ($22,000 ), and the Small Business Rental Assistance City Council Regular Meeting - Page 41 of 473

Annual Action Plan
2022
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Program ($175,000).

Anticipated Resources
Program Source
of Funds
Uses of Funds Expected Amount Available Year 1 Expected Amount
Available
Remainder
of ConPlan
$
Narrative Description
Annual
Allocation:
$
Program
Income:
$
Prior Year
Resources:
$
Total:
$
CDBG public -
federal
Acquisition
Admin and
Planning
Economic
Development
Housing
Public
Improvements
Public Services 1,078,831 0 30,000 1,108,831 2,573,405
In Year 2, the Ci ty expects to receive
$1,078,831 in CDBG entitlement funds.

Any unencumbered funds from prior
year(s) resources will be allocated
towards public infrastructure
improvements.

City Council Regular Meeting - Page 42 of 473

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Program Source
of Funds
Uses of Funds Expected Amount Available Year 1 Expected Amount
Available
Remainder
of ConPlan
$
Narrative Description
Annual
Allocation:
$
Program
Income:
$
Prior Year
Resources:
$
Total:
$
HOME public -
federal
Acquisition
Homebuyer
assistance
Homeowner
rehab
Multifamily
rental new
construction
Multifamily
rental rehab
New
construction for
ownership
TBRA 542,802 0 1,301,593 1,844,395 1,857,023
In Year 2, the City expects to receive
$542,802 in HOME entitlement funds.

Any unencumbered funds from prior
year(s) resources will be allocated
towards the Owner -Occupied
Rehabilitation Loan program.

Table 5 - Expected Resources – Priority Table

Explain how federal funds will leverage those additional resources (private, state and local funds), including a description of how matching requirements will be satisfied
The City will continue to use state and local funds to leverage federal entitlement dollars, including but not limited to:
 City General Funds (Code Enforcement, Lucy Avalos Community Center, and Lynwood Senior Center);  In-kind Donations; and
 Local, State, and Federal Funds (Public Work Projects).

City Council Regular Meeting - Page 43 of 473

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In addition, the following service providers budgeted additional federal and non-federal funds to their activities through funding from other cities, in-kind donations, United Way and other charitable organizations, and the Federal and State governments:
 Harmony Project
 Special Service for Groups (HOPICS Lynwood Access Center)  Lynwood Athletics Community Services
 Fair Housing Foundation
The City is a 100% HOME match reduction community; therefore, no HOME match is required City Council Regular Meeting - Page 44 of 473

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2022
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If appropriate, describe publically owned land or property located within the jurisdiction that may be used to address the needs identified in the plan The City currently owns three propert ies (Alameda Triangle) that will be used for a future housing development that will be made up of both for sale market rate townhomes and affordable apartments. In addition, the City owns another 10 properties that have been approved for development of a 67-unit multi-family affordable (low- and moderate-income) apartment complex.

The City's former Redevelopment Agency (herein referred to as the "Successor Agency") also owns a few properties. It is the Successor Agency’s intent to use these properties to incentivize developers to address either the housing needs economic development needs of the community.

Discussion
Redundant - Not Used
City Council Regular Meeting - Page 45 of 473

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2022
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Annual Goals and Objectives

AP-20 Annual Goals and Objectives
Goals Summary Information
Sort
Order
Goal Name Start
Year
End
Year
Category Geographic Area Needs Addressed Funding Goal Outcome Indicator 1 Planning and
Administration
2020 2024 Administration Not Applicable Administration CDBG:
$202,766
HOME:
$54,280
Other: 1 Other
2 Expand Fair Housing
Choice and Access
2020 2024 Fair Housing City-wide Fair Housing
Education
CDBG:
$13,000
Public service activities for
Low/Moderate Income
Housing Benefit: 200
Households Assisted
3 Planning and
Administration - CDBG
Rehabilitation
2020 2024 Planning and
Administration
Not Applicable Administration CDBG:
$98,932
Other: 1 Other
4 Repair Aging Housing
Infrastructure
2020 2024 Affordable
Housing
City-wide Housing
Rehabilitation
CDBG:
$25,000
HOME:
$754,902
Homeowner Housing
Rehabilitated: 10 Household
Housing Unit
5 Increase the Supply of
Lead Safe Housing
2020 2024 Affordable
Housing
City-wide Housing
Rehabilitation
CDBG:
$13,000
Homeowner Housing
Rehabilitated: 5 Household
Housing Unit
City Council Regular Meeting - Page 46 of 473

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Sort
Order
Goal Name Start
Year
End
Year
Category Geographic Area Needs Addressed Funding Goal Outcome Indicator 6 Code Enforcement 2020 2024 Affordable
Housing
Deteriorating
and/or
Deteriorated
Area
Code
Enforcement
and Blight
Removal
CDBG:
$234,633
Housing Code
Enforcement/Foreclosed
Property Care: 200 Household
Housing Unit
7 Public Vital Public
Services
2020 2024 Non-Homeless
Special Needs
City-wide Supportive
Services Needs
CDBG:
$161,500
Public service activities for
Low/Moderate Income
Housing Benefit: 240
Households Assisted
8 Provide Vital Homeless
Services
2020 2024 Homeless City-wide Homeless Needs CDBG:
$25,000
Homelessness Prevention: 10
Persons Assisted
9 Expand Affordable
Housing Opportunities
2020 2024 Affordable
Housing
City-wide Affordable
Housing
HOME:
$190,000
Direct Financial Assistance to
Homebuyers: 2 Households
Assisted
10 Improve/Upgrade Public
Facilities/Infrastructures
2020 2024 Non-Housing
Community
Development
Area Benefit
Neighborhood
Public Facilities
and
Infrastructure
Improvements
CDBG:
$330,000
Public Facility or
Infrastructure Activities for
Low/Moderate Income
Housing Benefit: 3000
Households Assisted
Table 6 – Goals Summary

Goal Descriptions

City Council Regular Meeting - Page 47 of 473

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2022
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1 Goal Name Planning and Administration
Goal
Description
Provide funds toward the payment of reasonable administrative costs and carrying charges related to the planning and execution of community development activities financed in whole or in part by CDBG and HOME funds. This applies to the 20% CDBG Planning and Administration and 10% HOME Planning and Administration cost. 2 Goal Name Expand Fair Housing Choice and Access
Goal
Description
Provide funds for the Fair Housing Foundation to prepare and administer a Fair Housing Counseling Program in the City of Lynwood
3 Goal Name Planning and Administration - CDBG Rehabilitation Goal
Description
Provide funds for the direct delivery program costs for the Owner-Occupied Rehabilitation Programs. 4 Goal Name Repair Aging Housing Infrastructure
Goal
Description
This program provides funds toward the Owner-Occupied Rehabilitation Programs, which assists low to moderate-income households in maintaining a safe and decent living environment. 5 Goal Name Increase the Supply of Lead Safe Housing
Goal
Description
This program provides for the testing, clearance testing (including risk assessment), and, if necessary, remediation of lead/asbestos hazards of units constructed prior to 1978 that participate in the City’s Owner -Occupied Rehabilitation Program.
6 Goal Name Code Enforcement
Goal
Description
This program provides a proactive code enforcement in eligible low and moderate-income block groups based on an official designation of deteriorating and/or deteriorated area.
7 Goal Name Public Vital Public Services
Goal
Description
Provide needed public services that assist low - to moderate-income individuals and families including, but not limited to, youth services, senior and special needs services, nutrition and preventative health services, etc.

City Council Regular Meeting - Page 48 of 473

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2022
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8 Goal Name Provide Vital Homeless Services
Goal
Description
Provide funds for the funding of a resource center to assist the homeless or those at -risk of homelessness. This program provides a full range of social services for clients including providing temporary housing. 9 Goal Name Expand Affordable Housing Opportunities
Goal
Description
Provide funding for new housing development and/ or programs that assist low - and moderate - income families with finding housing solutions including programs that increase homeownership, development of housing for special needs populations, support integrated housing solutions and plans, and reduce barriers to affordable housing consistent with the City's Analysis for Impediment to Fair Housing Choice.
10 Goal Name Improve/Upgrade Public Facilities/Infrastructures Goal
Description
Provide ongoing assistance to improve and/or upgrade public facilities (ADA improvements) & infrastructures (street improvements such as streets, sidewalks, curbing, safe routes to school, addressing public safety concerns, etc.).

City Council Regular Meeting - Page 49 of 473

Annual Action Plan
2022
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Projects
AP-35 Projects – 91.220(d)
Introduction
Expected Resources
While the federal funding awards have not yet been announced by HUD, the City estimates it will receive close to the same funding as received in FY 2021-22 which was approximately $1,078,831 in CDBG funds, which is an approximate 6.2% cut to its FY 2021 -22 allocation, and $542,802 in HOME funds, which is an approximate 3.2% increase from its FY 2021 -22 allocation. When combined with projected reallocated carryover funds and anticipated program income, the City anticipates having a total of $1,108,831 of CDBG funds available to allocate and $1,844,395 in HOME funds available to allocate for the 2022 -23 year. In addition, the City will also be carrying over approximately $350,000 in allocated CDBG-CV funds.

Carryover Funds/Reallocated Funds
CDBG Funding: It is anticipated that approximately $30,000 will be carried over from FY 2021-22 projects into FY 2022-23. These funds will be reallocated to assist in the funding of a new FY 2022-23 Public Works Project.

HOME Funding: It is anticipated that approximate ly $877,800 will be carried over from FY 2021 -22 projects into FY 2022-23. These funds will be reallocated to assist in the funding of the FY 2022-23 Owner- Occupied Rehabilitation Loan Program. In addition, $423,793 in CHDO funds will be carried over int o FY 2022-23.

CDBG-CV: It is anticipated that approximately $350,000 in allocated CDBG-CV funds will be carried over into FY 2022-23 to continue to fund the Essential Goods Reimbursement Program ($4,000), Housing and Utility Assistance Program ($22,000), and the Small Business Rental Assistance Program ($175,000) City Council Regular Meeting - Page 50 of 473

Annual Action Plan
2022
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Projects
# Project Name
1 General Administration
2 Fair Housing Foundation
3 Owner-Occupied Rehabilitation Program - Administration 4 Owner-Occupied Rehabilitation Program - Emergency Grants 5 Owner-Occupied Rehabilitation Program - Lead/Asbestos Testing 6 Owner-Occupied Rehabilitation Program - Lead/Asbestos Remediation 7 Code Enforcement
8 City of Lynwood Afterschool Program
9 City of Lynwood Senior Program
10 City of Lynwood Sports Program
11 HOPICS
12 Lynwood Athletics Community Services
13 The Harmony Project
14 Street Improvement Project
15 HOME Administration
16 Owner-Occupied Rehabilitation Program - HOME Grants
17 Owner-Occupied Rehabilitation Program - HOME Loans
18 Down Payment Assistance Program
19 Community Housing Development Organization (CHDO)
Table 7 - Project Information

Describe the reasons for allocation priorities and any obstacles to addressing underserved needs
The allocation priorities are established based on the results of the Needs Assessment, Market Analysis, and public input (which takes place annually as part of the Action Plan process). These assessments, coupled with the City's capacity to address needs with available funds, resulted in these projects being selected. All of these projects meet various needs, as identified in the Priority Needs section of this Plan. The City of Lynwood faces a number of potential obstacles in meeting affordable housing needs, community development needs, and underserved needs including the lack of affordable land for housing development, funding constraints to address the stated needs, and continued reductions of CDBG, HOME, and other federal funding sources in each fiscal year. The City will continue to look for non -traditional ways to develop affordable housing units and meet community development needs; work to combine funding sources and leverage private funds to develop affordable housing; and, to work with the federal government to ensure that sufficient funding continues in order to meet needs.

City Council Regular Meeting - Page 51 of 473

Annual Action Plan
2022
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AP-38 Project Summary
Project Summary Information
City Council Regular Meeting - Page 52 of 473

Annual Action Plan
2022
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1 Project Name General Administration
Target Area Not Applicable
Goals Supported Planning and Administration
Needs Addressed Administration
Funding CDBG: $202,766
Description Provide funds toward the payment of reasonable administrative costs and carrying charges related to the planning and execution of community development activities financed in whole or in part by CDBG funds.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
N/A
Location Description City of Lynwood
Planned Activities This program will provide for payment of reasonable administration costs and carrying charges related to the planning and execution of community development activities financed in whole or in part by CDBG funds.
2 Project Name Fair Housing Foundation
Target Area City-wide
Goals Supported Expand Fair Housing Choice and Access
Needs Addressed Fair Housing Education
Funding CDBG: $13,000
Description Provide funds for the Fair Housing Foundation to prepare and administer a Fair Housing Counseling Program in the City of Lynwood.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is the intent of the Fair Housing Foundation to assist 200 low - to moderate-income residents.

Location Description City of Lynwood
City Council Regular Meeting - Page 53 of 473

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2022
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Planned Activities Through a sub-recipient contract with the Fair Housing Foundation, this program will provide for the preparation and administration of a Fair Housing Counseling Program.
3 Project Name Owner-Occupied Rehabilitation Program - Administration Target Area Not Applicable
Goals Supported Planning and Administration - CDBG Rehabilitation Needs Addressed Administration
Funding CDBG: $98,932
Description Provide funds for the direct delivery program costs for the Owner - Occupied Rehabilitation Programs.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
N/A
Location Description City of Lynwood
Planned Activities This program will provide for the direct delivery program costs for the Owner-Occupied Rehabilitation Programs.
4 Project Name Owner-Occupied Rehabilitation Program - Emergency Grants Target Area City-wide
Goals Supported Repair Aging Housing Infrastructure
Needs Addressed Housing Rehabilitation
Funding CDBG: $25,000
Description Provide funds for a $5,000 emergency grant to homeowners who are low- to moderate -income and need funding for correction to emergency code deficiencies that constitute an immediate health and/or safety issue.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 5 low- to moderate-income households will benefit from this program.

Location Description City of Lynwood
City Council Regular Meeting - Page 54 of 473

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2022
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Planned Activities This program will provide funds toward the Owner -Occupied Rehabilitation Program for Emergency Grants, which will assist low- to moderate-income households in maintaining a safe and decent living environment.
5 Project Name Owner-Occupied Rehabilitation Program - Lead/Asbestos Testing Target Area City-wide
Goals Supported Increase the Supply of Lead Safe Housing Needs Addressed Housing Rehabilitation
Funding CDBG: $3,000
Description Provide funds for testing and clearance testing (including risk assessment) of units constructed prior to 1978 that participate in the City's Owner-Occupied Rehabilitation Program (Emergency Grants).

Location Description City of Lynwood
Planned Activities This program will provide for the testing and clearance testing (including risk assessment) of lead/asbestos hazards of units constructed prior to 1978 that participated in the City's Owner - Occupied Rehabilitation Program (Emergency Grants).
6 Project Name Owner-Occupied Rehabilitation Program - Lead/Asbestos Remediation Target Area City-wide
Goals Supported Increase the Supply of Lead Safe Housing Needs Addressed Housing Rehabilitation
Funding CDBG: $10,000
Description Provide grant funds to remediate lead/asbestos hazards in units participating in the City's Owner -Occupied Rehabilitation Program (Emergency Grants).

Target Date 6/30/2023
City Council Regular Meeting - Page 55 of 473

Annual Action Plan
2022
45 OMB Control No: 2506-0117 (exp. 09/30/2021)
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 5 low- to moderate-income households will benefit from this program.

Location Description City of Lynwood
Planned Activities This program will provide remediation of lead/asbestos hazards of units constructed prior to 1978 that participate in the City's Owner-Occupied Rehabilitation Program (Emergency Grants).
7 Project Name Code Enforcement
Target Area Deteriorating and/or Deteriorated Area
Goals Supported Code Enforcement
Needs Addressed Code Enforcement and Blight Removal
Funding CDBG: $234,633
Description Provide funds for a proactive code enforcement program in eligible low- and moderate-income block groups based on an official designation of deteriorating and/or deteriorated areas.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 200 low - to m oderate-income households will benefit from this program
Location Description City of Lynwood
Planned Activities This program will provide a proactive code enforcement program in eligible low- and moderate-income block groups based on an official designation of deteriorating and/or deteriorated areas. 8 Project Name City of Lynwood Afterschool Program
Target Area City-wide
Goals Supported Public Vital Public Services
Needs Addressed Supportive Services Needs
Funding CDBG: $55,500
Description Provide funds for towards the After -School Program (i.e. homework assistance/tutoring, seasonal sports, field trips, etc.) offered at the Lucy Avalos Community Center for the youth up to 18 years of age that are still in school.

City Council Regular Meeting - Page 56 of 473

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Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 75 low - to moderate-income youth will benefit from this program.

Location Description Lucy Avalos Community Center @ Burke -Ham Park - 11832 Atlantic Avenue, Lynwood
Planned Activities The After -School Program will assist with funding towards an after - school program that provides homework assistance/tutoring, seasonal sports, field trips, etc. for youth (up to 18 years of age who are still in school) of low- to moderate-income families.
9 Project Name City of Lynwood Senior Program
Target Area City-wide
Goals Supported Public Vital Public Services
Needs Addressed Supportive Services Needs
Funding CDBG: $39,000
Description Provide funds for a Senior Program. The Senior Program provides a number of services at the City's Senior Center including nutritious meals, referral services, senior activities, and special events to seniors living in Lynwood to help promote the role of nutrition, preventive health issues, and long-term care.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 100 seniors will benefit from this program.

Location Description Lynwood Senior Citizen Center - 11329 Ernestine Avenue, Lynwood Planned Activities The Lynwood Senior Center will provide nutritious meals, referral services, senior activities, and special events to seniors living in Lynwood.
10 Project Name City of Lynwood Sports Program
Target Area City-wide
Goals Supported Public Vital Public Services
Needs Addressed Supportive Services Needs
City Council Regular Meeting - Page 57 of 473

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2022
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Funding CDBG: $12,000
Description
Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 10 low - to moderate-income youth will benefit from this program.

Location Description Lynwood City Park - 11301 Bullis Road, Lynwood Burke-Ham Park - 11832 Atlantic Ave, Lynwood

Planned Activities After-school youth recreational sports 11 Project Name HOPICS
Target Area City-wide
Goals Supported Provide Vital Homeless Services
Needs Addressed Homeless Needs
Funding CDBG: $25,000
Description Provide funds for the funding of a resource center to assist the homeless or those at-risk of homelessness. This program provides a full range of social services for clients including providing temporary housing.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 25 homeless/at -risk of homelessness will benefit from this program.

Location Description City of Lynwood
Planned Activities Through a sub -recipient contract with HOPICS, this program wil l provide a resource center within Lynwood to assist with homelessness and at-risk of homelessness.
12 Project Name Lynwood Athletics Community Services
Target Area City-wide
Goals Supported Public Vital Public Services
Needs Addressed Supportive Services Needs
City Council Regular Meeting - Page 58 of 473

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2022
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Funding CDBG: $15,000
Description Provide funds for the Lynwood Athletics Community Services program.

The Lynwood Athletics Community Services program provides youth sports and recreational activities for students of low - to moderate - income families.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 20 low - to moderate-income youth will benefit from this program.

Location Description Lynwood High School - 4050 E. Imperial Highway, Lynwood Planned Activities The Lynwood Athletics Community Services will provide youth sports and recreational activities for students of low - to moderate -income families
13 Project Name The Harmony Project
Target Area City-wide
Goals Supported Public Vital Public Services
Needs Addressed Supportive Services Needs
Funding CDBG: $15,000
Description Provide funds for the Harmony Project. Through this program, approximately 50 low- to moderate-income youth under the age of 18 are provided with music lessons and ensemble participation.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 45 low- to moderate-income youth under the age of 18 will benefit from this program.

Location Description City of Lynwood
Planned Activities Through a sub -recipient contract with the Harmony Project, this program will provide music lessons and ensemble participation services to youth under the age of 18 who meet the income requirements. 14 Project Name Street Improvement Project
Target Area Area Benefit Neighborhood
Goals Supported Improve/Upgrade Public Facilities/Infrastructures City Council Regular Meeting - Page 59 of 473

Annual Action Plan
2022
49 OMB Control No: 2506-0117 (exp. 09/30/2021)
Needs Addressed Public Facilities and Infrastructure Improvements Funding CDBG: $330,000
Description Provide funding towards street improvements that is in need of repairs.

Improvements will include ADA complaint curb ramps, rehabilitated curbs, gutters, sidewalks, driveway approaches, and pavement.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 16,000 persons will benefit from this project.

Location Description Area Benefit
Planned Activities Through this program, the City plans to make needed street improvements including ADA complaint curb ramps, rehabilitated curbs, gutters, sidewalks, driveway approaches, and pavement to one City street that is in need of repairs.
15 Project Name HOME Administration
Target Area Not Applicable
Goals Supported Planning and Administration
Needs Addressed Administration
Funding HOME: $54,280
Description Provide funds toward the payment of reasonable administrative costs and carrying charges related to the planning and execution of community development activities financed in whole or in part by HOME funds.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
N/A
Location Description City of Lynwood
Planned Activities N/A
16 Project Name Owner-Occupied Rehabilitation Program - HOME Grants Target Area City-wide
Goals Supported Repair Aging Housing Infrastructure
City Council Regular Meeting - Page 60 of 473

Annual Action Plan
2022
50 OMB Control No: 2506-0117 (exp. 09/30/2021)
Needs Addressed Housing Rehabilitation
Funding HOME: $150,000
Description Provide funds for a $10,000 grant to homeowners who meet the low - to moderate-income criteria for repairs related to interior and exterior code deficiencies and general home improvements.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 15 low - to moderate -income households will benefit from this program.

Location Description City of Lynwood
Planned Activities This program will provide funds toward the Owner -Occupied Rehabilitation Program for Grants, which will assist low - to moderate- income households in maintaining a safe and decent living environment.
17 Project Name Owner-Occupied Rehabilitation Program - HOME Loans Target Area City-wide
Goals Supported Repair Aging Housing Infrastructure
Needs Addressed Housing Rehabilitation
Funding HOME: $754,902
Description Provide funds for the City's low interest (0%) deferred payme nt loan (maximum loan amount $35 ,000) to homeowners who meet the low - to moderate-income criteria and need financial assistance to make repairs and improvements.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 10 low - to moderate -income households will benefit from this program.

Location Description City of Lynwood
Planned Activities This program will provide funds toward the Owner -Occupied Rehabilitation Loan Program for HOME loans, which assist low - to moderate-income households who own and occupy their homes and need financial assistance to make repairs and improvements.

City Council Regular Meeting - Page 61 of 473

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2022
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18 Project Name Down Payment Assistance Program
Target Area City-wide
Goals Supported Expand Affordable Housing Opportunities Needs Addressed Affordable Housing
Funding HOME: $190,000
Description Provide funds for first time homebuyers through the City's Down Payment Assistance Program. The amount of the loan will vary depending on the value of the house to be purchased to assist the homebuyer in achi eving a 25% down payment. The maximum allowable loan will be $95,000.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 2 low- to moderate-income households will benefit from this program.

Location Description City of Lynwood
Planned Activities This program will provide funds for first time homebuyers through the City's Down Payment Assistance Program. The amount of the loan will vary depending on the value of the house to be purchased to assist the homebuyer in achieving a 25% down payment. The maximum allowable loan will be $95,000.
19 Project Name Community Housing Development Organization (CHDO) Target Area City-wide
Goals Supported Expand Affordable Housing Opportunities Needs Addressed Affordable Housing
Funding HOME: $81,420
Description Provide funds for the production of affordable housing unit using the 15% CHDO set-aside funding as required under the HOME program.

Target Date 6/30/2023
Estimate the number
and type of families
that will benefit from
the proposed activities
It is anticipated that 1 low- to moderate-income households will benefit from this program.

Location Description City of Lynwood
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Planned Activities This program will provide for the production of one affordable housing unit using the 15% CHDO set -aside funding as required under the HOME program.

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AP-50 Geographic Distribution – 91.220(f)
Description of the geographic areas of the entitlement (including areas of low -income and minority concentration) where assistance will be directed Area Benefit
CDBG Infrastructure/Public Works improvements are considered an area benefit activity. An area benefit is an activity that meets the identified needs of low and moderate -income persons residing in an area where at least 51% of the residents are low and moderate -income persons. The benefits of this type of activity are available to all persons in the area regardless of income. Potentially eligible activities include street improvements, façade improvements in neighborhood commercial districts, graffiti removal, and code enforcement.

Citywide
In order to prevent the concentration of low -income persons, City housing programs and social service programs are marketed and available throughout the City. The programs are not directed to any one geographical area but rather the extremely low to moderate -income (0 to 80% of the MFI) persons and families. The City wants to promote a balanced and integrated community and is committed to providing assistance throughout the City.

Deteriorated/Deteriorating Areas
Code Enforcement activities are limited to eligible low - and moderate-income block groups based on an official designation of deteriorating and/or deteriorated areas. On August 20, 2013, the City transmitted a letter to U.S. Department of Housing and Urban Development, LA Office that described the City’s Low and Moderate -Income “Target Area” and “Deter iorating Areas” and the qualifying conditions in each census tract. The five census tracts comprising the deteriorated areas include 5400, 5402, 5403, 5405, and 5418.

Not Applicable
The not applicable area is for CDBG and HOME Administration activities.

The City has traditionally used 80% or more of its CDBG resources to benefit these special areas and/or to operate programs available exclusively to low and moderate -income people (whereas HUD regulations only require a minimum 70% low/mod benefit level for CDBG activities). In order to continue to achieve this high ratio of low/mod benefit for its CDBG resources, and because of the compelling need to assist City Council Regular Meeting - Page 64 of 473

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these target areas, the City will continue to target CDBG resources to these special geographic areas.

Geographic Distribution
Target Area Percentage of Funds
Area Benefit Neighborhood 28
City-wide 27
Not Applicable 20
Deteriorating and/or Deteriorated Area 25
Table 8 - Geographic Distribution

Rationale for the priorities for allocating investments geographically Some activities are intended to serve only income -eligible persons and these are accomplished on a citywide basis. Other activities such as infrastructure improvements can be accomplished in area benefit neighborhoods per CDBG regulations. While code enforcement can only be implemented in areas where there are low-income persons, that qualify as deteriorated and where other community efforts are being undertaken.

Discussion
Redundant - Not Used

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Affordable Housing
AP-55 Affordable Housing – 91.220(g)
Introduction
The demand for affordable housing for low - and moderate -income households in Lynwood has been persistent, as the analyses in the Consolidated Plan have demonstrated. The City established maintenance of affordable housing as a high priority need, and established a goal of rehabilitating 50 owner -occupied housing units in order to maintain the City’s stock of affordable units over the five -year period of the Consolidated Plan. In addition, the City is focusing on creating new affordable units in cooperation with a Community Housing Development Organization (CHDO).

The City does not own any public housing units or provide a Section 8 Housing Choice Voucher program. Instead, the City works with the Housing Authority of the County of Los Angeles who administers a Section 8 Housing Choice Voucher program within Lynwood.

The needs of the homeless are handled through nonprofit organizations and the Los Angeles Homeless Service Authority.

One Year Goals for the Number of Households to be Supported Homeless 0
Non-Homeless 10
Special-Needs 0
Total 10
Table 9 - One Year Goals for Affordable Housing by Support Requirement

One Year Goals for the Number of Households Supported Through Rental Assistance 0
The Production of New Units 0
Rehab of Existing Units 10
Acquisition of Existing Units 0
Total 10
Table 10 - One Year Goals for Affordable Housing by Support Type

Discussion
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Occupied Rehabilitation Program. Low to moderate-income is defined as 0 to 80% of the MFI.

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AP-60 Public Housing – 91.220(h)
Introduction
There are no public housing projects in the City. The City works with the Housing Authority of the County of Los Angeles who provides rental assistance to the residents of Lynwood through the Federal Section 8 Voucher program. The primary objective of this program is to assist low-income (0 to 50% of MFI) persons and households in making rents affordable. There is currently a lengthy waiting list for the Section 8 Program with the average wait from three to five years, if not longer. Each applicant is selected from the waiting list in sequence, based upon date of preliminary application and Voucher availability.

Actions planned during the next year to address the needs to public housing N/A
Actions to encourage public housing residents to become more involved i n management and participate in homeownership
N/A
If the PHA is designated as troubled, describe the manner in which financial assistance will be provided or other assistance
N/A
Discussion
Redundant - Not Used
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AP-65 Homeless and Other Special Needs Activities – 91.220(i) Introduction
The Los Angeles Homeless Services Authority (LAHSA), a Joint Powers Authority (JPA), is the lead agency in the Los Angeles Continuum of Care and coordinates funds for programs providing shelter, housing, and services to homeless persons in Los Angeles County. LAHSA partners with the County of Los Angeles to integrate services and housing opportunities to ensure a wide distribution of service and housing options throughout the Los Angeles Continuum of Care. The City of Lynwood is located in Service Planning Area (SPA) 6 and will continue to collaborate with LAHSA and other local agencies in providing services for homeless persons.

In addition, the City of Lynwood provides funding towards HOPICS, which is a resource center to assist the homeless or those at -risk of homelessness. HOPICS’ provides a full range of social services for clients including providing temporary housing.

Describe the jurisdictions one -year goals and actions for reducing and ending homelessness including
Reaching out to homeless persons (especially unsheltered persons) and assessing their individual needs
The City of Lynwood is not a direct provider of homeless services. Through the CDBG program for FY 2022- 23, the City will be providing funding towards HO PICS, which is a resource center to assist the homeless or those at -risk of homelessness. HOPICS’ provides a full range of social services for clients including providing temporary housing. In addition, the City refers homeless persons to emergency shelt ers, transitional housing, and supportive housing operated by public and private agencies located near the City.

The City also collaborates and is an active partner with LAHSA. The City participated in LAHSA’s 2022 Homeless Youth and Homeless Adult Count, which were conducted in February 2022.

Addressing the emergency shelter and transitional housing needs of homeless persons The City of Lynwood is not a direct provider of homeless services. Through the CDBG program for FY 2022- 23, the City will be provid ing funding towards HOPICS, which is a resource center to assist the homeless or those at -risk of homelessness. HOPICS’ provides a full range of social services for clients including providing temporary housing. In addition, the City refers homeless pers ons to emergency shelters, transitional housing, and supportive housing operated by public and private agencies located near the City. The City also amended the Zoning Code to include provisions for transitional and supportive housing.

Helping homeless pe rsons (especially chronically homeless individuals and families, families City Council Regular Meeting - Page 69 of 473

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with children, veterans and their families, and unaccompanied youth) make the transition to permanent housing and independent living, including shortening the period of time that individuals and families experience homelessness, facilitating access for homeless individuals and families to affordable housing units, and preventing individuals and families who were recently homeless from becoming homeless again
As stated above, the City coordinates efforts with LAHSA and HOPICS to assist homeless persons in making the transition to permanent housing and independent living, including shortening the period of time that individuals and families experience homelessness, facilitating access for homeless individuals and families to affordable housing units, and preventing individuals and families who were recently homeless from becoming homeless again. In addition, as previously mentioned, the City amended the Zoning Code to permit the development of transitional and supportive housing.

Helping low-income individuals and families avoid becoming homeless, especially extremely low-income individuals and families and those who are: being discharged from publicly funded institutions and systems of c are (such as health care facilities, mental health facilities, foster care and other youth facilities, and corrections programs and institutions); or, receiving assistance from public or private agencies that address housing, health, social services, employment, education, or youth needs.

In addition to the agencies listed above, the City will continue to seek and work with local non -profit agencies who provide emergency food, clothing, and referral services to low -income Lynwood residents (i.e. LAHSA, 2-1-1, food banks, etc.).

Discussion
See discussion above.

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AP-75 Barriers to affordable housing – 91.220(j)
Introduction:

See discussion below.

Actions it planned to remove or ameliorate the negative effects of public policies that serve as barriers to affordable housing such as land use controls, tax policies affecting land, zoning ordinances, building codes, fees and charges, growth limitations, and policies affecting the return on residential investment
The City of Lynwood is committed to addressing t he negative effects of public policies over which it has control. In order to promote integration and prevent low -income concentrations, the City designed its affordable housing programs to be available Citywide. This priority also serves to make sure that the City does not have any policies, rules, or regulations that would lead to minority or racial concentrations.

Over the years, Lynwood has demonstrated a willingness to encourage housing development of all types. It has approved several zone changes and Code amendments to allow for development of a variety of housing types, including those that benefit low and moderate -income people. It also makes an effort to fast-track projects and process permits in a timely manner. The City maintains its current posture of openness and willingness to entertain new ideas and eliminate any regulatory barriers under its control in the provision of a variety of housing to meet the needs of all income groups.

In addition, the City continues to work cooperatively withi n existing legislatively mandated constraints and worked to develop and/or encourage public policies that foster further affordable housing development and assistance.

Discussion:

Redundant - Not Used

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AP-85 Other Actions – 91.220(k)
Introduction:

The priority needs established in the Five-Year Consolidated Plan form the basis for establishing objectives and outcomes in the FY 2022-23 Annual Action Plan, which are as follows:
 Address obstacles to meet underserved needs;
 Foster and maintain affordable housing;
 Reduce lead-based paint hazards;
 Promote equal housing opportunity;
 Reduce the number of poverty-level families;
 Develop institutional structure;
 Enhance coordination between public and private housing and social service agencies; and  Planning and Administration.

Actions planned to address obstacles to meeting underserved needs The City of Lynwood faces a number of potential obstacles in meeting affordable housing and community development needs and underserved needs through the CDBG and HOME progra m including lack of affordable land for housing development, funding constraints to address community development needs, and continued reductions for CDBG, HOME, and other federal funding sources in each fiscal year.

As entitlement grants shrink or remain level-funded, the cost of delivering services and completing projects increase, resulting in financial obstacles to meet needs. Although the availability of federal, state and other private resources continue to decline, the City has been able to meet und erserved needs by leveraging General funds with CDBG and HOME funds. Lynwood provides people with special needs with various services, activities, and programs operated by the City and public and private agencies and institutions.

The City will continue t o look for non -traditional ways to develop affordable housing units and meet community development needs; work to combine funding sources and leverage private funds to develop affordable housing; and, to work with the federal government to ensure that sufficient funding continues in order to meet needs.

Actions planned to foster and maintain affordable housing The City of Lynwood will foster and maintain affordable housing through the different programs funded with CDBG and HOME funds. Home improvement financial assistance will continue to be provided to low- and moderate-income families to reserve housing standards. Code enforcement activities will remain an important component for maintaining and improving Lynwood’s housing stock, focusing on problems that City Council Regular Meeting - Page 72 of 473

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threaten safety and security.

The City will also continue to collaborative with public agencies, government agencies, housing developers, non-profit agencies, and residents to further maintain housing affordability. The City will use its own City newsl etter and website, as well as community events to promote these services, and to promote its housing and community service programs. Through these efforts, it is the City’s goal to maintain housing affordability.

Actions planned to reduce lead-based paint hazards
As of FY 2001 -02, the City of Lynwood began implementing the new HUD Lead Based Paint Regulations (Title X), which requires all federally assisted housing programs, including rehabilitation, homeownership, and tenant-based subsidy systems, to address lead hazards.

The City will continue its program of education and eradication of lead-based paint through the operation of its Owner-Occupied Rehabilitation Programs. This program provides assistance to low- and moderate- income homeowners; the target groups most likely to be living in older housing with lead-based paint.

The City has procured the service of a State Certified Lead Consultant to provide the following:
 Lead-based paint and soil inspection
 Lead-based paint risk assessment
 Lead-based paint hazard reduction monitoring
 Post-hazard reduction clearance test.

Under the Owner -Occupied Rehabilitation Programs, the City will continue to provide each owner who participates with both oral and written information regarding the dangers of lead -based paint and what to do about it. Owners of properties constructed prior to 1978 will be required to meet certain lead-based paint requirements prior to being assisted. These requirements include the following:
 Distribution of lead-based paint notification pamphlets to all households occupying assisted units.  Inspection of all properties for defective paint surfaces.  Abatement of all defective paint surfaces identified at the time of the inspection.

Through the Owner-Occupied Rehabilitation Programs, financial assistance will be provided to eradicate the problem. Full abatement will be undertaken in all rehabilitation projects over $25,000. It is the responsibility of the City's Executive Assistant to the Community Development Department to ensure that properties constructed prior to 1978 meet the lead -based paint requirements and any abatement of defective paint surfaces are completed by contractors certified by the State of California Department of City Council Regular Meeting - Page 73 of 473

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Health Services. A copy of the contractor's certification is kept on file.

Actions planned to reduce the number of poverty-level families The City will continue to provide resources to households living in poverty through networks of social and public service agencies and programs. Specifically, poverty-level families will receive: health education services, fair housing services, recreational services, improved infrastructure, and referrals to County services offering other financial assistance. In addition, during FY 2022-23, the City will collaborate with the Housing Authority of the County of Los Angeles where rental assistance vouchers will be provided to Lynwood families.

Actions planned to develop institutional structure
The City of Lynwood is governed by a five-member City Council. The City Council reviews, holds hearings, approves the funding priorities, and approves the submission of the Action Plan to HUD. The City’s Community Development Department is the lead agency in the coordination of the Action Plan. It coordinates the economic activities, dev elops and implements the programs that rehabilitate and preserve the neighborhoods, develops and rehabilitates affordable housing, and provides rental assistance to the very low-income and special-needs segments of the City's population.

While the Communit y Development Department has the major responsibility for the Action Plan budgeting, project formulation, and program implementation, other City departments, government agencies, social service agencies, and Lynwood residents play an important role. There are several inter- departmental programs, primarily in the area of neighborhood quality of life that are composed of a wide variety of City agencies. All are funded through the CDBG or HOME as a funding source; but in many cases, departmental funds and othe r funding augment and leverage Action Plan Resources. Guidelines for expenditure of CDBG and HOME funds are provided as needed or when changes to programs occur.

Periodically, the Community Development Department provides departments and City -related agencies with training in HUD grant regulations.

There are many organizations that actively collaborate in the areas of housing, homeless services, and community and economic development, and coordinate closely in both the preparation and implementation of the Action Plan. The City, for its part, will promote and encourage fair housing and single-family home rehabilitation.

One of the biggest challenges facing the City is the lack of or ever -decreasing amount of funds available in maintaining and furthering housing and community development goals. In addition, foundation giving is declining. A related challenge is the need for better coordination and cooperation between the City and social service and health providers. For homeless activities, a seamless approac h to provision of transitional and permanent housing services requires that such providers be actively involved in each facet of the Continuum of Care. However, other housing activities, such as rehabilitation, demolition of abandoned or hazardous units, a cquisition of sites for potential single family and multifamily affordable City Council Regular Meeting - Page 74 of 473

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housing, home ownership assistance, and new construction need to be integrated within the social service and health provider community as well.

The key to a strong institutional str ucture is the ability to develop and share data on the progress and status of beneficiaries through the development of integrated information systems. There are now several data information systems in place that, to various degrees, track the progress of a variety of beneficiaries from initial intake, through provision of services, and to completion of participation Institutions playing a major role in delivery of community development programs often have different mandates, and consequently different priorities and strategies to achieve them. These mandates are most often imposed by Congress, and reflected through the regulations of federal funding agencies. In several cases, goals may overlap or conflict.

The City will continue to work with a wide range of public and community social service agencies to meet and address the various needs of the community. The City is an active member of the Gateway Cities Council of Governments, an organization that is a key element of the institutional structure.

Actions planned to enhance coordination between public and private housing and social service agencies
The City will carry out this Action Plan through various organizations including a number of social service agencies funded through CDBG grant funds (HOPICS, Lu cy Avalos Community Center, Lynwood Athletics Community Services, Lynwood Senio r Center, The Harmony Project, Lynwood Sports Program , and the Fair Housing Foundation). In addition, various City departments will work together to achieve the goals of this Action Plan, including the Public Safety Division (Code Enforcement), the Housing Services Division (Owner-Occupied Rehabilitation Loan Programs), and the Public Works Department (Infrastructure improvements).

The City also works with the State, other local governments (County of Los Angeles), private industry construction contractors, non -profit organizations and social service providers to provide community, housing, and social service programs and projects. In addition, the City works with the Los Angele s Homeless Services Authority (LAHSA) to provide critical information regarding homeless services and identifying and prioritizing gaps and needs in the regional system of care. The City participated in the February 2022 Homeless Count organized by LAHSA.

The City is committed to extend and strengthen partnerships among all levels of government and the private sector, including for -profit and non -profit organizations. The means of cooperation and coordination with these various groups will continue to enhance the services provided to our residents.

Discussion:

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Department, there are a significant number of City agencies and departments that oversee a wide variety of grants and programs that provide services to low - and moderate-income City residents, and play an important role in implementing the Action Plan as mentioned above.

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Program Specific Requirements
AP-90 Program Specific Requirements – 91.220(l)(1,2,4)
Introduction:

Projects planned with all CDBG funds expected to be available during the year are identified in the Projects Table. The following identifies program income that is available for use that is included in projects to be carried out.

Community Development Block Grant Program (CDBG)
Reference 24 CFR 91.220(l)(1)
Projects planned with all CDBG funds expected to be available during the year are identified in the Projects Table. The following identifies program income that is available for us e that is included in projects to be carried out.

1. The total amount of program income that will have been received before the start of the next program year and that has not yet been reprogrammed 0

2. The amount of proceeds from section 108 loan guarantees that will be used during the year to address the priority needs and specific objectives identified in the grantee's strategic plan. 0

3. The amount of surplus funds from urban renewal settlements 0

4. The amount of any grant funds returned to the line of credit for which the planned use has not been included in a prior statement or plan 0

5. The amount of income from float-funded activities 0
Total Program Income: 0

Other CDBG Requirements

1. The amount of urgent need activities 0

2. The estimated percentage of CDBG funds that will be used for activities that benefit persons of low and moderate income. Overall Benefit - A consecutive period of one, two or three years may be used to determine that a minimum overall benefit of 70% of CDBG funds is used to benefit persons of low and moderate income. Specify the years covered that include this Annual Action Plan. 75.00%

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HOME Investment Partnership Program (HOME)
Reference 24 CFR 91.220(l)(2)

1. A description of other forms of investment being used beyond those identified in Section 92.205 is as follows:

The City of Lynwood does not use atypical loans or grant instruments of non -conforming loan guarantees. The City plans to use only the forms of investment and assistance that are explicitly listed in 92.205(b). No other forms of investment and assistance are planned in FY 2022-23.

2. A description of the guidelines that will be used for resale or recapture of HOME funds when used for homebuyer activities as required in 92.254, is as follows:

The City does not plan to use more than one set of provisions. While the City will be updating the Down Payment Assistance Program guidelines, the City will use "Recapture" Provisions when applicable as indicated below. Recapture revisions reflect the following model: "The City will recapture the entire direct amount of HOME assistance." Summary of Provisions:
 The provisions indicate the direct subsidy to be recaptured.  The provisions limit the amount to be recaptured to the net proceeds for sale of property.  No resale provision, only recapture.
 Fair return is calculated during recapture; owner investment is returned first and the owner is allowed to recover property investments or costs for improvements.  No use of presumption of affordability. Again, the City will be developing updated guidelines for the City's Down Payment Assistance Program. The guidelines will establish provisions for the recapture of the HOME investment according to the federal regulations (Section 92.254). The resale and recapture provisions will be described in the guidelines. In addition, the provisions will be described to the program participants prior to the purchase of the home. The guidelines will contain the following Resale/Recapture provisions: RECAPTURE. This requirement is a mechanism to recapture the entire direct amount of HOME assistance if the HOME recipient decides to sell the house within the affordability period at whatever price the market will bear. Recaptured funds may be used for any HOME -eligible activity. To ensure affordability, the City has established the following recapture requirements:

1. The homebuyer may sell the property to any willing buyer.

2. The sale of the property during the affordability period triggers repayment of the direct HOME subsidy that the buyer received when he/she originally purchased the home.

3. The City will recapture the entire amount of the HOME assistance from the homeowner under the following conditions: a) upon the sale of property; b) upon the transfer of title; c) when the property is no longer the participant’s principal residence; d) when the house City Council Regular Meeting - Page 78 of 473

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is refinanced with cash out. (Refinancing is permitted only to reduce the homeowner’s monthly payment).

4. Owner investment returned first. The City will allow the homeowne r to recover the homeowner’s entire investment (down payment and capital improvements made by the owner since the purchase of the property) before recapturing the HOME investment.

5. Amount subject to recapture. The HOME investment that is subject to recapture is based on the amount of HOME assistance that enabled the homeowner to buy the dwelling unit.

This includes any HOME assistance that reduced the purchase price from the fair market value to an affordable price. The recaptured funds will be used by the City to carry out HOME-eligible activities.

6. The recapture requirement will be enforced by the following legal documents that will include the recapture requirements: a) A recorded Subordinate Deed of Trust securing repayment of the HOME subsidy; b) A recorded promissory Note secured by a Deed of Trust.

3. A description of the guidelines for resale or recapture that ensures the affordability of units acquired with HOME funds? See 24 CFR 92.254(a)(4) are as follows:

See above.

4. Plans for using HOME funds to refi nance existing debt secured by multifamily housing that is rehabilitated with HOME funds along with a description of the refinancing guidelines required that will be used under 24 CFR 92.206(b), are as follows:

The City does not currently plan to use HOME funds to refinance existing debt secured by multifamily housing.

Redundant - Not Used

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Attachments

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APPENDICES

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Reserved
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APPENDIX A

Glossary of Terms

Income Groups:

Extremely low income
Other very low income
Very low income
Other low income
Low income
Federal-moderate income
Federal-above moderate income

The table below shows the equivalent terms in this Plan, the Consolidated Plan Rule, the National Affordable Housing Act (NAHA), and California law.

Income California Consolidated Calif.

Level Consolidated Plan Plan Rule NAHA Law

0-30%* Extremely Low Extremely Low Very Low Very Low

31-50%* Very Low Low

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51-80%* Low Moderate Other Low Other Lower

81-95%* Fed.-Moderate Middle Moderate Not used

*With adjustments.

Low-income concentration: A county in which the percentage of low-income households is 10 percent or higher than the statewide percentage.

Minority concentration: A county in which the percentage of households in a specific minority group is 10 percent or more, higher than the statewide percentage for that minority group.

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General Definitions of Terms Used with the Consolidate Plan

Affordability Gap : The extent to which gross housing costs, including utility costs, exceed 30 percent of gross income.

Affordable Housing: Affordable housing is generally defined a s housing where the occupant is paying no more than 30 percent of gross income for gross housing costs, including utility costs.

AIDS and Related Diseases : The disease of acquired immunodeficiency syndrome or any conditions arising from the etiologic agent for acquired immunodeficiency syndrome.

Alcohol/Other Drug Addiction : A serious and persistent alcohol or other drug addiction that significantly limits a person's ability to live independently.

Assisted Household or Person: For the purpose of identification of goals, an assisted household or person is one, which during the period covered by the annual plan will receive benefits through the Federal funds, either alone or in conjunction with the investment of other public or private funds. The p rogram funds providing the benefit(s) may be from any funding year or combined funding years. A renter is benefited if the person takes occupancy of affordable housing that is newly acquired, newly rehabilitated, or newly constructed, and/or receives rent al assistance through new budget authority. An existing homeowner is benefited during the year if the home's rehabilitation is completed. A first -time homebuyer is benefited if a home is purchased during the year. A homeless person is benefited during t he year if the person becomes an occupant of transitional or permanent housing. A non -homeless person with special needs is considered as being benefited, however, only if the provision of supportive services is linked to the acquisition, rehabilitation, or new construction of a housing unit and/or the provision of rental assistance during the year. Households or persons who will benefit from more than one program activity must be counted only once. To be included in the goals, the housing unit must, at a minimum, satisfy the HUD Section 8 Housing Quality Standards (see 24 CFR section 882.109).

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Committed: Generally means there has been a legally binding commitment of funds to a specific project to undertake specific activities.

Community Housing Development Organization (CHDO) - A private non-profit, community-based service organization whose primary purpose is to provide and develop decent, affordable housing for the community it serves.

Consolidated Plan (or "the plan") : The document that is submit ted to HUD that serves as the planning document (comprehensive housing affordability strategy and community development plan) of the jurisdiction and an application for funding under any of the Community Planning and Development formula grant programs (CDBG, ESG, HOME, or HOPWA).

Cost Burden > 30% : The extent to which gross housing costs, including utility costs, exceed 30 percent of gross income, based on data published by the U.S. Census Bureau.

Cost Burden > 50% (Severe Cost Burden) : The extent to w hich gross housing costs, including utility costs, exceed 50 percent of gross income, based on data published by the U.S. Census Bureau.

Disabled Household: A household composed of one or more persons at least one of whom is an adult (a person of at least 18 years of age) who has a disability. A person shall be considered to have a disability if the person is determined to have a physical, mental or emotional impairment that: (1) is expected to be of long -continued and indefinite duration, (2) substanti ally impeded his or her ability to live independently, and (3) is of such a nature that the ability could be improved by more suitable housing conditions. A person shall also be considered to have a disability if he or she has a developmental disability as defined in the Developmental Disabilities Assistance and Bill of Rights Act (42 U.S.C. 6001 -6006). The term also includes the surviving member or members of any household described in the first sentence of this paragraph who were living in an assisted unit with the deceased member of the household at the time of his/her death.

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Economic Independence and Self-Sufficiency Programs: Programs undertaken by Public Housing Agencies (PHAs) to promote economic independence and self -sufficiency for participating families. Such programs may include Project Self-Sufficiency and Operation Bootstrap programs that originated under earlier Section 8 rental certificate and rental voucher initiatives, as well as the Family Self-Sufficiency program. In addition, PHAs may operate locally developed programs or conduct a variety of special projects designed to promote economic independence and self - sufficiency.

Elderly Household: For HUD rental programs, a one or two person household in which the head of the household or spouse is at least 62 years of age.

Elderly Person (Housing): A person who is at least 62 years of age.

Elderly Person (Public Service): A person who is at least 50 years of age.

Emergency Shelter: Any facility with overnight sleeping accommodations, the primary purpose of which is to provide temporary shelter for the homeless in general or for specific populations of the homeless.

Existing Homeowner : An owner -occupant of residential property who holds legal title to the property and who uses the property as his/her principal residence.

Extremely Low-Income Family: Family whose income is between 0 and 30 percent of the median income for the area, ad determined by HUD with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than 30 percent of the median for the area on the basis of HUD's findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes.

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Family: The Bureau of Census defines a family as a householder (head of household) and one or more other persons living in the same household who are related by birth, marriage or adoption.

Family Self -Sufficiency (FSS) Program : A program enacted by Sec tion 554 of the National Affordable Housing Act which directs Public Housing Agencies (PHAs) and Indian Housing Authorities (IHAs) to use Section 8 assistance under the rental certificate and rental voucher programs, together with public and private resour ces to provide supportive services to enable participating families to achieve economic independence and self-sufficiency.

Federal Preference for Admission : The preference given to otherwise eligible applicants under HUD's rental assistance programs who, at the time they seek housing assistance, are involuntarily displaced, living in substandard housing, or paying more that 50 percent of family income for rent.

First-Time Homebuyer: An individual or family who has not owned a home during the three-year period preceding the HUD -assisted purchase of a home that must be used as the principal residence of the homebuyer, except that any individual who is a displaced homemaker or a single parent may not be excluded from consideration as a first -time homebuyer on the basis that the individual, while a homemaker or married, owned a home with his or her spouse or resided in a home owned by the spouse.

FmHA: The Farmers Home Administration, or programs it administers.

For Rent: Year round housing units that are vacant and offered/available for rent.

For Sale: Year round housing units that are vacant and offered/available for sale only.

Frail Elderly: An elderly person who is unable to perform at least 3 activities of daily living (i.e., eating, dressing, bathing, grooming, and household management activities).

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Group Quarters : Facilities providing living quarters that are not classified as housing units.

Examples include: prisons, nursing homes, dormitories, military barracks, and shelters.

Home: The HOM E Investment Partnerships Program, which is authorized by Title II of the National Affordable Housing Act.

Homeless Family with Children: A family composed of the following types of homeless persons:
at least one parent or guardian and one child under the age of 18, a pregnant woman, or a person in the process of securing legal custody of a person under the age of 18.

Homeless Person: A youth (17 years or younger) not accompanied by an adult (18 years or older) or an adult without children, who is home less (not imprisoned or otherwise detained pursuant to an Act of Congress or a State law).

Homeless Youth: Unaccompanied person 17 years of age or younger who is living in situations described by terms "sheltered" or unsheltered".

Homeless Subpopulations: Include but are not limited to the following categories of homeless persons: severely mentally ill only, alcohol/drug addicted only, severely mentally ill and alcohol/drug addicted, fleeing domestic violence, youth, and persons with HIV/AIDS.

HOPE 1: The HOPE for Public and Indian Housing Homeownership Program, which is authorized by Title IV, Subtitle A of the National Affordable Housing Act.

HOPE 2: The HOPE for Homeownership of Multifamily Units Program, which is authorized by Title IV, Subtitle B of the National Affordable Housing Act.

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HOPE 3: The HOPE for Homeownership of Single Family Homes Program, which is authorized by Title IV, Subtitle C of the National Affordable Housing Act.

Household: One or more persons occupying a housing unit ( U.S. Census definition). See also "Family".

Housing Problems : Households with housing problems include those that: (1) occupy units meeting the definition of Physical Defects; (2) meet the definition of overcrowded; and (3) meet the definition of cost burden greater than 30%.

Housing Unit: An occupied or vacant house, apartment, or a single room (SRO housing) that is intended as separate living quarters. (U.S. Census definition)

HUD: The United States Department of Housing and Urban Development.

Jurisdiction: A State or unit of general local government.

Institutions/Institutional: Group quarters for persons under care or custody. (U.S. Census definition)

Large Family: Family of five or more persons.

Large Related: A household of 5 or more persons, which includes at least one person, related to the householder by blood, marriage or adoption.

Lead-Based Paint Hazard: Any condition that causes exposure to lead from lead -contaminated dust, lead -contaminated soil, lead -contaminated paint that i s deteriorated or present in City Council Regular Meeting - Page 101 of 473

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accessible surfaces, friction surfaces, or impact surfaces that would result in adverse human health effects as established by the appropriate Federal agency. (Residential Lead -Based Paint Hazard Reduction Act of 1992 definition.)

LIHTC: (Federal) Low Income Housing Tax Credit.

Low-Income Families : Low -income families whose incomes do not exceed 50 percent of the median family income for the area, as determined by HUD with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than 50 percent of the median for the area on the basis of HUD's findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes.

Low-Income Concentration : An area where the total household incomes do not exceed 80 percent of the median income for the area, as determined by HUD with adjustments for smaller and larger families. (This term corresponds to low - and moderate -income households in the CDBG Program.)

Middle-Income Families: Family whose income is between 80 percent and 95 percent of the median income for the area, as determined by HUD with adjustments for smaller and larger families, except that HU D may establish income ceilings higher or lower than 95 percent of the median for the area on the basis of HUD's findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low f amily incomes.

Minority: The City of Lynwood recognizes the following racial and ethnic categories:

Black/African American
Asian
American Indian, Alaskan Native
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Pacific Islander
Hispanic (all races)

Minority Concentration: Any area with greater than 40 percent minority household.

Moderate Income Family : Family whose income is between 80 percent of the median income for the area, as determined by HUD with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than 80 percent of the median for the area on the basis of HUD's findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes.

Moderate-Income Concentration: An area where the total household incomes are between 81 percent and 95 percent of the median income for the area, as determined by HUD with adjustments for smaller and larger families. (This definition is different than that for the CDBG Program.)

Non-Elderly Household: A household, which does not meet the definition of “Elderly Household,” as, defined above.

Non-Homeless Persons with Special Needs : Includes frail elderly persons, persons with AIDS, disabled families, and families participati ng in organized programs to achieve economic self - sufficiency.

Non-Institutional: Group quarters for persons not under care or custody. (U.S. Census definition used)

Occupied Housing Unit: A housing unit that is the usual place of residence of the occupant(s).

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Other Household: A household of one or more persons that does not meet the definition of a Small Related household, Large Related household or Elderly Household.

Other Income: Households whose incomes exceed 80 percent of the median income for the area, as determined by the Secretary, with adjustments for smaller and larger families.

Other Low-Income: Households whose incomes are between SI percent and 80 percent of the median income for the area, as determined by HUD, with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than 80 percent of the median for the area on the basis of HUD's findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes. (This term corresponds to moderate-income in the CDBG Program.)

Other Vacant: Vacant year round housing units that are not For Rent or For Sale. This category would include Awaiting Occupancy or Held.

Overcrowded: A housing unit containing more than one person per room. (U.S. Census definition)

Rent Burden > 30% (Cost Burden): The extent to which gross rents, including utility costs, exceed percent of gross income, based on data published by the U.S. Census Bureau.

Rent Burden > 50% (Severe Cost Burden): The extent to which gross rents, including utility costs, exceed 50 percent of gross income, based on data published by the U.S. Census Bureau.

Rental Assistance: Rental assistance payments provided as either project-based rental assistance or tenant rental assistance.

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Rent: A household that rents the housing unit it occupies, including both units rented for cash and units occupied without cash payment of rent. (U.S. Census definition)

Renter Occupied Unit : Any occupied housing unit that is not owner occupied, including units rented for cash and those occupied without payment of cash rent.

Rural Homelessness Grant P rogram: Rural Homeless Housing Assistance Program, which is authorized by Subtitle G, Title IV of the Stewart B. McKinney Homeless Assistance Act.

Secondary Housing Activity : A means of providing or producing affordable housing -- such as rental assistance, production, rehabilitation or acquisition -- that will receive fewer resources and less emphasis than primary housing activities for addressing a particular housing need. (See also, "Primary Housing Activity".)

Section 215: Section 215 of Title 11 of the National Affordable Housing Act. Section 215 defines "affordable" housing projects under the HOME program.

Service Needs: The particular services identified for spec ial needs populations, which typically may include transportation, personal care, housekeeping, counseling, meals, case management, personal emergency response, and other services to prevent premature institutionalization and assist individuals to continue living independently.

Severe Cost Burden: See Cost Burden > 50%.

Severe Mental Illness: A serious and persistent mental or emotional impairment that significantly limits a person's ability to live independently.

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Sheltered: Families and persons who se primary nighttime residence is a supervised publicly or privately operated shelter, including emergency shelters, transitional housing for the homeless, domestic violence shelters, residential shelters for runaway and homeless youth, and any hotel/motel/ apartment voucher arrangement paid because the person is homeless. This term does not include persons living doubled up or in overcrowded or substandard conventional housing. Any facility offering permanent housing is not a shelter, or are its residents homeless.

Small Related: A household of 2 to 4 persons which includes at least one person related to the householder by birth, marriage, or adoption.

Substandard Condition and not Suitable for Rehab.: By local definition, dwelling units that are in such poor condition as to be neither structurally nor financially feasible for rehabilitation.

Substandard Condition but Suitable for Rehab. : By local definition, dwelling units that do not meet standard conditions but are both financially and structurally feasible for rehabilitation. This does not include units that require only cosmetic work -, correction or minor livability problems or maintenance work.

Substantial Amendment: A major change in an approved housing strategy. It involves a change to t he five -year strategy, which may be occasioned by a decision to undertake activities or programs inconsistent with that strategy.

Substantial Rehabilitation : Rehabilitation of residential property at an average cost for the project in excess of $25,000 per dwelling unit.

Supportive Housing: Housing, including Housing Units and Group Quarters that have a supportive environment and includes a planned service component.

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Supportive Service Need in FSS Plan: The plan that PHAs administering a Family Self -Sufficiency program are required to develop to identify the services they will provide to participating families and the source of funding for those services. The supportive services may include child care ; transportation; remedial education; education for completion of secondary or pose secondary schooling; job training, preparation of counseling; substance abuse treatment and counseling; training in homemaking and parenting skills; money management, and household management; counseling in homeownership; job development and placement; follow -up assistance after job placement; and other appropriate services.

Supportive Services : Services: Services provided to residents of supportive housing for the purpose of facilitating the independence of residents. Some examples are case management, medical or psychological counseling and supervision, childcare, transportation, and job training.

Tenant-Based (Rental) Assistance: A form of rental assistance in which the assisted tenant may move from a dwelling unit with a right to continued assistance. The assistance is provided for the tenant, not for the project.

Total Vacant Housing Units: Unoccupied year round housing units. (U.S. Census definition)

Transitional Housing: A project that is designed to provide housing and appropriate supportive services to homeless persons to facilitate movement to independent living within 24 months, or longer period approved by HUD.

Unsheltered: Families and individuals wh ose primary nighttime residence is a public or private place not designed for, or ordinarily used as, a regular sleeping accommodation for human beings (e.g., streets, parks, alleys).

Vacant Awaiting Occupancy or Held: Vacant year round housing units that have been rented or sold and are currently awaiting occupancy, and vacant year round housing units that are held by owners or renters for occasional use. (U.S. Census definition)

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Vacant Housing Unit : Unoccupied year -round housing units that are available or intended for occupancy at any time during the year.

Worst-Case Needs: Unassisted, very low -income renter households who pay more than half of their income for rent, five in seriously substandard housing which includes home less people) or have been involuntarily displaced.

Year Round Housing Units: Occupied and vacant housing units intended for year round use. (U.S.

Census definition.) Housing units for seasonal or migratory use are excluded.

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Reserved

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APPENDIX B

City of Lynwood’s
Low and Moderate-Income “Area Benefit”
& “Deteriorating Areas”

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Low- and Moderate-Income Concentration
“Area Benefit”
Census Tract
Block Group
Number
Low/Mod
Population
Total
Population
% of
Low/Mod
5400.00
2 1310 1725 73.39%
3 425 650 65.38%
4 2400 3040 78.95%

5401.01
1 735 950 77.37%
2 1145 2000 57.25%
3 905 1630 55.52%
4 1295 2290 56.55%

5401.02
1 760 1290 58.91%
2 995 1650 60.30%
3 1985 2545 78.00%
4 1000 1210 82.64%

5402.01
1 980 1080 90.74%
2 735 935 78.61%
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5402.02
1 1885 2080 90.63%
2 2440 2650 92.08%
3 860 1190 72.27%
4 800 800 100.00%

5402.03
1 2650 3155 83.99%
2 1200 1215 98.77%
3 870 1050 82.86%

5403
1 550 1045 52.63%
2 1265 1485 85.19%
3 385 425 90.59%
4 1775 2045 86.80%

5405.01
1 1230 1710 71.93%
2 900 935 96.26%
3 830 1110 74.77%
4 1415 1790 79.05%

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5405.02
1 2530 3220 78.57%
2 1035 1630 63.50%
3 1530 1805 84.76%

5417
1 585 835 70.06%
2 720 1215 59.26%
3 645 1060 60.85%
5 1420 1600 88.75%
6 650 900 72.22%

5418.01
1 1350 1515 89.11%
2 1075 1810 59.39%
3 1845 2245 82.18%

5418.02
1 990 1465 67.58%
3 1620 2090 77.51%
4 650 795 81.76%

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5420
1 1130 1545 73.14%
3 2025 2460 82.32%

Source: 2011-2015 American Community Survey (ACS)

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Area Benefit
An area benefit is an activity that meets the identified needs of low and moderate-income persons residing in an area where at least 51% of the residents are low and moderate - income persons (otherwise known as a “deteriorated area”). The benefits of this type of activity are available to all persons in the area regardless of in come. Potentially eligible activities include code enforcement, public infrastructure improvements, façade improvements in neighborhood commercial districts, and graffiti removal.

Boundaries/Location
An area benefit will be offered within the Census Tracts and Block Groups noted below, which are all located within the exterior boundaries of the City of Lynwood. See attached form titled “Code Enforcement Boundaries of Operation in Deteriorated/Deteriorating Areas” for detail description of each area.

Census Tract: 5400.00 Block Group Number(s): 2, 3, 4 County: 06037 Census Tract: 5401.01 Block Group Number(s): 1, 2, 3, 4 County: 06037 Census Tract: 5401.02 Block Group Number(s): 1, 2, 3, 4 County: 06037 Census Tract: 5402.01 Block Group Number(s): 1, 2 County: 06037 Census Tract: 5402.02 Block Group Number(s): 1, 2, 3, 4 County: 06037 Census Tract: 5402.03 Block Group Number(s): 1, 2, 3 County: 06037 Census Tract: 5403.00 Block Group Number(s): 1, 2, 3, 4 County: 06037 Census Tract: 5405.01 Block Group Number(s): 1, 2, 3, 4 County: 06037 Census Tract: 5405.02 Block Group Number(s): 1, 2, 3 County: 06037 Census Tract: 5417.00 Block Group Number(s): 1, 2, 3, 5, 6, County: 06037 Census Tract: 5418.01 Block Group Number(s): 1, 2, 3 County: 06037 Census Tract: 5418.02 Block Group Number(s): 1, 3, 4 County: 06037 Census Tract: 5420.00 Block Group Number(s): 1, 3 County: 06037

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Deteriorated or Deteriorating Area(s)

Definition of “deteriorated/deteriorating” for the purpose of code enforcement eligible under 570.202 (c).

Lynwood defines a “deteriorated or deteriorating” neighborhood as one in which three or more of the deficiencies below are present in a significant number of units. Stagnant or declining property values because of blighted conditions in the identified areas are typical conditions that are significantly affecting once vibrant neighborhoods. In these areas, at least 51 percent of the residents have incomes below the 80 percent income median.

1. Abundant substandard housing, to include illegal garage conversions and illegal additions

2. Inadequate or unsafe plumbing, heating, or electrical facilities

3. Aging and obsolete housing stock

4. Conditions resulting from a defect that normal maintenance cannot correct;

5. Vacant, condemned or demolished properties due to noncompliance with laws, ordinances or regulations

6. Structures with creaks or holes in ceilings, walls, floors

7. Broken or cracked plaster, peeling paint;

8. Rodent vermin infestation;

9. Inadequate heat or no heating

10. Damaged roofing and broken windows

11. Unsafe, congested, poorly designed, or deficient streets;

12. Other equally significant building or environmental deficiencies.

Description of Code Enforcement Activity 24 CFR 570.202(c) The City proposes to use CDBG funds to partially fund code enforcement activities as related to the enforcement of state and local codes. A lthough Lynwood’s code enforcement inspections are conducted City-wide, the use of the proposed CDBG funds City Council Regular Meeting - Page 117 of 473

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would be limited to inspections within the City’s designated deteriorated areas as part of the City’s overall goal of improving the deteriorated areas.

In addition to the code enforcement program, the City will also concurrently provide other activities to arrest the decline in each area, which includes offering fair housing services for rental properties, a City -supported Owner-Occupied Rehabilitation Program to help improve the housing stock, funding (as available) for public improvements as well as encourage private improvements, economic development, and other related services .

Upon the completion of an inspection where issues are found, the Public Safety Officer will provide either information as related to the City’s Fair Housing Program for renters or the Owner-Occupied Rehabilitation Program for homeowners.

The City expects to charge the salaries of Public Safety Officers conducting code enforcement inspections , along with related overhead costs, within the eligible “deteriorating” areas . Inspections outside of the designated code enforcement areas would be paid from the City's general f unds. The Public Safety Officer’s daily logs for inspections within the eligible “deteriorating” areas would be the source documentation for charging the CDBG program for inspections /enforcement and include the Census Tract/Block Group, the type of inspec tion, and information given to assist in correcting any found violation.

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“Deteriorated/Deteriorating Areas”

Census
Tract
Block
Groups
% L/M
Income

Conditions

5400.00
5400.00
5400.00

2 3
4 73.39

65.38 78.95

Census tract 5400 is 75% deteriorated. Conditions include overcrowding, substandard housing and garage conversions, and other accessory structures. Location of area borders the I-105 freeway and experiences illegal dumping, heavy graffiti and is a constant source of blight.

5401.01
5401.01
5401.01

1 2
3 4

77.37 57.25

55.52 56.55
Census tract 5401.01 borders South Gate and is rapidly
deteriorating. The area is highly dense, overcrowded, has Illegal building additions, code violations, as well as poor property maintenance. Graffiti tags, as well as the presence of vacant or abandoned buildings also add to the deterioration of the neighborhood.

5401.02
5401.02
5401.02
5401.02

1 2
3 4

58.91 60.30

78.00 82.64
Census tract 5401.02 is a deteriorating area. Conditions include illegal structures, substandard housing with numerous code violations, and poor property maintenance.

Census tract 5402.01 borders South Gate and is rapidly
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5402.01
5402.01
1 2

90.74 78.61
maintenance. Graffiti tags, as well as the presence of vacant or abandoned buildings also add to the deterioration of the neighborhood.

5402.02
5402.02
5402.02
5402.02

1 2
3 4

90.63 92.08

72.27 100.00
Census tract 5402.02 borders South Gate and is rapidly
deteriorating. The area is highly dense, overcrowded, has Illegal building additions, code violations, as well as poor property maintenance. Graffiti tags, as well as the presence of vacant or abandoned buildings also add to the deterioration of the neighborhood.

5402.03
5402.03
5402.03

1 2
3 83.99

98.77 82.86
Census tract 5402.03 is a deteriorating area. The area is highly dense, overcrowded, has Illegal building additions, code violations, as well as poor property maintenance. Graffiti tags, as well as the presence of vacant or abandoned buildings also add to the deterioration of the neighborhood.

5403.00
5403.00
5403.00
5403.00

1 2
3 4

52.63 85.19

90.59 86.80
Census tract 5403 borders South Gate and Watts, and is rapidly deteriorating. The area is highly dense, overcrowded, has Illegal building additions, code violations, as well as poor property maintenance. Graffiti tags, as well as the presence of vacant or abandoned buildings also add to the deterioration of the neighborhood.

5405.01
5405.01
5405.01
5405.01

1 2
3 4

71.93 96.26

74.77 79.05
Census tract 5405.01 boarders the unincorporated area of Los Angeles County and is a deteriorating area. Conditions include illegal structures, substandard housing with numerous code violations and poor property maintenance.

5405.02

1 78.57
Census tract 5405.02 boarders unincorporated area of Los Angeles County and the City of Compton, and is a deteriorating. Conditions City Council Regular Meeting - Page 120 of 473

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5405.02
5405.02
2 3

63.50 84.76
include illegal structures, substandard housing with numerous code violations and poor property maintenance.

5417.00
5417.00
5417.00
5417.00
5417.00

1 2
3 5
6 70.06

59.26 60.85

88.75 72.22
Census tract 5417 is deteriorated and made up of aging and obsolete housing stock. Conditions include illegal structures, substandard housing, and overcrowding and poor property maintenance.

Census
Tract
Block
Groups
% L/M
Income

Conditions

5418.01
5418.01
5418.01

1 2
3 89.11

59.39 82.18
Census tract 5418.01 borders the City of Compton and is a deteriorated area. Conditions include aging and obsolete housing stock, vegetation issues, trash and debris, illegal structures, substandard housing, overcrowding and
graffiti. This census tract is also a high crime area.

5418.02
5418.02
5418.02

1 3
4 67.58

77.51 81.76
Census tract 5418.02 borders the City of Compton and is a deteriorated area. Conditions include aging and obsolete housing stock, vegetation issues, trash and debris, illegal structures, substandard housing, overcrowding and
graffiti. This census tract is also a high crime area.

5420
5420

1 3

73.14 82.32
Census tract 5420 borders the City of Compton and is a
deteriorated area. Conditions include aging and obsolete housing stock, vegetation issues, trash and debris, illegal structures, substandard housing, overcrowding and
graffiti. This census tract is also a high crime area.

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APPENDIX C

LEAD BASED PAINT MATRIX

CDBG and HOME-Funded Rehabilitation Programs
Requirements < $5,000 $5,000 - $25,000 > $25,000
Approach to Lead Hazard
Evaluation and Reduction
Do no harm. Identify and control lead
hazards.

Identify and abate lead
hazards.

Application to Program Application reviewed and
approved; agreement
determines commitment.

Application reviewed and
approved; agreement
determines commitment.

Scope of Work Scope of work to
determine if painted
surfaces will be disturbed;
begin to identify lead
hazards.

Scope of work to
determine if painted
surfaces will be disturbed;
begin to identify lead
hazards,
Scope of work to
determine if painted
surfaces will be disturbed;
begin to identify lead
hazards.

Notification Lead hazard pamphlet;
notification to buyers;
notification. of evaluation;
notification of reduction.

Lead hazard pamphlet;
notification to buyers;
notification of evaluation;
notification of reduction.

Lead Hazard Evaluation Paint testing required by
certified paint inspectors*
or risk assessors* for
surfaces disturbed during
rehabilitation.

Paint testing required b y
certified inspectors* for
surfaces disturbed during
rehabilitation; risk
assessment on entire
dwelling and soil.

Paint testing required by
certified inspectors* for
surfaces disturbed during
rehabilitation; risk
assessment on entire
dwelling and soil.

Relocation Requirements Relocation from work area. Relocation from unit may be required when
extensive rehabilitation
occurs in kitchens,
bathrooms, etc.

Relocation from unit may
be required when
extensive rehabilitation
occurs in kitchens,
bathrooms, etc.

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IF LEAD IS PRESENT OR
PRESUMED:

Lead Hazard Reduction
Repair lead -based paint
disturbed during
rehabilitation and apply a
new coat of paint; Safe
Work Practices (SWP) that
restrict types of paint
removal methods, provide
for occupant protection,
and require cleaning after
lead hazard reduction
activities.

Interim controls on lead -
based paint include
addressing friction and
impact surfaces, creating
smooth and cleanable
surfaces, encapsulation,
removing or covering lead
based paint and paint
stabilization through -out
unit; SWP.

Abatement to lead -based
paint involves permanently
removing lead-based paint
hazards, often through
paint and component
removal, and enclosure
and interim controls on
exterior surfaces not
disturbed by rehab.; SWP.

Clearance Clearance testing on
repaired surfaces by
certified professional*.

Clearance testing
performed unit -wide and
soil.

Clearance testing
performed unit wide and
soil.

Options Presume lead-based
paint; SWP.

Presume lead-based paint;
use standard treatments.

Presume lead-based paint;
abate all applicable
surfaces.

Contractor Qualifications SWP-contractors familiar
with Safe Treatment
Methods and Prohibited
Treatment Methods.

Interim controls or
Standard Treatments -
accredited lead based
paint worker course or
lead-based paint
abatement supervisor’s
course.

Abatement contractors -
trained and state -certified
abatement supervisors and
accredited lead abatement
worker training.
*Certified Paint Inspectors must successfully complete an Environmental Protection Agency (EPA) or state accredited training program and receive state certification; Certified Risk Assessors must successfully complete an Environmental Protection Agency (EPA) or state-accredited training program, receive state certification, and have related experience.

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APPENDIX D

CITY OF LYNWOOD

CITIZEN PARTICIPATION PLAN
(For all Federally Funded Grant Programs)

INTRODUCTION

Pursuant to Section 104(a)(3) of the Housing and Community Development Act of 1974 as amended, the City of Lynwood first adopted this Citizen Participation Plan in 1978 and processed revisions as needed from time -to-time. By doing so, the City acknowledges the integral role of citizen participation in the process of planning and development, and the execution of the Community Development Block Grant (CDBG) program, the HOME Investment Partnership Act (HOME) program, and al l other Federally Funded Grant programs.

This document outlines basic tenets of the citizen participation regulations and will remain in effect throughout the implementation of the City's entitlement awards from the federal government, or until these funds are completely exhausted. The following details Lynwood's Citizen Participation Plan:

POLICY STATEMENT

It is the policy of the City of Lynwood to provide for full involvement by the community and its residents in the planning, development, implementation and evaluation of programs funded under the Housing and Community Development Act of 1974, as amended, including the CDBG and HOME programs.

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CDBG is a federal entitlement grant that allows entitlement jurisdictions to undertake a variety of housing and community development programming for persons who are primarily low to moderate income. The HOME program provides funding for a variety o f affordable housing development and assistance.

This Citizen Participation Plan sets forth the procedures and guidelines to be implemented by the City to provide for the continuing participation by the citizens of Lynwood. The City acknowledges the need for, and the role, of citizen involvement, but also recognizes that the final determination and responsibility for policy development rests with the City Council.

This plan may be amended from time-to-time and shall remain in effect until superseded by a new plan or until the City no longer participates in programs that require such a plan.

Citizen Participation does not restrict the responsibility or the authority of the City for the development execution of its Consolidated Plan , Annual Action Plan, and Consolidated Annual Performance and Evaluation Report (CAPER).

A. Consolidated Plan
A Consolidated Plan consolidates the application process for the U.S. Department of Housing and Urban Development’s ( HUD’s) four entitlement grants into one consolidated plan and application. The four grants are CDBG, HOME, Housing Opportunities for Persons with AIDS (HOPWA), and Emergency Shelter Grant (ESG). All four grants are driven by an entitlement formula process set by the federal government. The City is eligible to participate in two of these programs (CDBG and HOME). The full Consolidated Plan must be completed once every five years

B. Annual Action Plan
The Annual Action Plan is a part of the Consolidated Plan, whi ch takes all HUD requirements regarding planning, needs analysis, reporting, budgeting, citizen participation and certifications and incorporates th em into one process. The Annual Action Plan must be completed annually.

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The CAPER describes the overall use of federal CDBG and HOME funds received from HUD in relationship to the needs of the community as outlined in the City’s Annual Action Plan.

D. Public Hearing
A public hearing is a public meetin g that has been publicly noticed in a local newspaper of general circulation, or noticed in a fashion which otherwise follows local procedures for formal noticing of public hearings. Public hearings are required prior to the adoption of the Consolidated P lan, Action Plan, and Substantial Amendments to either plan.

E. Urgency Needs
A Federal, State, or Local declared Emergency or Crisis.

SCOPE OF PARTICIPATION

A. Citizens’ Roles
All citizens of Lynwood are encouraged to participate in the public meetings and hearings and to contact the City’s Community Development Department with regard to any questions they may have concerning the process and programs under the Consolidated Plan, the Annual Action Plan, or the CAPER.

The City holds a minimum of two (2) public hearings during the course of its program year. One is regarding community needs for the Consolidated Plan or Annual Action Plan and one is regarding the funding of projects for the fiscal year.

The City may elect to hold additional public hearings as needed. In addition, the City may hold planning meetings during the development of its Consolidated Plan or Annual Action Plan. The Consolidated Plan or Annual Action Plan is published for a 30-day comment period, while the CAPER is published for a 15-day comment period.

All public hearings and meetings will generally take place at the hour of 6:00 p.m., or soon thereafter as the matter may be heard, either in the main City Hall Council Chambers, 11330 Bullis Road, Lynwood, California 90262 or in the Council Chambers at the City Hall Annex Building, 11350 Bullis Road, Lynwood, California 90262, unless another location and/or time is publicized in advance. All notices published announcing the publi c hearing or meeting will reflect the time and City Council Regular Meeting - Page 129 of 473

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location within the notice. In the event of Urgency Needs, specific procedural changes such as conducting virtual meetings or via tele/video conferencing may be implemented. The agenda for each hearing or me eting will be posted within City Hall, at the outside City Hall Kiosk, and the City’s Website (http://lynwood.ca.us/) at least 72 hours prior to the meeting.

Questions and comments regarding the Citizen Partici pation Plan may be addressed as follows:

City of Lynwood
Community Development Department
11330 Bullis Road
Lynwood, California 90262
Attention: Director of Community Development
(310) 603-0220

B. Written Comments
The City encourages the submission of views and written comments by citizens regarding the Citizen Participation Plan, Consolidated Plan, Annual Action Plan , and CAPER. The comments may be submitted to the City’s Director of Community Development or the City Clerk’s Office at any time. In addition, comments may be submitted to the City Council at the time of their meeting where the corresponding item will be discussed.

The City will respond to all written comments within fifteen (15) working days and state the reasons for the action taken on the propo sal or view. All comments or views that were not accepted will be attached to the final plan, amendment or performance evaluation, along with the reasons why they were not accepted.

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C. City’s Role
Technical Assistance and Accessibility
To help facilitate citizen input, the City wi ll provide technical assistance (through its staff) to the community, neighborhood associations, and to groups of low- and moderate-income residents who request such assistance.

Questions regarding specific programs can be answered by program staff and guidelines for programs will be made available on request. There is no charge for one copy of program materials.

On request, the City will make available translators/interpreters for speakers other than English, as available, for meetings and hearings relating to the Consolidated Plan, Annual Action Plan and CAPER. The City’s primary language is English. Public hearings will be held in the City Council Chambers at the Annex Building or the main City Hall Council Chambers , both of which are accessible to the handicapped and disabled. Persons requiring translation should contact the City Clerk ’s Office at least 72 hours in advance of the meeting to make arrangements. The City Clerk ’s Office can be reached at (310) 603-0220.

Citizens with handicaps/disabilities who need special accommodation in order to access program information must contact the City Clerk’s Office at least 72 hours in advance with its reasonable accommodation request. Reasonable accommodation includes the following: providing materials in a different and/or larger typeface/font; providing materials in an alternative medium, making special arrangements for meeting attendance. The City Clerk’s Office can be reached at (310) 603-0220.

Public Information
In order for citizens to become informed and involved in the program, the City will provide comprehensive access to program information. The following information will be made available during the planning process of program development and implementation:

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a. Amount of Entitlement
b. Types of activities that are eligible for funding and activities previously funded
c. Ineligible activities
d. Schedule of meetings and hearings and the process to be followed by the City in approving applications
e. Citizen Participation Plan

In addition, documents relevant to the Consolidated Plan , Annual Action, or CAPER are available to all citizens during normal working hours. Normal working hours are defined, as Monday through Thursday from 7: 00 a.m. to 6:00 p.m. Copies of the following mat erials are available for review at City Hall:
a. Mailings and promotional material
b. Records of hearings and meetings
c. Prior applications
d. Reports required by HUD
e. Regulations and issuances governing aspects of the program f. Records of prior use of funds for the last five (5) years

Citizen involvement, as stated earlier, will be sought in the development, implementation and evaluation stages of the City’s plan. This will be accomplished in the following manner:

COMMUNITY DEVELOPMENT BLOCK GRANT ADVISORY BOARD (CDBG BOARD)

The CDBG Board, when requested, shall assist the Lynwood City Council in conducting the public hearings and/or meetings on the grant application for funding as well as use of funds for the CDBG and HOME grant programs. The CDBG Board serves in an advisory capacity only with all final decisions made by the Lynwood City Council. The CDBG Board assures that the housing and community development needs of Lynwood’s low- and moderate-income residents are addressed with the use of these funds. As the CDBG Board acts in an advisory capacity only, the City Council may elect to bypass this board and hold any and/or all public hearings and meetings at the City Council level if so desired.

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CONSOLIDATED PLAN DEVELOPMENT/ANNUAL ACTION PLAN

Citizens will be invited to provide input into development of the 5-Year Consolidated Plan and Annual Action Plan, including identification of needs and setting of priorities, through public hearings and/or community meetings and public comment period, as scheduled by the City of Lynwood.

IMPLEMENTATION

Citizen involvement in the program implementation shall be in the form of public hearings and/or community meetings, as scheduled by the City of Lynwood.

EVALUATION

Citizens will be given the opportunity to review and comment on the entitlement programs, including the opportunity to review evaluation of the program, projects and activities. This will be in the form of public comment period and/or public hearing as applicable.

PUBLIC HEARINGS AND MEETINGS

Public hearings shall provide the major source of citizen input on proposed neighborhood improvement programs, activities, policies and procedures. At a minimum, the City will conduct two separate public hearings at two (2) different stages of the program year in order to address housing and community development needs. At least one of these hearings will be conducted before the proposed Consolidated Plan/Annual Action Plan is adopted. All public hearings will be held in either the City Council Chambers at the Annex Building or the main City Hall Council Chambers , both of which are accessible to the handicapped and disabled.

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To ensure that all city residents have ample opportunity to take notice of all scheduled public hearings, all notices regarding such hearings, including the date, time and location, shall be published in a local newspaper of general circulation at least ten (10) days prior to date of public hearing. All notices will be published in either the Long Beach Press Telegram or the Lynwood Press Wave, as well as posted in a minimum of three (3) public locations, which includes within City Hall , at the outside City Hall Kiosk, and the City’s Website (http://lynwood.ca.us/).

The Council may hold additional hearings as necessary for the Consolidated Plan, Annual Action Plan, CAPER, and/or substantial amendments to the adopted Consolidated Plan/Annual Action Plan. All hearings will be noticed in the same manner as hearings for the Consolidated Plan/Annual Action Plan process.

Minutes of all hearings shall be kept by the City in accordance with its standard practice.

Copies of minutes shall be available on request, in accordance with City’s adopted practice.

The City shall also consult with surrounding jurisdictions, other local and state agencies as applicable, regional partners, and applicable non -profit organizations as part of the process.

PUBLIC HEARING NOTICES

As stated above, in order to give adequate notice of public hearings, the City shall publish a legal notice in a newspaper of general circulation. In addition, all notices shall also be posted and/or available at City Hall, at the outside City Hall Kiosk, and the City’s Website (http://lynwood.ca.us/). All legal notices shall be published at a minimum of ten (10) days prior to the hearing and shall contain the following:

A. Date of the Hearing
B. Time of the Hearing
C. Place of the Hearing
D. Topics to be considered
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E. Basic information and/or Summary

PROGRAM AMENDMENTS

U.S. Department of Housing and Urban Development regulations state that a grantee shall amend its Consolidated Plan submission whenever it decides not to carry out an activity described in the Consolidated Plan, to carry out an activity not previously described, or to substantially change the purpose, scope, location, or beneficiaries of an activity. Furthermore, the grantee is required to develop and make public its criteria for what constitutes a substantial change.

A substantial change is herein defined as any amendment that changes program beneficiaries, the location of approved activities and major budget shifts between approved activities. A major budget shift is defined as an increase or decrease in budget of more than 30 percent in the amount budgeted in the Consolidated Plan and/or Annual Action Plan for that activity, except that changes $25,000 or less will not be considered substantial. Amended amounts will not be cumulative, that is, each amendment will stand on its own for purposes of determining the 30 per cent threshold. In the event that an amendment to the Consolidated Plan and/or Annual Action Pan qualifies as a substantial change, citizens will be given an opportunity to participate in the planning pr ocess. This opportunity will be afforded to the citizens in the following manner:

A. Publication of Information for 30-day Comment Period B. Adoption of change through public hearing process, as outlined above C. Publication of 30-day comment period and notificat ion of public hearing may run concurrently.

All substantial amendments to the Consolidated Plan and/or Annual Action Plan and any and all amendments to the Citizen Participation Plan will be reviewed by and must receive approval from the City Council.

The City may make minor changes to the Annual Action Plan, including any changes not included in the definition of a "substantial change" above, as needed, so long as the changes do not constitute a substantial amendment as described above. Such minor City Council Regular Meeting - Page 135 of 473

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changes to the Annual Action Plan do not require a public review and comment period or a public hearing. However, City Council approval of activity funding changes may be required based on the amount and City policy.

URGENCY NEEDS
Upon the Declaration of a Federal, State, or Local Emergency, the public participation process may be modified as determined by HUD.

CITIZEN SERVICE REQUESTS AND GRIEVANCE PROCEDURE

Citizens should be aware that any questions or grievances, regarding entitlement programs and projects could be submitted to City of Lynwood, Community Development Department located at 11330 Bullis Road, Lynwood, 90262. During the actual development of the Consolidated Plan, Annual Action Plan, or CAPER submission, written concerns or complaints shall initiate a written response indicating assessment of the complaint and/or proposals and actions taken to address the complaints and/or proposals befo re final submission of the Consolidated Plan, Annual Action Plan, or CAPER to HUD as ou tlined under Scope of Participation (B) “Written Comments”. The City shall ensure that reasonable attempts are made to respond to questions or complaints in a timely manner, usually within fifteen (15) working days after receipt of the inquiry.

If complaints are not addressed at the City level, citizens may forward such concerns or complaints to HUD. Although HUD will consider objections submitted at any time, such objections should be submitted within thirty (30) days of the submission of either the Consolidated Plan , An nual Action Plan, or CAPER to HUD. Any written inquiries submitted to HUD should be addressed as follows:

U.S. Department of Housing and Urban Development
Los Angeles Area Office, CPD Division
300 N. Los Angeles Street, Suite #4054
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Los Angeles, California 90012

Objections submitted to HUD must meet one or more of the following criteria:

A. The description of needs and objectives are plainly inconsistent with available facts and data.

B. The activities to be undertaken are plainly inappropriate to meeting the needs and objectives identified by the applicant jurisdiction.

C. The submission does not comply with specific requirements or law.

D. The submission proposes the undertaking of ineligible activities.

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APPENDIX E

CITY OF LYNWOOD

RESIDENTIAL ANTI-DISPLACEMENT AND RELOCATION ASSISTANCE PLAN FISCAL YEARS 2020-2024

INTRODUCTION

Section 509 of the Housing and Community Development Act (HCD) of 1987 amended Section 104 of the HCD Act of 1974 by adding a new subsection. The new Section 104(d) of the HCD Act became effective October 1, 1988, and provides that a grant under Section 106, Community Development Block Grant (CDBG) Programs may be made only if the grantee certifies that it is following a residential anti-displacement and relocation assistance plan. The residential anti-displacement and relocation assistance plan under Section 104(d) must contain two components:
(1) A requirement to replace all low - and moderate-income dwelling units that are demolished or converted to a use other than low- and moderate-income housing as a direct result of the use of CDBG assistance and, (2) a relocation assistance component.

A certification and plan is required even if the grant will not result in demolition or in the conversion of a low - and moderate-income unit to use other than low- and moderate-income housing.

The document serves as the residential anti-displacement and relocation assistance plan for the Fiscal Year 2020 -2024 Five Year Consolidated Plan, which is July 1, 2020 through June 30, 2025 . In implementation of the relocation activities related to this plan, Section 104(d) of the HCD Act of 1974, as amended and the Uniform Relocation Assistance and Real Property Acquisitions Policies Act of 1970 as amended will be followed. The following details the City of Lynwood's Plan.

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RESIDENT/Al ANTI DISPLACEMENT AND RELOCATION ASSISTANCE PLAN UNDER SECTION 104 (d) OF THE HOUSING AND COMMUNITY
DEVELOPMENT ACT OF 1974, AS AMENDED.

A. The City of Lynwood will replace all occupied and vacant unoccupied low- and moderate-income dwelling units demolished or converted to a use other than as low- and moderate-income housing as a direct result of activities assisted with funds provided under the Housing and Community Development Act of 1974, as amended, as described in 24 CFR, 570.606 (b)(l).

B. All replacement housing will be provided within three (3) years of the commencement of the demolition or rehabilitation relating to conversion.

Before obligating or expending funding that will directly result in such demolition or conversion, the City of Lynwood will make public and submit to the HUD Field Office the following information in writing.

1. A description of the proposed assisted activity;

2. The general location on a map and approximate number of dwelling units by size (number of bedrooms) that will be demolished or converted to a use other than low and moderate income dwelling units as a result of the assisted activity;

3. A time schedule for the commencement and completion of the demolition or conversion;

4. The general lo cation on a map and approximate number of dwelling units by size (number of bedrooms) that will be provided as replacement dwelling units;

5. The source of funding and a time schedule for the provision of replacement dwelling units, and

6. The basis for concluding that each replacement dwelling unit will remain a low- and moderate-income dwelling unit for at least ten (10) years from the date of initial occupancy.

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C. The City of Lynwood will provide relocation assistance, as described in 24 CFR 570.606(b)(2), to each low - and moderate -income household displaced by the demolition of housing or by the conversion of a low- and moderate-income dwelling unit to another use as a direct result to assisted activities.

D. Consistent with the goals and objec tives of activities assisted under the Act, the City of Lynwood will take the following steps to minimize the displacement of persons from their homes: Provide replacement housing as described in 24 CFR 570.606(b)(l) and outlined as follows:

1. One-for-One replacement units - all occupied and vacant low and moderate income dwelling units (units that could be occupied) that are demolished or converted to a use other than low and moderate income dwelling units as a direct result of CDBG activities will be replaced by the City by private developers with low and moderate income dwelling units.

2. The replacement of low and moderate income dwelling units may include public housing or existing housing receiving Section 8 project-based assistance.

3. The replacement of low- and moderate-income dwelling units will be provided within three years of the commencement of the demolition or rehabilitation related to the conversion and will meet the following requirements.

a. The unit will be located within the City's jurisdiction. b. The units will be sufficient in number and size to house the number of occupants that could have been housed in the units that are demolished or converted. The number of occupants that may be housed shall be determined in accordance with local housing occupancy codes.
c. The units will be provided in standard condition and may include units that have been raised from substandard to standard.

RELOCATION ADVISORY ASSISTANCE

A. The City will administer its relocation program, including providing relocation assistance and the preparation of claims for processing by the City’s Community Development Department.

B. The Relocation Program will provide maximum assistance to min imize the hardship of displacement to all persons displaced from their dwellin gs and to displaced businesses to assure their re-establishment with a minimum of delay.

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C. Personal and continuing contact will be maintained with those to be displaced until they are satisfactorily relocated, and where hardship is evident, a follow-up call will be made to ease the transition of the move. The following specific services will be provided.

1. Each person or business required to move will be personally interviewed, and a detailed and clear explanation of benefits will be made. The interview will be conducted in the language most easily understood by the displaced person.

2. The U.S. Department of Housing Development informational brochures will be delivered to residential and commercial owners and tenants in a timely manner.

3. A member of the staff will continuously make field surveys to locate housing resources and business vacancies for referrals. Referrals will be made to standard housing comparable to the occupied housing and in close proximity to employment, medical, shopping, transportation a nd eating facilities.

Additionally, real estate brokers will be informed of the displacement, and their cooperation will be solicited in making referrals. Referrals to commercial sites will be made relative to commercial operators' needs in location, squa re footage requirements, trade area, and other business location criteria.

Inspection of housing resources will be undertaken prior to referral and after the move of the displaced person.

4. If transportation is needed to field check referrals, the staff me mber or consultant will provide such transportation.

5. Assistance will be given by explaining procedures to purchase a home, including the purpose of and charges made through escrow.

6. If social service agencies in the community could provide a needed servic e, referrals will be made and follow -up programs will be instituted. The referral services could be Social Security Administration, Department of Public Social Services, Veteran's Administration, Los Angeles County Development Authority (LACDA), and other local service agencies.

7. Where necessary, efforts will be made to trace self-relocatees.

8. Assistance will be given in filing relocation claims, and these claims will be submitted to City’s Community Development Department.

9. Delivery of benefit check will be made promptly and follow -up claims will be made.

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RELOCATION ASSISTANCE

Each low and moderate income household that is displaced as a direct result of CDBG assisted activities shall be provided with relocation assistance. The low - and moderate- income household may elect to receive assistance described in 24 CFR Part 49 (HUD's regulations implementing the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970) or assistance as described under Section 104(d) of the Housing and Community Development Act of 1974, as amended by Section 509 of the 1987 HCD Act provisions.

Displaced low - and moderate -income households will receive relocation assistance provided to displaced persons required under 24 CFR 49, Subpart C (General Relocation Requirements) and Subpart D (Payment for Moving and Related Expenses) whether the households receive assistance under the CFR or Section 104 (d) of the Act. Briefly, those benefits are as follows.

Residential Benefits:

 Actual moving and related expenses, as the Agency determines to be reasonable and necessary, including expenses outlined in 49 CFR 24.301.  Fixed payment for moving expenses as described in 49 CFR 24.302.

Non-Residential Benefits:

 Payment for actual reasonable moving an d related expenses as described in 49 CFR 24.303.
 Reestablishment expense as described in 49 CFR 24.304.  Ineligible moving and related expenses as described in 49 CFR 24.304(b) and 49 CFR 24.305 will not be provided.
 Fixed payments for moving expenses as described in 49 CFR 24.306.

COST ESTIMATE OF RELOCATION BENEFITS
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Since no relocation activity is contemplated, it is not possible to provide a cost estimate of relocating payment at this time. However, should it become necessary to make relocation payments, these payments will be funded with CDBG funds.

PLAN FOR DISBURSEMENTS OF RELOCATION BENEFITS

The disbursement of relocation benefits will be made in an orderly and readily available manner. All claims for relocation payments must be submitted within 18 months after the displacement of the claimant. Relocation claim forms will be prepared by the relocation staff; the forms will be explained in detail to the claimant. Once the signature of the displacee has been obtained, the prepared forms, ac companied by a memorandum explaining the particular need, etc., of the claimant will be promptly delivered to the City’s Community Development Department for review, approval, and preparation of warrants.

Upon verification of vacating the acquired propert y, the relocation benefits will be delivered.

Advanced payments will be processed when it is evident that there is a hardship. These payments will be delivered in a timely way to assure ease in securing relocated housing commitments.

A claim must be supported by the necessary documentation, which may include itemized receipted moving bills, income tax returns, opening/closing escrow statements, verification of rental data and any other information deemed appropriate and necessary to support the claim. Payments will be processed in all claim papers and related evidence will become permanent records of the City’s Community Development Department as part of the individual files maintained for each displaced person or business.

If a business does not file a claim for any of the above benefits, it may file for In -Lieu of Moving and Related Expenses Payment. No payment of this kind shall be made unless the City’s Community Development Department satisfied that the business cannot be relocated without substantial loss of patronage and is not part of a commercial enterprise City Council Regular Meeting - Page 143 of 473

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2022
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having at least one other establishment not being acquired, which is engaged in the same or similar business.

This payment represents the average annual net income for the two years prior t o displacement, except that the payment may not be less than $1,000 or more than $20,000 (49 FR 24.306 {a}).

Payments will be processed in a timely manner to minimize hardship.

LAST RESORT HOUSING

Last resort housing is not contemplated as it has been determined comparable replacement housing will be available for project residents within a reasonable period prior to displacement. However, if it is necessary, procedures as referenced in the Uniform Act will be followed.

City Council Regular Meeting - Page 144 of 473

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2022
134
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Grantee SF-424's and Certification(s)

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2022
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2022
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RESERVED
City Council Regular Meeting - Page 160 of 473
Agenda Item # 9.

AGENDA STAFF REPORT
DATE:

May 17, 2022

TO:

Honorable Mayor and Members of the City Council

APPROVED BY:

Ernie Hernandez, City Manager

PREPARED BY:

Harry Wong, Director of Finance & Administration
Lilly Hampton, Senior Accounting Technician

SUBJECT:

APPROVAL OF THE WARRANT REGISTER
Recommendation:

Staff respectfully recommends that the City Council of the City of Lynwood approve the warrant register dated May 17, 2022 for FY 2021-2022.

Background:

N/A
Discussion and Analysis:

N/A
Fiscal Impact:

FY 2021-2022
Coordinated With:

City Manager
City Attorney
ATTACHMENTS:

Description

WARRANT RUNS
5 17 2022

WARRANT RESOLUTION
City Council Regular Meeting - Page 161 of 473
apCkHist Void-Check Listing Page: 1
05/10/2022 3:17PM City of Lynwood
Bank code: apbank
Void Check# Date Vendor Status ClearNoid Date Reason-Void Reissue Inv. Date Amount Paid Check Total --
202613 09/07/2021 013362 ALEXIS ALATORRE 05/05/2022 STALE DATED 07/06/2021 20.00 20.00 202672 09/07/2021 013364 JUAN RAMOS 05/05/2022 STALE DATED 07/10/2021 20.00 20.00 202725 09/07/2021 013389 ALFREDO CORTEZ 05/05/2022 STALE DATED 08/24/2021 99.00 99.00 202729 09/07/2021 013381 DERICK JUNG 05/05/2022 STALE DATED 08/24/2021 60.00 60.00 202731 09/07/2021 013379 FRANCISCO LIMA 05/05/2022 STALE DATED 08/24/2021 0.13 0.13 202733 09/07/2021 013382 DELMY MARQUEZ 05/05/2022 STALE DATED 08/24/2021 8.74 8.74 202734 09/07/2021 013383 JOSE LUIS MARQUEZ 05/05/2022 STALE DATED 08/24/2021 11.71 11 .71 203238 11/16/2021 000608 HUB INTERNATIONAL 05/09/2022 STALE DATED 204556 02/28/2021 452.36 05/09/2022 000608-033121 03/31/2021 179.71
05/09/2022 · 000608-043021 04/30/2021 179.71
05/09/2022 000608-053121-A 06/03/2021 91.49
05/09/2022 000608-053121 06/03/2021 88.22 991.49
204362 04/19/2022 001087 FANTASY FLOWERS AND 05/05/2022 PAID BY-L.U.S.D 04/30/2022 562.28 562.28 204378 04/19/2022 002861 MAGIC JUMP 05/05/2022 PAID BY-L.U.S.D 03/31/2022 513.00 513.00 204388 04/19/2022 013518 EDUARDO OLIVARES 05/05/2022 PAID BY-L.U.S.D 04/30/2022 555.00 555.00 204401 04/19/2022 012506 VICTOR HUGO RUBIO 05/05/2022 PAID BY-L.U.S.D 03/30/2022 745.00 745.00 apbank Total: 3,586.35
12 checks in this report Total Checks: 3,586.35
Page:1
City Council Regular Meeting - Page 162 of 473
vchlist
05/03/2022
Bank code:

Voucher
1316
1320
1323
1326
3:04:13PM
apbank
Date Vendor
3/24/2022 005794 INTERNAL REVENUE SERVICE
Electronic Financial Transaction List
City of Lynwood
Invoice PO#
Ben143935
3/24/2022 001357 EMPLOYMENT DEVELOPMENT DEPT. Ben143943 3/24/2022 005794 INTERNAL REVENUE SERVICE
3/24/2022 001357 EMPLOYMENT DEVELOPMENT DEPT.
4 Vouchers for bank code :
4 Vouchers in this report
apbank
Ben143967
Ben143973
Page : 2
Description/Account Amount
SOCIAL SECURITY: PAYMENT 913.76
Total : 913.76
STATE WITHHOLDING TAXES: 37.28
Total : 37.28
SOCIAL SECURITY: PAYMENT 40,287.55
Total : 40,287.55
STATE WITHHOLDING TAXES: 12,665.79
Total: 12,665.79
Bank total: 53,904.38
Total vouchers : 53,904.38
Page: 2
City Council Regular Meeting - Page 163 of 473
vchlist
05/03/2022
Bank code :

Voucher
204544
204545
204546
204547
204548
204549
9:27:03AM
apbank
Date Vendor
4/28/2022 013395 M&C CONSTRUCTION GROUP INC
4/28/2022 013532 OLAGUE , MARIA
5/2/2022 013288 SPECTRUM
5/2/2022 013288 SPECTRUM
5/2/2022 013288 SPECTRUM
5/2/2022 011831 VAL TOR COMMERCIAL , CLEANING
6 Vouchers for bank code :
6 Vouchers in this report
apbank
Prepaid-Check List
City of Lynwood
Invoice
1060
04232022
0543478041622
0603173041522
0031912041622
366
Page: 3
PO# Description/Account Amount
06-009470 WROUGHT IRON FENCING 26,075.00
Total: 26,075.00
08-004892 EARTH DAY AND COMMUNITY GARDEN 621 .50
Total: 621.50
12-000365 INTERNET AND CABLE FOR CITY FACILITIES 219 .98 Total: 219.98
12-000365 INTERNET AND CABLE FOR CITY FACILITIES 182.72 Total: 182.72
12-000365 INTERNET AND CABLE FOR CITY 150.06
Total: 150.06
08-004905 SENIOR CENTER SERVICE FEE 1,175.00
Total: 1,175.00
Bank total: 28,424.26
Total vouchers : 28,424.26
Page: 3
City Council Regular Meeting - Page 164 of 473
vchlist
05/10/2022 11:05:37AM
Prepaid-Check List
City of Lynwood
Bank code:

Voucher
204550
204551
204552
204553
204554
204555
204556
apbank
Date Vendor
5/9/2022 002699 STATE WATER CONTROL BOARD
5/9/2022 000486 LIBERTY UTILITIES
Invoice
----- ----
547787
158555-040422
164055-040422
164060-040422
5/9/2022 013502 DC & ASSOCIATES PAINTING COMPANY, 1922
5/9/2022 013474 PETTY CASH-C.M.O.-1
5/9/2022 008668 SOLACHE, JOSE LUIS
5/9/2022 000163 SOUTHERN CALIFORNIA EDISON
5/9/2022 000608 HUB INTERNATIONAL INS.SVCS,INC
7 Vouchers for bank code :
7 Vouchers in this report
apbank
013474-032122
008668-051522
000163050222
000608-022821
000608-033121
000608-043021
000608-053121
000608-053121-A
PO#
06-009474
06-009486
06-009486
06-009486
06-009494
08-004601
08-004601
08-004601
08-004601
08-004646
Page : 4
Description/Account Amount
PERMIT REGISTRATION LYNWOOD 600.00
Total : 600.00
WATER USE FOR IRRIGATION 120.31
WATER USE FOR IRRIGATION 24.65
WATER USE FOR IRRIGATION 24.65
Total : 169.61
ADOPT A SENIOR- PAINTING 3,500.00
Total : 3,500.00
REPLENISH PETTY CASH BOX 763.00
Total : 763.00
PER DIEM 241.50
Total : 241.50
LIGHT & POWER SERVICES 2,192.36
Total: 2,192.36
LIABILITY INSURANCE 452.36
LIABILITY INSURANCE 179.71
LIABILITY INSURANCE 179.71
LIABILITY INSURANCE 88.22
LIABILITY CERT FOR REC INSTRUCTORS 91.49
Total: 991.49
Bank total: 8,457.96
Total vouchers : 8,457.96
Page: 4
City Council Regular Meeting - Page 165 of 473
vchlist Check List Page : 5
05/11/2022 4:02:19PM City of Lynwood
Bank code : apbank
Voucher Date Vendor Invoice PO# Description/Account Amount 204557 5/17/2022 005711 ACE COMMERCIAL, INC. 144434 01-001703 PRINTING OF THE LNP MAY ISSUE 6,193.00 Total: 6,193.00
204558 5/17/2022 000743 ADMINISTRATIVE SVCS. CO-OP 12469 08-004690 SENIORS TRANSPORTATION 7,522.64 Total: 7,522.64
204559 5/17/2022 001994 ALIN'S PARTY SUPPLY CO. 576907 08-004788 DECORATIONS FOR EVENTS 130.50 Total: 130.50
204560 5/17/2022 007439 ALL CITY MANAGEMENT SVCS, INC. 76954 11-001916 SCHOOL CROSSING GUARD SERVICES 14,562.97 Total: 14,562.97
204561 5/17/2022 013497 ALTA LANGUAGE SERVICES, INC IS589148 05-001921 BILINGUAL TESTING 275.00 Total : 275.00
204562 5/17/2022 010746 ALVAREZ-GLASMAN & COLVIN 2021-11-20230-5 02-002525 LEGAL SERVICES 2,593 .50 Total : 2,593.50
204563 5/17/2022 002452 AMERICAN LANGUAGE SVCS. 68280 01-001653 TRANSLATION SERVICES 524.20 Total : 524.20
204564 5/17/2022 003312 AMERICAN RENTALS 498823 06-009180 SUPPLIES AND EQUIPMENT 590.71 498823-A 06-009483 SUPPLIES AND EQUIPMENT 43.05
500745 06-009483 SUPPLIES AND EQUIPMENT 207.93
Total: 841.69
204565 5/17/2022 000943 APPLEONE EMPLOYMENT SERVICES 01-6252648 02-002592 TEMP AGENCY SERVICES 1,315.33 01-6260970 02-002592 TEMP AGENCY SERVICES 661.80
Total: 1,977.13
204566 5/17/2022 004536 APWA 798260-053123 MEMBERSHIP DUES 277.50 Total : 277.50
204567 5/17/2022 005344 AT&T MOBILITY 287260367753X040822 12-000367 CELL PHONE SERVICE 3,085.34 287260367753X040822A 10-000212 CITY TREASURER APPLE IPAD AIR 654.99 Total : 3,740.33
Page: 5
City Council Regular Meeting - Page 166 of 473
vchlist Check List Page: 6
05/11/2022 4:02:19PM City of Lynwood
Bank code : apbank
Voucher Date Vendor Invoice PO# Description/Account Amount 204568 5/17/2022 004285 AVANT GARDE, INC. 7593 11-001919 HOUSING CONSUL TING SERVICES 1,641.25 7597 06-008790 FUNDING ADMINISTRATION 1,220.00
Total: 2,861.25
204569 5/17/2022 011001 AYALA, EDWIN 49336 CANCELLED RESERVATION 100.00 Total : 100.00
204570 5/17/2022 004986 BIOMETRICS4ALL, INC COLYN0095 05-001877 LIVE SCAN RELAY FEE 25.50 Total : 25.50
204571 5/17/2022 000884 BLUE DIAMOND MATERIALS 2643611 06-009187 OPERATING SUPPLIES 88.11 Total : 88.11
204572 5/17/2022 004773 BSN SPORTS 916723027 08-004876 TENNIS COURTS NETS 871.50 Total : 871.50
204573 5/17/2022 000300 BUBBS HARDWARE 231 06-009188 OPERATING SUPPLIES 8.79 232 06-009188 OPERATING SUPPLIES 3.20
Total: 11.99
204574 5/17/2022 000032 CAL ADDISON 032 06-009135 REPAIRS & MAINTENANCE 360.00 033 06-009135 REPAIRS & MAINTENANCE 130.00
034 06-009135 REPAIRS & MAINTENANCE 225.00
036 06-009135 REPAIRS & MAINTENANCE 130.00
Total: 845.00
204575 5/17/2022 000488 CANON SOLUTIONS AMERICA, INC 6000247623 12-000386 CANON PRINTS AND MAINTENANCE 22.00 6000391270 12-000386 CANON PRINTS AND MAINTENANCE 2,595.31 6000457011 12-000386 CANON PRINTS AND MAINTENANCE 214.71 Total: 2,832.02
204576 5/17/2022 001195 CDW GOVERNMENT V736556 12-000390 LENOVO THINKCENTRE COMPUTERS 11,175.38 V780392 12-000389 VMWARE RENEWAL 3,000.00
Total: 14,175.38
204577 5/17/2022 001168 CINTAS CORPORATION NO. 2 8405655238 08-004694 FIRST AID SUCABINETS SUPPLIES 407.02 Total: 407.02
Page: 6
City Council Regular Meeting - Page 167 of 473
vchlist
05/11/2022
Bank code:

Voucher
204578
204579
204580
204581
204582
204583
204584
204585
204586
204587
204588
4:02:19PM
apbank
Date Vendor
5/17/2022 000702 CINTAS DOCUMENT MANAGEMENT
5/17/2022 013531 CIVIC PLUS, LLC
5/17/2022 010754 COOL IMAGE WATER, OBA/ AMERICAN
5/17/2022 001306 CORELOGIC SOLUTIONS , LLC.
5/17/2022 010638 COURT OF CALIFORNIA, COUNTY OF LA
5/17/2022 000138 DAILY JOURNAL CORPORATION
Check List
City of Lynwood
Invoice
8405662665
224086
1133
1498
1511
30598302
30603547
7 40A-033122
B3573604
B3578377
B3579432
5/17/2022 001987 DISTRICT OF SOUTHERN CALIF., WATER 001987-033122 5/17/2022 005210 ESPARZA, HILARIO M. 005210-040622
5/17/2022 003983 GALLS QUARTERMASTER BC1591591
5/17/2022 000993 GRM INFORMATION MANAGEMENT 0452140
0453926
5/17/2022 003338 HILLYARD-LOS ANGELES 604714067
604714068
PO#
08-004720
12-000393
05-001880
05-001880
02-002586
12-000363
12-000363
11-001922
11-002084
11-001923
11-001923
06-009159
11-002090
11-001927
12-000371
12-000371
06-009239
06-009239
Page: 7
Description/Account Amount
FIRST AID STAFF CABINET SUPPLIES 53.26
Total: 53.26
CITY WEBSITE REDESIGN 19,978.78
Total : 19,978.78
PURIFIED DRINKING WATER 5.99
PURIFIED DRINKING WATER 5.99
PURIFIED DRINKING WATER 17.97
Total: 29.95
PROPERTY OWNER INFORMATION 265.23
PROPERTY OWNER INFORMATION 265.23
Total : 530.46
PARKING CITATIONS AND BAIL 17,858.00
Total : 17,858.00
PUBLIC HEARING NOTICES 290.00
PUBLICATION SERVICES 120.00
PUBLICATION SERVICES 867.01
Total: 1,277.01
GROUNDWATER PRODUCTION 120,162.12
Total: 120,162.12
CDBG ADVISORY BOARD MEMBER 50.00
Total: 50.00
UNIFORM SUPPLIES 564.35
Total : 564.35
OFFSITE TAPE STORAGE 99.10
OFFSITE TAPE STORAGE 96.10
Total : 195.20
OPERATING SUPPLIES 550.08
OPERATING SUPPLIES 663.85
Page: 7
City Council Regular Meeting - Page 168 of 473
vchlist Check List Page: 8
05/11/2022 4:02:19PM City of Lynwood
Bank code : apbank
Voucher Date Vendor Invoice PO# Description/Account Amount 204588 5/17/2022 003338 003338 HILLYARD-LOS ANGELES (Continued) Total : 1,213.93 204589 5/17/2022 002623 ICMA 981562-063023 MEMBERSHIP DUES-SHANELL SHIP 200.00 Total : 200.00
204590 5/17/2022 005848 INFRASTRUCTURE ENGINEERS 26147 06-008766 HSIP CYCLE 9 DESIGN IMPERIAL 61.40 26670 06-009362 INSPECTION SERVICES FOR 16,720 .00
26679 06-009358 CIP PROJECT MANAGEMENT 308.00
26681 06-009358 CIP PROJECT MANAGEMENT 154.00
26779 06-009358 CIP PROJECT MANAGEMENT 308.00
Total : 17,551.40
204591 5/17/2022 005848 INFRASTRUCTURE ENGINEERS 26650 06-007071 CONSUL TING SERVICES 2,028.00 Total : 2,028.00
204592 5/17/2022 008254 JCL TRAFFIC SERVICES 114130 06-009462 STREET SIGNS AND SUPPLIES 314.93 Total : 314.93
204593 5/17/2022 013304 JOE A GONSALVES & SON 159721 06-009485 ADVOCACY SERVICES 4,000.00 159794 06-009485 ADVOCACY SERVICES 4,000.00
Total : 8,000.00
204594 5/17/2022 003547 KANE, BALLMER & BERKMAN 27206 11-002085 SPECIAL COUNSEL LEGAL 3,327.00 27207 11-002085 SPECIAL COUNSEL LEGAL 787.50
Total : 4,114.50
204595 5/17/2022 013434 KILEY & ASSOCIATES,LLC 8 01-001662 PROFESSIONAL SERVICES 5,000.00 Total : 5,000.00
204596 5/17/2022 011443 L.A. COUNTY REGISTRAR-RECORDER 011443-2022 11-002092 ENVIRONMENTAL DOCUMENT 2,623.00 Total: 2,623.00
204597 5/17/2022 011064 LEAGUEAPPS, INC. 48730050 08-004898 LAUNCH PACKAGE FEE 495.00 Total: 495.00
204598 5/17/2022 013521 LOS ANGELES ENGINEERING, INC 1-EAST 06-009482 CONSTRUCTION OF THE LYNWOOD 72,021.88 1-WEST 06-009482 CONSTRUCTION OF THE LYNWOOD 262,437.50 Page : 8
City Council Regular Meeting - Page 169 of 473
vchlist
05/11/2022
Bank code :

Voucher
204598
204599
204600
204601
204602
204603
204604
204605
204606
204607
4:02:19PM
apbank
Date Vendor
Check List
City of Lynwood
Invoice
5/17/2022 013521 013521 LOS ANGELES ENGINEERING, INC (Continued) 5/17/2022 003313 LOS ANGELES METROPOLITAN 6014477
6014621
6014841
6014953
6015125
6015333
6015530
6015768
5/17/2022 000111 MANAGED HEAL TH NElWORK PRM-071421
5/17/2022 002761 MARCO POWER EQUIPMENT 21214896
21214898
5/17/2022 003069 MEDCO SUPPLY CO. IN95072990
5/17/2022 013504 MINER, LTD 5310502932
5/17/2022 013504 MINER , LTD 5310502932-A
5/17/2022 013530 MINISPORTSBALLS .COM 42200477
5/17/2022 013065 MKN & ASSOCIATES 100567
5/17/2022 008782 MSJ ACCESS INC 91068194
91068198
Page: 9
PO# Description/Account Amount
Total: 334,459.38
02-002589 BUS PASS SUBSIDY 20.00
02-002589 BUS PASS SUBSIDY 40.00
02-002589 BUS PASS SUBSIDY 64.00
02-002589 BUS PASS SUBSIDY 63.00
02-002589 BUS PASS SUBSIDY 20.00
02-002589 BUS PASS SUBSIDY 20.00
02-002589 BUS PASS SUBSIDY 184.00
02-002589 BUS PASS SUBSIDY 84.00
Total: 495.00
05-001882 EMPLOYEE ASSISTANCE PROGRAM 323.95
Total: 323.95
06-009244 SUPPLIES, REPAIRS, MACHINERY 1,764.00
06-009244 SUPPLIES, REPAIRS, MACHINERY 57.82
Total : 1,821.82
08-004893 SUPPLIES FOR SUMMER PROGRAMS 424.83
Total: 424.83
06-009457 EAST WALL ROLL UP DOOR 4,191.42
Total: 4,191.42
06-009487 EAST WALL ROLL UP DOOR 261.12
Total: 261.12
08-004889 SPECIAL NEEDS CELEBRATION 2,762.16
Total: 2,762.16
06-009476 CORRECTION TO THE URBAN 805.93
Total: 805.93
06-009432 LOCKSMITH SERVICES 447.50
06-009432 LOCKSMITH SERVICES 335.39
Total: 782.89
Page: 9
City Council Regular Meeting - Page 170 of 473
vchlist Check List Page: 10
05/11/2022 4:02:19PM City of Lynwood
Bank code : apbank
Voucher Date Vendor Invoice PO# Description/Account Amount 204608 5/17/2022 009647 MV CHENG & ASSOCIATES, INC. 4/30/2022 02-002590 PRINCIPAL ACCOUNTANT 9,820.00 Total : 9,820.00
204609 5/17/2022 000475 NATIONWIDE ENVIRONMENTAL SVCS. 32310 06-009209 GRAFFITI REMOVAL SERVICES 47,793.09 32310-A 11-001938 GRAFFITI REMOVAL SERVICES 5,310.34
32342 06-009245 CATCHBASIN CLEANING 3,885.94
32342-A 06-009490 CATCHBASIN CLEANING 17,788.94
32371 06-009246 STREET SWEEPING SERVICES 45,867 .37
32371-A 11-001954 STREET SWEEPING SERVICES 4,536 .33
Total : 125,182.01
204610 5/17/2022 013534 NICHE ACADEMY LLC 6546 08-004899 NICHE ACADEMY SUBSCRIPTION 1,600.00 Total: 1,600.00
204611 5/17/2022 011922 NORTH STAR LAND CARE LLC 1601-312 06-009320 TREE TRIMMING, MAINTENANCE 8,203.00 Total: 8,203.00
204612 5/17/2022 000078 OFFICE DEPOT, INC. 222559371002 02-002573 OFFICE SUPPLIES 11.71 234275962001 06-009210 OFFICE SUPPLIES 682.27
235239029001 02-002542 OFFICE SUPPLIES 149.93
Total : 843.91
204613 5/17/2022 005562 ORKIN PEST CONTROL 231778814 08-004718 MONTHLY PEST CONTROL SERVICE 359.00 Total : 359.00
204614 5/17/2022 013538 PAYARES, LINDA 349723462 CANCELLED EVENT 150.00 Total: 150.00
204615 5/17/2022 008307 PHOENIX GROUP INFORMATION SYS 032022204 11-001941 PARKING/ADMIN CITATION 15,670.63 032022902 11-001941 PARKING/ADMIN CITATION 350.00
Total : 16,020.63
204616 5/17/2022 013540 PICHARDO, CHARLES 2022-063 REFUND-BUILDING PERMIT 1,915.58 Total: 1,915.58
204617 5/17/2022 006281 PROFESSIONAL SECURITY, IN000118319 08-004901 SECURITY SERVICES 613.44 IN000118759 08-004700 SECURITY SERVICES 10,425.76
IN000119128 08-004700 SECURITY SERVICES 10,234.43
--
Page: 10
City Council Regular Meeting - Page 171 of 473
vchlist
05/11/2022
Bank code:

Voucher
204617
204618
204619
204620
204621
204622
204623
204624
204625
204626
204627
4:02:19PM
apbank
Date Vendor
5/17/2022 006281 PROFESSIONAL SECURITY,
5/17/2022 012135 RAMBOLL US CONSULTING INC
5/17/2022 005067 ROADLINE
5/17/2022 005566 RODRIGUEZ GONZALEZ, YOLANDA
5/17/2022 007205 SANCHEZ AWARDS
5/17/2022 006772 SEA CLEAR POOL, I NC.
5/17/2022 009297 SIGN CRE8TIONS
5/17/2022 011394 SULLY-MILLER CONTRACTING CO.
5/17/2022 010946 SUNFIRE
5/17/2022 002938 TAJ OFFICE SUPPLY
5/17/2022 013215 THE HOME DEPOT PRO SUPPLY WORK
Check List
City of Lynwood
Invoice
(Continued)
IN000119129
1690081783
17432
005566-040622
2005
22-3159
22-3202
22-3218
2219
08-112021
1031522
01203
678550856
679350983
679592451
679647255
679868935
PO#
06-009232
06-009495
06-009226
11-002093
08-004871
06-009171
06-009171
06-009171
08-004890
06-009053
06-009459
06-009218
06-009140
06-009140
06-009297
06-009128
06-009140
Page: 11
Description/Account Amount
SECURITY SERVICES 2,018.51
Total : 23,292.14
WELL NO. 11 INVESTIGATION 633.20
Total : 633.20
SUPPLIES, PARTS & PAINT 1,620.68
Total : 1,620.68
CDBG ADVISORY BOARD MEMBER 50.00
Total: 50.00
LYNWOOD RECREATION SPORTS 121.20
Total : 121.20
POOL MAINTENANCE 1,139.30
POOL MAINTENANCE 329.67
POOL MAINTENANCE 1,895.00
Total: 3,363.97
VARIOUS PRINTED SIGNS 1,719.90
Total: 1,719.90
ALBERTA , FIRST , FRANKLIN , LINDBERGH , 48,212.50
Total: 48,212.50
WINDOW TINT FOR CITY ANNEX 1,375.00
Total : 1,375.00
OFFICE & OPERATING SUPPLIES 158.76
Total: 158.76
MATERIALS & SUPPLIES 217.44
MATERIALS & SUPPLIES 59.94
MATERIALS & SUPPLIES 70.37
PAINT & SUPPLIES FOR NES 1,342.18
MATERIALS & SUPPLIES 50.50
Page: 11
City Council Regular Meeting - Page 172 of 473
vchlist
05/11/2022
Bank code:

Voucher
204627
204628
204629
204630
204631
204632
204633
204634
4:02:19PM
apbank
Date Vendor
Check List
City of Lynwood
Invoice
5/17/2022 013215 THE HOME DEPOT PRO SUPPLY WORK (Continued) 680905817
681132270
681146833
681678900
682145180
682476197
5/17/2022 013215 THE HOME DEPOT PRO SUPPLY WORK 682105457 5/17/2022 010066 TRI-WEST MECHANICAL, INC. TWM11545
5/17/2022 013539 TRUJILLO, LUPE
5/17/2022 007742 ULINE, INC.
5/17/2022 010575 ULTRA-PRESS
5/17/2022 000166 UNDERGROUND SERVICE ALERT/SC
5/17/2022 009742 UNIFIRST CORPORATION
48028575
148117212
148426571
60894
60994
dsb20211095
3242712727
3242712728
3242712729
3242712730
3242712731
3242712732
3242716124
3242716125
3242716126
PO#
06-009297
06-009297
06-009297
06-009140
06-009140
06-009140
08-004743
06-009175
08-004902
08-004902
08-004904
08-004903
06-009176
06-009153
06-009153
06-009153
06-009153
06-009153
06-009153
06-009153
06-009153
06-009153
Page: 12
Description/Account Amount
MATERIALS & SUPPLIES 39.55
MATERIALS & SUPPLIES 62.28
MATERIALS & SUPPLIES 11 .16
MATERIALS & SUPPLIES 165.62
MATERIALS & SUPPLIES 158.36
MATERIALS & SUPPLIES 494.45
Total: 2,671.85
SUPPLIES AND EQUIPMENT 162.65
Total: 162.65
HVAC MAINTENANCE/REPAIR 7,110.00
Total: 7,110.00
REFUND-CANCELLED HIP HOP 37.50
Total: 37.50
COMMUNITY GARDEN AND PARK SUPPLIES 1,596.70
COMMUNITY GARDEN AND PARK SUPPLIES 262.84
Total:

YOUTH CAMP 2022 SHIRTS

NATATORIUM STAFF UNIFORM
Total:

UNDERGROUND SERVICE ALERT
Total :

UNIFORM SERVICE AND SUPPLIES

UNIFORM SERVICE AND SUPPLIES
Page:
1,859.54
489.30
1,980.00
2,469.30

73.91 73.91

10.72 52.68

48.73 69.42

79.17 78.14

10.72 52.68

48.73 --
12 City Council Regular Meeting - Page 173 of 473
vchlist Check List Page: 13
05/11/2022 4:02:19PM City of Lynwood
Bank code: apbank
Voucher Date Vendor Invoice PO# Description/Account Amount 204634 5/17/2022 009742 UNIFIRST CORPORATION (Continued) 3242716127 06-009153 UNIFORM SERVICE AND SUPPLIES 69.42 3242716128 06-009153 UNIFORM SERVICE AND SUPPLIES 79,17 3242716129 06-009153 UNIFORM SERVICE AND SUPPLIES 78.14 Total: 677 .72
204635 5/17/2022 000461 UNITED RENTALS , INC. 205278961-001 08-004888 EASTER PROGRAM 2022 338.02 Total : 338.02
204636 5/17/2022 002912 WATERLINE TECHNOLOGIES.INC 5577281 06-009154 OPERATING SUPPLIES 300.98 5577282 06-009154 OPERATING SUPPLIES 277.83
5577284 06-009154 OPERATING SUPPLIES 347.29
5578552 06-009154 OPERATING SUPPLIES 324.14
5578553 06-009154 OPERATING SUPPLIES 347.29
5578554 06-009154 OPERATING SUPPLIES 243.10
5578555 06-009154 OPERATING SUPPLIES 289.41
5578556 06-009154 OPERATING SUPPLIES 347.29
Total : 2,477 .33
204637 5/17/2022 000040 WAXIE SANITARY SUPPLY 80848494 06-009222 JANITORIAL SUPPLIES 1,064.75 Total : 1,064 .75
204638 5/17/2022 010312 WEBER WATER RESOURCES CA, LLC 1487R1 06-009408 WELL 19 REPAIR 30,000.00 Total : 30,000.00
204639 5/17/2022 000477 WEBSTER'S BEE REMOVAL SERVICES 1535 06-009255 REMOVAL AND EXTRACTION 235.00 1538 06-009255 REMOVAL AND EXTRACTION 285.00
Total : 520.00
204640 5/17/2022 001522 WECK LABORATORIES, INC. W2D1981-colynwood 06-009152 ANALYZE WATER SAMPLES AND BACTERIA 504 00 W2D1982-colynwood 06-009152 ANALYZE WATER SAMPLES AND BACTERIA 504.00 W2D 1983-colynwood 06-009152 ANALYZE WATER SAMPLES AND BACTERIA 182.00 W2D 1983-colynwood-A 06-009498 ANALYZE WATER SAMPLES AND BACTERIA 70.00 W2 D 1984-co lynwood 06-009498 ANALYZE WATER SAMPLES AND BACTERIA 252.00 W2D1985-colynwood 06-009498 ANALYZE WATER SAMPLES AND BACTERIA 252.00 W2D1986-colynwood 06-009498 ANALYZE WATER SAMPLES AND BACTERIA 252.00 Total : 2,016 .00
Page: 13
City Council Regular Meeting - Page 174 of 473
vchlist
05/11/2022
Bank code :

Voucher
204641
204642
204643
4:02:19PM
apbank
Date Vendor
5/17/2022 000057 WILLDAN ENGINEERING
5/17/2022 007609 WILLDAN FINANCIAL SERVICES
5/17/2022 012137 XIO INC.
87 Vouchers for bank code : apbank
Check List
City of Lynwood
Invoice
00417215
010-51182
201208863
201208863-A
Page: 14
PO# Description/Account Amount
06-009451 HAM PARK PLAYGROUND 1,985.00
Total : 1,985.00
02-002593 PREPARATION AND DISSEMINATION 1,000.00
Total: 1,000.00
06-009144 SCADA SYSTEM MONITORING/ NETWORK 520.00
06-009409 SCADA SYSTEM MONITORING/ NETWORK 240.00
Total: 760.00
Bank total : 909,289.67
Page: 14
City Council Regular Meeting - Page 175 of 473
RESOLUTION NO. 2022.XXX

Warrant Register Dated 05-17-2022

PASSED, APPROVED and ADOPTED this _17_th day of _May_, 2022.

Jorge Casanova, Mayor

ATTEST:

__________________________
Maria Quiňonez, Ernie Hernandez,
City Clerk City Manager

APPROVED AS TO FORM: APPROVED AS TO CONTENT:

________
Noel Tapia, Harry Wong,
City Attorney Director of Finance and Administration Svcs

City Council Regular Meeting - Page 176 of 473

STATE OF CALIFORNIA )
) §

COUNTY OF LOS ANGELES )

I, Maria Quinonez, the undersigned, City Clerk of the City of Lynwood, do hereby certify that the foregoing Resolution was passed and adopted by the City Council of the City of Lynwood at a meeting held on the __17_th day of __May_, 2022.

AYES: COUNCIL MEMBERS FLORES, SANTANA, SOTO, MAYOR PRO TEM

SOLACHE AND MAYOR CASANOVA

NOES: NONE

ABSENT: NONE

ABSTAIN: NONE

________________________
Maria Quiňonez,
City Clerk

STATE OF CALIFORNIA )
) §

COUNTY OF LOS ANGELES )

I, Maria Quinonez, the undersigned, City Clerk of the City of Lynwood, and the Clerk of the City Council of said City, do hereby certify that the above foregoing is a full, true and correct copy of Resolution No. 2022.XXX on file in my office and that said Resolution was adopted on the date and by the vote therein stated. Dated this _17_th day of _May__, 2022.

___________________________
Maria Quiňonez,
City Clerk

City Council Regular Meeting - Page 177 of 473
Agenda Item # 10.

AGENDA STAFF REPORT
DATE:

May 17, 2022

TO:

Honorable Mayor and Members of the City Council

APPROVED BY:

Ernie Hernandez, City Manager

PREPARED BY:

Gabriela Camacho, City Treasurer
Sheila Harding, Deputy City Treasurer

SUBJECT:

TREASURER'S MONTHLY INVESTMENT REPORT
Recommendation:

Background:

Government Code Section 53607, last amended 1996, with reference to the reporting of investment transactions states that the Treasurer
shall
make a monthly report of those transaction to the legislative body. Government Code Section 53646 (b) (1), last amended 2004, with reference to discussion related to establishment of an Investment Policy and investment reporting states that “the Treasurer may render a quarterly report”. To determine the applicable code inasmuch as reference to Government Code Section 53607 or non-compliance thereof has never been included in past audit findings. While Government Code Section 53646 (b) (1) which is the most current version related to Investment Reporting utilizes the word “may” indicating the reporting mechanism is optional, to err on the side of caution, and in order to ensure that we are in compliance with all Government Codes, a new procedure of submitting monthly reports to the Council/Agency agenda was implemented. Attached for Council/Agency review is the City’s/Agency’s Monthly Treasurer’s Report.

Subsequent reports will be provided on a monthly basis at the second meeting of each month.

Discussion and Analysis:

The investment transactions were executed in accordance with the City's Investment Policy and the California State Government Code Section 53646(b)(3) that requires the general fund is able to meet its expenditure requirements for the next six months.

City Council Regular Meeting - Page 178 of 473
Fiscal Impact:

The action recommended in this report will not have a fiscal impact on the City.

Coordinated With:

FHN Financial Main Street Advisors currently monitors the City’s investment activities.

ATTACHMENTS:

Description
ACTIVITY & PERFORMANCE - APRIL 2022
FHN REPORT - APRIL 2022
ECONOMIC REPORT - APRIL 2022
City Council Regular Meeting - Page 179 of 473
The following is the City’s cash flow and the monthly investment report. The monthly report includes a summary of the City’s investment portfolio, a monthly review of the investment market as prepared by the investment managers and detailed information on monthly transactions, cash flows and investments by issuer.

FHN Investment Advisors manage the portion of investments not invested by LAIF (State Local Agency Investment Fund).

The table below provide key statistics regarding the City’s cash flow and investment portfolio as of April 30, 2022.

Type Balances Held
Cash - US Bank $ 54,147,849.66
Cash - JPMorgan Chase Bank $ 7,518,250.93
Local Agency Investment Fund $ 9,537,751.55
FHN Investment Advisors/BNY $ 16,027,753.18
TOTAL $ 87,231,605.32

ACCOUNT SUMMARY

30-Apr-22 31-Mar-22
Market Value $25,573,021 $25,697,469
Book Value $26,227,898 $26,207,517
Variance ($654,878) ($510,048)
Par Value $26,181,918 $26,159,477
Net Asset Value $97.50 $98.05
Book Yield 1.03% 0.96%
Market Yield 1.80% 1.49%
Years to Maturity 1.49 1.5
Effective Duration 1.44 1.45

INVESTMENT COMPLIANCE
% %
Company Book Value of Portfolio of Total
US Treasuries 6,502,257.27 25% 100%
US Federal Agencies 3,223,961.53 12% 100%
Supranational Obligations 0.00 0% 30%
LAIF 9,545,267.55 36% 100%
Commercial Paper 349,786.09 1% 25%
Money Market Funds 618,649.97 2% 20%
Negotiable Certificates of Deposit 3,966,959.31 15% 30% Corporate Obligations 2,021,016.67 8% 30%
State and Local Governments 0.00 0% 100%

All of the City’s rated investments are rated “A” or higher by at least two rating agencies on April 30, 2022. The City’s investments comply with its current investment policy, which emphasizes the safety, liquidity, and return of its investments, allowing the city to meet its expenditures for the next six months.

City Council Regular Meeting - Page 180 of 473
Run Date: 5/10/2022 - 10:36 AM
Amortizing Page 2
Portfolio Summary
City of Lynwood 4/30/2022

SECTOR ALLOCATION MATURITY DISTRIBUTION CREDIT QUALITY (MOODY'S)

ACCOUNT SUMMARY MONTH-END PORTFOLIO BOOK YIELD TOP ISSUERS 4/30/22 3/31/22 Issuer % Portfolio
Market Value $25,573,021 $25,697,469 LAIF 36.4%
Book Value $26,227,898 $26,207,517 U.S. Treasury 24.8%
Variance -$654,878 -$510,048 FHLB 3.9%
FNMA 3.8%
Par Value $26,181,918 $26,159,477 FFCB 2.7%
Goldman Sachs Govt MMF 2.4%
Net Asset Value $97.50 $98.05 JPMorgan 1.9%
FHLMC 1.9%
Book Yield 1.03% 0.96% Royal Bank of Canada 1.3%
Exxon Mobil 1.0%
Market Yield 1.80% 1.49% Toyota 1.0%
US Bancorp 1.0%
Years to Maturity 1.49 1.50 Jackson National Life 1.0%
New York Life 1.0%
Effective Duration 1.44 1.45 Charles Schwab 1.0%
May-21
Jun-21
Jul-21
Aug-21
Sep-21
Oct-21
Nov-21
Dec-21
Jan-22
Feb-22
Mar-22
Apr-22

0.60%

0.65%

0.70%

0.75%

0.80%

0.85%

0.90%

0.95%

1.00%

1.05%

1.10%

1.3%

2.4%

7.7%

12.3%

15.1%

24.8%

36.4%
CP
MMF
CORP
AGY
CD
TSY
LAIF
100%75%50%25%0%

50.5%

12.3% 13.4% 13.2% 10.5%
0-1Y 1-2Y 2-3Y 3-4Y 4-5Y+
0%
10%
20%
30%
40%
50%
60%
70%

51.5%

3.8%

1.9%

1.0%

40.4%

1.3%
NR
A3
A2
A1
Aa3
Aa2
Aa1
Aaa
P-1
100%75%50%25%0%
2 City Council Regular Meeting - Page 181 of 473
Run Date: 5/10/2022 - 10:36 AM
Amortizing Page 3
Investment Policy Compliance
City of Lynwood 4/30/2022
Category Book Value % of Portfolio % Allowed by Policy In ComplianceReserved row US Treasuries 6,502,257.27 24.79% 100% Yes
US Federal Agencies 3,223,961.53 12.29% 100% Yes
Supranational Obligations 0.00 0.00% 30% Yes
LAIF 9,545,267.55 36.39% 100% Yes
Commercial Paper 349,786.09 1.33% 25% Yes
Money Market Funds 618,649.97 2.36% 20% Yes
Negotiable Certificates of Deposit 3,966,959.31 15.12% 30% Yes Corporate Obligations 2,021,016.67 7.71% 30% Yes
State and Local Governments 0.00 0.00% 100% Yes
Total 26,227,898.39 100.00%
Other Metrics Portfolio Metric In Compliance
Weighted Average Maturity 1.49 Less than 3.0 Years Yes
Liquidity 50.53% 30% Under 365 Days Yes
Ratings Yes
3 City Council Regular Meeting - Page 182 of 473
Holdings Report
City of Lynwood April 30, 2022
Call Date
Maturity Date
Par Value
Settle Date
Book Value
Original Value
Mkt YTM
Mkt Price
Gain/Loss
% of Port
Fitch
Moody/S&P
Eff. Dur.

WAM
Accrued Int.

Market Value
CUSIP Coupon Rate
Issuer
Book Yield
Remaining
Certificates of Deposit
27002YEM4 248,000.00EagleBank 05/10/2019 248,000.00 100.06 248,141.60 0.95% NR/NR 0.0305/10/2022 141.60 NR 0.03 370.98 2.60% 248,000.00 0.56%2.600%
33847E2J5 248,000.00Flagstar Bank 06/12/2019 248,000.00 100.22 248,546.05 0.95% NR/NR 0.1206/13/2022 546.05 NR 0.12 2,378.08 2.50% 248,000.00 0.67%2.500% 1404203Z1 248,000.00Capital One Bank USA 08/03/2017 247,417.20 100.31 248,759.37 0.95% NR/NR 0.2608/02/2022 789.39 NR 0.26 1,375.21 2.35% 247,969.98 1.11%2.300% 795450D36 248,000.00Sallie Mae Bank 08/24/2017 247,417.20 100.39 248,967.56 0.95% NR/NR 0.3208/23/2022 1,004.29 NR 0.31 1,069.80 2.40% 247,963.28 1.11%2.350% 61747MF63 248,000.00Morgan Stanley Bank 01/12/2018 247,417.20 100.39 248,959.16 0.95% NR/NR 0.7001/11/2023 1,040.91 NR 0.68 1,980.60 2.70% 247,918.25 2.09%2.650% 59013J5Z8 248,000.00Merrick Bank 12/19/2018 247,516.40 100.89 250,214.53 0.95% NR/NR 0.8102/21/2023 2,308.71 NR 0.79 295.90 3.41% 247,905.82 2.24%3.350% 20033AZK5 248,000.00Comenity Capital Bank 06/29/2018 247,427.12 100.71 249,748.40 0.95% NR/NR 1.1606/29/2023 1,881.74 NR 1.12 44.84 3.40% 247,866.66 2.68%3.300%
38148PR33 248,000.00Goldman Sachs Bank 07/09/2018 247,432.08 100.71 249,754.97 0.95% NR/NR 1.1807/06/2023 1,889.55 NR 1.14 2,578.52 3.35% 247,865.42 2.69%3.300% 949763TF3 248,000.00Wells Fargo Bank NA 08/31/2018 247,429.60 100.68 249,677.19 0.94% NR/NR 1.3308/30/2023 1,829.40 NR 1.29 717.50 3.35% 247,847.79 2.78%3.300% 29278TLY4 248,000.00EnerBank 09/30/2019 247,523.84 98.93 245,357.61 0.94% NR/NR 1.4109/27/2023 -2,474.19 NR 1.38 54.36 2.05% 247,831.81 2.77%2.000% 17312Q3B3 248,000.00Citibank 02/28/2019 247,427.12 100.14 248,335.38 0.94% NR/NR 1.8302/27/2024 545.07 NR 1.76 1,284.16 3.05% 247,790.31 2.92%3.000% 32100LCB9 248,000.00First Missouri State Bank 09/13/2019 248,000.00 97.26 241,203.07 0.95% NR/NR 2.3809/13/2024 -6,796.93 NR 2.31 615.92 1.85% 248,000.00 3.06%1.850% 05580AXF6 248,000.00BMW Bank 09/25/2020 248,000.00 91.66 227,312.58 0.95% NR/NR 3.4109/25/2025 -20,687.42 NR 3.37 125.70 0.50% 248,000.00 3.10%0.500% 856283S98 248,000.00State Bank of India 04/27/2021 248,000.00 92.26 228,793.19 0.95% NR/NR 3.9904/27/2026 -19,206.81 NR 3.91 27.18 1.00% 248,000.00 3.08%1.000% 89235MLC3 248,000.00Toyota Financial Savings Bank 07/15/2021 248,000.00 91.69 227,383.13 0.95% NR/NR 4.2107/15/2026 -20,616.87 NR 4.11 684.21 0.95% 248,000.00 3.07%0.950% 90348JR93 248,000.00UBS Bank USA 08/11/2021 248,000.00 91.51 226,956.55 0.95% NR/NR 4.2808/11/2026 -21,043.45 NR 4.18 129.10 0.95% 248,000.00 3.07%0.950% 3,963,007.76 3,888,110.34 15.12% 1.71
3,966,959.31 2.28% 3,968,000.00 2.31% 13,732.06 -78,848.96 1.67Total Certificates of Deposit Commercial Paper
Run Date: 5/10/2022 - 10:37 AM
Amortizing
16City Council Regular Meeting - Page 183 of 473
Holdings Report
City of Lynwood April 30, 2022
Call Date
Maturity Date
Par Value
Settle Date
Book Value
Original Value
Mkt YTM
Mkt Price
Gain/Loss
% of Port
Fitch
Moody/S&P
Eff. Dur.

WAM
Accrued Int.

Market Value
CUSIP Coupon Rate
Issuer
Book Yield
Remaining
Commercial Paper
78015DG61 350,000.00Royal Bank of Canada, NY 12/20/2021 349,364.75 99.82 349,374.38 1.33% P-1/A-1+ 0.1807/06/2022 -411.71 F1+ 0.19 0.00 0.33% 349,786.09 0.98%0.000%
349,364.75 349,374.38 1.33% 0.18
349,786.09 0.33% 350,000.00 0.98% 0.00 -411.71 0.19Total Commercial Paper Corporate Bonds
46849LSW2 250,000.00Jackson National Life 07/12/2017 247,795.00 100.13 250,322.50 0.95% A2/A 0.1606/27/2022 392.91 A 0.15 2,152.78 2.69% 249,929.59 1.67%2.500%
90331HNV1 250,000.00US Bank 03/01/2019 253,307.50 100.84 252,097.50 0.96% A1/AA- 1.2307/24/2023 1,169.81 AA- 1.15 2,290.28 3.08% 250,927.69 2.70%3.400% 06/23/2023 89236TFS9 250,000.00Toyota Motor Credit 02/28/2019 253,545.00 100.58 251,455.00 0.96% A1/A+ 1.6901/08/2024 223.37 A+ 1.62 2,628.82 3.03% 251,231.63 2.99%3.350% 46625HJX9 500,000.00JPMorgan Chase & Co 05/13/2019 515,115.00 100.86 504,315.00 1.93% A2/A- 2.0405/13/2024 -1,840.16 AA- 1.92 8,458.33 2.97% 506,155.16 3.18%3.625% 64952WDL4 250,000.00New York Life 01/22/2020 249,102.50 96.09 240,217.50 0.95% Aaa/AA+ 2.7301/22/2025 -9,292.86 AAA 2.62 1,375.00 2.08% 249,510.36 3.52%2.000% 30231GBH4 250,000.00Exxon Mobil 06/22/2020 272,752.50 99.09 247,725.00 1.01% Aa2/AA- 2.8903/19/2025 -16,123.77 NR 2.72 872.67 0.99% 263,848.77 3.32%2.992% 02/19/2025 808513BW4 250,000.00Charles Schwab 04/12/2022 249,407.50 98.21 245,520.00 0.95% A2/NR 4.9204/01/2027 -3,893.46 NR 4.43 687.50 3.35% 249,413.46 3.70%3.300% 2,041,025.00 1,991,652.50 7.71% 2.22
2,021,016.67 2.63% 2,000,000.00 3.04% 18,465.38 -29,364.16 2.07Total Corporate Bonds LAIF
9819499 9,545,267.55LAIF 04/15/2022 9,545,267.55 1.00 9,545,267.55 36.39% NR/NR 0.0005/01/2022

0.00 NR 0.00 0.00 0.52% 9,545,267.55 0.52%0.520%
9,545,267.55 9,545,267.55 36.39% 0.00
9,545,267.55 0.52% 9,545,267.55 0.52% 0.00 0.00 0.00Total LAIF Money Market Funds
FGTXX 618,649.97Goldman Sachs Govt MMF 618,649.97 1.00 618,649.97 2.36% Aaa/AAA 0.0005/01/2022

0.00 NR 0.00 98.76 0.31% 618,649.97 0.31%0.308%
Run Date: 5/10/2022 - 10:37 AM
Amortizing
17City Council Regular Meeting - Page 184 of 473
Holdings Report
City of Lynwood April 30, 2022
Call Date
Maturity Date
Par Value
Settle Date
Book Value
Original Value
Mkt YTM
Mkt Price
Gain/Loss
% of Port
Fitch
Moody/S&P
Eff. Dur.

WAM
Accrued Int.

Market Value
CUSIP Coupon Rate
Issuer
Book Yield
Remaining
618,649.97 618,649.97 2.36% 0.00
618,649.97 0.31% 618,649.97 0.31% 98.76 0.00 0.00Total Money Market Funds U.S. Agencies
3135G0T78 500,000.00FNMA 11/30/2017 497,400.00 100.28 501,415.00 1.91% Aaa/AA+ 0.4310/05/2022 1,645.95 AAA 0.42 722.22 2.11% 499,769.05 1.34%2.000% 3133EKTV8 500,000.00FFCB 07/02/2019 499,900.00 98.48 492,420.00 1.91% Aaa/AA+ 2.1707/01/2024 -7,536.59 AAA 2.10 3,166.67 1.90% 499,956.59 2.62%1.900% 3133EK3B0 200,000.00FFCB 10/17/2019 198,370.00 97.09 194,176.00 0.76% Aaa/AA+ 2.4710/16/2024 -5,021.23 AAA 2.40 125.00 1.67% 199,197.23 2.73%1.500% 3130A4CH3 500,000.00FHLB 10/07/2020 541,330.00 98.61 493,065.00 2.01% Aaa/AA+ 2.8703/14/2025 -33,694.69 AAA 2.75 1,550.35 0.49% 526,759.69 2.88%2.375% 3136G4H71 500,000.00FNMA 08/18/2020 500,000.00 92.52 462,580.00 1.91% Aaa/AA+ 3.2908/12/2025 -37,420.00 AAA 3.24 506.94 0.50% 500,000.00 2.91%0.500% 02/18/2022 3137EAEX3 500,000.00FHLMC 10/20/2020 497,505.00 91.80 458,975.00 1.90% Aaa/AA+ 3.4009/23/2025 -39,303.97 AAA 3.34 197.92 0.48% 498,278.97 2.93%0.375% 3130AQEC3 500,000.00FHLB 12/30/2021 500,000.00 93.96 469,775.00 1.91% Aaa/AA+ 4.6712/30/2026 -30,225.00 AAA 4.31 2,302.36 1.37% 500,000.00 2.76%1.370% 06/30/2022 3,234,505.00 3,072,406.00 12.29% 2.79
3,223,961.53 1.17% 3,200,000.00 2.58% 8,571.46 -151,555.53 2.68Total U.S. Agencies U.S. Treasuries
912828ZD5 500,000.00U.S. Treasury 12/16/2020 504,140.63 98.72 493,615.00 1.91% Aaa/AA+ 0.8703/15/2023 -7,997.77 AAA 0.86 319.29 0.13% 501,612.77 1.98%0.500% 91282CAW1 1,000,000.00U.S. Treasury 07/22/2021 999,960.94 96.58 965,820.00 3.81% Aaa/AA+ 1.5511/15/2023 -34,153.96 AAA 1.52 1,153.31 0.25% 999,973.96 2.52%0.250% 91282CBV2 500,000.00U.S. Treasury 11/22/2021 496,308.59 95.60 478,010.00 1.89% Aaa/AA+ 1.9604/15/2024 -18,969.37 AAA 1.93 81.97 0.69% 496,979.37 2.69%0.375% 912828YV6 1,000,000.00U.S. Treasury 07/22/2021 1,035,742.19 96.68 966,840.00 3.92% Aaa/AA+ 2.5911/30/2024 -60,687.60 AAA 2.50 6,263.74 0.43% 1,027,527.60 2.84%1.500% 912828ZT0 500,000.00U.S. Treasury 06/29/2021 491,542.97 92.25 461,270.00 1.88% Aaa/AA+ 3.0905/31/2025 -32,074.22 AAA 3.04 521.98 0.69% 493,344.22 2.89%0.250% 91282CAZ4 1,000,000.00U.S. Treasury 07/22/2021 989,492.19 91.36 913,590.00 3.78% Aaa/AA+ 3.5911/30/2025 -77,763.50 AAA 3.52 1,565.93 0.62% 991,353.50 2.93%0.375% 91282CBH3 500,000.00U.S. Treasury 02/25/2021 494,433.59 90.96 454,805.00 1.89% Aaa/AA+ 3.7601/31/2026 -40,954.51 AAA 3.68 466.16 0.60% 495,759.51 2.94%0.375% Run Date: 5/10/2022 - 10:37 AM
Amortizing
18City Council Regular Meeting - Page 185 of 473
Holdings Report
City of Lynwood April 30, 2022
Call Date
Maturity Date
Par Value
Settle Date
Book Value
Original Value
Mkt YTM
Mkt Price
Gain/Loss
% of Port
Fitch
Moody/S&P
Eff. Dur.

WAM
Accrued Int.

Market Value
CUSIP Coupon Rate
Issuer
Book Yield
Remaining
U.S. Treasuries
91282CCF6 1,000,000.00U.S. Treasury 07/22/2021 1,002,382.81 91.61 916,130.00 3.82% Aaa/AA+ 4.0905/31/2026 -85,874.03 AAA 3.97 3,131.87 0.70% 1,002,004.03 2.94%0.750% 91282CCZ2 500,000.00U.S. Treasury 10/19/2021 492,949.22 91.50 457,480.00 1.88% Aaa/AA+ 4.4209/30/2026 -36,222.29 AAA 4.28 370.56 1.17% 493,702.29 2.94%0.875% 6,506,953.13 6,107,560.00 24.79% 2.90
6,502,257.27 0.56% 6,500,000.00 2.76% 13,874.81 -394,697.25 2.83Total U.S. Treasuries 26,258,773.16 25,573,020.73 100.00% 1.49
54,742.47 -654,877.61 1.45 1.80% 26,227,898.39 1.03% 26,181,917.52TOTAL PORTFOLIO TOTAL MARKET VALUE PLUS ACCRUED INTEREST 25,627,763.20 Run Date: 5/10/2022 - 10:37 AM
Amortizing
19City Council Regular Meeting - Page 186 of 473
Maturity Report
City of Lynwood April 30, 2022
CUSIP Date
Purchase
Value
Book
Rate
Coupon
Date
Maturity
Par
Remaining
Term Value
Market
YTMIssuer
Days to
Maturity
Book
FGTXX 0.308% 1Goldman Sachs Govt MMF 618,649.97 05/01/2022 1 0.31% 618,649.97 618,649.97 9819499 0.520% 1LAIF 05/18/2020 9,545,267.55 05/01/2022 1 0.52% 9,545,267.55 9,545,267.55 27002YEM4 2.600% 1,086EagleBank 05/10/2019 248,000.00 05/10/2022 10 2.60% 248,000.00 248,141.60 33847E2J5 2.500% 1,053Flagstar Bank 06/12/2019 248,000.00 06/13/2022 44 2.50% 248,000.00 248,546.05 46849LSW2 2.500% 1,753Jackson National Life 07/12/2017 249,929.59 06/27/2022 58 2.69% 250,000.00 250,322.50 78015DG61 0.000% 131Royal Bank of Canada, NY 12/20/2021 349,786.09 07/06/2022 67 0.33% 350,000.00 349,374.38 1404203Z1 2.300% 1,731Capital One Bank USA 08/03/2017 247,969.98 08/02/2022 94 2.35% 248,000.00 248,759.37 795450D36 2.350% 1,710Sallie Mae Bank 08/24/2017 247,963.28 08/23/2022 115 2.40% 248,000.00 248,967.56 3135G0T78 2.000% 1,612FNMA 11/30/2017 499,769.05 10/05/2022 158 2.11% 500,000.00 501,415.00 61747MF63 2.650% 1,569Morgan Stanley Bank 01/12/2018 247,918.25 01/11/2023 256 2.70% 248,000.00 248,959.16 59013J5Z8 3.350% 1,228Merrick Bank 12/19/2018 247,905.82 02/21/2023 297 3.41% 248,000.00 250,214.53 912828ZD5 0.500% 500U.S. Treasury 12/16/2020 501,612.77 03/15/2023 319 0.13% 500,000.00 493,615.00 20033AZK5 3.300% 1,401Comenity Capital Bank 06/29/2018 247,866.66 06/29/2023 425 3.40% 248,000.00 249,748.40 38148PR33 3.300% 1,391Goldman Sachs Bank 07/09/2018 247,865.42 07/06/2023 432 3.35% 248,000.00 249,754.97 90331HNV1 3.400% 1,156US Bank 03/01/2019 250,927.69 07/24/2023 450 3.08% 250,000.00 252,097.50 949763TF3 3.300% 1,338Wells Fargo Bank NA 08/31/2018 247,847.79 08/30/2023 487 3.35% 248,000.00 249,677.19 29278TLY4 2.000% 943EnerBank 09/30/2019 247,831.81 09/27/2023 515 2.05% 248,000.00 245,357.61 91282CAW1 0.250% 282U.S. Treasury 07/22/2021 999,973.96 11/15/2023 564 0.25% 1,000,000.00 965,820.00 89236TFS9 3.350% 1,157Toyota Motor Credit 02/28/2019 251,231.63 01/08/2024 618 3.03% 250,000.00 251,455.00 17312Q3B3 3.000% 1,157Citibank 02/28/2019 247,790.31 02/27/2024 668 3.05% 248,000.00 248,335.38 91282CBV2 0.375% 159U.S. Treasury 11/22/2021 496,979.37 04/15/2024 716 0.69% 500,000.00 478,010.00 46625HJX9 3.625% 1,083JPMorgan Chase & Co 05/13/2019 506,155.16 05/13/2024 744 2.97% 500,000.00 504,315.00 3133EKTV8 1.900% 1,033FFCB 07/02/2019 499,956.59 07/01/2024 793 1.90% 500,000.00 492,420.00 32100LCB9 1.850% 960First Missouri State Bank 09/13/2019 248,000.00 09/13/2024 867 1.85% 248,000.00 241,203.07 3133EK3B0 1.500% 926FFCB 10/17/2019 199,197.23 10/16/2024 900 1.67% 200,000.00 194,176.00 912828YV6 1.500% 282U.S. Treasury 07/22/2021 1,027,527.60 11/30/2024 945 0.43% 1,000,000.00 966,840.00 64952WDL4 2.000% 829New York Life 01/22/2020 249,510.36 01/22/2025 998 2.08% 250,000.00 240,217.50 3130A4CH3 2.375% 570FHLB 10/07/2020 526,759.69 03/14/2025 1,049 0.49% 500,000.00 493,065.00 30231GBH4 2.992% 677Exxon Mobil 06/22/2020 263,848.77 03/19/2025 1,054 0.99% 250,000.00 247,725.00 912828ZT0 0.250% 305U.S. Treasury 06/29/2021 493,344.22 05/31/2025 1,127 0.69% 500,000.00 461,270.00 3136G4H71 0.500% 620FNMA 08/18/2020 500,000.00 08/12/2025 1,200 0.50% 500,000.00 462,580.00 3137EAEX3 0.375% 557FHLMC 10/20/2020 498,278.97 09/23/2025 1,242 0.48% 500,000.00 458,975.00 05580AXF6 0.500% 582BMW Bank 09/25/2020 248,000.00 09/25/2025 1,244 0.50% 248,000.00 227,312.58 91282CAZ4 0.375% 282U.S. Treasury 07/22/2021 991,353.50 11/30/2025 1,310 0.62% 1,000,000.00 913,590.00 91282CBH3 0.375% 429U.S. Treasury 02/25/2021 495,759.51 01/31/2026 1,372 0.60% 500,000.00 454,805.00 856283S98 1.000% 368State Bank of India 04/27/2021 248,000.00 04/27/2026 1,458 1.00% 248,000.00 228,793.19 Run Date: 5/10/2022 - 10:37 AM
Amortizing
20City Council Regular Meeting - Page 187 of 473
Maturity Report
City of Lynwood April 30, 2022
CUSIP Date
Purchase
Value
Book
Rate
Coupon
Date
Maturity
Par
Remaining
Term Value
Market
YTMIssuer
Days to
Maturity
Book
91282CCF6 0.750% 282U.S. Treasury 07/22/2021 1,002,004.03 05/31/2026 1,492 0.70% 1,000,000.00 916,130.00 89235MLC3 0.950% 289Toyota Financial Savings Bank 07/15/2021 248,000.00 07/15/2026 1,537 0.95% 248,000.00 227,383.13 90348JR93 0.950% 262UBS Bank USA 08/11/2021 248,000.00 08/11/2026 1,564 0.95% 248,000.00 226,956.55 91282CCZ2 0.875% 193U.S. Treasury 10/19/2021 493,702.29 09/30/2026 1,614 1.17% 500,000.00 457,480.00 3130AQEC3 1.370% 121FHLB 12/30/2021 500,000.00 12/30/2026 1,705 1.37% 500,000.00 469,775.00 808513BW4 3.300% 18Charles Schwab 04/12/2022 249,413.46 04/01/2027 1,797 3.35% 250,000.00 245,520.00 Net Maturities and Averages 26,227,898.39 545 1.03% 25,573,020.73 26,181,917.52 Run Date: 5/10/2022 - 10:37 AM
Amortizing
21City Council Regular Meeting - Page 188 of 473
Income Earned
City of Lynwood April 01, 2022 - April 30, 2022
CUSIP Value
Ending Par
Date
Maturity
Book Value
Beginning
Value
Ending Book
Accrued
Beginning
/Purchased
Int.Received
Accrued
Ending
Issuer Earned
Interest Amortization/
Accretion Earned
Net Income
Certificates of Deposit
27002YEM4 05/10/2022 248,000.00EagleBank 248,000.00 248,000.00 388.65 547.64 370.98 529.97 0.00 529.97 33847E2J5 06/13/2022 248,000.00Flagstar Bank 248,000.00 248,000.00 1,868.49 0.00 2,378.08 509.59 0.00 509.59 1404203Z1 08/02/2022 248,000.00Capital One Bank USA 247,960.40 247,969.98 906.39 0.00 1,375.21 468.82 9.58 478.40 795450D36 08/23/2022 248,000.00Sallie Mae Bank 247,953.70 247,963.28 590.78 0.00 1,069.80 479.02 9.58 488.60 61747MF63 01/11/2023 248,000.00Morgan Stanley Bank 247,908.67 247,918.25 1,440.44 0.00 1,980.60 540.16 9.58 549.74 59013J5Z8 02/21/2023 248,000.00Merrick Bank 247,896.30 247,905.82 318.66 705.61 295.90 682.85 9.51 692.36 20033AZK5 06/29/2023 248,000.00Comenity Capital Bank 247,857.25 247,866.66 67.27 695.08 44.84 672.65 9.41 682.06 38148PR33 07/06/2023 248,000.00Goldman Sachs Bank 247,856.07 247,865.42 1,905.86 0.00 2,578.52 672.66 9.35 682.01 949763TF3 08/30/2023 248,000.00Wells Fargo Bank NA 247,838.41 247,847.79 44.84 0.00 717.50 672.66 9.38 682.04 29278TLY4 09/27/2023 248,000.00EnerBank 247,822.01 247,831.81 67.95 421.26 54.36 407.67 9.80 417.47 17312Q3B3 02/27/2024 248,000.00Citibank 247,780.89 247,790.31 672.66 0.00 1,284.16 611.50 9.42 620.92 32100LCB9 09/13/2024 248,000.00First Missouri State Bank 248,000.00 248,000.00 238.83 0.00 615.92 377.09 0.00 377.09 05580AXF6 09/25/2025 248,000.00BMW Bank 248,000.00 248,000.00 23.78 0.00 125.70 101.92 0.00 101.92 856283S98 04/27/2026 248,000.00State Bank of India 248,000.00 248,000.00 1,059.95 1,236.60 27.18 203.83 0.00 203.83 89235MLC3 07/15/2026 248,000.00Toyota Financial Savings Bank 248,000.00 248,000.00 490.56 0.00 684.21 193.65 0.00 193.65 90348JR93 08/11/2026 248,000.00UBS Bank USA 248,000.00 248,000.00 135.55 200.10 129.10 193.65 0.00 193.65 Certificates of Deposit - Sub Total 3,968,000.00 3,966,873.71 3,966,959.31 10,220.66 3,806.29 13,732.06 7,317.69 85.60 7,403.29 Commercial Paper
4497W1DM5 04/21/2022 0.00ING US Funding LLC 349,952.95 0.00 0.00 0.00 0.00 0.00 47.06 47.06 78015DG61 07/06/2022 350,000.00Royal Bank of Canada, NY 349,692.10 349,786.09 0.00 0.00 0.00 0.00 93.99 93.99 Commercial Paper - Sub Total
350,000.00 699,645.04 349,786.09 0.00 0.00 0.00 0.00 141.05 141.05 Corporate Bonds
59217GCD9 04/08/2022 0.00MetLife 250,008.78 0.00 3,183.68 3,312.50 0.00 128.82 -8.78 120.04 46849LSW2 06/27/2022 250,000.00Jackson National Life 249,893.76 249,929.59 1,631.94 0.00 2,152.78 520.84 35.82 556.66 90331HNV1 07/24/2023 250,000.00US Bank 250,988.28 250,927.69 1,581.94 0.00 2,290.28 708.34 -60.59 647.75 89236TFS9 01/08/2024 250,000.00Toyota Motor Credit 251,292.41 251,231.63 1,930.90 0.00 2,628.82 697.92 -60.77 637.15 46625HJX9 05/13/2024 500,000.00JPMorgan Chase & Co 506,398.68 506,155.16 6,947.92 0.00 8,458.33 1,510.41 -243.52 1,266.89 64952WDL4 01/22/2025 250,000.00New York Life 249,495.90 249,510.36 958.33 0.00 1,375.00 416.67 14.46 431.13 30231GBH4 03/19/2025 250,000.00Exxon Mobil 264,235.31 263,848.77 249.33 0.00 872.67 623.34 -386.54 236.80 808513BW4 04/01/2027 250,000.00Charles Schwab 0.00 249,413.46 0.00 -252.08 687.50 435.42 5.96 441.38 Corporate Bonds - Sub Total
2,000,000.00 2,022,313.13 2,021,016.67 16,484.04 3,060.42 18,465.38 5,041.76 -703.96 4,337.80 Run Date: 5/10/2022 - 10:37 AM
Amortizing
24City Council Regular Meeting - Page 189 of 473
Income Earned
City of Lynwood April 01, 2022 - April 30, 2022
CUSIP Value
Ending Par
Date
Maturity
Book Value
Beginning
Value
Ending Book
Accrued
Beginning
/Purchased
Int.Received
Accrued
Ending
Issuer Earned
Interest Amortization/
Accretion Earned
Net Income
LAIF
9819499 05/01/2022 9,545,267.55LAIF 9,537,751.55 9,545,267.55 7,516.00 7,516.00 0.00 0.00 0.00 0.00 LAIF - Sub Total 9,545,267.55 9,537,751.55 9,545,267.55 7,516.00 7,516.00 0.00 0.00 0.00 0.00 Money Market Funds
FGTXX 05/01/2022 618,649.97Goldman Sachs Govt MMF 253,724.99 618,649.97 28.27 28.27 98.76 98.76 0.00 98.76 Money Market Funds - Sub Total
618,649.97 253,724.99 618,649.97 28.27 28.27 98.76 98.76 0.00 98.76 U.S. Agencies
3135G0T78 10/05/2022 500,000.00FNMA 499,724.36 499,769.05 4,888.89 5,000.00 722.22 833.33 44.70 878.03 3133EKTV8 07/01/2024 500,000.00FFCB 499,954.97 499,956.59 2,375.00 0.00 3,166.67 791.67 1.61 793.28 3133EK3B0 10/16/2024 200,000.00FFCB 199,170.96 199,197.23 1,375.00 1,500.00 125.00 250.00 26.28 276.28 3130A4CH3 03/14/2025 500,000.00FHLB 527,510.20 526,759.69 560.76 0.00 1,550.35 989.59 -750.51 239.08 3136G4H71 08/12/2025 500,000.00FNMA 500,000.00 500,000.00 298.61 0.00 506.94 208.33 0.00 208.33 3137EAEX3 09/23/2025 500,000.00FHLMC 498,238.16 498,278.97 41.67 0.00 197.92 156.25 40.81 197.06 3130AQEC3 12/30/2026 500,000.00FHLB 500,000.00 500,000.00 1,731.53 0.00 2,302.36 570.83 0.00 570.83 U.S. Agencies - Sub Total
3,200,000.00 3,224,598.65 3,223,961.53 11,271.46 6,500.00 8,571.46 3,800.00 -637.12 3,162.88 U.S. Treasuries
912828ZD5 03/15/2023 500,000.00U.S. Treasury 501,764.44 501,612.77 115.49 0.00 319.29 203.80 -151.67 52.13 91282CAW1 11/15/2023 1,000,000.00U.S. Treasury 999,972.57 999,973.96 946.13 0.00 1,153.31 207.18 1.39 208.57 91282CBV2 04/15/2024 500,000.00U.S. Treasury 496,852.81 496,979.37 865.38 937.50 81.97 154.09 126.56 280.65 912828YV6 11/30/2024 1,000,000.00U.S. Treasury 1,028,401.50 1,027,527.60 5,027.47 0.00 6,263.74 1,236.27 -873.89 362.38 912828ZT0 05/31/2025 500,000.00U.S. Treasury 493,167.05 493,344.22 418.96 0.00 521.98 103.02 177.17 280.19 91282CAZ4 11/30/2025 1,000,000.00U.S. Treasury 991,155.49 991,353.50 1,256.87 0.00 1,565.93 309.06 198.01 507.07 91282CBH3 01/31/2026 500,000.00U.S. Treasury 495,666.79 495,759.51 310.77 0.00 466.16 155.39 92.72 248.11 91282CCF6 05/31/2026 1,000,000.00U.S. Treasury 1,002,044.33 1,002,004.03 2,513.74 0.00 3,131.87 618.13 -40.30 577.83 91282CCZ2 09/30/2026 500,000.00U.S. Treasury 493,585.23 493,702.29 11.95 0.00 370.56 358.61 117.06 475.67 U.S. Treasuries - Sub Total
6,500,000.00 6,502,610.22 6,502,257.27 11,466.76 937.50 13,874.81 3,345.55 -352.95 2,992.60 26,181,917.52Grand Total 26,207,517.28 26,227,898.39 56,987.19 21,848.48 54,742.47 19,603.76 -1,467.38 18,136.38 Run Date: 5/10/2022 - 10:37 AM
Amortizing
25City Council Regular Meeting - Page 190 of 473
Realized Gains and Losses
City of Lynwood April 01, 2022 - April 30, 2022
Par Value Sale Date Days Held Maturity/Sales RealizedCUSIP Coupon Rate Maturity Date Book Value Proceeds Gain/LossPurchase Date TermIssuer Commercial Paper
4497W1DM5 350,000.0012/21/2021 04/21/2022 121 350,000.00 0.00 350,000.00 04/21/2022 121ING US Funding LLC 0.000%
Total Commercial Paper 0.00 350,000.00 350,000.00
Corporate Bonds
59217GCD9 250,000.0011/02/2017 04/08/2022 1,618 250,000.00 0.00 250,000.00 04/08/2022 1,618MetLife 2.650%
Total Corporate Bonds 0.00 250,000.00 250,000.00
Grand Total 0.00 600,000.00 600,000.00
Run Date: 5/10/2022 - 10:37 AM
Amortizing
26City Council Regular Meeting - Page 191 of 473
Transaction Report
City of Lynwood April 01, 2022 - April 30, 2022
Transaction Transaction Security Security Maturity
Date Type ID Description Date Purchases Redemptions Interest Deposits Withdrawals 04/04/2022 Interest FGTXX GSGF - - 28.27 - -
04/05/2022 Interest 3135G0T78 FNMA 2 10/05/22 10/05/2022 - - 5,000.00 - - 04/08/2022 Interest 59217GCD9 MET 2.65 04/08/22 04/08/2022 - - 3,312.50 - - 04/08/2022 Maturity 59217GCD9 MET 2.65 04/08/22 04/08/2022 - 250,000.00 - - - 04/11/2022 Interest 27002YEM4 EGBN 2.6 05/10/22 05/10/2022 - - 547.64 - - 04/11/2022 Interest 90348JR93 UBS 0.95 08/11/26 08/11/2026 - - 200.10 - - 04/12/2022 Purchase 808513BW4 SCHW 3.3 04/01/27 04/01/2027 -249,407.50 - -252.08 - - 04/15/2022 Interest 9819499 LAIF - - 7,516.00 - - 04/18/2022 Interest 91282CBV2 T 0 3/8 04/15/24 04/15/2024 - - 937.50 - - 04/18/2022 Interest 59013J5Z8 MERICK 3.35 02/21/23 02/21/2023 - - 705.61 - - 04/18/2022 Interest 3133EK3B0 FFCB 1 1/2 10/16/24 10/16/2024 - - 1,500.00 - - 04/21/2022 Maturity 4497W1DM5 ING (US) FUNDING 04/21/2022 - 350,000.00 - - - 04/27/2022 Interest 856283S98 SBIIN 1 04/27/26 04/27/2026 - - 1,236.60 - - 04/27/2022 Interest 29278TLY4 CMS 2 09/27/23 09/27/2023 - - 421.26 - - 04/29/2022 Interest 20033AZK5 ADS 3.3 06/29/23 06/29/2023 - - 695.08 - - Grand Total: -249,407.50 600,000.00 21,848.48 0.00 0.00 Run Date: 5/10/2022 - 10:37 AM
Amortizing
27City Council Regular Meeting - Page 192 of 473
Consumer Prices
Although U.S. consumer prices rose less than expected in March, inflation remained elevated at a 40-year high. The Consumer Price Index (CPI) was up 8.5% year-over-year in March, versus up 7.9% year-over-year in February. Core CPI (CPI less food and energ y) was up 6.5% year -over-year in March, versus up 6.4% year-over-year in February. Gasoline costs drove half of the monthly increase, while food was also a sizable contributor. Used vehicle prices declined, resulting in lower than forecast core increases f or the month. The Personal Consumption Expenditures (PCE) index was up 6.4% year-over-year in February, up from 6.0% in January. Core PCE was up 5.4% year -over-year in February, versus up 5.2% in January.

Current inflation readings continue to run well abo ve the Fed’s longer-run target of around 2.0%. While gas prices have started to decline in recent weeks in part due to COVID lockdowns in China, we believe pricing pressures may remain elevated longer than anticipated because of the conflict in Europe.

Retail Sales
Retail sales edged higher in February, but there are signs that higher gas prices are affecting discretionary spending. On a year-over-year basis, retail sales were up 17.6% in February versus 14% in January. On a month-over-month basis, retail s ales moderated, rising 0.3% in February versus an upwardly revised increase of 4.9% in January. Excluding vehicles and gas, retail sales were down 0.4% month -over-month.

Although inflation threatens to put a dent in expected growth, we believe high levels of consumer savings along with improvement in the health situation and continued improvement in the labor market should provide a healthy tailwind for consumer spending. The Consumer Confidence Index rebounded to 107.2 in March following declines in Januar y and February, primarily driven by positive assessments of employment. However, while consumers’ evaluations of the present situation were strong, future expectations have been deteriorating.

Labor Market
The U.S. economy added 431,000 jobs in March, with upward revisions from the prior months totaling 95,000. Trends in employment remain strong, with the three-month moving average payrolls at 561,000 and the six -month moving average at 600,000. Job gains were broad based in March, led by leisure, hospitality, professional, and business services. The unemployment rate fell to 3.6% from 3.8%, the lowest level since February 2020. The labor participation rate increased marginally to 62.4% in March from 62.3% in February but remains lower than the pre -pandemic level of 63.4%. The U -6 underemployment rate, which includes those who are marginally attached to the labor force and employed part time for economic reasons, fell to 6.9% in March from 7.2% in February, declining below its pre -pandemic level of 7.0% in February 2020. Wage growth accelerated in March, with average hourly earnings rising 5.6% from 5.2% year-over-year. As more participants enter the labor force, wage inflation dynamics should start to moderate, helping to lower the current elevated inflation readings.

Housing Starts
Total housing starts rebounded 6.8% to an annual rate of 1,769,000 in February. Single -family starts increased 5.7%, and multi -family starts increased 9.3%, month -over-month. On a year -over-year basis, total housing starts were up 22.3% in February driven by multi-family starts. According to the Case-Shiller 20-City home price index, home prices were up 19.1% year -over-year in January versus up 18.6% year - over-year in December, suggesting tight supply may be continuing to support prices. Rising mortgage rates and affordability could be headwinds to further price growth.

City Council Regular Meeting - Page 193 of 473
Agenda Item # 11.

AGENDA STAFF REPORT
DATE:

May 17, 2022

TO:

Honorable Mayor and Members of the City Council

APPROVED BY:

Ernie Hernandez, City Manager

PREPARED BY:

Harry Wong, Director of Finance & Administration

SUBJECT:

FINANCIAL STATUS REPORT – APRIL 2022
Recommendation:

Staff recommends that the City Council receive and file this report.

Background:

Discussion and Analysis:

The monthly report provides a brief overview of the City finances as it pertains to the General Fund for ten months ending April 30, 2022. A brief explanation is included along with Revenue and Expenditures actual activity.

The information is unaudited; however, the information presented does represent the cash activity for the General Fund for the periods indicated.

Fiscal Impact:

The action recommended in the report does not have a fiscal impact on the City; the report is solely informational.

Coordinated With:

City Manager's Office
City Attorney
City Council Regular Meeting - Page 194 of 473
ATTACHMENTS:

Description
Financial Status Report - April 2022
City Council Regular Meeting - Page 195 of 473
CITY OF LYNWOOD
FINANCIAL STATUS REPORT
Fiscal Year 2021‐22
Ten months ending April 30, 2022
(Unaudited)

This report summarizes the activities of the General Fund and is not meant to be inclusive of all finance and accounting transactions and excludes encumbrances. It is intended only to provide the City Council and the public with an overview of the state of the City’s general fiscal condition. This report is for the ten months ending April 30, 2022.

GENERAL FUND BUDGET POSITION

The City Council adopted the FY 2021‐22 budgets on July 20, 2021 with approved General Fund estimated revenue of $38,044,359 and expenditures of $39,403,060 with these amounts including transfers with other city funds. Adjustments to the
budget have increased the revenue budget to $39,875,629 and expenditures to $40,304,472.

GENERAL FUND REVENUES

Table 1 highlights the amount and percentage of revenues received in each of the major classifications as of April 30, 2022.

The first ten months results for fiscal year 2021‐22 show General Fund revenues coming in at 71% of budget. The cash
receipts are typical at this time of the year due to the cyclical nature of when revenue receipts are received; however, the City had a one‐time receipt of additional monies in the month of March. More of the revenues are received in the second half of the year. In the case of Sales Tax, the majority is received later in the year.

Table 1
GENERAL FUND REVENUES
As of April 30, 2022
2021-22
Adopted
Budget
2021-22
Amended
Budget
2021-22
Year-To-Date
Actuals
YTD % of
Amended
Budget
Revenue Type
Sales Tax 11,985,000 $ 13,185,000 $ 8,826,408 $ 67% Property Tax 11,749,426 12,279,012 7,468,256 61% Utility User Tax 5,270,000 5,270,000 4,275,471 81% Other Taxes & Assessments 1,584,964$ 1,584,964 $ 1,541,509 $ 97% Licenses & Permits 805,100 906,784 $ 861,914 95% Fines, Forfeitures, Penalties 913,500 913,500 1,033,250 113% Use of Money & Property 382,997 382,997 2,226,492 581% Intergovernmental 149,929 149,929 120,734 81% Charges for Services 1,239,445 1,239,445 1,299,560 105% Administrativ e support 1,118,674 1,118,674 125,000 11% Miscellaneous 747,850 747,850 354,307 47% Transfer in 2,097,474 2,097,474 37,858 2% Total Revenues 38,044,359 $ 39,875,629 $ 28,170,760 $ 71%

City Council Regular Meeting - Page 196 of 473
Property Taxes including the in‐lieu payments comprises 30.9% of the total General Fund annual revenues and are primarily received in December/January and April/May timeframes. Property tax revenues through April are at 61% of the annual budget. This percentage is about what is expected since the first half of property taxes have been paid to the County.

Sales Tax including Measure PS comprises 31.5% of the total annual General Fund revenues. Revenues received through April came in at 67% of the budgeted amount as the state was still paying sales tax related to the prior fiscal year in July and August.

The amount of sales tax revenue collected, so far, is exceeding the budgeted projection. It is still too early to determine the extent of the amount expected sales tax revenue for the fiscal year.

Utility User Tax comprises 13.9% of the total annual General Fund revenues. These funds are paid to the City one month
after collection. Collections of 81% have been made to date.

All other taxes includes Transfer tax, Franchise tax, Cannabis tax and other small miscellaneous collections. These comprises 4.1% of the total General Fund annual revenues. Revenues received through April came in at 97% of the adopted budgeted amount. Much of this revenue is received in the April‐May‐June time period.

Licenses and Permits comprises 2.1% of the total General Fund annual revenues. Revenues received through April came in at 95% of the adopted budgeted amount.

Charges for Services comprises 3.1% of the total General Fund annual revenues. Revenues received through April came
in at 105% of the adopted budgeted amount. While this is very encouraging, this category is variable so the City is still being conservative and keeping the same budgeted amount.

Use of money and Property is comprised of interest earned on investments and on the sale of City properties. In the
month of March the City sold the property designated for the Atlantic Housing Project for $2,000,000. This is reflected above and was not budgeted as revenue in the current budget.

City Council Regular Meeting - Page 197 of 473
GENERAL FUND EXPENDITURES

Table 2 highlights the amount and percentage expended by each department. As of April 30th, the General Fund departments combined have expended 44% of the budget. This percentage decreased from last month's report due to a one‐time reclassification of a portion of public safety costs to a special revenue fund.

Table 2
GENERAL FUND EXPENDITURES
As of April 30, 2022

Department Expenditures
2021-22
Adopted
Budget
2021-22
Amended
Budget
2021-22
Year-To-
Date
Actuals
YTD % of
Amended
Budget
General Government
City Council 308,090 $ 338,410 $ 210,717 $ 62% City Manager 1,603,422 1,698,422 979,109 58% City Attorney 315,560 315,560 212,804 67% Information Technology 548,823 548,823 366,276 67% Human Resources 919,285 919,285 394,215 43% City Treasurer 223,382 227,782 159,851 70% Public Safety 20,541,020 20,541,020 7,278,189 35% City Clerk 330,858 330,858 191,143 58% Finance &Administration 522,791 522,791 383,558 73% Community Development 4,464,656 4,744,303 3,165,726 67% Public Works 2,787,617 2,971,412 1,894,703 64% Community Services 3,419,876 3,648,126 2,289,074 63% Successor Agency Admin 279,068 279,068 233,553 84% Transfers 3,138,612 3,218,612 - 0% Total Expenditures 39,403,060$ 40,304,472 $ 17,758,920 $ 44%

As discussed above the overall expenditures are at a level that is expected for the first ten months of the new fiscal year.

This is the result of vendors and contractors invoicing in the month after the work is performed. This means that salaries are current but operating expenses can be one to two months behind in being invoiced to the city. Currently, it appears that the city is spending less than was budgeted.

City Council Regular Meeting - Page 198 of 473
Agenda Item # 12.

AGENDA STAFF REPORT
DATE:

May 17, 2022

TO:

Honorable Mayor and Members of the City Council

APPROVED BY:

Ernie Hernandez, City Manager

PREPARED BY:

Harry Wong, Director of Finance & Administration

SUBJECT:

APPROVING PENSION UNFUNDED ACCRUED LIABILITY (“UAL”) REFINANCE

WITH THE ISSUANCE OF LEASE REVENUE BONDS BY THE LYNWOOD PUBLIC FINANCING AUTHORITY IN MAXIMUM AMOUNT OF $50,000,000 (FEDERALLY TAXABLE); APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF

CERTAIN LEASE FINANCING DOCUMENTS AND DIRECTING CERTAIN RELATED

ACTIONS
Recommendation:

1. Staff
recommends that the City Council consider adoption of the attached Resolution No. ______ entitled, “A

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD APPROVING THE ISSUANCE OF

LEASE REVENUE BONDS BY THE LYNWOOD PUBLIC FINANCING AUTHORITY, APPROVING,

AUTHORIZING AND DIRECTING EXECUTION OF CERTAIN LEASE FINANCING DOCUMENTS AND DIRECTING CERTAIN RELATED ACTIONS”

2. Staff recommends that the Lynwood Public Financing Authority consider adoption of the attached Resolution No. ______ entitled, “A RESOLUTION OF THE LYNWOOD PUBLIC FINANCING AUTHORITY

AUTHORIZING THE ISSUANCE OF LEASE REVENUE BONDS, AUTHORIZING AND DIRECTING

EXECUTION OF AN INDENTURE, A LEASE, A SITE LEASE, AND CERTAIN OTHER DOCUMENTS,

AUTHORIZING THE NEGOTIATION FOR THE SALE OF BONDS, AND AUTHORIZING OTHER RELATED ACTIONS”

Background:

City Council Regular Meeting - Page 199 of 473

The City’s pension plans are managed under contract with CalPERS. The City’s annual pension payments to CalPERS consist of two components which include the Normal Cost, and UAL. The normal cost is the amount CalPERS charges the City, as a percentage of its payroll, that is estimated to annually fully fund a share of all future pension obligations. The UAL repayment portion is the amount that is charged to the City to repay the City’s estimated long-term UAL that is owed to CalPERS for past changes in benefits, underperforming CalPERS investment returns, and changes in the discount rate.

The UAL represents the difference between the amount necessary to pay actuarially determined future benefits already earned by current and former employees and the market value of the assets currently on deposit with CalPERS. The City’s UAL constitutes a debt that must be repaid to CalPERS and it is listed as a liability on the City’s Balance Sheet in accordance with the Governmental Accounting Standards Board requirements.

CalPERS currently charges the City 7.00% interest on this debt (scheduled to change to 6.80% for Fiscal Year ending June 30, 2024), and has a repayment structure that will result in a significant increase in annual pension costs over the coming years. As in many other cities in California, the growing obligations related to employee retirements represent a significant financial burden to the City.

CalPERS calculates the actuarial value of benefits owed to plan members and the market value of plan assets annually, but it takes them one year to publish results. Furthermore, CalPERS determines the UAL amortization schedules based on the projected future UAL balance at the end of the year in which results are published. This means that results based on a June 30, 2020 valuation date, which are released in July of 2021, project the UAL balance at June 30, 2022 to determined UAL amortization payments for Fiscal Year Ending June 30, 2023.

Therefore, UAL amortization payments for the Fiscal Year Ending June 30, 2023 (the upcoming Fiscal Year) are based on the City’s projected unfunded liabilities to CalPERS of $35,582,515 for the Miscellaneous Plan and $7,516,349 for the Safety Plan.

CalPERS’ investment returns for 2021-22 and demographic and other changes that are currently being calculated by CalPERS could further increase this amount.

Current taxable municipal bond rates are currently lower than the 7.00% (soon to be 6.80%) CalPERS is currently charging the City. By issuing its own obligations to finance the UAL (instead of continuing to make payments to CalPERS on its terms), the City may be able to realize substantial budgetary savings and better manage future pension costs. Under IRS regulations, obligations that are issued to finance a UAL must be issued at taxable (as opposed to tax-exempt) interest rates.

The financing team is recommending that the City authorize the Financing Authority to issue Lease Revenue Bonds secured by lease payments to be made by the City for the lease of certain City assets, which are anticipated to consist of City streets, but which may instead consist of other City facilities such as Police Stations, Fire Stations, City maintenance facilities, or combinations thereof, to refinance some or all of the UAL. Similar financings have been done in various other cities in the State over the past several years to similarly refinance UAL amounts owed to CalPERS.

Discussion and Analysis:

Overview of Bond Financing
. The proposed financing is in the form of Lease Revenue Bonds (“Bonds”) to be issued by the Lynwood Public Financing Authority, similar to financings undertaken by Lynwood in 2019 and 2020.

Pursuant to the documents to be approved, the City and Financing Authority would enter into (1) a Site Lease, pursuant to which the Financing Authority leases City property in exchange for an upfront site lease payment used for the UAL pay-off, and (2) a Lease Agreement, pursuant to which the City leases back the property from the Financing Authority in exchange for semi-annual lease payments. The lease payments would be assigned under the Assignment Agreement to the trustee, which would administer the Bonds under the Indenture of Trust.

The lease payments would be payable from any legally available funds of the City, and are anticipated to be further secured by a pledge of the pension tax override approved by the voters of the City in 1946. The pension tax override is accounted for in a special fund, apart from the General Fund, and may only be used for pension costs in accordance with applicable law.

City Council Regular Meeting - Page 200 of 473

The property to be leased under the leases will be determined to have adequate value and other characteristics necessary to satisfy legal and marketing requirements. Valuation of the leased properties will be performed by Kosmont Realty. The resolutions contain a provision that allows City staff to determine the appropriate combination of City assets for use as the leased property.

Preliminary Official Statement; Continuing Disclosure
. The resolutions also approve the form of Preliminary Official Statement (POS) for the Bonds. The POS is the document pursuant to which material information concerning the City and the Bonds is conveyed to prospective purchasers of the Bonds. It also includes various risk factors for Bond holders to consider. Included as an exhibit to the POS is a Continuing Disclosure Certificate, pursuant to which the City will agree to provide its audited financial statements and certain other financial and operating information to Bondholders on an annual basis, as well as notification of certain enumerated events.

Bond Purchase Agreement
. The final document approved by the resolutions is the Bond Purchase Agreement, pursuant to which the Bonds would be sold by the Financing Authority to the underwriter, for further resale and distribution to ultimate investors. The agreement contains customary representations, warranties and covenants of the City and Financing Authority and closing conditions.

Financing Team
.

Transaction support is being provided to the City and the Financing Authority by Kosmont Transactions Services as the City’s municipal advisor. Additional transaction team members include Jones Hall (Bond Counsel); U.S.

Bank Trust Company, National Association (Trustee), and Cabrera Capital Markets (Underwriter).

Fiscal Impact:

Current projections indicate that refinancing the CalPERS UAL and thereby restructuring the currently front-loaded UAL amortization schedule to level payments could produce significant budget savings that average approximately $462,000 per year over the next 10 fiscal years, with the greatest savings of approximately $714,000 to occur in the upcoming 2023 Fiscal Year. Net Present Value savings over the remaining life of the Bonds would be approximately $2.25 million, for an NPV% savings of 5.21%. It is generally considered advisable to proceed with a refinancing transaction when NPV savings amounts are greater than 3%.

In accordance with Government Code Section 5852.1, the following information has been obtained and disclosed to the City Council and Financing Authority prior to the issuance of the Bonds: (i) the estimated true interest cost of the Bonds (being the rate necessary to discount the amounts payable on the respective principal and interest payment dates to the purchase price received for the Bonds) is 5.5457%; (ii) the estimated finance charge of the Bonds (being the sum of all fees and charges paid to third parties) is $769,641; (iii) the estimated proceeds of the Bonds expected to be received, net of proceeds for finance charges in (ii) above to paid from the principal amount of the Bonds and any reserves or capitalized interest paid or funded with Bonds is $43,098,864, and (iv) the estimated total payment amount of the Bonds (being the sum of debt service plus finance to be paid to final maturity, plus any financing costs not paid from proceeds of the Bonds) is $75,410,107. This information is based on good-faith estimates provided by the City’s municipal advisor.

The foregoing is based on analysis done to date; however, the municipal bond market is experiencing high levels of volatility and ultimate expected savings will not be known until interest rates can be locked. Staff will work with its financial consultants to closely monitor the market in the coming months.

Coordinated With:

City Manager's Office
City Attorney
Kosmont Transactions Services, as Municipal Advisor
Jones Hall, as Bond Counsel
City Council Regular Meeting - Page 201 of 473
ATTACHMENTS:

Description
Attach A - City Reso
Attach B -JPA Reso
Attach C - Indenture
Attach D - Site Lease
Attach E - Lease Agmt
Attach F - Assignment Agmt
Attach G - Lynwood LRBs POS
Attach H - LynwoodBPA
City Council Regular Meeting - Page 202 of 473

RESOLUTION NO. ____________________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LYNWOOD

APPROVING THE ISSUANCE OF LEASE REVENUE BONDS BY THE

LYNWOOD PUBLIC FINANCING AUTHORITY , APPROVING,

AUTHORIZING AND DIRECTING EXECUTION OF CERTAIN LEASE

FINANCING DOCUMENTS AND DIRECTING CERTAIN RELATED

ACTIONS

WHEREAS, the City of Lynwood (the “City”) and the Lynwood Redevelopment Agency (which has been succeeded by the Successor Agency to the former Lynwood Redevelopment Agency) (the “Successor Agency ”) entered into a Joint Exercise of Powers Agreement, dated as of December 1, 1992, establishing the Lynwood Public Financing Authority (the “Authority”) for the purpose, among others, of providing assistance to the City and the Successor Agency with their financing programs; and

WHEREAS, the City is obligated by the Public Employees’ Retirement Law, commencing with Section 20000 of the Government Code of the State of California, as amended (the “Retirement Law”), to make payments relating to pension benefits accruing to the California Public Employees’ Retirement System’s (“CalPERS”) members, including the City; and

WHEREAS, the City is obligated specifically to make certain payments to CalPERS in respect of current and retired public safety employees and miscellaneous employees under the pension programs of CalPERS that amortize such obligations over a fixed period of time, including normal costs (collectively, the “CalPERS Obligation”); and

WHEREAS, the CalPERS Obligation is evidenced by a contract or contracts with CalPERS with respect to public safety employees and miscellaneous employees of the City, as heretofore and hereafter amended from time to time (collectively, the “CalPERS Contract”); and

WHEREAS, on April 9, 1946, the voters in the City approved a retirement tax to support amounts owed by the City to CalPERS pursuant to the CalPERS Contract (the “Pension Tax Override”), which Pension Tax Override is accounted for in a special fund, separate and apart from the General Fund, and available only for its authorized purposes; and

WHEREAS, the City is authorized under Section 37350 and 37380 of the California Government Code to lease, receive, hold, and enjoy real and personal property, and control and dispose of it for the common benefit; and

WHEREAS, the Authority is authorized under the Marks-Roos Local Bond Pooling Act of 1985, being Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “Bond Law”) to issue revenue bonds for the purpose of providing working capital and/or refunding any evidence of indebtedness of its members; and

City Council Regular Meeting - Page 203 of 473
2 WHEREAS, the Authority proposes to issue lease revenue bonds under the Bond Law for the purpose of refunding all or a portion of the CalP ERS Obligation, including paying all costs of issuing the lease revenue bonds; and

WHEREAS, pursuant to a Site Lease (the “Site Lease”), the City proposes to lease to the Authority certain real property (as described more fully in the Site Lease, as executed, the “Leased Property”); and

WHEREAS, pursuant to a Lease Agreement, between the City and the Authority (the “Lease”), the City proposes to lease the Leased Property from the Authority, and the Authority will use the lease payments paid by the City to the Authority under the Lease to pay debt service on the lease revenue bonds;

WHEREAS, the Authority propose s to sell the lease revenue bonds to Cabrera Capital Markets, LLC , as underwriter (the “Underwriter”), pursuant to a bond purchase agreement (the “Bond Purchase Agreement”); and

WHEREAS, in order to assist the Underwriter in complying with Rule 15c2 -12 of the Securities and Exchange Commi ssion, the City will undertake certain continuing disclosure obligations with respect to the lease revenue bonds pursuant to a continuing disclosure certificate to be executed by the City (the “Continuing Disclosure Certificate”); and

WHEREAS, in order to comply with Government Code Section 5852.1, certain information relating to the proposed lease revenue bonds is set forth in the staff report accompanying this Resolution, and such information is hereby disclosed and made public; and

WHEREAS, the City has duly considered such transactions and wishes at this time to approve the transactions as being in the public interest of the City;

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF LYNWOOD DOES HEREBY FIND, PROCLAIM, ORDER AND RESOLVE AS FOLLOWS:

Section 1. The City Council hereby finds and determines that the foregoing recitals are true and correct.

Section 2. The City Council hereby approves the issuance of the lease revenue bonds (the “Bonds”) by the Authority under the Bond Law in the maximum principal amount of $50,000,000. The Bonds shall be issued pursuant to an Indenture of Trust between the Authority and a corporate trustee (the “Indenture”).

Section 3. The City Council hereby approves the forms of the Site Lease and the Lease on file with the City Clerk, with such additions thereto and changes therein as the City Manager, the Finance Director, the Treasurer or the designee of any of them (each, an “Authorized Officer”) deem necessary, desirable or appropriate upon consultation with the bond counsel, the execution of which by an Authorized Officer shall be conclusive evidence of the approval of any such additions and changes. In furtherance of the foregoing, the Leased Property is anticipated to consist of the City’s interest in City streets; however, other real property of the City may be leased instead. In addition, City Council Regular Meeting - Page 204 of 473
3 as described more fully in the Lease, the Pension Tax Override shall be pledged by the City to the payment of the lease payments . The Authorized Officers and all other appropriate officials of the City are hereby authorized and directed to execute, and the City Clerk is hereby authorized to attest, as appropriate, the Site Lease and the Lease and such other a greements, documents and certificates as may be necessary or desirable to effectuate the purposes of this resolution and the financing herein authorized, including, without limitation, such other agreements, documents and certificates as may be required by the Site Lease, and the Lease. The City Council hereby authorizes the performance by the City of its obligations under the Site Lease and the Lease.

Section 4. The City Council hereby approves the preliminary Official Statement describing the Bonds, and Continuing Disclosure Certificate included therein in substantially the form on file with the City Clerk. Each of the Authorized Officers is hereby authorized and directed to approve any changes in or additions to said preliminary Official Statement, an d to execute an appropriate certificate stating the City’s determination that the preliminary Official Statement (together with any changes therein or additions thereto) has been deemed nearly final within the meaning of Rule 15c2 -12 of the Securities Exch ange Act of 1934. Distribution of the preliminary Official Statement by the Underwriter is hereby approved. An Authorized Officer is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement, and the execution thereof by an Authorized Officer shall be conclusive evidence of approval of any such changes and additions. The City Council hereby authorizes the distribution of the final Official Statement by the Underwriter. The final Official Statement and the Continuing Disclosure Certificate shall be executed on behalf of the City by an Authorized Officer.

Section 5. The City Council hereby approves the form of the Bond Purchase Agreement on file with the City Clerk, with such additions thereto and cha nges therein as the Authorized Officers deem necessary, desirable or appropriate upon consultation with bond counsel, the execution of which by an Authorized Officer shall be conclusive evidence of the approval of any such additions or changes; provided th at no such addition or change shall increase the aggregate principal amount of the Bonds in excess of the maximum principal amount set forth in Section 2, or shall provide for a true interest cost in excess of 5.95% or an Underwriter’s discount (exclusive of any original issue discount) of greater than 0.8%. The Authorized Officers, each acting alone, are hereby authorized and directed to execute the Bond Purchase Agreement and to take all actions necessary to fulfill the City ’s obligations thereunder.

Section 6. Notwithstanding the foregoing references to the Bonds, the Indenture, the preliminary Official Statement and the Bond Purchase Agreement , if an Authorized Officer determines that a private placement lease financing is more advantageous to the City and the Authority , the lease payments payable by the City to the Authority may be assigned by the Authority to a private placement bank without further action of the City Council so long as the parameters included in this Resolution are met.

City Council Regular Meeting - Page 205 of 473
4 Section 7. The City Council hereby approves the appointment of (a) Jones Hall, A Professional Law Corporation, as bond counsel and disclosure counsel; (b) Kosmont Transactions Services, Inc. , as municipal advisor; and (c) Cabrera Capital Market s, LLC, as underwriter/private placement agent .

The Authorized Officers, each acting alone, are hereby authorized to execute new or amended services agreements with these financing team members in connection with the issuance of the Bonds, as deemed necessary by such Authorized Officer executing the same.

Section 8. The Authorized Officers, the City Clerk and any and all other officers of the City are hereby authorized and directed, for and in the name of and on behalf of the City, to do any and all things and take any and all actions, including execution and delivery of any and al l documents, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and documents, which they, or any of them, may deem necessary or advisable in order to consummate the transactions described herein. The City Council hereby authorizes the Authorized Officers, each acting alone, to provide for a debt service reserve fund and debt service and reserve fund insurance policies.

Section 9. This Resolution shall take effect immediately upon its passage and adoption.

Adoption of this Resolution is intended to start the 60 day period provided for in California Code of Civil Procedure Section 863 for an interested person to bring an action to determine the validity of the matters approved herein, including, but not limited to, the validity of the Bonds, the Indenture, the Site Lease (including the property proposed to be leased to the Authority by the City therein), and the Lease, and the legality and validity of this Resolution, the use of the proceeds of the Bonds, and the payment of the lease payments and the Bonds.

City Council Regular Meeting - Page 206 of 473
5 PASSED, APPROVED AND ADOPTED THIS 17th day of May 2022.

Jorge Casanova, Mayor

ATTEST:

Maria Quinonez, City Clerk

Ernie Hernandez, City Manager

APPROVED AS TO FORM:

Noel Tapia, City Attorney

APPROVED AS TO CONTENT:

Ernie Hernandez, City Manager

[Insert City Clerk certification page]
City Council Regular Meeting - Page 207 of 473

RESOLUTION NO. ___________

A RESOLUTION OF THE LYNWOOD PUBLIC FINANCING AUTHORITY

AUTHORIZING THE ISSUANCE OF LEASE REVENUE BONDS,

AUTHORIZING AND DIRECTING EXECUTION OF AN INDENTURE, A

LEASE, A SITE LEASE, AND CERTAIN OTHER DOCUMENTS,

AUTHORIZING THE NEGOTIATION FOR THE SALE OF BONDS, AND

AUTHORIZING OTHER RELATED ACTIONS

WHEREAS, the City of Lynwood (the “City”) and the Lynwood Redevelopment Agency (which has been succeeded by the Successor Agency to the former Lynwood Redevelopment Agency) (the “Su ccessor Agency”) entered into a Joint Exercise of Powers Agreement, dated as of December 1, 1992, establishing the Lynwood Public Financing Authority (the “Authority”) for the purpose, among others, of providing assistance to the City and the Successor Agency with their financing programs; and

WHEREAS, on April 9, 1946, the voters in the City approved a retirement tax to support the City’s contributions owed to CalPERS pursuant to the CalPERS Contract (the “Pension Tax Override”), which Pension Tax Override is accounted for in a special fund, separate and apart from the General Fund, and available only for its authorized purposes; and

WHEREAS, the Authority is authorized under the Marks-Roos Local Bond Pooling Act of 1985, being Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “Bond Law”) to issue revenue bonds for the purpose of pro viding working capital and/or refunding any evidence of indebtedness of its members; and

City Council Regular Meeting - Page 208 of 473

2 WHEREAS, the Authority proposes to issue lease revenue bonds under the Bond Law for the purpose of refunding all or a portion of the CalPERS Obligation, including paying all costs of issuing the lease revenue bonds; and

WHEREAS, pursuant to a Site Lease (the “Site Lease”), the City proposes to lease to the Authority certain real property ( as described more fully in the Site Lease, as executed, the “Leased Property”); and

WHEREAS, the Authority proposes to sell the lease revenue bonds to Cabrera Capital Markets, LLC , as underwriter (the “Underwriter”), pursuant to a bond purchase agreement (the “Bond Purchase Agreement”); and

WHEREAS, the Authority has duly considered these transactions and wishes at this time to approve these transactions and make certain findings regarding significant public benefits to the Authority’s members with respect to these transactions;

NOW, THEREFORE, THE LYNWOOD PUBLIC FINANCING AUTHORITY DOES HEREBY FIND, PROCLAIM, ORDER AND RESOLVE AS FOLLOWS:

Section 1. The Authority hereby finds and determines that the issuance of the lease revenue bonds and the transactions related thereto will re sult in significant public benefits to the City.

Section 2. The Authority hereby authorizes the issuance of the lease revenue bond s (the “Bonds”) under the Bond Law in the maximum principal amount of not to exceed $50,000,000. The Bonds shall be issued pursuant to an Indenture of Trust between the Authority and a corporate trustee (the “Indenture”).

The Authority hereby approves the Indenture in the form on file with the Secretary of the Authority (the “Secretary”), together with such additions thereto and changes therein as the Chief Administrative Officer, the Authority Finance Director, the Authority Treasurer or the designee of any of them (each, a “Authorized Officer”), deems necessary, desirable or appropriate upon consultation with bond counsel , t he execution of which by an Authorized Officer shall be conclusive evidence of the approval of any such additions and changes. The Leased Property is anticipated to consist of the City’s interest in City streets; however, other real property of the City may be leased instead. The Authorized Officers, each acting alone, are hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, the final form of the Indenture for and in the name and City Council Regular Meeting - Page 209 of 473

3 on behalf of the Authority. The Authority hereby authorizes the performance by the Authority of its obligations under the Indenture.

Section 3. The Authority hereby approves the form of the Lease and the Site Lease by and between the Authority and the City in the form on file with the Secretary together with such additions thereto and changes therein as the Authorized Officers deem necessary, desirable or appropriate upon consultation with bond counsel, the execution of which by an Authorized Officer shall be conclusive evidence of the approval of any such additions and changes. The Authorized Officers, each acting alone, are hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, the final forms of the Lease and the Site Lease for and in the name of and on behalf of the Authority. The Authority hereby authorizes the performance by the Authority of its obligations under the Lease and the Site Lease.

Section 4. The Authority shall assign to th e Trustee its right to receive the lease payments from the City under an Assignment Agreement. The Authority hereby approves the Assignment Agreement in the form on file with the Secretary, together with such additions thereto and changes therein as a Authorized Officer deems necessary, desirable or appropriate upon consultation with bond counsel, the execution of which by an Authorized Officer shall be conclusive evidence of the approval of any such additions and changes. The Authorized Officers, each ac ting alone, are hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, the final form of the Assignment Agreement for and in the name and on behalf of the Authority. The Authority hereby authorizes the pe rformance by the Authority of its obligations under the Assignment Agreement.

Section 5. The Authority hereby approves the preliminary Official Statement describing the Bonds in substantially the form on file with the Secretary. Each of the Authorized Officers is hereby authorized and directed to approve any changes in or additions to said preliminary Official Statement, and to execute an appropriate certificate stating the Authority’s determination that the preliminary Official Statement (together with any changes therein or additions thereto) has been deemed nearly final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934. Distribution of the preliminary Official Statement by the Underwriter is hereby appro ved. An Authorized Officer is hereby authorized and directed to approve any changes in or additions to a final form of said Official Statement, and the execution thereof by an Authorized Officer shall be conclusive evidence of approval of any such changes and additions. The Authority hereby authorizes the distribution of the final Official Statement by the Underwriter. The final Official Statement shall be executed on behalf of the Authority by an Authorized Officer.

Section 6. The Authority hereby authorizes and directs an Authorized Officer to authorize the sale of the Bonds pursuant to a negotiated sale to the Underwriter. The Authority hereby approves the form of the Bond Purchase Agreement on file with the Secretary, with s uch additions thereto and changes therein as Authorized Officers deem necessary, desirable or appropriate upon consultation with bond counsel, the execution of which by City Council Regular Meeting - Page 210 of 473

4 the Authority shall be conclusive evidence of the approval of any such additions or changes, provided that no such addition or change may increase the aggregate principal amount of Bonds to be in excess of the amount specified in Section 2, or shall provide for a true interest cost in excess of

5.95% or an Underwriter’s discount (exclusive of any original issue discount) of greater than 0.8%. The Authorized Officers, each acting alone, are hereby authorized and directed to execute the Bond Purchase Agreement and to take all actions necessary to fulfill the Authority’s obligations thereunder.

Section 7. Notwithstanding the foregoing references to the Bonds, the Indenture, the preliminary Official Statement and the Bond Purchase Agreement , if an Authorized Officer determines that a private placement lease financing is more advantageous to th e City and the Authority , the lease payments payable by the City to the Authority may be assigned by the Authority to a private placement bank without further action of the Authority so long as the parameters included in this Resolution are met.

Section 8. The Authority hereby approves the appointment of (a) Jones Hall, A Professional Law Corporation, as bond counsel and disclosure counsel; (b) Kosmont Transactions Services, Inc., as municipal advisor; and (c) Cabrera Capital Markets, LLC, as underwriter/p rivate placement agent .

Section 9. The Authorized Officers, the Secretary and any and all other officers of the Authority are hereby authorized and directed, for and in the name of and on behalf of the Authority, to do any and all things and take any and all actions, including execution and delivery of any and all documents, assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and documents, which they, or any of them, may deem necessary or advisable in order to consummate the transactions described herein. The Authority hereby authorizes the Authorized Officers, each acting alone, to provide for a debt service reserve fund and debt service and reserve fund insurance policies.

Section 10. This Resolution shall take effect immediately upon its passage and adoption.

Adoption of this Resolution is intended to start the 60 day period provided for in California Code of Civil Procedure Section 863 for an interested person to bring an action to determine t he validity of the matters approved herein, including, but not limited to, the validity of the Bonds, the Indenture, the Site Lease (including the property proposed to be leased to the Authority by the City therein), and the Lease, and the legality and validity of this Resolution, the use of the proceeds of the Bonds, and the payment of the lease payments and the Bonds.

City Council Regular Meeting - Page 211 of 473

5 PASSED, APPROVED AND ADOPTED THIS 17th day of May 2022.

Jorge Casanova, President

ATTEST:

Maria Quinonez, City Clerk/Secretary

Ernie Hernandez,
Chief Administrative Officer

APPROVED AS TO FORM:

Noel Tapia, City Attorney

APPROVED AS TO CONTENT:

Ernie Hernandez,
Chief Administrative Officer

[Insert City Clerk certification page]

City Council Regular Meeting - Page 212 of 473
Jones Hall Draft of May 11, 2022

INDENTURE OF TRUST

Dated as of July 1, 2022

between

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,
as Trustee

and the

LYNWOOD PUBLIC FINANCING AUTHORITY

Authorizing the Issuance of

$__________
Lynwood Public Financing Authority
Lease Revenue Bonds, Series 2022
(Federally Taxable)

City Council Regular Meeting - Page 213 of 473

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TABLE OF CONTENTS

ARTICLE I ................................ ................................ ................................ ................................ .. 3 DEFINITIONS; RULES OF CONSTRUCTION ................................ ................................ ...................... 3 SECTION 1.01. Definitions ................................ ................................ ................................ ........... 3 SECTION 1.02. Authorization ................................ ................................ ................................ ....... 3 SECTION 1.03. Interpretation ................................ ................................ ................................ ....... 3 ARTICLE II ................................ ................................ ................................ ................................ . 3 The Bonds ................................ ................................ ................................ ................................ . 3 SECTION 2.01. Authorization of Bonds ................................ ................................ ........................ 3 SECTION 2.02. Terms of the Bonds ................................ ................................ ............................. 4 SECTION 2.03. Transfer and Exchange of Bonds ................................ ................................ ........ 5 SECTION 2.04. Book-Entry System ................................ ................................ ............................. 6 SECTION 2.05. Registration Books ................................ ................................ .............................. 7 SECTION 2.06. Form and Execution of Bonds ................................ ................................ ............. 8 SECTION 2.07. Bonds Mutilated, Lost, Destroyed or Stolen ................................ ........................ 8 ARTICLE III ................................ ................................ ................................ ................................ 9 Issuance of Bonds; Application of Proceeds ................................ ................................ .............. 9 SECTION 3.01. Issuance of the Bonds................................ ................................ ......................... 9 SECTION 3.02. Application of Proceeds of Sale of Bonds................................ ............................ 9 SECTION 3.03. Establishment and Application of Costs of Issuance Fund ................................ .. 9 SECTION 3.04. Validity of Bonds ................................ ................................ ................................ . 9 ARTICLE IV ................................ ................................ ................................ .............................. 10 Redemption of Bonds................................ ................................ ................................ ................10 SECTION 4.01. Terms of Redemption................................ ................................ ........................ 10 SECTION 4.02. Selection of Bonds for Redemption ................................ ................................ ... 11 SECTION 4.03. Notice of Redemption; Rescission................................ ................................ ..... 12 SECTION 4.04. Partial Redemption of Bonds ................................ ................................ ............. 12 SECTION 4.05. Effect of Redemption ................................ ................................ ........................ 12 ARTICLE V ................................ ................................ ................................ ............................... 13 Revenues; Funds and Accounts; Payment of Principal and Interest ................................ ..........13 SECTION 5.01. Security for the Bonds; Bond Fund................................ ................................ .... 13 SECTION 5.02. Allocation of Revenues ................................ ................................ ..................... 13 SECTION 5.03. Application of Interest Account ................................ ................................ .......... 14 SECTION 5.04. Application of Principal Account ................................ ................................ ........ 14 SECTION 5.05. No Reserve Account ................................ ................................ ......................... 14 SECTION 5.06. Application of Redemption Fund ................................ ................................ ....... 14 SECTION 5.07. Insurance and Condemnation Fund ................................ ................................ .. 14 SECTION 5.08. Investments ................................ ................................ ................................ ...... 16 SECTION 5.09. Valuation and Disposition of Investments ................................ .......................... 17 ARTICLE VI ................................ ................................ ................................ .............................. 18 Covenants of the Authority ................................ ................................ ................................ ........18 SECTION 6.01. Punctual Payment ................................ ................................ ............................. 18 SECTION 6.02. Extension of Payment of Bonds ................................ ................................ ........ 18 SECTION 6.03. Against Encumbrances ................................ ................................ ..................... 18 SECTION 6.04. Power to Issue Bonds and Make Pledge and Assignment ................................ 18 SECTION 6.05. Accounting Records ................................ ................................ .......................... 18 SECTION 6.06. Limitation on Additional Obligations ................................ ................................ .. 19 SECTION 6.07. Federal Tax Law ................................ ................................ ............................... 19 City Council Regular Meeting - Page 214 of 473

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SECTION 6.08. Enforcement of Lease ................................ ................................ ....................... 19 SECTION 6.09. Waiver of Laws ................................ ................................ ................................ . 19 SECTION 6.10. Further Assurances ................................ ................................ ........................... 19 ARTICLE VII ................................ ................................ ................................ .............................19 Events of Default and Remedies ................................ ................................ ............................... 19 SECTION 7.01. Events of Default ................................ ................................ ............................... 19 SECTION 7.02. Remedies Upon Event of Default ................................ ................................ ...... 20 SECTION 7.03. Application of Revenues and Other Funds After Default ................................ ... 21 SECTION 7.04. Trustee to Represent Bond Owners ................................ ................................ .. 21 SECTION 7.05. Limitation on Bond Owners' Right to Sue ................................ .......................... 22 SECTION 7.06. Absolute Obligation of Authority ................................ ................................ ........ 22 SECTION 7.07. Termination of Proceedings ................................ ................................ .............. 22 SECTION 7.08. Remedies Not Exclusive ................................ ................................ ................... 22 SECTION 7.09. No Waiver of Default ................................ ................................ ......................... 23 SECTION 7.10. Notice to Bond Owners of Default ................................ ................................ ..... 23 ARTICLE VIII ................................ ................................ ................................ ............................23 The Trustee ................................ ................................ ................................ .............................. 23 SECTION 8.01. Appointment of Trustee ................................ ................................ ..................... 23 SECTION 8.02. Acceptance of Trusts; Removal and Resignation of Trustee ............................. 23 SECTION 8.03. Merger or Consolidation ................................ ................................ .................... 25 SECTION 8.04. Liability of Trustee ................................ ................................ ............................. 25 SECTION 8.05. Right to Rely on Documents................................ ................................ .............. 28 SECTION 8.06. Preservation and Inspection of Documents ................................ ....................... 29 SECTION 8.07. Compensation and Indemnification ................................ ................................ ... 29 ARTICLE IX ................................ ................................ ................................ .............................. 30 Modification or Amendment Hereof ................................ ................................ ...........................30 SECTION 9.01. Amendments Permitted ................................ ................................ ..................... 30 SECTION 9.02. Effect of Supplemental Indenture ................................ ................................ ...... 31 SECTION 9.03. Endorsement of Bonds; Preparation of New Bonds ................................ .......... 31 SECTION 9.04. Amendment of Particular Bonds ................................ ................................ ........ 31 ARTICLE X ................................ ................................ ................................ ............................... 32 Defeasance ................................ ................................ ................................ ............................... 32 SECTION 10.01. Discharge of Indenture ................................ ................................ .................... 32 SECTION 10.02. Discharge of Liability on Bonds ................................ ................................ ....... 32 SECTION 10.03. Deposit of Money or Securities with Trustee ................................ ................... 33 SECTION 10.04. Unclaimed Funds ................................ ................................ ............................ 33 ARTICLE XI ................................ ................................ ................................ .............................. 34 Miscellaneous ................................ ................................ ................................ ...........................34 SECTION 11.01. Liability of Authority Limited to Revenues ................................ ........................ 34 SECTION 11.02. Limitation of Rights to Parties and Bond Owners ................................ ............ 34 SECTION 11.03. Funds and Accounts ................................ ................................ ....................... 34 SECTION 11.04. Waiver of Notice; Requirement of Mailed Notice ................................ ............. 34 SECTION 11.05. Destruction of Bonds ................................ ................................ ....................... 35 SECTION 11.06. Severability of Invalid Provisions ................................ ................................ ..... 35 SECTION 11.07. Notices ................................ ................................ ................................ ............ 35 SECTION 11.08. Evidence of Rights of Bond Owners ................................ ................................ 35 SECTION 11.09. Disqualified Bonds ................................ ................................ .......................... 36 SECTION 11.10. Money Held for Particular Bonds ................................ ................................ ..... 36 SECTION 11.11. Waiver of Personal Liability ................................ ................................ ............. 36 SECTION 11.12. Successor Is Deemed Included in All References to Predecessor .................. 37 SECTION 11.13. Execution in Several Counterparts ................................ ................................ .. 37 City Council Regular Meeting - Page 215 of 473

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SECTION 11.14. Payment on Non-Business Day ................................ ................................ ...... 37 SECTION 11.15. Governing Law ................................ ................................ ................................ 37

APPENDIX A DEFINITIONS

APPENDIX B FORM OF BOND

City Council Regular Meeting - Page 216 of 473

INDENTURE OF TRUST

This INDENTURE OF TRUST (this “Indenture”), dated for convenience as of July 1, 2022, is between the LYNWOOD PUBLIC FINANCING AUTHORITY, a joint powers authority duly organized and existing under the laws of the State of California (the “Authority”), and U.S.

BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, with a corporate trust office in Los Angeles, being qualified to accept and administer the trusts hereby created (the “Trustee”).

R E C I T A L S :

1. The City of Lynwood (the “City”) and the Lynwood Redevelopment Agency (which has been succeeded by the Successor Agency to the former Lynwood Redevelopment Agency ) (the “ Successor Agency ”) entered into a Joint Exercise of Powers Agreement, dated as of December 1, 1992 , establishing the Authority for the purpose, among others, of providing assistance to the City and the Successor Agency with their financing programs.

2. The City is obligated by the Public Employees’ Retirement Law, commencing with Section 20000 of the Government Code of the State of California, as amended (the “Retirement Law ”), to make payments relating to pension benefits accruing to the California Public Employees’ Retirement System’s (“ CalPERS”) members, including the City.

3. The City is obligated specifically to make certain payments to CalPERS in respect of current and retired public safety employees and miscellaneous employees under the pension programs of CalPERS that amortize such obligations over a fixed period of time, including normal costs (collectively, the “CalPERS Obligation”).

4. The CalPERS Obligation is evidenced by a contract or contracts with CalPERS with respect to public safety employees and miscellaneous employees of the City, as heretofore and hereafter amended from time to tim e (collectively, the “CalPERS Contract”).

5. The City is authorized under Section 37350 and 37380 of the California Government Code to lease, receive, hold, and enjoy real and personal property, and control and dispose of it for the common benefit, and the Authority is authorized under the Marks-Roos Local Bond Pooling Act of 1985, being Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “ Bond Law”) to issue revenue bonds for the purpose of providing working capital and/ or refunding any evidence of indebtedness of its members.

6. The Authority proposes to issue lease revenue bonds under the Bond Law and this Indenture for the purpose of refunding all or a portion of the City’s obligations under the CalPERS Contract, including paying all costs of issuing the lease revenue bonds and of refunding the CalPERS Contract.

7. To that end, the City has proposed to lease to the Authority certain real property (the “Leased Property”), under a Site Lease, dated as of the date hereof, by and City Council Regular Meeting - Page 217 of 473

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between the City and the Authority (the “Site Lease”) in consideration of the payment by the Authority of an upfront rental payment (the “Site Lease Payment”) which is sufficient to provide funds for the refunding of the CalPERS Contract.

8. The Authority wishes to issue its Lynwood Public Financing Authority Lease Revenue Bonds, Series 2022 (Federally Taxable) in the aggregate principal amount of $__________ (the “Bonds”) under this Indenture for the purpose of providing the funds to enable the Authority to pay the Site Lease Payment to the City in accordance with the Site Lease.

9. The Authority has leased the Leased Property back to the City under a Lease Agreement dated the date hereof (the “Lease”), under which the City has agreed to pay semiannual Lease Payments as the rental for the Leased Property thereunder.

10. The lease payments made by the City under the Lease have been assigned by the Authority to the Trustee for the security of the Bonds under an Assignment Agreement, dated the date hereof, between the Authority as assignor and the Trustee as assignee.

11. In order to provide for the authentication and delivery of the Bonds, to establish and declare the terms and conditions upon which the Bonds are to be issued and to secure the payment of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) thereof, premium (if any) and interest thereon, the Authority has authorized the execution and delivery of this Indenture.

12. The Authority has found and determined, and hereby affirms, that all acts and proceedings required by law necessary to make the Bonds, when executed by the Authority, authenticated and delivered by the Trustee and duly issued, the valid, binding and legal special obligations of the Authority, and to constitute this Indenture a valid and binding agreement for the uses and purposes herein set forth in accordance with its terms, have been done and taken, and the execution and delivery of this Indenture have been in all respects duly authorized.

A G R E E M E N T :

In order to secure the paymen t of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and the interest and redemption premium (if any) on all the Outstanding Bonds under this Indenture according to their tenor, and to secure the performance and observance of all the covenants and conditions therein and herein set forth, and to declare the terms and conditions upon and subject to which the Bonds are to be issued and received, and in consideration of the premises and o f the mutual covenants herein contained and of the purchase and acceptance of the Bonds by the Owners thereof, and for other valuable considerations, the receipt of which is hereby acknowledged, the Authority and the Trustee do hereby covenant and agree with one another, for the benefit of the respective Owners from time to time of the Bonds, as follows:

City Council Regular Meeting - Page 218 of 473

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ARTICLE I

DEFINITIONS; RULES OF CONSTRUCTION

SECTION 1.01. Definitions. Unless the context clearly otherwise requires or unless otherwise defined herein, the capitalized terms defined in Appendix A attached to this Indenture have the respective meanings specified in that Appendix when used i n this Indenture.

SECTION 1.02. Authorization. Each of the parties hereby represents and warrants that it has full legal authority and is duly empowered to enter into this Indenture, and has taken all actions necessary to authorize the execution hereof by the officers and persons signing it.

SECTION 1.03. Interpretation.

(a) Unless the context otherwise indicates, words expressed in the singular shall include the plural and vice versa and the use of the neuter, masculine, or feminine gender is for convenience only and shall be deemed to include the neuter, masculine or feminine gender, as appropriate.

(b) Headings of articles and sections herein and the table of contents hereof are solely for convenience of reference, do not constitute a part hereof and shall not affect the meaning, construction or effect hereof.

(c) All references herein to “Articles,” “Sections” and other subdivisions are to the corresponding Articles, Sections or subdivisions of this Indenture; the words “herein,” “hereof,” “hereby,” “hereunder” and other words of similar import refer to this Indenture as a whole and not to any particular Article, Section or subdivision hereof.

ARTICLE II

THE BONDS

SECTION 2.01. Authorization of Bonds. The Authority has reviewed all proceedings heretofore taken and has found, as a result of such review, and hereby finds and determines that all things, conditions and acts required by law to exist, happen or be performed precedent to and in connection with the issuance of the Bonds do exist, have happened and have been performed in due time, form and manner as required by law, and the Authority is now duly empowered, under each and every requirement of law, to issue the Bonds in the manner and form provided in this Indenture.

The Authority hereby authorizes the issuance of Bonds in the aggregate principal amount of $__________ under the Bond Law for the purposes of providing funds to pay the Site Lease Payment to the City and thereby provide funds to refund all or a portion of the CalPERS Contract. The Bonds are authorized and issued under, and are subject to the terms of, this Indenture and the Bond Law. The Bonds are designated the “Lynwood Public Financing Authority Lease Revenue Bonds, Series 2022 (Federally Taxable).” City Council Regular Meeting - Page 219 of 473

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SECTION 2.02. Terms of the Bonds.

(a) Payment Provisions . The Bonds shall be issued in fully registered form without coupons in denominations of $5,000 or any integral multiple thereof, so long as no Bond has more than one maturity date. The Bonds shall mature on October 1 in each of the years and in the amounts, and bear interest (calculated on the basis of a 360-day year of twelve 30-day months) at the rates, as follows:

Maturity Date
(October 1)
Principal
Amount
Interest
Rate
Issue
Price

(T): Term Bond

Interest on the Bonds is payable from the Interest Payment Date next preceding the date of authentication thereof unless:

(a) a Bond is authenticated on or before an Interest Payment Date and after the close of business on the preceding Record Date, in which event it will bear interest from such Interest Payment Date,

(b) a Bond is authenticated on or before the first Record Date, in which event interest thereon will be payable from the Closing Date, or

(c) interest on any Bond is in default as of the date of authentication thereof, in which event interest thereon will be payable from the date to which interest has been paid in full, payable on each Interest Payment Date.

Interest is payable on each Interest Payment Date to the persons in whose names the ownership of the Bonds is registered on the Registration Books at the close of business on the immediately preceding Record Date, except as provided below. Interest on any Bond which is not punctually paid or duly provided for on any Interest Payment Date is payable to the person in whose name the ownership of such Bond is registered on the Registration Books at the close of business on a special record date for the payment of City Council Regular Meeting - Page 220 of 473

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such defaulted interest to be fixed by the Trustee, notice of which is given to such Owner by first-class mail not less than 10 days prior to such special record date.

The Trustee will pay interest on the Bonds by check of the Trustee mailed by first class mail, postage prepaid, on each Interest Payment Date to the Owners of the Bonds at their respective addresses shown on the Registration Books as of the close of business on the preceding Record Date. At the written request of the Owner of Bonds in an aggregate principal amount of at least $1,000,000, which written request is on file with the Trustee as of any Record Date, the Trustee will pay interest on such Bonds on each succeeding Interest Payment Date by wire transfer in immediately available funds to such account of a financial institution within the United States of America as specified in such written request, which written request will remain in effect until rescinded in writing by the Owner. The Trustee will pay principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of the Bonds in lawful money of the United States of America by check of the Trustee or by wire upon presentation and surrender thereof at the Office of the Trustee.

SECTION 2.03. Transfer and Exchange of Bonds.

(a) Transfer. Any Bond may, in accordance with its terms, be transferred, upon the Registration Books, by the person in whose name it is registered, in person or by a duly authorized attorney of such person, upon surrender of such Bond to the Trustee at its Office for cancellation, accompanied by delivery of a written instrument of transfer in a form acceptable to the Trustee, duly executed. The Trustee shall require the Owner requesting such transfer to pay any tax or other governmental charge required to be paid with respect to such transfer. Whenever any Bond or Bonds shall be surrendered for transfer, the Authority shall execute and the Trustee shall authenticate and deliver to the transferee a new Bond or Bonds of like series, interest rate, maturity and aggrega te principal amount. The Authority shall pay the cost of printing Bonds and any services rendered or expenses incurred by the Trustee in connection with any transfer of Bonds.

Prior to any transfer of the Bonds outside the book-entry system (including, but not limited to, the initial transfer outside the book-entry system) the transferor shall provide or cause to be provided to the Trustee all information necessary to allow the Trustee to comply with any applicable tax reporting obligations, including without limitation any cost basis reporting obligations under Internal Revenue Code Section 6045, as amended. The Trustee shall conclusively rely on the information provided to it and shall have no responsibility to verify or ensure the accuracy of such information.

(b) Exchange. The Bonds may be exchanged at the Office of the Trustee for a like aggregate principal amount of Bonds of other authorized denominations and of the same series, interest rate and maturity. The Trustee shall require the Owner req uesting such exchange to pay any tax or other governmental charge required to be paid with respect to such exchange. The Authority shall pay the cost of printing Bonds and any services rendered or expenses incurred by the Trustee in connection with any ex change of Bonds.

(c) Limitations. The Trustee may refuse to transfer or exchange, under the provisions of this Section 2.03, any Bonds selected by the Trustee for redemption under Article IV, or any Bonds during the period established by the Trustee for the selection of Bonds for redemption.

City Council Regular Meeting - Page 221 of 473

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SECTION 2.04. Book-Entry System.

(a) Original Delivery . The Bonds will be initially delivered in the form of a separate single fully registered bond (which may be typewr itten) for each maturity of the Bonds. Upon initial delivery, the Trustee shall register the ownership of each Bond on the Registration Books in the name of the Nominee. Except as provided in subsection (c), the ownership of all of the Outstanding Bonds shall be registered in the name of the Nominee on the Registration Books.

With respect to Bonds the ownership of which shall be registered in the name of the Nominee, the Authority and the Trustee has no responsibility or obligation to any Depository System Participant or to any person on behalf of which the Nominee holds an interest in the Bonds. Without limiting the generality of the immediately preceding sentence, the Authority and the Trustee has no responsibility or obligation with respect to (i) the accuracy of the records of the Depository, the Nominee or any Depository System Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any Depository System Participant or any other person, other than a Bond Owner as shown in the Registration Books, of any notice with respect to the Bonds, including any notice of redemption, (iii) the selection by the Depository of the beneficial interests in the Bonds to be redeemed if the Authority elects to redeem the Bonds in part, (iv) t he payment to any Depository System Participant or any other person, other than a Bond Owner as shown in the Registration Books, of any amount with respect to principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) , premium, if any, or interest on the Bonds or (v) any consent given or other action taken by the Depository as Owner of the Bonds. The Authority and the Trustee may treat and consider the person in whose name each Bond is registered as th e absolute owner of such Bond for the purpose of payment of principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and premium, if any, and interest on such Bond, for the purpose of giving notic es of redemption and other matters with respect to such Bond, for the purpose of registering transfers of ownership of such Bond, and for all other purposes whatsoever. The Trustee shall pay the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and the interest and premium, if any, on the Bonds only to the respective Owners or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge all obligations with respect to payment of principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest and premium, if any, on the Bonds to the extent of the sum or sums so paid. No person other than a Bond Owner shall receive a Bond evidencing the obligation of the Authority to make payments of principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) , interes t and premium, if any, under this Indenture. Upon delivery by the Depository to the Authority of written notice to the effect that the Depository has determined to substitute a new Nominee in its place, and subject to the provisions herein with respect to Record Dates, such new nominee shall become the Nominee hereunder for all purposes; and upon receipt of such a notice the Authority shall promptly deliver a copy of the same to the Trustee.

(b) Representation Letter. In order to qualify the Bonds for th e Depository’s book-entry system, the Authority shall execute and deliver to such Depository a letter in which the Authority will agree to the Depository’s operational arrangements. To the extent City Council Regular Meeting - Page 222 of 473

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required to do so by the Depository, the Trustee shall also execute such representation letter and agree to the Depository’s operational arrangements. The execution and delivery of such letter shall not in any way limit the provisions of subsection (a) above or in any other way impose upon the Authority or the Trus tee any obligation whatsoever with respect to persons having interests in the Bonds other than the Bond Owners. In addition to the execution and delivery of such letter, the Authority may take any other actions, not inconsistent with this Indenture, to qu alify the Bonds for the Depository’s book -entry program.

(c) Transfers Outside Book-Entry System. If either (i) the Depository determines not to continue to act as Depository for the Bonds, or (ii) the Authority determines to terminate the Depository as such, then the Authority shall thereupon discontinue the book- entry system with such Depository. In such event, the Depository shall cooperate with the Authority and the Trustee in the issuance of replacement Bonds by providing the Trustee with a list showing the interests of the Depository System Participants in the Bonds, and by surrendering the Bonds, registered in the name of the Nominee, to the Trustee on or before the date such replacement Bonds are to be issued. The Depository, by accepting delivery of the Bonds, agrees to be bound by the provisions of this subsection (c). If, prior to the termination of the Depository acting as such, the Authority fails to identify another Securities Depository to replace the Depository, then the Bonds shall no lo nger be required to be registered in the Registration Books in the name of the Nominee, and, upon transfer or exchange, shall be registered in whatever name or names the Owners transferring or exchanging Bonds shall designate, in accordance with the provis ions hereof.

If the Authority determines that it is in the best interests of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Authority may notify the Depository System Participants of the availability of such certifi cated Bonds through the Depository. In such event, the Trustee will issue, transfer and exchange Bonds as required by the Depository and others in appropriate amounts; and whenever the Depository requests, the Trustee and the Authority shall cooperate with the Depository in taking appropriate action (y) to make available one or more separate certificates evidencing the Bonds to any Depository System Participant having Bonds credited to its account with the Depository, or (z) to arrange for another Securities Depository to maintain custody of a single certificate evidencing such Bonds, all at the Authority’s expense.

(d) Payments to the Nominee . Notwithstanding any other provision of this Indenture to the contrary, so long as any Bond is registered in the name of the Nominee, all payments with respect to principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest and premium, if any, on such Bond and all notices with respect to such Bond shall be made and given, respectively, as provided in the letter described in subsection (b) of this Section or as otherwise instructed by the Depository.

SECTION 2.05. Registration Books. The Trustee will keep or cause to be kept, at the Office of the Trustee, sufficient records for the registration and transfer of ownership of the Bonds, which shall upon reasonable notice as agreed to by the Trustee, be open to inspection during regular business hours by the Authority; and, upon presentation for such purpose, the Trustee shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be registered or transferred, on such records, the ownership of the Bonds as hereinbefore provided.

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SECTION 2.06. Form and Execution of Bonds. The Bonds, the form of Trustee’s certificate of authentication, and the form of assignment to appear thereon, are set forth in Appendix B attached hereto and by this reference incorporated herein, with necessary or appropriate variations, omissions and insertions, as permitted or required by this Indenture.

The Chief Administrative Officer of the Authority shall execute, and the Secretary of the Authority shall attest each Bond. Either or both of such signatures may be made manually or may be affixed by facsimile thereof. If any officer whose signature appears on any Bond ceases to be such officer before the Closing Date, such signature will nevertheless be as effective as if the officer had remained in office until the Closing Date.

Any Bond may be signed and attested on behalf of the Authority by such persons as at the actual date of the execution of such Bond are the proper officers of the Authority, duly authorized to execute debt instruments on behalf of the Authority, although on the date of such Bond any such person was not an officer of the Authority.

Only those Bonds bearing a certificate of authentication in the form set forth in Appendix B, manually or electronically executed and dated by the Trustee, are valid or obligatory for any purpose or entitled to the benefits of this Indenture, and such certificate of the Trustee is conclusive evidence that such Bonds have been duly authenticated and delivered hereunder and are entitled to the benefits of this Indenture.

SECTION 2.07. Bonds Mutilated, Lost, Destroyed or Stolen . If any Bond is mutilated, the Authority, at the expense of the Owner of such Bond, shall execute, and the Trustee shall thereupon authenticate and deliver, a new Bond of like tenor in exchange and substitution for the Bond so mutilated, but only upon surrender to the Trustee of the Bond so mutilated. The Trustee shall cancel every mutilated Bond surrendered to it and deliver such mutilated Bond to, or upon the order of, the Authority. If any Bond is lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the Trustee and, if such evidence is satisfactory and if indemnity satisfactory to the Trustee and the Authority is given, the Authority, at the expense of the Owner, shall execute, and the Trustee shall thereupon authenticate and deliver, a new Bond of like tenor in li eu of and in substitution for the Bond so lost, destroyed or stolen. The Trustee may require payment of a sum not exceeding the actual cost of preparing each new Bond issued under this Section and of the expenses which may be incurred by the Trustee in co nnection therewith. Any Bond issued under the provisions of this Section in lieu of any Bond alleged to be lost, destroyed or stolen will constitute an original additional contractual obligation on the part of the Authority whether or not the Bond so alle ged to be lost, destroyed or stolen be at any time enforceable by anyone, and shall be equally and proportionately entitled to the benefits of this Indenture with all other Bonds issued under this Indenture.

Notwithstanding any other provision of this Section 2.07, in lieu of delivering a new Bond for which principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) has become due for a Bond which has been mutilated, lost, destroyed or stolen, the Trust ee may make payment of such Bond in accordance with its terms upon receipt of indemnity satisfactory to the Trustee.

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ARTICLE III

ISSUANCE OF BONDS; APPLICATION OF

PROCEEDS

SECTION 3.01. Issuance of the Bonds . At any time after the execution of this Indenture, the Authority may execute and the Trustee shall authenticate and, upon the Written Request of the Authority, deliver the Bonds to the Original Purchaser.

SECTION 3.02. Application of Proceeds of Sale of Bonds . On the Closing Date, the Original Purchaser will pay a purchase price for the Bonds in the amount of $___________, which is equal to the original principal amount of the Bonds ($__________), less an underwriter’s discount of $___________. On the Closing Date, the Original Purchaser will wire the purchase price as follows:

(a) the Original Purchaser will wire to the Trustee the amount of $_________, and the Trustee shall deposit such amount into the Costs of Issuance Fund, and

(b) the Original Purchaser will wire to the City the amount of $___________, and the City will apply such amount to refund a portion of the City’s obligations under the CalPERS Contract.

The Trustee may establish a temporary fund or account in its records to facilitate such deposits or transfers. The deposits described in paragraphs (a) and (b) represent the full amount of the Site Lease Payments under Section 3 of the Site Lease.

SECTION 3.03. Establishment and Application of Costs of Issuance Fund . The Trustee shall establish, maintain and hold in trust a separate fund designated as the “Costs of Issuance Fund” into which the Trustee shall deposit a portion of the proceeds of sale of the Bonds under Section 3.02(c). The Trustee shall disburse amounts in the Costs of Issuance Fund from time to time to pay the Costs of Issuance upon submission of a Written Requisition of the Authority stating the person to whom payment is to be made, the amount to be paid, the purpose for which the oblig ation was incurred and that such payment is a proper charge against said fund. Each such Written Requisition of the Authority shall be sufficient evidence to the Trustee of the facts stated therein and the Trustee shall have no duty to confirm the accurac y of such facts. The Trustee may conclusively rely on such Written Requisitions and shall be fully protected in relying thereon. On the date that is 3 months after the Closing Date, or upon the earlier Written Request of the Authority, the Trustee shall transfer all amounts remaining in the Costs of Issuance Fund to the Interest Account and shall thereupon close the Costs of Issuance Fund.

SECTION 3.04. Validity of Bonds. The recital contained in the Bonds that the same are issued under the Constitution and laws of the State of California shall be conclusive evidence of their validity and of compliance with the provisions of law in their issuance.

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ARTICLE IV

REDEMPTION OF BONDS

SECTION 4.01. Terms of Redemption.

(a) Optional Redemption. The Bonds maturing on or after October 1, 20__ are subject to redemption, as a whole or in part, at the option of the Authority, on October 1, 20___, and on any date thereafter, at a redemption price equal to 100% of the principal amount of Bonds to be redeemed, together with accrued interest thereon to the date fixed for redemption, without premium.

The Authority must give the Trustee at least 10 days’ written notice of its intention to redeem Bonds under this subsection (a), and the manner of selecting such Bonds for redemption from among the maturit ies thereof, in sufficient time for the Trustee to give notice of such redemption in accordance with Section 4.03.

(b) Special Mandatory Redemption From Insurance or Condemnation Proceeds.

The Bonds are subject to redemption as a whole, or in part , on a ny date, from any Net Proceeds required to be used for such purpose as provided in Section 5.07, at a redemption price equal to 100% of the principal amount thereof plus interest accrued thereon to the date fixed for redemption, without premium.

(c) Mandatory Sinking Fund Redemption of Term Bonds. The Term Bonds are subject to mandatory redemption in whole, from sinking fund payments made under Section 5.02(b), at a redemption price equal to the principal amount thereof to be redeemed, without premium, pl us accrued interest to the date of redemption, in the aggregate respective principal amounts and on October 1 in the years as set forth in the following tables:

Term Bonds Maturing
October 1, 20___

Payment Date
(October 1)
Payment
Amount

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Term Bonds Maturing
October 1, 20___

Payment Date
(October 1)
Payment
Amount

If some but not all of the Term Bonds have been redeemed under subsections (a) or (b) of this Section, the total amount of all future sinking fund payments will be reduced by the aggregate principal amount of the Term Bonds so redeemed, to be allocated among such sinking fund payments on a pro rata basis as determined by the Authority, which shall notify the Trustee in writing of such determination (and such writing shall include a revised sinking fund payment schedule).

SECTION 4.02. Selection of Bonds for Redemption . If less than all of the Bonds are to be redeemed, the particular maturities of Bonds to be redeemed at the option of the Authority will be determined by the Authority in its sole discretion.

If the Bonds are registered in book -entry only form and so long as DTC or a successor securities depository is the sole registered owner of such Bonds, if less than all of the Bonds of a maturity are called for prior redemption, the particular Bonds or portions thereof to be redeemed shall be allocated on a pro rata pass -through distribution of principal basis in accordance with DTC procedures, p rovided that, so long as the Bonds are held in book-entry form, the selection for redemption of such Bonds shall be made in accordance with the operational arrangements of DTC then in effect, and, if the DTC operational arrangements do not allow for redemp tion on a pro rata pass -through distribution of principal basis, the Bonds will be selected for redemption, in accordance with DTC procedures, by lot.

In connection with any repayment of principal, including payments of scheduled mandatory sinking fund payments, the Trustee will direct DTC to make a pass -through distribution of principal to the holders of the Bonds.

For purposes of calculation of the “pro rata pass-through distribution of principal,” “pro rata” means, for any amount of principal to be paid, the application of a fraction to each denomination of the respective Bonds where (a) the numerator of which is equal to the amount due to the respective bondholders on a payment date, and (b) the denominator of which is equal to the total original par amount of the respective Bonds.

If the Bonds are no longer registered in book -entry-only form, each owner will receive an amount of Bonds equal to the original face amount then beneficially held by that owner, registered in such investor’s name. Thereafter, any redemption of less than all of the Bonds of any maturity will continue to be paid to the registered owners of such Bonds on a pro-rata basis, based on the portion of the original face amount of any such Bonds to be redeemed.

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SECTION 4.03. Notice of Redemption; Rescission. The Trustee shall mail notice of redemption of the Bonds by first class mail, postage prepaid, not less than 20 nor more than 60 days before any redemption date, to the respective Owners of any Bonds designated for redemption at their addresses appearing on the Registration Books and to one or more Securities Depositori es and to the Municipal Securities Rulemaking Board.

Each notice of redemption shall state the date of the notice, the redemption date, the place or places of redemption, whether less than all of the Bonds (or all Bonds of a single maturity) are to be red eemed, the CUSIP numbers and (in the event that not all Bonds within a maturity are called for redemption) Bond numbers of the Bonds to be redeemed and the maturity or maturities of the Bonds to be redeemed, and in the case of Bonds to be redeemed in part only, the respective portions of the principal amount thereof to be redeemed. Each such notice shall also state that on the redemption date there will become due and payable on each of said Bonds the redemption price thereof, and that from and after such redemption date interest thereon shall cease to accrue, and shall require that such Bonds be then surrendered to the Trustee. Neither the failure to receive any notice nor any defect therein shall affect the sufficiency of the proceedings for such redemption or the cessation of accrual of interest from and after the redemption date.

Notice of redemption of Bonds shall be given by the Trustee, at the expense of the Authority, for and on behalf of the Authority.

Redemption notices may be conditional. The Authority has the right to rescind any notice of the redemption of Bonds under Section 4.01(a) by written notice to the Trustee on or prior to the dated fixed for redemption. Any notice of redemption shall be cancelled and annulled if for any reason funds will not be or are not available on the date fixed for redemption for the payment in full of the Bonds then called for redemption, and such cancellation shall not constitute an Event of Default. The Authority and the Trustee have no liability to the Bond Owners or any other party related to or arising from such rescission of redemption. The Trustee shall mail notice of such rescission of redemption in the same manner as the original notice of redemption was sent under this Section.

SECTION 4.04. Partial Redemption of Bonds . Upon surrender of any Bonds redeemed in part only, the Authority shall execute and the Trustee shall authenticate and deliver to the Owner thereof, at the expense of the Authorit y, a new Bond or Bonds of authorized denominations equal in aggregate principal amount to the unredeemed portion of the Bonds surrendered.

SECTION 4.05. Effect of Redemption. Notice of redemption having been duly given as aforesaid, and moneys for payment of the redemption price of, together with interest accrued to the date fixed for redemption on, including any applicable premium, the Bonds (or portions thereof) so called for redemption being held by the Trustee, on the redemption date designated in such notice, the Bonds (or portions thereof) so called for redemption shall become due and payable, interest on the Bonds so called for redemption shall cease to accrue, said Bonds (or portions thereof) shall ce ase to be entitled to any benefit or security under this Indenture, and the Owners of said Bonds shall have no rights in respect thereof except to receive payment of the redemption price thereof.

All Bonds redeemed under the provisions of this Article sha ll be canceled by the Trustee upon surrender thereof and destroyed in accordance with the retention policy of the Trustee then in effect.

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ARTICLE V

REVENUES; FUNDS AND ACCOUNTS; PAYMENT OF

PRINCIPAL AND INTEREST

SECTION 5.01. Security for the Bonds; Bond Fund.

(a) Pledge of Revenues and Other Amounts . Subject only to the provisions of this Indenture permitting the application thereof for the purposes and on the terms and conditions set forth herein, all of the Revenues and all amounts (including proceeds of the sale of the Bonds) held in any fund or account established under this Indenture other than the Costs of Issuance Fund are hereby pledged to secure the payment of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest and premium (if any) on the Bonds in accordance with their terms and the provisions of this Indenture. Said pledge constitutes a lien on and security interest in the Revenues and such amounts and shall attach, be perfected and be valid and binding from a nd after the Closing Date, without the need for any physical delivery thereof or further act.

(b) Assignment to Trustee. Under the Assignment Agreement, the Authority has transferred to the Trustee all of the rights of the Authority in the Lease (other than the rights of the Authority under Sections 4.5, 5.10, 7.3 and 8.4 thereof and its rights to give approvals and consents thereunder). The Trustee is entitled to collect and receive all of the Revenues, and any Revenues collected or received by the Authority shall be deemed to be held, and to have been collected or received, by the Authority as the agent of the Trustee and shall forthwith be paid by the Authority to the Trustee. The Trustee is also entitled to and may, subject to the provisions of Arti cle VIII, take all steps, actions and proceedings which the Trustee determines to be reasonably necessary in its judgment to enforce, either jointly with the Authority or separately, all of the rights of the Authority and all of the obligations of the City under the Lease.

(c) Deposit of Revenues in Bond Fund . All Revenues shall be promptly deposited by the Trustee upon receipt thereof in a special fund designated as the “Bond Fund” which the Trustee shall establish, maintain and hold in trust; except that all moneys received by the Trustee and required hereunder or under the Lease to be deposited in the Redemption Fund or the Insurance and Condemnation Fund shall be promptly deposited in such funds. All Revenues deposited with the Trustee shall be held, disbursed, allocated and applied by the Trustee only as provided in this Indenture. Any surplus remaining in the Bond Fund, after payment in full of (i) the principal of and interest on the Bonds or provision therefore under Article X, and (ii) any app licable fees and expenses to the Trustee, shall be withdrawn by the Trustee and remitted to the City.

SECTION 5.02. Allocation of Revenues. On or before each Interest Payment Date, the Trustee shall trans fer from the Bond Fund and deposit into the following respective accounts and subaccount (each of which the Trustee shall establish and maintain within the Bond Fund), the following amounts in the following order of priority:

(a) Deposit to Interest Account. The Trustee shall deposit in the Interest Account an amount required to cause the aggregate amount on City Council Regular Meeting - Page 229 of 473

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deposit in the Interest Account to be at least equal to the amount of interest becoming due and payable on such Interest Payment Date on all Bonds then Outstanding.

(b) Deposit to Principal Account . The Trustee shall deposit in the Principal Account an amount required to cause the aggregate amount on deposit in the Principal Account to equal the principal amount of the Bonds coming due and payable on such Interest Payment Date (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption).

SECTION 5.03. Application of Interest Account. All amounts in the Interest Account shall be used and withdrawn by the Trustee solely for the purpose of paying interest on the Bonds as it comes due and payable (including accrued interest on any Bonds purchased or redeemed prior to maturity).

SECTION 5.04. Application of Principal Account . All amounts in the Principal Account shall be used and withdrawn by the Trustee solely to pay the principal amount of the Bonds at their respective maturity dates (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption).

SECTION 5.05. No Reserve Account. The Authority has not established a debt service reserve fund for the Bonds.

SECTION 5.06. Application of Redemption Fund. The Trustee shall establish and maintain the Redemption Fund, into which the Trustee shall deposit a portion of the Revenues received, in accordance with a Written Request of the Authority, amounts in which shall be used and withdrawn by the Trustee sol ely for the purpose of paying the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) and premium (if any) of the Bonds to be redeemed under Section

4.01; provided, however, that at any time pri or to the selection of Bonds for redemption, the Trustee may apply such amounts to the purchase of Bonds at public or private sale, when and at such prices (including brokerage and other charges, but excluding accrued interest, which is payable from the Interest Account) as shall be directed under a Written Request of the Authority, except that the purchase price (exclusive of accrued interest) may not exceed the redemption price then applicable to the Bonds. The Trustee shall be entitled to conclusively r ely on any Written Request of the Authority received under this Section 5.06, and shall be fully protected in relying thereon.

SECTION 5.07. Insurance and Condemnation Fund.

(a) Establishment of Fund. Upon the receipt of proceeds of insurance or eminent domain with respect to the Leased Property, the Trustee shall establish and maintain an Insurance and Condemnation Fund, to be held and applied as hereinafter set forth in this Section 5.07.

(b) Application of Insurance Proceeds. Any Net Proceeds of insurance against accident to or destruction of the Leased Property collected by the City or the Authority in the event of any such accident or destruction shall be paid to the Trustee under Section

6.3 of the Lease and deposited by the Trustee promptly upon receipt thereof in the City Council Regular Meeting - Page 230 of 473

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Insurance and Condemnation Fund. If the City fails to determine and notify the Trustee in writing of its determination, within 90 days following the date of such deposit, to replace, repair, restore, modify or improve the Leased Property which has been damaged or destroyed, then such Net Proceeds shall be promptly transferred by the Trustee to the Redemption Fund and applied to the redemption of Bonds under Section 4.01(b).

Notwithstanding the foregoing sentence, however, if the Leased Property is damaged or destroyed in full, the Net Proceeds of such insurance shall be used by the City to rebuild or replace the Leased Property if such proceeds are not sufficient to redeem Outstanding Bonds equal in aggregate principal amount to the unpaid Lease Payments allocable to the Leased Property. All proceeds deposited in the Insurance and Condemnation Fund and not so transferred to the Redemption Fund shall be applied to the prompt r eplacement, repair, restoration, modification or improvement of the damaged or destroyed portions of the Leased Property by the City, upon receipt of a Written Request of the City which: (i) states with respect to each payment to be made (A) the requisition number, (B) the name and address of the person to whom payment is due, (C) the amount to be paid and (D) that each obligation mentioned therein has been properly incurred, is a proper charge against the Insurance and Condemnation Fund and has not been the basis of any previous withdrawal; and (ii) specifies in reasonable detail the nature of the obligation. Any balance of the proceeds remaining after such work has been completed as certified by the City under a Written Certificate to the Trustee shall be paid to the City. The Trustee shall be entitled to conclusively rely on any Written Request or Written Certificate received under this subsection (b) of this Section 5.07 and in each case, shall be fully protected in relying thereon.

(c) Application of Eminent Domain Proceeds . If all or any part of the Leased Property is taken by eminent domain proceedings (or sold to a government threatening to exercise the power of eminent domain) the Authority shall deposit or cause to be deposited with the Trustee t he Net Proceeds therefrom, which the Trustee shall deposit in the Insurance and Condemnation Fund under Section 6.2(b) of the Lease and which shall be applied and disbursed by the Trustee as follows:

(i) If the City has not given written notice to the Tru stee, within 90 days following the date on which such Net Proceeds are deposited with the Trustee, of its determination that such Net Proceeds are needed for the replacement of the Leased Property or such portion thereof, the Trustee shall transfer such Net Proceeds to the Redemption Fund to be applied towards the redemption of the Bonds under Section

4.01(b).

(ii) If the City has given written notice to the Trustee, within 90 days following the date on which such Net Proceeds are deposited with the Trustee, of its determination that such Net Proceeds are needed for replacement of the Leased Property or such portion thereof, the Trustee shall pay to the City, or to its order, from said proceeds such amounts as the City may expend for such replacement, upon the filing of Written Requisitions of the City as agent for the Authority.

In each case, the Trustee may conclusively rely upon any notice received under this subsection (c)(ii) of this Section and is protected in relying thereon.

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(d) Reliance on Independent Advice. In making any such determination whether to repair, replace or rehabilitate the Leased Property under this Section 5.07, the City may obtain, but is not required to obtain, at its expense, the report of an independent engineer or other inde pendent professional consultant, a copy of which must be filed with the Trustee. The Trustee shall have no duty to review or examine such report. Any such determination by the City is final.

(e) Effect of Substitution or Release. Notwithstanding any other provision of this Section 5.07 or the Lease, the Trustee shall pay to the City all moneys in the Insurance and Condemnation Fund upon the Trustee’s receipt of a written notice executed by a City Representative which states that, pursuant to the Lease, t he City has substituted other real property for the Leased Property that was damaged, destroyed or condemned and that there will be no abatement of the Lease Payments as a result of such damage, destruction or condemnation.

SECTION 5.08. Investments. All moneys in any of the funds or accounts established with the Trustee under this Indenture shall be invested by the Trustee solely in Permitted Investments. Such investments shall be directed by the Authority in a Written Request of the Authority filed with the Trustee at least 2 Business Days in advance of the making of such investments. In the absence of any such directions from the Authority, the Trustee shall invest any such moneys in Permitted Investments which c onstitute money market funds; provided, however, that any such investment shall be made by the Trustee only if, prior to the date on which such investment is to be made, the Trustee shall have received a Written Request of the Authority specifying a specific money market fund and, if no such Written Request of the Authority is so received, the Trustee shall hold such moneys uninvested. Permitted Investments purchased as an investment of moneys in any fund shall be deemed to be part of such fund or account . To the extent Permitted Investments are registrable, such Permitted Investments must be registered in the name of the Trustee.

All interest or gain derived from the investment of amounts in any of the funds or accounts established hereunder shall be de posited in the Bond Fund. For purposes of acquiring any investments hereunder, the Trustee may commingle funds held by it hereunder. The Trustee or any of its affiliates may act as principal or agent in the acquisition or disposition of any investment an d may impose its customary charges therefor. The Trustee shall incur no liability for losses arising from any investments made under this Section 5.08.

Subject to applicable law, the Trustee may make any investments hereunder through its own bond or investment department or trust investment department, or those of its parent or any affiliate. The Trustee or any of its affiliates may act as sponsor, advisor or manager to the investment provider in connection with any investments made by the Trustee hereun der. The Trustee is hereby authorized, in making or disposing of any investment permitted by this Section, to deal with itself (in its individual capacity) or with any one or more of its affiliates, whether it or such affiliate is acting as an agent of th e Trustee or for any third person or is dealing as a principal for its own account. The Trustee may, from time to time, provide the City and the Authority with a list of investments that are available on the Trustee’s investment platform, but the Trustee will not give investment advice to the City or the Authority, and the City or the Authority may direct the Trustee to purchase investments that are not included on the list provided by the Trustee . The City Council Regular Meeting - Page 232 of 473

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Trustee shall be entitled to rely conclusively on the Authority’s investment direction as to the suitability and legality of the directed investments.

The Trustee shall furnish the Authority periodic cash transaction statements which include detail for all investment transactions effected by the Trustee or brokers selected by the Authority. Upon the Authority’s election, such statements will be delivered via the Trustee’s Online Trust and Custody service and upon electing such service, paper statements will be provided only upon request. The Authority waives the right to receive brokerage confirmations of security transactions effected by the Trustee as they occur, to the extent permitted by law. The Authority further understands that trade confirmations for securities transactions effected by the Trustee wil l be available upon request and at no additional cost and other trade confirmations may be obtained from the applicable broker.

SECTION 5.09. Valuation and Disposition of Investments.

(a) Except as otherwise provided in subsection (b) of this Section, the Authority covenants that all investments of amounts deposited in any fund or account created by or under this Indenture, or otherwise containing gross proceeds of the Bonds shall be acquired, disposed of and valued at the fair market value thereof, as determined by the Authority. The Trustee shall have no duty in connection with the determination of fair market value other than to follow the investment directions of the Authority in any Written Request of the Authority.

(b) For the purpose of determining the amount in any fund or account established hereunder, the value of Permitted Investments credited to such fund shall be valued by the Trustee at least annually on or before July 15 . The Trustee may sell or present for redemption, any Permitted Investment so purchased by the Trustee whenever it is necessary in order to provide moneys to meet any required payment, transfer, withdrawal or disbursement from the fund to which such Permitted Investment is credited, and the Trustee shall not be liable or responsible for any loss resulting from any such Permitted Investment.

(c) To the extent of any valuations made by the Trustee hereunder, the Trustee may utilize and rely upon computerized or generally recognized securities pricing services that may be available to it, including those available through its regular accounting system (including brokers and dealers).

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ARTICLE VI

COVENANTS OF THE AUTHORITY

SECTION 6.01. Punctual Payment. The Authority shall punctually pay or cause to be paid the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest and premium (if any) on all the Bonds in strict conformity with the terms of the Bonds and of this Indenture, according to the true intent and meaning thereof, but only out of the Revenues and other amounts pledged for such payment as provided in this Indenture.

SECTION 6.02. Extension of Payment of Bonds. The Authority shall not directly or indirectly extend or assent to the extension of the maturity of any of the Bonds or the time of payment of any claims for interest by the purchase of such Bonds or by any other arrangement, and in case the maturity of any of the Bonds or the time of payment of any such claims for interest shall be extended, such Bonds or claims for interest shall not be entitled, in case of any default hereunder, to the benefits of this Indenture, except subject to the prior payment in full of the principal of all of the Bonds then Outstanding and of all claims for interest thereon which have not been so extended. Nothing in this Section 6.02 limits the right of the Authority to issue Bonds for the purpose of refunding any Outstanding Bonds, and such issuance does not constitute an extension of maturity of the Bonds.

SECTION 6.03. Against Encumbrances. The Authority shall not create, or permit the creation of, any pledge, lien, charge or other encumbrance upon the Revenues and other assets pledged or assigned under this Indenture while an y of the Bonds are Outstanding, except the pledge and assignment created by this Indenture. Subject to this limitation, the Authority expressly reserves the right to enter into one or more other indentures for any of its corporate purposes, and reserves t he right to issue other obligations for such purposes.

SECTION 6.04. Power to Issue Bonds and Make Pledge and Assignment . The Authority is duly authorized under law to issue the Bonds and to enter into this Indenture and to pledge and assign the Revenues and other amounts purported to be pledged and assigned, respectively, under this Indenture and under the Assignment Agreement in the manner and to the extent provided in this Indenture and the Assignment Agreement. The Bonds and the provisions of this Indenture are and will be the legal, valid and binding special obligations of the Authority in accordance with their terms, and the Authority and the Trustee shall at all times, s ubject to the provisions of Article VIII and to the extent permitted by law, defend, preserve and protect said pledge and assignment of Revenues and other assets and all the rights of the Bond Owners under this Indenture against all claims and demands of all persons whomsoever.

SECTION 6.05. Accounting Records. The Trustee shall at all times keep, or cause to be kept, proper books of record and account, prepared in accordance with corporate industry standards, in which complete and accurate entries shall be made of all transactions made by it relating to the proceeds of Bonds and all funds and accounts established under this Indenture. The Trustee shall make such books of record and account available for inspection by the Authority and the City, during business hours, upon reasonable notice, and under reasonable circumstances.

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SECTION 6.06. Limitation on Additional Obligations. The Authority covenants that no additional bonds, notes or other indebtedness shall be issued or incurred which are payable out of the Revenues in whole or in part.

SECTION 6.07. Federal Tax Law. The Authority does not intend the interest on the Bonds to be excluded from gross income for federal income tax purposes.

SECTION 6.08. Enforcement of Lease . The Trustee shall promptly collect all amounts (to the extent any such amounts are available for collection) due from the City under the Lease. Subject to the provisions of Article VIII, the Trustee may enforce, and take all steps, actions and proceedings which are determined to be reasonably necessary for the enforcement of all of its rights thereunder as assignee of the Authority and for the enforcement of all of the obligations of the City under the Lease.

SECTION 6.09. Waiver of Laws. The Authority shall not at any time insist upon or plead in any manner whatsoever, or claim or take the benefit or advantage of, any stay or extension law now or at any time hereafter in force that may affect the covenants and agreements contained in this Indenture or in the Bonds, and all benefit or advantage of any such law or laws is hereby expressly waived by the Authority to the extent permitted by law.

SECTION 6.10. Further Assurances. The Authority will make, execute and deliver any and all such further indentures, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Indenture and for the better assuring and confirming unto the Owners of the Bonds of the rights and benefits provided in this Indenture.

ARTICLE VII

EVENTS OF DEFAULT AND REMEDIES

SECTION 7.01. Events of Default. The following events constitute Events of Default hereunder:

(a) Failure to pay any installment of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of any Bonds when due, whether at maturity as therein expressed, by proceedings for redemption, by acceleration, or otherwise.

(b) Failure to pay any installment of interest on the Bonds when due.

(c) Failure by the Authority to observe and perform any of the other covenants, agreements or conditions on its part contained in this Indenture or in the Bonds, if such failure has continued for a period of 30 days after written notice thereof, specifying such failure and requiring the same to be remedied, has been given to the Authority by the Trustee; provided, however, if in the reasonable opinion of the Authority the failure stated in the notice can be corrected, but not City Council Regular Meeting - Page 235 of 473

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within such 30-day period, such failure shall not constitute an Event of Default if the Authority institutes corrective action within such 30 - day period and thereafter diligently and in good faith cures the failure in a reasonable period of time, which period shall end 180 days after the delivery of such default notice.

(d) The commencement by the Authority of a voluntary case under Title 11 of the United States Code or any substitute or successor statute.

(e) The occurrence and continuation of an event of default under and as defined in the Lease.

SECTION 7.02. Remedies Upon Event of Default. If any Event of Default occurs, then, and in each and every such case during the continuance of such Event of Default, the Trustee may, and at the written direction of the Owne rs of a majority in aggregate principal amount of the Bonds at the time Outstanding shall, in each case, upon receipt of indemnification satisfactory to Trustee against the costs, expenses and liabilities to be incurred in connection with such action, upon notice in writing to the Authority, declare the principal of all of the Bonds then Outstanding, and the interest accrued thereon, to be due and payable immediately, and upon any such declaration the same shall become and shall be immediately due and payable, anything in this Indenture or in the Bonds contained to the contrary notwithstanding; provided, however, that no such acceleration will have the effect of accelerating the City’s obligations under the Lease Agreement.

Any such declaration is subject t o the condition that if, at any time after such declaration and before any judgment or decree for the payment of the moneys due shall have been obtained or entered, the Authority deposits with the Trustee a sum sufficient to pay all the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and installments of interest on the Bonds payment of which is overdue, with interest on such overdue principal at the rate borne by the respective Bonds to th e extent permitted by law, and the reasonable fees, charges and expenses (including those of its legal counsel, including the allocated costs of internal attorneys) of the Trustee, and any and all other Events of Default actually known to the Trustee (other than in the payment of principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest on the Bonds due and payable solely by reason of such declaration) have been made good or cured to the satisfaction of the Trustee or provision deemed by the Trustee to be adequate has been made therefor, then, and in every such case, the Owners of a majority in aggregate principal amount of the Bonds then Outstanding, by written notice to the Authority, the City and the Trustee, may, on behalf of the Owners of all of the Bonds, rescind and annul such declaration and its consequences and waive such Event of Default; but no such rescission and annulment shall extend to or shall affect any subsequent Event o f Default, or shall impair or exhaust any right or power consequent thereon.

Nothing herein shall be deemed to authorize the Trustee to authorize or consent to or accept or adopt on behalf of any Bondholder any plan of reorganization, arrangement, adjustment, or composition affecting the Bonds or the rights of any Holder thereof, or to authorize the Trustee to vote in respect of the claim of any Bondholder in any such proceeding without the approval of the Bondholders so affected.

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SECTION 7.03. Application of Revenues and Other Funds After Default. If an Event of Default occurs and is continuing, all Revenues and any other funds then held or thereafter received by the Trustee under any of the provisions of this Indenture shall be applied by the Trustee in the following order of priority:

(a) To the payment of reasonable fees, charges and expenses of the Trustee (including reasonable fees and disbursements of its legal counsel including outside counsel and the allocated costs of internal attorneys) incurred in and about the performance of its powers and duties under this Indenture;

(b) To the payment of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest then due on the Bonds (upon presentation of the Bonds to be paid, and stamping or otherwise noting thereon of the payment if only partially paid, or surrender thereof if fully paid) in acco rdance with the provisions of this Indenture, as follows:

First: To the payment to the persons entitled thereto of all installments of interest then due in the order of the maturity of such installments, and, if the amount available shall not be sufficient to pay in full any installment or installments maturing on the same date, then to the payment thereof ratably, according to the amounts due thereon, to the persons entitled thereto, without any discrimination or preference;

Second: To the payment to the persons entitled thereto of the unpaid principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of any Bonds which shall have become due, whether at maturity or by
acceleration or redemption, with i nterest on the overdue principal at the rate borne by the respective Bonds (to the extent permitted by law), and, if the amount available shall not be sufficient to pay in full all the Bonds, together with such interest, then to the payment thereof ratably , according to the amounts of principal due on such date to the persons entitled thereto, without any discrimination or preference; and

SECTION 7.04. Trustee to Represent Bond Owners . The Truste e is hereby irrevocably appointed (and the successive respective Owners of the Bonds, by taking and holding the same, shall be conclusively deemed to have so appointed the Trustee) as trustee and true and lawful attorney-in-fact of the Owners of the Bonds for the purpose of exercising and prosecuting on their behalf such rights and remedies as may be available to such Owners under the provisions of the Bonds, this Indenture and applicable provisions of any law. All rights of action under this Indenture or the Bonds may be prosecuted and enforced by the Trustee without the possession of any of the Bonds or the production thereof in any proceeding relating thereto, and any such suit, action or proceeding instituted by the Trustee shall be brought in the name of the Trustee for the benefit and protection of all the Owners of such Bonds, subject to the provisions of this Indenture.

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SECTION 7.05. Limitation on Bond Owners’ Right to Sue . Notwithstanding any other provision hereof, no Owner of any Bonds has the right to institute any suit, action or proceeding at law or in equity, for the protection or enforcement of any right or remedy under this Indenture, the Lease or any other applicabl e law with respect to such Bonds, unless (a) such Owner has given to the Trustee written notice of the occurrence of an Event of Default; (b) the Owners of a majority in aggregate principal amount of the Bonds then Outstanding have requested the Trustee in writing to exercise the powers hereinbefore granted or to institute such suit, action or proceeding in its own name; (c) such Owner or Owners have tendered to the Trustee reasonable indemnity against the costs, expenses and liabilities to be incurred in c ompliance with such request; (d) the Trustee has failed to comply with such request for a period of 60 days after such written request has been received by, and said tender of indemnity has been made to, the Trustee; and (e) no direction inconsistent with such written request has been given to the Trustee during such 60 day period by the Owners of a majority in aggregate principal amount of the Bonds then Outstanding.

Such notification, request, tender of indemnity and refusal or omission are hereby declared, in every case, to be conditions precedent to the exercise by any Owner of Bonds of any remedy hereunder or under law; it being understood and intended that no one or more Owners of Bonds shall have any right in any manner whatever by his or their action to affect, disturb or prejudice the security of this Indenture or the rights of any other Owners of Bonds, or to enforce any right under the Bonds, this Indenture, the Lease or other applicable law with respect to the Bonds, except in the manner herein provided, and that all proceedings at law or in equity to enforce any such right shall be instituted, had and maintained in the manner herein provided and for the benefit and protection of all Owners of the Outstanding Bonds, subject to the provisions of this Indenture.

SECTION 7.06. Absolute Obligation of Authority . Nothing herein or in the Bonds contained affects or impairs the obligation of the Authority, which is absolute and unconditional, to pay the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest and premium (if any) on the Bonds to the respective Owners of the Bonds at their respective dates of maturity, or upon acceleration or call for redemption, as herein provided, but only out of the Revenues and other assets herein pledged therefor, or affect or impair the right of such Owners, which is also absolute and unconditional, to enforce such payment by virtue of the contract embodied in the Bonds.

SECTION 7.07. Termination of Proceedings. In case any proceedings taken by the Trustee or by any one or more Bond Owners on account of any Event of Default have been discontinued or abandoned for any reason or have been determined adversely to the Trustee or the Bond Owners, then in every such case the Authority, the Trustee and the Bond Owners, subject to any determination in such proceedings, shall be restored to their former positions and rights hereunder, severally and respectively, and all rights, remedies, powers and duties of the Authority, the Trustee and the Bond Owners shall continue as though no such proceedings had been taken.

SECTION 7.08. Remedies Not E xclusive. No remedy herein conferred upon or reserved to the Trustee, to the Owners of the Bonds is intended to be exclusive of any other remedy or remedies, and each and every such remedy, to the extent pe rmitted by law, shall be cumulative and in addition to any other remedy given hereunder or now or hereafter existing at law or in equity or otherwise.

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SECTION 7.09. No Waiver of Default. No delay or omission of the Trustee or any Owner of the Bonds to exercise any right or power arising upon the occurrence of any default or Event of Default shall impair any such right or power or shall be construed to be a waiver of any such default or Event of Default or an acquiescence therein; and every power and remedy given by this Indenture to the Trustee or to the Owners of the Bonds may be exercised from time to time and as often as may be deemed expedient by the Trustee or the Bond Owners.

SECTION 7.10. Notice to B ond Owners of Default . Immediately upon becoming aware of the occurrence of an Event of Default, but in no event later than five Business Days following becoming aware of such occurrence, the Trus tee shall promptly give written notice thereof by first class mail, postage prepaid, to the Owner of each Outstanding Bond, unless such Event of Default has been cured before the giving of such notice; provided, however that except in the case of an Event of Default described in Sections 7.01(a) or 7.01(b), the Trustee may elect not to give such notice to the Bond Owners if and so long as the Trustee in good faith determines that it is in the best interests of the Bond Owners not to give such notice.

ARTICLE VIII

THE TRUSTEE

SECTION 8.01. Appointment of Trustee . U.S. Bank Trust Company, National Association is hereby appointed Trustee by the Author ity for the purpose of receiving all moneys required to be deposited with the Trustee hereunder and to allocate, use and apply the same as provided in this Indenture. The Authority will maintain a Trustee which is qualified under the provisions of the foregoing provisions of this Article VIII, so long as any Bonds are Outstanding.

SECTION 8.02. Acceptance of Trusts; Removal and Resignation of Trustee . The Trustee hereby accepts the express trusts imposed upon it by this Indenture, and agrees to perform said trusts, but only upon and subject to the following express terms and conditions:

(a) The Trustee shall, prior to an Event of Default, and after the curing or waiver of all Events of Default which may have occurred, perform such duties and only such duties as are expressly and specifically set forth in this Indenture and no implied duties or covenants shall be read into this Indenture against the Tru stee. If an Event of Default has occurred (which has not been cured), the Trustee shall exercise such of the rights and powers vested in it by hereunder, and use the same degree of care and skill in their exercise, as a prudent man would exercise or use under the circumstances in the conduct of his own affairs.

(b) The Authority may remove the Trustee upon 30 days’ prior notice , unless an Event of Default has occurred and is then continuing, and shall remove the Trustee (a) if at any time requested to do so by the City Council Regular Meeting - Page 239 of 473

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Owners of a majority in aggregate principal amount of the Bonds then Outstanding (or their attorneys duly authorized in writing) or (b) if at any time the Trustee ceases to be eligible in accordance with Section

8.02, or becomes incapable of acti ng, or is adjudged a bankrupt or insolvent, or a receiver of the Trustee or its property is appointed, or any public officer takes control or charge of the Trustee or of its property or affairs for the purpose of rehabilitation, conservation or liquidation.

(c) The Trustee may at any time resign by giving written notice of such resignation to the Authority and the City, and by giving the Bond Owners notice of such resignation by mail at the addresses shown on the Registration Books.

(d) Any removal or res ignation of the Trustee and appointment of a successor Trustee shall become effective upon acceptance of appointment by the successor Trustee. In the event of the removal or resignation of the Trustee under subsections (b) or ( c), respectively, the Author ity shall promptly appoint a successor Trustee.

If no successor Trustee has been appointed and accepted appointment within 45 days of giving notice of removal or notice of resignation as aforesaid, the retiring Trustee may petition any court of competent jurisdiction for the appointment of a successor Trustee, and such court may thereupon, after such notice (if any) as it may deem proper, appoint such successor Trustee. Any successor Trustee appointed under this Indenture, must signify its acceptance of such appointment by executing and delivering to the Authority, to its predecessor Trustee a written acceptance thereof, and after payment by the Authority of all unpaid fees and expenses of the predecessor Trustee, and thereupon such successor Trustee, without any further act, deed or conveyance, shall become vested with all the moneys, estates, properties, rights, powers, trusts, duties and obligations of such predecessor Trustee, with like effect as if originally named Trustee herein; but, nevertheless at the Written Request of the Authority or the request of the successor Trustee, such predecessor Trustee shall execute and deliver any and all instruments of conveyance or further assurance and do such other things as may reasonably be required for more f ully and certainly vesting in and confirming to such successor Trustee all the right, title and interest of such predecessor Trustee in and to the Leased Property held by such predecessor Trustee under this Indenture and shall pay over, transfer, assign and deliver to the successor Trustee any money or other property subject to the trusts and conditions herein set forth. Upon request of the successor Trustee, the Authority shall execute and deliver any and all instruments as may be reasonably required for more fully and certainly vesting in and confirming to such successor Trustee all such moneys, estates, properties, rights, powers, trusts, duties and obligations. Upon acceptance of appointment by a successor Trustee as provided in City Council Regular Meeting - Page 240 of 473

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this subsection, the Au thority shall promptly mail or cause the successor trustee to mail a notice of the succession of such Trustee to the trusts hereunder to each rating agency which is then rating the Bonds and to the Bond Owners at the addresses shown on the Registration Books. If the Authority fails to mail such notice within 15 days after acceptance of appointment by the successor Trustee, the successor Trustee shall cause such notice to be mailed at the expense of the Authority.

(e) Any Trustee appointed under this Indenture shall be a corporation or association organized and doing business under the laws of any state or the United States of America or the District of Columbia, shall be authorized under such laws to exercise corporate trust powers, shall have (or, in the case of a corporation or association that is a member of a bank holding company system, the related bank holding company has) a combined capital and surplus of at least $50,000,000, and shall be subject to supervision or examination by a federal or state a gency, so long as any Bonds are Outstanding. If such corporation or association publishes a report of condition at least annually under law or to the requirements of any supervising or examining agency above referred to, then for the purpose of this subsection (e), the combined capital and surplus of such corporation or association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. If the Trustee at any time ceases to be eligible in acc ordance with the provisions of this subsection (e), the Trustee shall resign immediately in the manner and with the effect specified in this Section.

SECTION 8.03. Merger or Consolidation. Any bank, national banking association, federal savings association, or trust company into which the Trustee may be merged or converted or with which it may be consolidated or any bank, national banking association, federal savings association, or trust company resultin g from any merger, conversion or consolidation to which it shall be a party or any bank, national banking association, federal savings association, or trust company to which the Trustee may sell or transfer all or substantially all of its corporate trust b usiness, provided such bank, national banking association, federal savings association, or trust company shall be eligible under subsection (e) of Section 8.02 shall be the successor to such Trustee, without the execution or filing of any paper or any furt her act, anything herein to the contrary notwithstanding.

SECTION 8.04. Liability of Trustee.

(a) The recitals of facts herein and in the Bonds contained shall be taken as statements of the Authority, and the Trustee shall not assume responsibility for the correctness of the same, or make any representations as to the validity or sufficiency of this Indenture, the Bonds or the Lease (including any right to receive moneys thereunder or the value of or title to the premises upon which the Leased Property is located), nor shall the Trustee incur any responsibility in respect thereof, other than as expressly stated herein in connection with the respective duties or obligations of Trustee herein or in the Bonds assigned to or imposed upon it. The Trustee shall, however, be responsible for its representations contained in its certificate of authentication on the Bonds. The Trustee City Council Regular Meeting - Page 241 of 473

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shall not be liable in connection with the performance of its duties hereunder, exc ept for its own negligence or willful misconduct. The Trustee may become the Owner of Bonds with the same rights it would have if it were not Trustee, and, to the extent permitted by law, may act as depository for and permit any of its officers or directors to act as a member of, or in any other capacity with respect to, any committee formed to protect the rights of Bond Owners, whether or not such committee shall represent the Owners of a majority in principal amount of the Bonds then Outstanding.

(b) The Trustee is not liable for any error of judgment made by a responsible officer, unless it is proved that the Trustee was negligent in ascertaining the pertinent facts.

(c) The Trustee is not liable with respect to any action taken or omitted to be taken by it in accordance with the direction of the Owners of a majority in aggregate principal amount of the Bonds at the time Outstanding relating to the time, method and place of conducting any proceeding for any remedy available to the Trustee, or exercising any trust or power conferred upon the Trustee under this Indenture or assigned to it under the Assignment Agreement.

(d) The Trustee is not liable for any action taken by it and believed by it to be authorized or within the discretion or rights or powers conferred upon it by this Indenture.

(e) The Trustee shall not be deemed to have knowledge of any Event of Default hereunder, or any other event which, with the passage of time, the giving of notice, or both, would constitute an Event of Default hereunder unless and until it shall have actual knowledge thereof, or a corporate trust officer shall have received written notice thereof at its Office from the City, the Authority or the Owners of at least 25% in aggregate principal amount of the Outstanding Bon ds. Except as otherwise expressly provided herein, the Trustee shall not be bound to ascertain or inquire as to the performance or observance by the Authority or the City of any of the terms, conditions, covenants or agreements herein, under the Lease or the Bonds or of any of the documents executed in connection with the Bonds, or as to the existence of a default or an Event of Default or an event which would, with the giving of notice, the passage of time, or both, constitute an Event of Default. The Trustee is not responsible for the validity, effectiveness or priority of any collateral given to or held by it. Without limiting the generality of the foregoing, the Trustee shall not be required to ascertain or inquire as to the performance or observance by the City or the Authority of the terms, conditions, covenants or agreements set forth in the Lease, other than the covenants of the City to make Lease Payments to the Trustee when due and to file with the Trustee when due, such reports and certifications as the City is required to file with the Trustee thereunder.

(f) No provision of this Indenture requires the Trustee to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers.

(g) The Trustee may execute any of the trusts or powers hereunder or perform any duties hereunder either directly or through agents, receivers or attorneys and the Trustee shall not be responsible for any misconduct or negligence on the part of any agent, receiver or attorney appointed with due care by it hereunder.

(h) The Trustee has no obligation to exercise any of the rights or powers vested in it by this Indenture at the request or direction of the Bond Owners under this Indenture, City Council Regular Meeting - Page 242 of 473

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unless such Owners have offered to the Trustee security or indemnity satisfactory to it against the costs, expenses and liabilities (including but not limited to fees and expenses of its attorneys), including, without limitations, an y liability arising under federal, state or local environmental laws which might be incurred by it in compliance with such request or direction. No permissive power, right or remedy conferred upon the Trustee hereunder shall be construed to impose a duty to exercise such power, right or remedy.

(i) Whether or not therein expressly so provided, every provision of this Indenture relating to the conduct or affecting the liability of or affording protection to the Trustee is subject to the provisions of Section 8.02(a), this Section 8.04 and Section 8.05, and shall be applicable to the assignment of any rights under the Lease to the Trustee under the Assignment Agreement.

(j) The Trustee is not accountable to anyone for the subsequent use or application of an y moneys (including the proceeds of the Bonds) which are released or withdrawn in accordance with the provisions hereof.

(k) The Trustee makes no representation or warranty, expressed or implied as to the title, value, design, compliance with specificatio ns or legal requirements, quality, durability, operation, condition, merchantability or fitness for any particular purpose for the use contemplated by the Authority or the City of the Leased Property. In no event shall the Trustee be liable for incidental , indirect, special or consequential damages in connection with or arising from the Lease or this Indenture for the existence, furnishing or use of the Leased Property.

(l) The Trustee has no responsibility with respect to any information, statement, or recital in any official statement, offering memorandum or any other disclosure material prepared or distributed with respect to the Bonds.

(m) The Trustee is authorized and directed to execute the Assignment Agreement in its capacity as Trustee hereunder.

(n) The Trustee shall have the right to accept and act upon instructions, including funds transfer instructions (“Instructions”) given pursuant to this Indenture and delivered using Electronic Means ("Electronic Means" shall mean the fol lowing communications methods: e-mail, facsimile transmission, secure electronic transmission containing applicable authorization codes, passwords and/or authentication keys issued by the Trustee, or another method or system specified by the Trustee as available for use in connection with its services hereunder); provided, however, that the Authority and/or City shall provide to the Trustee an incumbency certificate listing officers with the authority to provide such Instructions (“Authorized Officers”) an d containing specimen signatures of such Authorized Officers, which incumbency certificate shall be amended by the Authority and/or the City whenever a person is to be added or deleted from the listing. If the Authority and/or City elects to give the Trustee Instructions using Electronic Means and the Trustee in its discretion elects to act upon such Instructions, the Trustee’s reasonable understanding of such Instructions shall be deemed controlling. The Authority and City understand and agree that the Trustee cannot determine the identity of the actual sender of such Instructions and that the Trustee shall conclusively presume that directions that purport to have been sent by an Authorized Officer listed on the incumbency certificate provided to the Trustee have been sent by such Authorized Officer. The Authority and City shall be responsible for ensuring that only Authorized Officers transmit such City Council Regular Meeting - Page 243 of 473

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Instructions to the Trustee and that the Authority, City and all Authorized Officers are solely responsible to safeguard the use and confidentiality of applicable user and authorization codes, passwords and/or authentication keys upon receipt by the Authority and/or City. The Trustee shall not be liable for any losses, costs or expenses arising directly or indirectly from the Trustee’s reliance upon and compliance with such Instructions notwithstanding such directions conflict or are inconsistent with a subsequent written instruction. The Authority and City agree: (i) to assume all risks arising out of the us e of Electronic Means to submit Instructions to the Trustee, including without limitation the risk of the Trustee acting on unauthorized Instructions, and the risk of interception and misuse by third parties; (ii) that it is fully informed of the protections and risks associated with the various methods of transmitting Instructions to the Trustee and that there may be more secure methods of transmitting Instructions than the method(s) selected by the Authority and City; (iii) that the security procedures (i f any) to be followed in connection with its transmission of Instructions provide to it a commercially reasonable degree of protection in light of its particular needs and circumstances; and (iv) to notify the Trustee immediately upon learning of any compromise or unauthorized use of the security procedures.

(o) In acting or omitting to act pursuant to the Assignment Agreement, the Lease or the Site Lease, the Trustee shall be entitled to all of the rights, immunities and indemnities accorded to it under this Indenture, including, but not limited to, this Article VIII. Notwithstanding the effective date of this Indenture or anything to the contrary in this Indenture, the Trustee shall have no liability or responsibility for any act or event relating to this Indenture which occurs prior to the date the Trustee formally executes this Indenture and commences acting as Trustee hereunder.

(p) The Trustee shall not be liable to the parties hereto or deemed in breach or default hereunder if and to the extent its performance hereunder is prevented by reason of force majeure. The term “force majeure” means an occurrence that is beyond the control of the Trustee and could not have been avoided by exercising due care. Force majeure shall include, but not be limited to, acts of God, terrorism, war, riots, strikes, fire, floods, earthquakes, epidemics or other similar occurrences.

SECTION 8.05. Right to Rely on Documents. The Trustee shall be protected and shall incur no liability in acting or refraining from acting in reliance upon any notice, resolution, request, consent, order, certificate, report, opinion, bonds or other paper or document believed by them to be genuine and to have been signed or presented by the proper party or parties. The Trustee is under no duty to make any investigation or inquiry as to any statements contained or matter referred to in any paper or document but may accept and conclusively rely upon the same as conclusive evidence of the truth and accuracy of any such statement or matter and shall be fully protected in relying thereon.

The Trustee may consult with counsel, who may be counsel of or to the Authority, with regard to legal questions, and the opinion of such counsel shall be f ull and complete authorization and protection in respect of any action taken or suffered by it hereunder in good faith and in accordance therewith.

The Trustee may treat the Owners of the Bonds appearing in the Registration Books as the absolute owners of the Bonds for all purposes and the Trustee shall not be affected by any notice to the contrary.

Whenever in the administration of the trusts imposed upon it by this Indenture the Trustee deems it necessary or desirable that a matter be proved or establis hed prior to City Council Regular Meeting - Page 244 of 473

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taking or suffering any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may be deemed to be conclusively proved and established by a Written Certificate, Written Request or Written Requisition of the Authority or the City, and such Written Certificate, Written Request or Written Requisition shall be full warrant to the Trustee for any action taken or suffered under the provisions of this Indenture in reliance upon such Written Certificate, Written Request or Written Requisition, and the Trustee shall be fully protected in relying thereon, but in its discretion the Trustee may, in lieu thereof, accept other evidence of such matter or may require such additional evidence as to it may deem reasonable.

The Trustee shall have no duty to review, verify or analyze any financial statements furnished to it by the City, and shall hold such financial statements solely as a repository for Bond Owners. The Trustee shall not be deemed to have notice o f any information contained therein or any Event of Default that may be disclosed therein in any manner.

SECTION 8.06. Preservation and Inspection of Documents . All documents received by the Trustee under the provisions of this Indenture shall be retained in its respective possession and in accordance with its retention policy then in effect and shall, upon reasonable notice to Trustee, be subject to the inspection of the Authority, the C ity and any Bond Owner, and their agents and representatives duly authorized in writing, during business hours and under reasonable conditions as agreed to by the Trustee.

SECTION 8.07. Compensation and Indemnification. The Authority shall pay to the Trustee from time to time, on demand, the compensation for all services rendered under this Indenture and also all reasonable expenses, advances (including any interest on advances), charges, legal ( including outside counsel and the allocated costs of internal attorneys) and consulting fees and other disbursements, incurred in and about the performance of its powers and duties under this Indenture.

The Authority shall indemnify the Trustee, its offic ers, directors, employees and agents against any cost, loss, liability , suit, claim, damages, judgment or expense whatsoever (including but not limited to fees and expenses of its attorneys) incurred without negligence or willful misconduct on its part, arising out of or in connection with the acceptance or administration of this trust and this Indenture, the Assignment Agreement, the Site Lease and the Lease , including costs and expenses of defending itself against any claim or liability in connection with the exercise or performance of any of its powers hereunder or under the Assignment Agreement or the Lease. As security for the performance of the obligations of the Authority under this Section 8.07 and the obligation of the Authority to make Additional Rental Payments to the Trustee, the Trustee shall have a lien prior to the lien of the Bonds upon all property and funds held or collected by the Trustee as such. The rights of the Trustee and the obligations of the Authority under this Section 8.07 shall survive the resignation or removal of the Trustee or the discharge of the Bonds and this Indenture and the Lease. When the Trustee incurs expenses or renders services after the occurrence of an Event of Default, such expenses and the compensation for such services are intended to constitute expenses of administration under any federal or state bankruptcy, insolvency, arrangement, moratorium, reorganization or other debtor relief law.

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ARTICLE IX

MODIFICATION OR AMENDMENT HEREOF

SECTION 9.01. Amendments Permitted.

(a) Amendments With Bond Owner Consent. This Indenture and the rights and obligations of the Authority and of the Owners of the Bonds and of the Trustee may be modified or amended from time to time and at any time by Supplemental Indenture, which the Authority and the Trustee may enter into when the written consents of the Owners of a majority in aggregate principal amount o f all Bonds then Outstanding are filed with the Trustee. No such modification or amendment may (i) extend the fixed maturity of any Bonds, or reduce the amount of principal thereof or extend the time of payment, or change the method of computing the rate of interest thereon, or extend the time of payment of interest thereon, without the consent of the Owner of each Bond so affected, or (ii) reduce the aforesaid percentage of Bonds the consent of the Owners of which is required to effect any such modification or amendment, or permit the creation of any lien on the Revenues and other assets pledged under this Indenture prior to or on a parity with the lien created by this Indenture except as permitted herein, or deprive the Owners of the Bonds of the lien created by this Indenture on such Revenues and other assets (except as expressly provided in this Indenture), without the consent of the Owners of all of the Bonds then Outstanding. It is not necessary for the consent of the Bond Owners to approve the particular form of any Supplemental Indenture, but it is sufficient if such consent approves the substance thereof.

(b) Amendments Without Owner Consent . This Indenture and the rights and obligations of the Authority, of the Trustee and the Owners of the Bonds may also be modified or amended from time to time and at any time by a Supplemental Indenture, which the Authority and the Trustee may enter into without the consent of any Bond Owners, if the Trustee has been furnished an opinion of counsel that the prov isions of such Supplemental Indenture shall not materially adversely affect the interests of the Owners of the Bonds, including, without limitation, for any one or more of the following purposes:

(i) to add to the covenants and agreements of the Authority in this Indenture contained, other covenants and agreements thereafter to be observed, to pledge or assign additional security for the Bonds (or any portion thereof), or to surrender any right or power herein reserved to or conferred upon the Authority;

(ii) to cure any ambiguity, inconsistency or omission, or to cure or correct any defective provision, contained in this Indenture, or in regard to matters or questions arising under this Indenture, as the Authority deems necessary or desirable, provided th at such modification or amendment does not materially adversely affect the interests of the Bond Owners, in the opinion of Bond Counsel filed with the Trustee;

(iii) to modify, amend or supplement this Indenture in such manner as to permit the qualification hereof under the Trust Indenture Act of 1939, as amended, or any similar federal statute hereafter in effect, and to City Council Regular Meeting - Page 246 of 473

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add such other terms, conditions and provisions as may be permitted by said act or similar federal statute; or

(iv) to facilitate the issuance of additional obligations of the City under the Lease Agreement as provided in Section 7.5(b)(iv) thereof.

(c) Limitation. The Trustee is not obligated to enter into any Supplemental Indenture authorized by subsections (a) or (b) of this Section 9.01 which materially adversely affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise.

(d) Bond Counsel Opinion Requirement. Prior to the Trustee entering into any Supplemental Indenture hereunder, the Authority shall deliver to the Trustee an opinion of Bond Counsel stating, in substance, that such Supplemental Indenture has been adopted in compliance with the requirements of this Indenture.

(e) Notice of Amendments. The Authority shall deliver or cause to be delivered a draft of any Supplemental Indenture to each rating agency which then maintains a rating on the Bonds, at least 10 days prior to the effective date of such Supplemental Indenture under this Section 9.01.

SECTION 9.02. Effect of Supplemental Indenture . Upon the execution of any Supplemental Indenture under this Article IX, this Indenture shall be deemed to be modified and amended in accordance therewith, and the respective rights, duties and obligations under this Indenture of the Authority, the Trustee and all Owners of Bonds Outstanding shall thereafter be determined, exercised and enforced hereunder subject in all respects to such modification and amendment, and all the terms and conditions of any such Supplemental Indenture shall be deemed to be part of the terms and conditions of this Indenture for any and all purposes.

SECTION 9.03. Endorsement of Bonds; Preparation of New Bonds . Bonds delivered after the execution of any Supplemental Indenture under this Article may, and if the Authority so determines shall, bear a notation by endorsement or otherwise in form approved by the Authority as to any modification or amen dment provided for in such Supplemental Indenture, and, in that case, upon demand on the Owner of any Bonds Outstanding at the time of such execution and presentation of his Bonds for the purpose at the Office of the Trustee or at such additional offices a s the Trustee may select and designate for that purpose, a suitable notation shall be made on such Bonds. If the Supplemental Indenture shall so provide, new Bonds so modified as to conform, in the opinion of the Authority, to any modification or amendmen t contained in such Supplemental Indenture, shall be prepared and executed by the Authority and authenticated by the Trustee, and upon demand on the Owners of any Bonds then Outstanding shall be exchanged at the Office of the Trustee, without cost to any B ond Owner, for Bonds then Outstanding, upon surrender for cancellation of such Bonds, in equal aggregate principal amount of the same maturity.

SECTION 9.04. Amendment of Particular Bonds. The provisions of this Article IX do not prevent any Bond Owner from accepting any amendment as to the particular Bonds held by such Owner.

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ARTICLE X

DEFEASANCE

SECTION 10.01. Discharge of Indenture. Any or all of the Outstanding Bonds may be paid by the Authority in any of the following ways, provided that the Authority also pays or causes to be paid any other sums payable hereunder by the Authority:

(a) by p aying or causing to be paid the principal of and interest and premium (if any) on such Bonds, as and when the same become due and payable;

(b) by depositing with the Trustee, in trust, at or before maturity, money or securities in the necessary amount (as provided in Section 10.03) to pay or redeem such Bonds; or

If the Authority also pays or causes to be paid all other sums payable hereunder by the Authority, then and in that case, at the election of the Authority (evidenced by a Written Certificate of the Authority, filed with the Trustee, signifying the intention of the Authority to discharge all such indebtedness and this Indenture), and notwithstanding that any of such Bonds shall n ot have been surrendered for payment, this Indenture and the pledge of Revenues and other assets made under this Indenture with respect to such Bonds and all covenants, agreements and other obligations of the Authority under this Indenture with respect to such Bonds shall cease, terminate, become void and be completely discharged and satisfied, subject to Section 10.02, and except for Section 8.07 hereof, which shall survive. In such event, upon the Written Request of the Authority, the Trustee shall execu te and deliver to the Authority all such instruments as may be necessary or desirable to evidence such discharge and satisfaction, and the Trustee shall pay over, transfer, assign or deliver to the City all moneys or securities or other property held by it under this Indenture which are not required for the payment or redemption of any of such Bonds not theretofore surrendered for such payment or redemption. The Trustee is entitled to conclusively rely on any such Written Certificate or Written Request and, in each case, is fully protected in relying thereon.

SECTION 10.02. Discharge of Liability on Bonds . Upon the deposit with the Trustee, in trust, at or before maturity, of money or securities in the necessary amount (as provided in Section 10.03) to pay or redeem any Outstanding Bonds (whether upon or prior to the maturity or the redemption date of such Bonds), provided that, if such Bonds are to be redeemed prior to maturity, notice of such redemption shall have been given as provided in Article IV or provision satisfactory to the Trustee shall have been made for the giving of such notice, then all liability of the Authority in respect of such Bonds shall cease, terminate and be completely disc harged, and the Owners thereof shall thereafter be entitled only to payment out of such money or securities deposited with the Trustee as aforesaid for their payment, subject, however, to the provisions of Section 10.04.

The Authority may at any time surr ender to the Trustee, for cancellation by the Trustee, any Bonds previously issued and delivered, which the Authority may have City Council Regular Meeting - Page 248 of 473

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acquired in any manner whatsoever, and such Bonds, upon such surrender and cancellation, shall be deemed to be paid and retired.

SECTION 10.03. Deposit of Money or Securities with Trustee . Whenever in this Indenture it is provided or permitted that there be deposited with or held in trust by the Trustee money or securities in the necessary amount to pay or redeem any Bonds, the money or securities so to be deposited or held may include money or securities held by the Trustee in the funds and accounts established under this Indenture and shall be:

(a) lawful money of the United States of America in an amount equal to the principal amount of such Bonds and all unpaid interest thereon to maturity, except that, in the case of Bonds which are to be redeemed prior to maturity and in respect of which notice of such re demption shall have been given as provided in Article IV or provision satisfactory to the Trustee shall have been made for the giving of such notice, the amount to be deposited or held shall be equal to the principal amount (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of such Bonds, premium, if any, and all unpaid interest thereon to the redemption date; or

(b) non-callable Federal Securities, the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest on which when due will, in the written opinion of an Independent Accountant filed with the City, the Authority and the Trustee, provide money sufficient to pay the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest and premium (if any) on the Bonds to be paid or redeemed, as such principal (including the principal amount of any Term Bonds that is subj ect to mandatory sinking fund redemption) , interest and premium become due, provided that in the case of Bonds which are to be redeemed prior to the maturity thereof, notice of such redemption shall have been given as provided in Article IV or provision sa tisfactory to the Trustee has been made for the giving of such notice;

provided, in each case, that (i) the Trustee shall have been irrevocably instructed (by the terms of this Indenture or by Written Request of the Authority) to apply such money to the payment of such principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption), interest and premium (if any) with respect to such Bonds, and (ii) the Authority shall have delivered to the Trustee an opinion of Bond Counsel to the effect that such Bonds have been discharged in accordance with this Indenture (which opinion may rely upon and assume the accuracy of the Independent Accountant’s opinion referred to above). The Trustee shall be entitled to conclusively rely on such Written Request or opinion and shall be fully protected, in each case, in relying thereon.

SECTION 10.04. Unclaimed Funds . Notwithstanding any provisions of this Indenture, any moneys held by the Trustee in trust for the payment of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of, or interest on, any Bonds and remaining unclaimed for 2 years after City Council Regular Meeting - Page 249 of 473

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the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of all of the Bonds has become due and payable (whether at maturity or upon call for redempt ion or by acceleration as provided in this Indenture), if such moneys were so held at such date, or 2 years after the date of deposit of such moneys if deposited after said date when all of the Bonds became due and payable, shall be repaid (without liability for interest) to the Authority free from the trusts created by this Indenture, and all liability of the Trustee with respect to such moneys shall thereupon cease; provided, however, that before the repayment of such moneys to the Authority as aforesaid, the Trustee shall (at the cost of the Authority) first mail to the Owners of Bonds which have not yet been paid, at the addresses shown on the Registration Books, a notice, in such form as may be deemed appropriate by the Trustee with respect to the Bonds so payable and not presented and with respect to the provisions relating to the repayment to the Authority of the moneys held for the payment thereof.

ARTICLE XI

MISCELLANEOUS

SECTION 11.01. Liability of Authority Limited to Revenues . Notwithstanding anything in this Indenture or in the Bonds contained, the Authority is not required to advance any moneys derived from any source o ther than the Revenues, the Additional Rental Payments and other assets pledged under this Indenture for any of the purposes in this Indenture mentioned, whether for the payment of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of or interest on the Bonds or for any other purpose of this Indenture. Nevertheless, the Authority may, but is not required to, advance for any of the purposes hereof any funds of the Authority which may be made available to it for such purposes.

SECTION 11.02. Limitation of Rights to Parties and Bond Owners. Nothing in this Indenture or in the Bonds expressed or implied is intended or shall be construed to give to any person other than the Authority, the Trustee, the City and the Owners of the Bonds, any legal or equitable right, remedy or claim under or in respect of this Indenture or any covenant, condition or provision therein or her ein contained; and all such covenants, conditions and provisions are and shall be held to be for the sole and exclusive benefit of the Authority, the Trustee, the City and the Owners of the Bonds.

SECTION 11.03. Funds and Accounts . Any fund or account required by this Indenture to be established and maintained by the Trustee may be established and maintained in the accounting records of the Trustee, either as a fund or an account, and may, for the purposes of such records, any audits thereof and any reports or statements with respect thereto, be treated either as a fund or as an account; but all such records with respect to all such funds and accounts shall at all times be maintained in accordance with corporate industry standards to the extent practicable, and with due regard for the requirements of Section 6.05 and for the protection of the security of the Bonds and the rights of every Owner thereof. The Trustee may establish such funds and accounts as it deems necessary or appropriate to perform its obligations under this Indenture.

SECTION 11.04. Waiver of Notice; Requirement of Mailed Notice . Whenever in this Indenture the giving of notice by mail or otherwise is required, the giving of such notice City Council Regular Meeting - Page 250 of 473

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may be waived in writing by the person entitled to receive such notice and in any such case the giving or receipt of such notice shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. Whenever in this Indenture any notice is required to be given by mail, such requirement may be satisfied by the deposit of such notice in the United States mail, postage prepaid, by first class mail.

SECTION 11.05. Destruction of Bonds . Whenever in this Indenture provision is made for the cancellation by the Trustee, and the delivery to the Authority, of any Bonds, the Trustee shall destroy such Bonds as may be allowed by law and, upon the Authority’s request, deliver a certificate of such destruction to the Authority.

SECTION 11.06. Severability of Invalid Provisions . If any one or more of the provisions contained in this Indenture or in the Bonds shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions contained in this Indentur e and such invalidity, illegality or unenforceability shall not affect any other provision of this Indenture, and this Indenture shall be construed as if such invalid or illegal or unenforceable provision had never been contained herein. The Authority her eby declares that it would have entered into this Indenture and each and every other Section, paragraph, sentence, clause or phrase hereof and authorized the issuance of the Bonds pursuant thereto irrespective of the fact that any one or more Sections, par agraphs, sentences, clauses or phrases of this Indenture may be held illegal, invalid or unenforceable.

SECTION 11.07. Notices. All notices or communications to be given under this Indenture shall be given by first class mail or personal delivery to the party entitled thereto at its address set forth below, or at such address as the party may provide to the other party in writing from time to time. Notice shall be effective either (a) upon transmission by facsimile transmission or other form of telecommunication, confirmed by telephone, (b) 48 hours after deposit in the United States mail, postage prepaid, or (c) in the case of personal delivery to any person, upon actual receipt. The Authority, the City or the Trustee may, by written notice to the other parties, from time to time modify the address or number to which communications are to be given hereunder.

If to the City/Authority: City of Lynwood
11330 Bullis Road
Lynwood, CA 90262
Attn: City Manager/Chief Administrative Officer

If to the Trustee: U.S. Bank Trust Company, National Association U.S. Bank Tower
633 West 5th Street, 24th Floor
Los Angeles, CA 90071
Attn: Corporate Trust Services

SECTION 11.08. Evidence of Rights of Bond Owners . Any request, consent or other instrument required or permitted by this Indenture to be signed and executed by Bond Owners may be in any number of concurrent instruments of substantially similar tenor and shall be signed or executed by such Bond Owners in person or by an agent or agents duly appointed in writing. Proof of the execution of any such request, consent or other instrument or of a writing appointing any such agent, or of the holding by any person of Bonds transferable by delivery, shall be sufficient for any purpose of this Indenture and City Council Regular Meeting - Page 251 of 473

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shall be conclusive in favor of the Trustee and the Authority if made in the manner provided in this Section 11.08.

The fact and date of the execution by any person of any such request, consent or other instrument or writing may be proved by the certificate of any notary public or other officer of any jurisdiction, authorized by the laws thereof to take acknowledgments of deeds, certifying that the person signing such request, consent or other instrument acknowledged to him the execution thereof, or by an affidavit of a witness of such execution duly sworn to before such notary public or other officer.

The ownership of Bonds shall be proved by the Registration Books.

Any request, consent, or other instrument or writing of the Owner of any Bond shall bind every future Owner of the same Bond and the Owner of every Bond issued in exchange therefor or in lieu thereof, in respect of anything done or suffered to be done by the Trustee or the Authority in accordance therewith or reliance thereon.

SECTION 11.09. Disqualified Bonds. In determining whether the Owners of the requisite aggregate principal amount of Bonds have concurred in any demand, request, direction, consent or waiver under this Indenture, Bonds which are actually known by the Trustee to be owned or held by or for the account of the Authority or the City, or by any other obligor on the Bonds, or by any person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the Authority or the City or any other obligor on the Bon ds, shall be disregarded and deemed not to be Outstanding for the purpose of any such determination unless all Bonds are so owned or held, in which case such Bonds shall be considered Outstanding for the purpose of such determination ..

Bonds so owned which have been pledged in good faith may be regarded as Outstanding for the purposes of this Section if the pledgee shall establish to the satisfaction of the Trustee the pledgee’s right to vote such Bonds and that the pledgee is not a person directly or indirectly controlling or controlled by, or under direct or indirect common control with, the Authority or the City or any other obligor on the Bonds. In case of a dispute as to such right, the Trustee shall be entitled to rely upon the advice of counsel in a ny decision by Trustee and shall be fully protected in relying thereon.

Upon request, the Authority and the City shall certify to the Trustee those Bonds disqualified under this Section 11.09, and the Trustee may conclusively rely on such certifications.

SECTION 11.10. Money Held for Particular Bonds. The money held by the Trustee for the payment of the interest, premium, if any, or principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) due on any date with respect to particular Bonds (or portions of Bonds in the case of Bonds redeemed in part only) shall, on and after such date and pending such payment, be set aside on its books and held in trust by it for the Owners of the Bonds entitled thereto, subject, however, to the provisions of Section 10.04 but without any liability for interest thereon.

SECTION 11.11. Waiver of Personal Liability . No member, officer, agent or employee of the Authority shall be individually or personally liable for the payment of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of or interest or premium (if any) on the Bonds or be subject to any personal liability or accountability by reason of the issuance thereof; but nothing herein City Council Regular Meeting - Page 252 of 473

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contained shall relieve any such member, officer, agent or employee from the performance of any official duty provided by law or by this Indenture.

SECTION 11.12. Successor Is Deemed Included in All References to Predecessor.

Whenever in this Indenture either the Author ity, the City or the Trustee is named or referred to, such reference shall be deemed to include the successors or assigns thereof, and all the covenants and agreements in this Indenture contained by or on behalf of the Authority, the City or the Trustee sh all bind and inure to the benefit of the respective successors and assigns thereof whether so expressed or not.

SECTION 11.13. Execution in Several Counterparts . This Indenture may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original; and all such counterparts, or as many of them as the Authority and the Trustee shall preserve undestroyed, shall together constitute but one and the same instrument.

SECTION 11.14. Payment on Non -Business Day. In the event any payment is required to be made hereunder on a day which is not a Business Day, such payment shall be made on the n ext succeeding Business Day and with the same effect as if made on such preceding non-Business Day.

SECTION 11.15. Governing Law . This Indenture shall be governed by and construed in accordance with the laws of the State of California.

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IN WITNESS WHEREOF, the LYNWOOD PUBLIC FINANCING AUTHORITY has caused this Indenture to be signed in its name by its Chief Administrative Officer and attested to by its Secretary, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in token of its acceptance of the trusts created hereunder, has caused this Indenture to be signed in its corporate name by its officer thereunto duly authorized, all as of the day and year first above written.

LYNWOOD PUBLIC FINANCING AUTHORITY

By
Ernie Hernandez
Chief Administrative Officer
Attest:

Maria Quiñonez
Secretary

U.S. BANK TRUST COMPANY, NATIONAL
ASSOCIATION, as Trustee

By
Authorized Officer

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APPENDIX A

DEFINITIONS

“Additional Rental Payments ” means the amounts of additional rental which are payable by the City under Section 4.5 of the Lease or which are otherwise identified as Additional Rental Payments under the Lease.

“Assignment Agreement” means the Assignment Agreement dated as of July 1, 2022, between the Authority as assignor and the Trustee as assignee, as originally executed or as thereafter amended.

“Authority” means the Lynwood Public Financing Authority , a joint exercise of powers authority duly organized and existing under the laws of the State of California.

“Authorized Representative” means: (a) with respect to the Authority, its President, Chief Administrative Officer , Authority Finance Director, Treasurer, General Counsel or any other person designated as an Authorized Representative of the Authority by a Written Certificate of the Authority signed by its Chief Administrative Officer and filed with the City and the Trustee; and (b) with respect to the City, its Mayor, City Manager, Finance Director, Treasurer, City Attorney or any other person designated as an Authorized Representative of the City by a Written Certificate of the City signed by its City Manager and filed with the Authority and the Trustee.

“Bond Counsel” means (a) Jones Hall, A Professional Law Corporation, or (b) any other attorney or firm of attorneys appointed by or acceptable to the Authority of nationally- recognized experience in the issuance of municipal bonds.

“Bond Fund” means the fund by that name established and held by the Trustee under Section 5.01.

“Bond Year” means each twelve -month period extending from October 2 in one calendar year to October 1 of the succeeding calendar year, both dates inclusive; except that the first Bond Year commences on the Closing Date and extends to and including October 1, 2022.

“Bonds” means the $__________ aggregate principal amount of Lynwood Public Financing Authority Lease Revenue Bonds, Series 2022 (Federally Taxable) authorized by and at any time Outstanding under this Indenture.

“Business Day” means a day (other than a Saturday or a Sunday) on which banks are not required or authorized to remain closed in the City in which the Office of the Trustee is located.

“City” means the Lynwood, a general law city and municipal corporation organized and existing under the Constitution and laws of the State of California.

“Closing Date” means _________, 2022, the date of delivery of the Bonds to the Original Purchaser.

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“Costs of Issuance” means all items of expense directly or indirectly payable by or reimbursable to the City relat ing to the authorization, issuance, sale and delivery of the Bonds, including but not limited to: printing expenses; rating agency fees; filing and recording fees; initial fees, expenses and charges of the Trustee and their respective counsel, including th e Trustee’s first annual administrative fee; fees, charges and disbursements of attorneys, financial advisors, accounting firms, consultants and other professionals; fees and charges for preparation, execution and safekeeping of the Bonds; and any other cost, charge or fee in connection with the original issuance of the Bonds.

“Costs of Issuance Fund ” means the fund by that name established and held by the Trustee under Section 3.03.

“Depository” means (a) initially, DTC, and (b) any other Securities Depo sitories acting as Depository under Section 2.04.

“Depository System Participant” means any participant in the Depository’s book - entry system.

“DTC” means The Depository Trust Company, and its successors and assigns.

“Event of Default” means any of the events specified in Section 7.01.

“Federal Securities” means: (a) any direct general obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America), for which the full faith and credit of the United States of America are pledged; (b) obligations of any agency, department or instrumentality of the United States of America, the timely payment of principal of and interest on which are directl y or indirectly secured or guaranteed by the full faith and credit of the United States of America.

“Fiscal Year ” means any twelve -month period extending from July 1 in one calendar year to June 30 of the succeeding calendar year, both dates inclusive, or any other twelve-month period selected and designated by the Authority as its official fiscal year period.

“Indenture” means this Indenture of Trust, as originally executed or as it may from time to time be supplemented, modified or amended by any Supplemental Indenture under the provisions hereof.

“Independent Accountant” means any certified public accountant or firm of certified public accountants appointed and paid by the Authority or the City, and who, or each of whom (a) is in fact independent and not under domination of the Authority or the City; (b) does not have any substantial interest, direct or indirect, in the Authority or the City; and (c) is not connected with the Authority or the City as an officer or employee of the Authority or the City but who may be regularly retained to make annual or other audits of the books of or reports to the Authority or the City.

“Insurance and Condemnation Fund ” means the fund by that name established and held by the Trustee under Section 5.07.

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“Interest Account” means the account by that name established and held by the Trustee in the Bond Fund under Section 5.02.

“Interest Payment Date” means each April 1 and October 1, commencing October 1, 2022, so long as any Bonds remain unpaid.

“Law” has the meaning given that term in the Recitals.

“Lease” means the Lease Agreement dated as of July 1, 2022 , between the Authority as lessor and the City as lessee of the Leased Property, as originally executed and as it may from time to time be supplemented, modified or amended in accordance with the terms thereof and of this Indenture.

“Lease Payment Date ” means, with respect to any Interest Payment Date, the Business Day immediately preceding such Interest Payment Date.

“Lease Payments” means the amounts payable by t he City under Section 4.3(a) of the Lease, including any prepayment thereof and including any amounts payable upon a delinquency in the payment thereof.

“Leased Property” means the real property described in Appendix A to the Lease.

“Net Proceeds” means amounts derived from any policy of casualty insurance with respect to the Leased Property, or the proceeds of any taking of the Leased Property or any portion thereof in eminent domain proceedings (including sale under threat of such proceedings), to the extent remaining after payment therefrom of all expenses incurred in the collection and administration thereof.

“Nominee” means (a) initially, Cede & Co. as nominee of DTC, and (b) any other nominee of the Depository designated under Section 2.04(a).

“Office” means the corporate trust office of the Trustee in Los Angeles, or such other or additional offices as the Trustee may designate in writing to the Authority from time to time as the corporate trust office for purposes of the Indenture; except that with respect to presentation of Bonds for payment or for registration of transfer and exchange such term means the office or agency of the Trustee at which, at any particular time, its corporate trust agency business is conducted.

“Original Purchaser” means Cabrera Capital Markets, LLC, as original underwriter of the Bonds upon their delivery by the Trustee on the Closing Date.

“Outstanding”, when used as of any particular time with reference to Bonds, means all Bonds theretofore, or thereupon being, auth enticated and delivered by the Trustee under this Indenture except: (a) Bonds theretofore canceled by the Trustee or surrendered to the Trustee for cancellation; (b) Bonds with respect to which all liability of the Authority shall have been discharged in accordance with Section 10.02, including Bonds (or portions thereof) described in Section 11.09; and (c) Bonds for the transfer or exchange of or in lieu of or in substitution for which other Bonds shall have been authenticated and delivered by the Trustee under this Indenture.

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“Owner”, whenever used herein with respect to a Bond, means the person in whose name the ownership of such Bond is registered on the Registration Books.

“Permitted Encumbrances” means, as of any time: (a) liens for general ad valorem taxes and assessments, if any, not then delinquent, or which the City may permit to remain unpaid under Article V of the Lease; (b) the Site Lease, the Lease and the Assignment Agreement; (c) any right or claim of any mechanic, laborer, material man, sup plier or vendor not filed or perfected in the manner prescribed by law; and ( d) easements, rights of way, mineral rights, drilling rights and other rights, reservations, covenants, conditions or restrictions which exist of record and which the City certifies in writing will not materially impair the use of the Leased Property for its intended purposes.

“Permitted Investments” means any of the following:

(a) any direct general obligations of the United States of America (including obligations issued or held in book entry form on the books of the Department of the Treasury of the United States of America), for which the full faith and credit of the United States of America are pledged.

(b) obligations of any agency, department or instrumentality of the United States of America, the timely payment of principal and interest on which are directly or indirectly secured or guaranteed by the full faith and credit of the United States of America.

(c) Any direct or indirect obligations of an agency or department of the United States of America whose obligations represent the full faith and credit of the United States of America, or which are rated A or better by S&P.

(d) Interest-bearing deposit accounts (including certificates of deposit placed by a third party pu rsuant to a separate agreement between the Authority and the Trustee), time deposits, bank deposit products, trust funds, trust accounts, interest bearing deposits, overnight bank deposits or interest bearing money market accounts in federal or State chartered savings and loan associations or in federal or State of California banks (including the Trustee or any of its affiliates ), provided that: (i) the unsecured obligations of such commercial bank or savings and loan association are rated A or better by S& P; or (ii) such deposits are fully insured by the Federal Deposit Insurance Corporation or secured at all times by collateral described in (a) or (b) above.

(e) Commercial paper rated at the time of purchase “A-1+” or better by S&P.

(f) Federal funds or bankers acceptances with a maximum term of one year of any bank (which may include the Trustee and its affliates) which an unsecured, uninsured and unguaranteed obligation rating of “A-1+” or better by S&P.

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(g) Money market mutual funds registered under the Federal Investment Company Act of 1940, whose shares are registered under the Federal Securities Act of 1933, and having a rating by S&P of at least AAAm-G, AAAm or AAm, which funds may include funds for which the Trustee, its affiliates, parent or subs idiaries provide investment advisory, custodial, transfer agency or other management services , and for which they receive and retain a fee for such services provided to the fund. Money market funds permitted under this paragraph shall not include funds with a floating net asset value.

(h) Obligations the interest on which is excludable from gross income pursuant to Section 103 of the Tax Code and which are either (a) rated A or better by S&P, or (b) fully secured as to the payment of principal and interest by Permitted Investments described in clauses (a) or (b).

(i) Obligations issued by any corporation organized and operating within the United States of America having assets in excess of $500,000,000, which obligations are rated A or better by S&P.

(j) Bonds or notes issued by any state or municipality which are rated A or better by S&P.

(k) Any investment agreement with, or guaranteed by, a financial institution the long -term unsecured obligations or the claims paying ability of which are rated A or be tter by S&P at the time of initial investment, by the terms of which all amounts invested thereunder are required to be withdrawn and paid to the Trustee in the event either of such ratings at any time falls below A.

(l) The Local Agency Investment Fund of the State of California, created pursuant to Section 16429.1 of the California Government Code, to the extent the Trustee is authorized to register such investment in its name.

“Principal Account” means the account by that name established and held by the Trustee in the Bond Fund under Section 5.02.

“Record Date” means, with respect to any Interest Payment Date, the 15th calendar day of the month preceding such Interest Payment Date, whether or not such day is a Business Day.

“Redemption Fund” means t he fund by that name established and held by the Trustee under Section 5.06.

“Registration Books” means the records maintained by the Trustee under Section

2.05 for the registration and transfer of ownership of the Bonds.

“Revenues” means: (a) all amounts received by the Authority or the Trustee under or with respect to the Lease, including, without limiting the generality of the foregoing, all of the Lease Payments (including both timely and delinquent payments, any late charges, City Council Regular Meeting - Page 259 of 473

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and whether paid from an y source), but excluding (i) any amounts described in Section

7.5(b)(iv) of the Lease, and (ii) any Additional Rental Payments; and (b) all interest, profits or other income derived from the investment of amounts in any fund or account established under this Indenture.

“Securities Depositories ” means DTC; and, in accordance with then current guidelines of the Securities and Exchange Commission, such other securities depositories as the Authority designates in written notice filed with the Trustee.

“Site Lease” means the Site Lease dated as of July 1, 2022, between the City as lessor and the Authority as lessee, as amended from time to time in accordance with its terms.

“Site Lease Payment” means the amount payable by the Authority to the City on the Closing Date under Section 3 of the Site Lease.

“S&P” means S&P Global Ratings, a business unit of Standard & Poor’s Financial Services LLC business, its successors and assigns.

“Supplemental Indenture ” means any indenture hereafter duly authorized and entered into between the Authority and the Trustee, supplementing, modifying or amending this Indenture; but only if and to the extent that such Supplemental Indenture is specifically authorized hereunder.

“Term” means, with reference to the Lease, the time during which the Lease is in effect, as provided in Section 4.2 thereof.

“Term Bonds” means the Bonds maturing on October 1 in each of the years 20___ and 20___.

“Trustee” means U.S. Bank Trust Company, National Association , a national banking association organized and existing under the laws of United States of America, or its successor or successors, as Trustee hereunder as provided in Article VIII.

“Written Certificate,” “Written Request” and “ Written Requisition” of the Authority or the City mean, re spectively, a written certificate, request or requisition signed in the name of the Authority or the City by its Authorized Representative. Any such instrument and supporting opinions or representations, if any, may, but need not, be combined in a single instrument with any other instrument, opinion or representation, and the two or more so combined shall be read and construed as a single instrument.

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APPENDIX B

BOND FORM

NO. R- ***$ ***

UNITED STATES OF AMERICA

STATE OF CALIFORNIA

Lynwood Public Financing Authority

LEASE REVENUE BONDS, SERIES 2022
(FEDERALLY TAXABLE)

INTEREST RATE: MATURITY DATE: ORIGINAL ISSUE DATE: CUSIP:
______% October 1, ____ _______, 2022 _______

REGISTERED OWNER: CEDE & CO.

PRINCIPAL AMOUNT: *** ***

The LYNWOOD PUBLIC FINANCING AUTHORITY, a public body corporate and politic duly organized and existing under the laws of the State of California (the “Authority”), for value received, hereby promises to pay to the Registered O wner specified above or registered assigns (the “Registered Owner”), on the Maturity Date specified above (subject to any right of prior redemption hereinafter provided for), the Principal Amount specified above, in lawful money of the United States of America, and to pay interest thereon in like lawful money from the Interest Payment Date (as hereinafter defined) next preceding the date of authentication of this Bond unless (i) this Bond is authenticated on or before an Interest Payment Date and after the close of business on the 15 th day of the month preceding such interest payment date, in which event it shall bear interest from such Interest Payment Date, or (ii) this Bond is authenticated on or before September 15, 2022, in which event it shall bear interest from the Original Issue Date specified above; provided, however, that if at the time of authentication of this Bond, interest is in default on this Bond, this Bond shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment on this Bond, at the Interest Rate per annum specified above, payable semiannually on April 1 and October 1 in each year, commencing October 1, 2022 (the “Interest Payment Dates”), calculated on the basis of a 360-day year composed of twelve 30-day months.

Principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) hereof and premium, if any, upon early redemption hereof are payable upon presentation and surrender hereof at the designated corporate trust office of U.S. Bank Trust Company, National Association (the “Trust Office”), as City Council Regular Meeting - Page 261 of 473

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trustee (the “Trustee”). Interest hereon is payable by check of the Trustee mailed to the Registered O wner hereof at the Registered Owner’s address as it appears on the registration books of the Trustee as of the close of business on the fifteenth day of the month preceding each Interest Payment Date (a “Record Date”), or, upon written request filed with the Trustee as of such Record Date by a registered owner of at least $1,000,000 in aggregate principal amount of Bonds, by wire transfer in immediately available funds to an account in the United States designated by such registered owner in such written request.

This Bond is not a debt of the City of Lynwood (the “City”), the County of Los Angeles, the State of California, or any of its political subdivisions, and neither the City, said County, said State, nor any of its political subdivisions, is liable h ereon nor in any event shall this Bond be payable out of any funds or properties of the Authority other than the Revenues.

This Bond is one of a duly authorized issue of bonds of the Authority designated as the “ Lynwood Public Financing Authority Lease Revenue Bonds , Series 2022 (Federally Taxable)” (the “Bonds”), in an aggregate principal amount of $__________, all of like tenor and date (except for such variation, if any, as may be required to designate varying numbers, maturities, interest rates or redemption provisions) and all issued under the provisions of Articles 10 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code, and under an Indenture, dated as of July 1, 2022, between the Authority and the Trustee (the “Indenture”) and a resolution of the Authority adopted on _____________, 2022, authorizing the issuance of the Bonds. Reference is hereby made to the Indenture (copies of which are on file at the office of the Authority) and all supplements thereto for a description of the terms on which the Bonds are issued, the provisions with regard to the nature and extent of the Revenues, and the rights thereunder of the owners of the Bonds and the rights, duties and immunities of the Trustee and the rights and obligations of the Authority thereunder, to all of the provisions of which the Registered Owner of this Bond, by acceptance hereof, assents and agrees.

The Bonds have been issued by the Authority for the purpose of refunding all or a portion of the City’s obligations under the CalPERS Contract (as defined in the Indenture), including paying all costs of issuing the Bonds and of refunding the CalPERS Contract .

This Bond and the interest and premium, if any, hereon are special obligations of the Authority, payable from the Revenues, and secured by a charge and lien on the Revenues as defined in the Indenture, consisting principally of lease payments made by the City under a Lease Agreement dated as of July 1, 2022, between the Authority as lessor and the City as lessee (the “Lease”). As and to the extent set forth in the Indenture, all of the Revenues are exclusively and irrevocably pledged in accordance with the terms hereof and the provisions of the Indenture, to the payment of the principal (including the principal amount of any Term Bonds that is subject to mandatory sinking fund redemption) of and interest and premium (if any) on the Bonds.

The rights and obligations of the Authority and the owners of the Bonds may be modified or amended at any time in the manner, to the extent and upon the terms provided in the Indenture, but no such modification or amendment shall extend the fixed maturity of any Bonds, or reduce the amount of principal thereof or premium (if any) thereon, or extend the time of payment , or change the method of computing the rate of interest thereon, or extend the time of payment of interest thereon, without the consent of the owner of each Bond so affected.

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The Bonds maturing on or after October 1, 20___ are subject to redemption, as a whole or in part, at the option of the Authority, on October 1, 20___, and on any date thereafter, at a redemption price equal to 100% of the principal amount of Bonds to be redeemed, together with accrued interest thereon to the date fixed for redemption, without premium.

The Bonds are subject to redemption as a whole, or in part, on any date, to the extent of any net proceeds of hazard insurance with respect to the property which has been leased under the Lease (the “Leased Property”) or any portion thereof which are not used to repair or replace the Leased Property pursuant to the Lease, or to the extent of any net proceeds arising from the disposition of the Leased Property or any portion thereof in eminent domain proceedings which the City elects to be used for such purpose pursuant to the Lease, at a redemption price equal to the principal amount thereof plus interest accrued thereon to the date fixed for redemption, without premium.

The Bonds maturing on October 1 in e ach of the years 20___ and 20___ are subject to mandatory redemption, in part, from sinking fund payments made under the Indenture, at a redemption price equal to the principal amount thereof to be redeemed, without premium, plus accrued interest to the da te of redemption, in the aggregate respective principal amounts and on October 1 in the respective years as set forth in the following tables:

Term Bonds Maturing
October 1, 20___

Payment Date
(October 1)
Payment
Amount

Term Bonds Maturing
October 1, 20___

Payment Date
(October 1)
Payment
Amount

As provided in the Indenture, notice of redemption will be mailed by the Trustee by first class mail not less than 20 nor more than 60 days prior to the redemption date to the respective owners of any Bonds designated for redemption at their addresses appearing on the registration books of the Trustee, but neither failure to receive such notice nor any defect in the notice so mailed shall affect the sufficiency of the proceedings for redemption City Council Regular Meeting - Page 263 of 473

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or the cessation of accrual of interest thereon from and after the date fixed for redemption.

Notice of any optional redemption of the Bonds may be conditional and may be rescinded under the circumstances set forth in the Indenture, upon notice to the owners of such Bonds.

If this Bond is called for redemption and payment is duly provided therefor as specified in the Indenture, interest shall cease to accrue hereon from and after t he date fixed for redemption.

This Bond is transferable by the Registered Owner hereof, in person or by his attorney duly authorized in writing, at the Trust Office, but only in the manner, subject to the limitations and upon payment of the charges provid ed in the Indenture, and upon surrender and cancellation of this Bond. Upon registration of such transfer, a new Bond or Bonds, of authorized denomination or denominations, for the same aggregate principal amount and of the same maturity will be issued to the transferee in exchange herefor.

This Bond may be exchanged at the Trust Office for Bonds of the same tenor, aggregate principal amount, interest rate and maturity, of other authorized denominations.

The Authority and the Trustee may treat the Regist ered Owner hereof as the absolute owner hereof for all purposes, and the Authority and the Trustee shall not be affected by any notice to the contrary.

Unless this Bond is presented by an authorized representative of The Depository Trust Company to the Au thority or the Trustee for registration of transfer, exchange or payment, and any Bond issued is registered in the name of Cede & Co. or such other name as requested by an authorized representative of The Depository Trust Company and any payment is made to Cede & Co., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof, Cede & Co., has an interest herein.

It is hereby certified by the Authority that all of the things, conditions and acts required to exist, to have happened or to have been performed precedent to and in the issuance of this Bond do exist, have happened or have been performed in due and regular time, form and manner as required by the Ordinance and the laws of the State of California and that the amount of this Bond, together with all other indebtedness of the Authority, does not exceed any limit prescribed by the Ordinance or any laws of the State of California, and is not in excess of the amount of Bonds permitted t o be issued under the Indenture. The Bonds are legally and validly issued under the Constitution and laws of the State of California.

This Bond shall not be entitled to any benefit under the Indenture or become valid or obligatory for any purpose until th e certificate of authentication hereon endorsed shall have been manually signed by the Trustee.

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IN WITNESS WHEREOF, the Lynwood Public Financing Authority has caused this Bond to be executed in its name and on its behalf with the facsimile signature of its Chief Administrative Officer and attested to by the facsimile signature of its Secretary, all as of the Original Issue Date specified above.

Lynwood Public Financing Authority

By
Chief Administrative Officer
Attest:

Secretary

FORM OF CERTIFICATE OF AUTHENTICATION

This is one of the Bonds described in the within-mentioned Indenture.

Dated:

U.S. BANK TRUST COMPANY,
NATIONAL ASSOCIATION, as Trustee

By
Authorized Signatory

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FORM OF ASSIGNMENT

For value received the undersigned hereby sells, assigns and transfers unto __________________________________ whose address and social security or other tax identifying number is ____________________, the within -mentioned Bond and hereby irrevocably constitute(s) and appoint(s)
________________________________________ attorney, to transfer the same on the registration books of the Trustee with full power of substitution in the premises.

Dated:

Signature Guaranteed:

Note: Signature(s) must be guaranteed by an eligible
guarantor institution.

Note: The signature(s) on this Assignment must
correspond with the name(s) as written on the face of the within Bond in every particular without alteration or
enlargement or any change whatsoever.

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Jones Hall Draft of May 11, 2022

SITE LEASE

This SITE LEASE (this “Site Lease”), dated for convenience as of July 1, 2022, is between the CITY OF LYNWOOD, a general law city and municipal corporation duly organized and existing under the Constitution and laws of the State of California, as lessor (the “City”), and the LYNWOOD PUBLIC FINANCING AUTHORITY, a joint powers authority duly organized and existing under the laws of the State of California, as lessee (the “Authority”).

B A C K G R O U N D :

1. The City and the Lynwood Redevelopment Agency (which has been succeeded by the Successor Agency to the former Lynwood Redevelopment Agency) (the “Successor Agency”) entered into a Jo int Exercise of Powers Agreement, dated as of December 1, 1992, establishing the Authority for the purpose, among others, of providing assistance to the City and the Successor Agency with their financing programs.

5. The City is authorized under Section 37350 and 37380 of the California Government Code to lease, receive, hold, and enjoy real and personal property , and control and dispose of it for the common benefit, and the Authority is authorized under the Marks-Roos Local Bond Pooling Act of 1985, being Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “ Bond Law”) to issue revenue bonds for the purpose of providing working capital and/or refunding any evidence of indebtedness of its members.

6. The Authority proposes to issue lease revenue bonds under the Bond Law and an Indenture, dated as of July 1, 2022 (the “Indenture”), for the purpose of refunding all or a portion of the City’s obligations under the CalPERS Contract, including paying all costs of issuing the lease revenue bonds and of refunding the CalPERS Contract.

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7. To that end, the City has proposed to lease to th e Authority certain real property described in Appendix A attached hereto and by this reference incorporated herein (the “Leased Property”), under this Site Lease, in consideration of the payment by the Authority of an upfront rental payment (the “Site Lease Payment”) which is sufficient to provide funds for refunding of the CalPERS Contract.

8. The Authority has authorized the issuance of its Lynwood Public Financing Authority Lease Revenue Bonds, Series 2022 (Federally Taxable) (the “Bonds”) under the Indenture for the purpose of providing the funds to enable the Authority to pay the Site Lease Payment to the City in accordance with the Site Lease.

9. In order to provide revenues which are sufficient to enable the Authority to pay debt service on the Bon ds, the Authority has agreed to lease the Leased Property back to the City under a Lease Agreement dated as of July 1, 2022 (the “Lease”), under which the City has agreed to pay semiannual Lease Payments as the rental for the Leased Property thereunder.

10. The lease payments made by the City under the Lease have been assigned by the Authority to the Trustee for the security of the Bonds under an Assignment Agreement dated as of July 1, 2022, between the Authority as assignor and the Trustee as assignee.

A G R E E M E N T :

In consideration of the above premises and of the mutual promises and covenants herein contained and for other valuable consideration, the parties hereto do hereby agree as follows:

SECTION 1. Lease of Property to Authority. The City hereby leases the Leased Property to the Authority and the Authority hereby leases the Leased Property from the City, on the terms and conditions hereinafter set forth.

SECTION 2. Term; Possession . The term of this Site Lease commences on the Closing Date (as defined in the Indenture) and ends on the date on which the Indenture is discharged in accordance with Section 10.03 thereof, but under any circumstances not later than October 1, 20__. The provisions of this Section 2 are subject in all respects to any other provisions of this Site Lease relating to the termination hereof.

SECTION 3. Rental . The Authority shall pay to the City as and for rental of the Leased Property hereunder, the sum of $______________ (the “Site Lease Payment”).

The Site Lease Payment is due and payable upon the issuance of the Bonds and the execution and delivery hereof, and will be paid from the proceeds of the Bonds. The Authority and the City hereby find and determine that the total amount of the Site Lease Payment does not exceed the fair market value of the leasehold interest in the Leased Property which is conveyed hereunder by the City to the Authority. No other amount of rental is due and payable by the Authority for the use and occupancy of the Leased Property under this Site Lease.

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SECTION 4. Leaseback to City. The Authority shall lease the Leased Property back to the City under the Lease.

SECTION 5. Assignments and Subleases. Unless the City is in default under the Lease, the Authority may not as sign its rights under this Site Lease or sublet all or any portion of the Leased Property, except as provided in the Assignment Agreement and in the Lease, without the prior written consent of the City.

SECTION 6. Substitution or Release of Property . If the City exercises its option under Section 3.2 of the Lease to substitute property for the Leased Property in whole or in part, such substitution shall also operate to substitute property for the Leased Property which is leased hereunder. If the City exercises its option under Section 3.3 of the Lease to release a portion of the Leased Property from the Lease, such substitution shall also operate to release such portion of the Leased Property hereunder. The description of the Leased Property which is le ased under the Lease shall conform at all times to the description of the Leased Property which is leased hereunder.

SECTION 7. Right of Entry. The City reserves the right for any of its duly authorized representatives to enter upon the Leased Property, or any portion thereof, at any reasonable time to inspect the same or to make any repairs, improvements or changes necessary for the preservation thereof.

SECTION 8. Termination. The Authority agrees, upon the termination of this Site Lease, to quit and surrender the Leased Property in the same good order and condition as the Leased Property was in at the time of commencement of the term hereof, reasonable wear and tear excepted, and agrees that all buildings, improvements and structures then existing upon the Leased Property shall remain thereon and title thereto shall vest thereupon in the City for no additional consideration.

SECTION 9. Default. If the Authority defaults in the performance of any obligation on its part to be performed under the terms of this Site Lease, which default continues for 30 days following notice and demand for correction thereof to the Authority, the City may exercise any and all remedies granted by law, except that no merger of this Site Lease and of the Lease shall be de emed to occur as a result thereof and no such remedy may include termination hereof; provided, however, that so long as the Lease remains in effect, the Lease Payments payable by the City under the Lease shall continue to be paid to the Trustee.

SECTION 10. Quiet Enjoyment. The Authority at all times during the term of this Site Lease shall peaceably and quietly have, hold and enjoy all of the Leased Property, subject to the provisions of the Lease and subject only to Permitted Encumbrances (as that term is defined in the Lease).

SECTION 11. Waiver of Personal Liability . All liabilities under this Site Lease on the part of the Authority are solely corporate liabilities of the Authority as a public entity, and the City hereby releases each and every mem ber and officer of the Authority of and from any personal or individual liability under this Site Lease. No member or officer of the Authority or its governing board shall at any time or under any circumstances be individually or personally liable under t his Site Lease for anything done or omitted to be done by the Authority hereunder.

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SECTION 12. Taxes. The City covenants and agrees to pay any and all assessments of any kind or character and also all taxes, including possessory interest taxes, levied or assessed upon the Leased Property and any improvements thereon.

SECTION 13. Eminent Domain. If the whole or any part of the Leased Property or any improvements thereon is taken by eminent domain proceedings, the interest of the Authority shall be reco gnized and is hereby determined to be the amount of the then unpaid Lease Payments payable under the Lease and the balance of the award, if any, shall be paid to the City.

SECTION 14. Partial Invalidity . If any one or more of the terms, provisions, covenants or conditions of this Site Lease shall to any extent be declared invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, the finding or order or decree of which becomes final, none of the remaining terms, provisions, covenants and conditions of this Site Lease shall be affected thereby, and each provision of this Site Lease shall be valid and enforceable to the fullest extent permitted by law.

SECTION 15. Notices . Any notice, request, complaint, dem and or other communication under this Site Lease shall be given by first class mail or personal delivery to the party entitled thereto at its address set forth below, or by telecopy, telex or other form of telecommunication, at its number set forth below. Notice shall be effective either (a) upon transmission by telecopy, telex or other form of telecommunication, (b) 48 hours after deposit in the United States mail, postage prepaid, or (c) in the case of personal delivery to any person, upon actual receipt. The City, the Authority and the Trustee may, by written notice to the other parties, from time to time modify the address or number to which communications are to be given hereunder.

If to the City/Authority: City of Lynwood
11330 Bullis Road
Lynwood, CA 90262
Attn: City Manager/Chief Administrative Officer

If to the Trustee: U.S. Bank Trust Company, National Association U.S. Bank Tower
633 West 5th Street, 24th Floor
Los Angeles, CA 90071
Attn: Corporate Trust Services

SECTION 16. Amendment of this Site Lease . The Authority and the City may at any time amend or modify any of the provisions of this Site Lease, but only (a) with the prior written consent of the Owners of a majority in aggregate principal amount of the Outstanding Bonds; or (b) without the consent of any of the Bond Owners, but only if such amendment or modification is for any one or more of the following purposes:

(i) to make cure any ambiguity, or to cure, correct or supplement any defective provision contained herein, or in any other respect whatsoever as the Authority and the City may deem necessary or desirable, provided that, in the opinion of Bond Counsel, such modifications or amendments do not materially adversely affect the interests of the Owners of the Bonds;
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(ii) to conform to any amendment of the Indenture which is made thereto in accordance with Section 9.01 of the Indenture; or

(iii) for the purpose of effectuating any substitution or release of property under Section 6.

SECTION 17. Governing Law. This Site Lease shall be construed in accordance with and governed by the Constitution and laws of the State of California.

SECTION 18. Third Party Beneficiary. The Trustee is hereby made a third party beneficiary under this Site Lease with all rights of a third party beneficiary.

SECTION 19. Binding Effect. This Site Lease inures to the benefit of and is binding upon the Authority, the City and their respective successors and assigns, subject, however, to the limitations contained herein.

SECTION 20. Section Headings. All section headings contained herein are for convenience of reference only and are not intended to define or limit the scope of any provision of this Site Lease.

SECTION 21. Execution in Counterparts. This Site Lease may be executed in any number of counterparts, each of which shall be deemed to be an original but all together shall constitute but one and the same lease. It is also agreed that separate counterparts of this Site Lease may be separately executed by the Authority and th e City, all with the same force and effect as though the same counterpart had been executed by both the Authority and the City.

SECTION 22. Defined Terms. All capitalized terms used herein and not otherwise defined have the respective meanings given those terms in the Indenture.

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IN WITNESS WHEREOF, the City and the Authority have caused this Site Lease to be executed by their respective officers thereunto duly authorized, all as of the day and year first above written.

CITY OF LYNWOOD,
as lessor

By
Ernie Hernandez
City Manager

Attest:

Maria Quiñonez
City Clerk

LYNWOOD PUBLIC FINANCING AUTHORITY,
as lessee

By
Ernie Hernandez
Chief Administrative Officer

Attest:

Maria Quiñonez
Secretary

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APPENDIX A

DESCRIPTION OF THE LEASED PROPERTY

The Leased Property consists of the City’s interest in the roadway portion of the City’s public streets, whether fee simple or easement, including arterial/collector streets, local streets and alleys, as described in the attached list.

[List of City streets to come]
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Jones Hall Draft of May 11, 2022

LEASE AGREEMENT

Dated as of July 1, 2022

between the

Lynwood Public Financing Authority,
as lessor

and the

City of Lynwood,
as lessee

Relating to

$___________
Lynwood Public Financing Authority
Lease Revenue Bonds, Series 2022
(Federally Taxable)

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TABLE OF CONTENTS

ARTICLE I ................................ ................................ ................................ ................. 2 Definitions; Rules of Interpretation ................................ ................................ ............. 2 SECTION 1.1. Definitions ............................................................................................................ 2 SECTION 1.2. Interpretation ....................................................................................................... 2 ARTICLE II ................................ ................................ ................................ ................ 3 Covenants, Representations and Warranties ................................ ............................ 3 SECTION 2.1. Covenants, Representations and Warranties of the City .................................... 3 SECTION 2.2. Covenants, Representations and Warranties of the Authority ............................ 4 ARTICLE III ................................ ................................ ................................ ............... 6 Deposit and Application of Funds; Acquisition and Construction of the Project; Substitution and Release of Property ................................ ........................... 6 SECTION 3.1. Deposit of Moneys; Refunding of CalPERS Contract ......................................... 6 SECTION 3.2. Substitution of Property ....................................................................................... 6 SECTION 3.3. Release of Property ............................................................................................. 7 ARTICLE IV ................................ ................................ ................................ .............. 8 Lease of Leased Property; Term of This Lease; Lease Payments: ............................ 8 SECTION 4.1. Lease of Leased Property ................................................................................... 8 SECTION 4.2. Term .................................................................................................................... 8 SECTION 4.3. Lease Payments .................................................................................................. 8 SECTION 4.4. Source of Payments; Covenant to Budget and Appropriate; Pledge of Pension Tax Override ................................................................................................................ 9 SECTION 4.5. Additional Rental Payments .............................................................................. 10 SECTION 4.6. Quiet Enjoyment ................................................................................................ 10 SECTION 4.7. Title .................................................................................................................... 10 ARTICLE V ................................ ................................ ................................ ............. 11 Maintenance; Taxes; Insurance; and Other Matters ................................ ................ 11 SECTION 5.1. Maintenance, Utilities, Taxes and Assessments ............................................... 11 SECTION 5.2. Modification of Leased Property ........................................................................ 11 SECTION 5.3. Liability Insurance .............................................................................................. 12 SECTION 5.4. Property Insurance ............................................................................................ 12 SECTION 5.5. Reserved ........................................................................................................... 12 SECTION 5.6. Reserved ........................................................................................................... 12 SECTION 5.7. Insurance Net Proceeds; Form of Policies ........................................................ 12 SECTION 5.8. Installation of City’s Personal Property ............................................................. 13 SECTION 5.9. Liens .................................................................................................................. 13 SECTION 5.10. Advances ......................................................................................................... 13 ARTICLE VI ................................ ................................ ................................ ............ 14 Damage, Destruction and Eminent Domain; Use of Net Proceeds .......................... 14 SECTION 6.1. Application of Net Proceeds .............................................................................. 14 SECTION 6.2. Termination or Abatement Due to Eminent Domain ......................................... 14 SECTION 6.3. Abatement Due to Damage or Destruction ....................................................... 14 SECTION 6.3. Reserved ........................................................................................................... 15 ARTICLE VII ................................ ................................ ................................ ........... 15 Other Covenants of the City ................................ ................................ .................... 15 SECTION 7.1. Disclaimer of Warranties ................................................................................... 15 SECTION 7.2. Access to the Leased Property ......................................................................... 15 SECTION 7.3. Release and Indemnification Covenants ........................................................... 15 SECTION 7.4. Assignment and Subleasing by the City ............................................................ 16 SECTION 7.5. Amendment Hereof ........................................................................................... 16 SECTION 7.6. Federal Tax Law ............................................................................................... 17 SECTION 7.7. Continuing Disclosure ....................................................................................... 17 ARTICLE VIII................................ ................................ ................................ ........... 18 City Council Regular Meeting - Page 275 of 473

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Events of Default and Remedies ................................ ................................ ............. 18 SECTION 8.1. Events of Default Defined .................................................................................. 18 SECTION 8.2. Remedies on Default ......................................................................................... 18 SECTION 8.3. No Remedy Exclusive ....................................................................................... 18 SECTION 8.4. Agreement to Pay Attorneys' Fees and Expenses ............................................ 19 SECTION 8.5. No Additional Waiver Implied by One Waiver ................................................... 19 SECTION 8.6. Application of Proceeds ..................................................................................... 19 SECTION 8.7. Trustee and Bond Owners to Exercise Rights .................................................. 19 ARTICLE IX ................................ ................................ ................................ ............ 19 Prepayment of Lease Payments................................ ................................ .............. 19 SECTION 9.1. Security Deposit ................................................................................................ 19 SECTION 9.2. Optional Prepayment ......................................................................................... 20 SECTION 9.3. Mandatory Prepayment From Net Proceeds of Insurance or Eminent Domain .................................................................................................................................... 20 SECTION 9.4. Credit for Amounts on Deposit .......................................................................... 20 ARTICLE X ................................ ................................ ................................ ............. 21 Miscellaneous ................................ ................................ ................................ ......... 21 SECTION 10.1. Notices ............................................................................................................. 21 SECTION 10.2. Binding Effect .................................................................................................. 21 SECTION 10.3. Severability ...................................................................................................... 21 SECTION 10.4. Net-net-net Lease ............................................................................................ 21 SECTION 10.5. Third Party Beneficiary .................................................................................... 21 SECTION 10.6. Further Assurances and Corrective Instruments ............................................. 21 SECTION 10.7. Execution in Counterparts. .............................................................................. 21 SECTION 10.8. Applicable Law ................................................................................................ 22 SECTION 10.9. Authority and City Representatives ................................................................. 22 SECTION 10.10. Captions ........................................................................................................ 22

APPENDIX A DESCRIPTION OF THE LEASED PROPERTY

APPENDIX B SCHEDULE OF LEASE PAYMENTS

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LEASE AGREEMENT

This LEASE AGREEMENT (this “Lease”), dated for convenience as of July 1, 2022, is between the LYNWOOD PUBLIC FINANCING AUTHORITY, a joint powers authority duly organized and existing under the laws of the State of California, as lessor (the “Authority”), and the CITY OF LYNWOOD, a general law city and municipal corporation duly organized and existing under the Constitution and laws of the State of California, as lessee (the “City”).

B A C K G R O U N D :

1. The City and the Lynwood Redevelopment Agency (which has been succeeded by the Successor Agency to the former Lynwood Redevelopment Agency) (the “Successor Agency”) entered into a Joint Exercise of Powers Agreement, dated as of December 1, 1992, establishing the Authority for the purpose, among others, of providing assistance to the City and the Successor Agency with their financing programs.

2. The City is obligated by the Public Employees’ Retirement Law, commencing with Section 20000 of the Government C ode of the State of California, as amended (the “Retirement Law ”), to make payments relating to pension benefits accruing to the California Public Employees’ Retirement System’s (“ CalPERS”) members, including the City.

3. The City is obligated specificall y to make certain payments to CalPERS in respect of current and retired public safety employees and miscellaneous employees under the pension programs of CalPERS that amortize such obligations over a fixed period of time, including normal costs (collectively, the “CalPERS Obligation”).

5. The City is authorized under Section 37350 and 37380 of the California Government Code to lease, receive, hold, and enjoy real and personal property, and control and dispose of it for the common benefit, and the Authority is authorized under the Marks-Roos Local Bond Pooling Act of 1985, being Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “ Bond Law”) to issue revenue bonds for the purpose of providing working capital and/or refunding any evidence of indebtedness of its members.

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Lease”), in consideration of the payment by the Authority of an upfront rental payment (the “Site Lease Payment”) which is sufficient to provide funds for refunding of the CalPERS Contract.

9. In order to provide revenues which are sufficient to enable the Authority to pay debt service on the Bonds, the Authority has agreed to lea se the Leased Property back to the City under this Lease, under which the City has agreed to pay semiannual Lease Payments as the rental for the Leased Property thereunder.

10. The lease payments made by the City under this Lease have been assigned by the Authority to the Trustee for the security of the Bonds under an Assignment Agreement dated as of July 1, 2022, between the Authority as assignor and the Trustee as assignee.

11. The City and the Authority have found and determined that all acts and proceedings required by law necessary to make this Lease, when executed by the City and the Authority, the valid, binding and legal obligations of the City and the Authority, and to constitute this Lease a valid and binding agreement for the uses and purpo ses herein set forth in accordance with its terms, have been done and taken, and the execution and delivery of this Lease have been in all respects duly authorized.

A G R E E M E N T :

In consideration of the material covenants contained in this Lease, the parti es hereto hereby formally covenant, agree and bind themselves as follows:

ARTICLE I

DEFINITIONS; RULES OF INTERPRETATION

SECTION 1.1. Definitions. Unless the context clearly otherwise requires or unless otherwise defined herein, the capitalized terms in this Lease have the respective meanings given them in the Indenture.

SECTION 1.2. Interpretation.

(a) Unless the context otherwise indicates, words expressed in the singular includes the plural and vice versa and the use of the neuter, masculine, or feminine gender is for convenience only and includes the neuter, masculine or feminine gender, as appropriate.

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(b) Headings of articles and sections herein and the table of contents hereof are solely for convenience of reference, do not constitute a part hereof and do not affect the meaning, construction or effect hereof.

(c) All references herein to “Articles,” “Sections” and other subdivisions are to the corresponding Articles, Sections or subdivisions of this Lease; the words “herein,” “hereof,” “hereby,” “hereunder” and other words of similar import refer to this Lease as a whole and not to any particular Article, Section or subdivision hereof.

ARTICLE II

COVENANTS, REPRESENTATIONS AND WARRANTIES

SECTION 2.1. Covenants, Representations and Warranties of the City . The City makes the following covenants, representations and warranties to the Authority, the Trustee as of the date of the execution and delivery of this Lease:

(a) Due Organization and Existence. The City is a general law city and municipal corporation duly organized and validly existing under the Constitution and laws of the State of California, has full legal right, power and authority under the laws of the State of California to enter into the Site Lease and this Lease and to carry out and consummate all transactions contemplated hereby, and by proper action the City has duly authorized the execution and delivery of the Site Lease and this Lease.

(b) Due Execution. The rep resentatives of the City executing the Site Lease and this Lease have been fully authorized to execute the same under a resolution duly adopted by the City Council of the City.

(c) Valid, Binding and Enforceable Obligations. The Site Lease and this Lease have been duly authorized, executed and delivered by the City and constitute the legal, valid and binding obligations of the City enforceable against the City in accordance with their respective terms.

(d) No Conflicts. The execution and delivery of the Site Lease and this Lease, the consummation of the transactions therein and herein contemplated and the fulfillment of or compliance with the terms and conditions thereof and hereof, do not and will not conflict with or constitute a violation or breach of or default (with due notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indenture, mortgage, deed of trust, lease, contract or other agreement or instrument to which the City is a party or by which it or its properties are otherwise subject or bound, or result in the creation or imposition of any prohibited lien, charge or encumbrance of any nature whatsoever upon any of the property or asse ts of the City, which conflict, violation, breach, default, lien, charge or City Council Regular Meeting - Page 279 of 473

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encumbrance would have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Site Lease and this Lease or the financial c ondition, assets, properties or operations of the City.

(e) Consents and Approvals. No consent or approval of any trustee or holder of any indebtedness of the City or of the voters of the City, and no consent, permission, authorization, order or license of, or filing or registration with, any governmental authority is necessary in connection with the execution and delivery of the Site Lease and this Lease, or the consummation of any transaction therein and herein contemplated, except as have been obtained or made and as are in full force and effect.

(f) No Litigation . There is no action, suit, proceeding, inquiry or investigation before or by any court or federal, state, municipal or other governmental authority pending or, to the knowledge of the City after reasonable investigation, threatened against or affecting the City or the assets, properties or operations of the City which, if determined adversely to the City or its interests, would have a material and adverse effect upon the consummation of the transactions contemplated by or the validity of the Site Lease and this Lease, or upon the financial condition, assets, properties or operations of the City, and the City is not in default with respect to any order or decree of any court or any order, regu lation or demand of any federal, state, municipal or other governmental authority, which default might have consequences that would materially and adversely affect the consummation of the transactions contemplated by the Site Lease and this Lease or the fi nancial conditions, assets, properties or operations of the City.

SECTION 2.2. Covenants, Representations and Warranties of the Authority . The Authority makes the following covenants, representations and warranties to the City, the Trustee as of the date of the execution and delivery of this Lease:

(a) Due Organization and Existence. The Authority is a joint exercise of powers authority duly organized and existing under a joint powers agreement and the laws of the State of California; has power to enter into this Lease, the Site Lease, the Assignment Agreement and the Indenture; is possessed of full power to own and hold, improve and equip real and personal property, and to lease the same; and has duly authorized the execution and delivery of each of the aforesaid agreements and such agreements constitute the legal, valid and binding obligations of the Authority, enforceable against the Authority in accordance with their respective terms.

(b) Due Execution. The representatives of the Authority executing this Lease, the Site Lease, the Assignment Agreement and the Indenture are fully authorized to execute the same pursuant to official action taken by the governing body of the Authority.

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(c) Valid, Binding and Enforceable Obligations . This Lease, the Site Lease, the Assignment Agreement and the Indenture have been duly authorized, executed and delivered by the Authority and constitute the legal, valid and binding agreements of the Authority, enforceable against the Authority in accordance with their respective terms.

(d) No Conflicts . The execution and delivery of this Lease, the Site Lease, the Assignment Agreement and the Indenture, the
consummation of the transactions herein and therein contemplated and the fulfillment of or compliance with the terms and conditions hereof, do not and will not conflict with or constitute a violation or breach of or default (with due notice or the passage of time or both) under any applicable law or administrative rule or regulation, or any applicable court or administrative decree or order, or any indenture, mortgage, deed of trust, lease, contract or other agreement or instrument to which the Authority is a party or by which it or its properties are otherwise subject or bound, or result in the creation or imposition of any prohibited lien, charge or encumbrance of any nature whatsoever upon any of the property or assets of the Authority, which conflict, violation, breach, default, lien, charge or encumbrance would have consequences that would materially and adversely affect the consummation of the transactions contemplated by this Lease, the Site Lease, the Assignment Agreement and the Indenture or the financial condition, assets, properties or operations of the Authority.

(e) Consents and Approvals. No consent or approval of any trustee or holder of any indebtedness of the Authority, and no consent, permission, authorization, order or license of, or filing or registration with, any governmental authority is necessary in connection with the execution and delivery of this Lease, the Site Lease, the Assignment Agreement or the Indenture, or the consummation of any transaction herein or therein contemplated, except as have been obtained or made and as are in full force and effect.

(f) No Litigation . There is no action, suit, proceeding, inquiry or investigation before or by any court or federal, state, municipal or other governmental authority pending or, to the knowledge of the Authority a fter reasonable investigation, threatened against or affecting the Authority or the assets, properties or operations of the Authority which, if determined adversely to the Authority or its interests, would have a material and adverse effect upon the consummation of the transactions contemplated by or the validity of this Lease, the Site Lease, the Assignment Agreement or the Indenture, or upon the financial condition, assets, properties or operations of the Authority, and the Authority is not in default wit h respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or other governmental authority, which default might have consequences that would materially and adversely affect the consummation of the transactions contemplated by this Lease, the Site Lease, the Assignment City Council Regular Meeting - Page 281 of 473

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Agreement or the Indenture or the financial conditions, assets, properties or operations of the Authority.

ARTICLE III

DEPOSIT AND APPLICATION OF FUNDS; SUBSTITUTION

AND RELEASE OF PROPERTY

SECTION 3.1. Deposit of Moneys; Refunding of CalPERS Contract.

(a) Deposit of Bond Proceeds. On the Closing Date, the Authority will cause the proceeds of sale of the Bonds to be deposited with the Trustee. The Trustee shall deposit such proceeds in accordance with Section 3.02 of the Indenture.

(b) Refunding of CalPERS Contract. Pursuant to Section 3.02 of the Indenture, the Authority will transfer a portion of the proceeds of the Bonds to the City. The City hereby agrees to apply such proceeds to refund the CalPERS Contract.

SECTION 3.2. Substitution of Prope rty. The City has the option at any time and from time to time, to substitute other real property (the “ Substitute Property”) for the Leased Property or any portion thereof (the “ Former Property”), upon satisfaction of all of the following requirements which are hereby declared to be conditions precedent to such substitution:

(a) No Event of Default has occurred and is continuing , as certified in writing by the City.

(b) The City has filed with the Auth ority and the Trustee, and if the Substitute Property is property other than the City’s streets , caused to be recorded in the office of the Los Angeles County Recorder sufficient memorialization of an amendment hereof that adds the legal description of the Substitute Property to Appendix A and deletes therefrom the legal description of the Former Property , and , if applicable, has filed and caused to be recorded corresponding amendments to the Site Lease and Assignment Agreement.

(c) If the Substitute Property is property other than the City’s streets, the City has obtained a CLTA policy of title insurance insuring the City’s leasehold estate hereunder in the Substitute Property, subject only to Permitted Encumbrances, in an amount at least equal to the estimated value thereof.

(d) The City has certified in writing to the Authority and the Trustee that the Substitute Property serves the municipal purposes of the City and constitutes property which the City is permitted to lease under the laws of the State of California, and has been determined to be essential to the proper, efficient and economic operation of the City and to serve an essential governmental function of the City.

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(e) The Substitute Property does not cause the City to violate any of its covenants, representations and warranties made herein, as certified in writing by the City.

(g) The City has filed with the Authority and the Trustee a written certificate of the City or other written evidence stating that the useful life of the Substitute Property at least extends to the final maturity of the Bonds , that the estimated value of the Leased Property, after substitution of the Substitute Property and release of the Former Property, is at least equal to the aggregate Outstanding principal amount of the Bonds, and the fair rental value of the Leased Property, after substitution of the Substitute Property and release of the Former Property, is at least equal to the Lease Payments thereafter coming due and payable hereunder.

Upon the satisfaction of all such conditions precedent, the Term of this Lease will thereupon end as to the Former Property and commence as to the Substitute Property, and all references to the Former Property will apply with full force and effect to the Substitute Property. The Cit y is not entitled to any reduction, diminution, extension or other modification of the Lease Payments whatsoever as a result of any substitution of property under this Section. If applicable, the Authority and the City will execute, deliver and cause to be recorded all documents required to discharge the Site Lease, this Lease and the Assignment Agreement of record against the Former Property and to cause the Substitute Property to become subject to all of the terms and conditions of the Site Lease, this Lease and the Assignment Agreement.

SECTION 3.3. Release of Property. The City has the option at any time and from time to time to release any portion of the Leased Property from this Lease (the “Released Property”) provided that the City has satisfied all of the following requirements which are hereby declared to be conditions precedent to such release:

(a) No Event of Default has occurred and is continuing , as certified in writing by the City.

(b) The City has filed with the Authority and the Trustee, and if the Substitute Property is property other than the City’s streets , caused to be recorded in the office of the Los Angeles County Recorder sufficient memorialization of an amendment hereof , the Site Lea se and the Assignment Agreement which removes the Released Property from the Site Lease , the Assignment Agreement and this Lease.

(c) The City has certified in writing to the Authority and the Trustee that the value of the property which remains subject to this Lease following such release is at least equal to the aggregate Outstanding principal amount of the Bonds, and the fair rental value of the property which remains subject to this Lease following such release is at least equal to the Lease Payments thereafter coming due and payable hereunder.

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Upon the satisfaction of all such conditions precedent, the Term of this Lease will thereupon end as to the Released Property. The City is not entitled to any reduction, diminution, extension or other modification of the Lease Payments whatsoever as a result of such release. If applicable, the Authority and the City shall execute, deliver and cause to be recorded all documents required to discharge the Site Lease, this Lease and the Assignment Agreement of record against the Released Property.

ARTICLE IV

LEASE OF LEASED PROPERTY; TERM OF THIS LEASE;

LEASE PAYMENTS

SECTION 4.1. Lease of Leased Property. The Authority hereby leases the Leased Property to the City and the City hereby leases the Leased Property from the Authority, upon the terms and conditions set forth in this Lease.

SECTION 4.2. Term. The Term of this Lease commences on the Closing Date and ends on the date on which the Indenture is discharged in accordance with Section 10.03 thereof, but under any circumstances not later than October 1, 20__. The provisions of this Section are subject to the provisions of Sections 6.2 through 6.4 relating to the taking in eminent domain , damage and destruction of the Leased Property in whole or in part and interference with completion of construction of the Project.

SECTION 4.3. Lease Payments.

(a) Obligation to Pay. Subject to the provisions of Sections 6.2 through 6.4 and the provisions of Article IX, the City agrees to pay to the Authority, its successors and assigns, the Lease Payments in the respective amounts specified in Appendix B attached to this Lease, to be due and payable in immediately available funds on the Interest Payment Dates immediately following each of the respective Lease Payment Dates specified in Appendix B, and to be deposited by the City with the Trustee on each of the Lease Payment Dates specified in Appendix B. Any amount held in the Bond Fund, the Interest Account (including the Capitalized Interest Subaccount) and the Principal Account on any Lease Paymen t Date (other than amounts resulting from the prepayment of the Lease Payments in part but not in whole under Article IX, and amounts required for payment of past due principal or interest on any Bonds not presented for payment) will be credited towards the Lease Payment then required to be paid hereunder. The City is not required to deposit any Lease Payment with the Trustee on any Lease Payment Date if the amounts then held in the Bond Fund, the Interest Account (including the Capitalized Interest Subaccount) and the Principal Account are at least equal to the Lease Payment then required to be deposited with the Trustee. The Lease Payments payable in any Rental Period are for the use of the Leased Property during that Rental Period.

(b) Effect of Prepayment. If the City prepays all Lease Payments in full under Sections 9.2 or 9.3, the City’s obligations under this Section will thereupon cease and terminate. If the City prepays the Lease Payments in part but not in whole under Sections

9.2 or 9.3, the principal components of the remaining Lease Payments will be reduced in integral multiples of $5,000 among Lease Payment Dates on a basis which corresponds to the principal maturities of the Bonds which are redeemed thereby; and the interest City Council Regular Meeting - Page 284 of 473

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component of ea ch remaining Lease Payment will be reduced by the aggregate corresponding amount of interest which would otherwise be payable with respect to the Bonds thereby redeemed under Section 4.01 of the Indenture.

(c) Rate on Overdue Payments . If the City fails to make any of the payments required in this Section, the payment in default will continue as an obligation of the City until the amount in default has been fully paid, and the City agrees to pay the same with interest thereon, from the date of default to the date of payment at the highest rate of interest on any Outstanding Bond.

(d) Fair Rental Value . The aggregate amount of the Lease Payments and Additional Rental Payments coming due and payable during each Rental Period constitute the total rental for the Leased Property for such Rental Period, and are payable by the City in each Rental Period for and in consideration of the right of the use and occupancy of, and the continued quiet use and enjoyment of the Leased Property during each Rental Period. The parties hereto have agreed and determined that the total Lease Payments represent the fair rental value of the Leased Property. In making that determination, consideration has been given to the estimated value of the Leased Property, other obligations of the City and the Authority under this Lease, the uses and purposes which may be served by the Leased Property and the benefits therefrom which will accrue to the City and the general public.

(e) Assignment. The City understands and agrees that all Lease Payments have been assigned by the Authority to the Trustee in trust, under the Assignment Agreement, for the benefit of the Owners of the Bonds, and the City hereby assents to such assignment. The Authority hereby directs the City, and the City hereby agrees to pay to the Trustee at its Office, all payments payable by the City under this Section and all amounts payable by the City under Article IX.

SECTION 4.4. Source of Payments; Covenant to Budget and Appropriate; Pledge of Pension Tax Override. The Lease Payments are payable from any source of available funds of the City, subje ct to the provisions of Sections 6.2 through 6.4. Subject to the provisions of Sections 6.2 through 6.4, the City covenants to take all actions required to include the Lease Payments in each of its budgets during the Term of this Lease and to make the necessary appropriations for all Lease Payments and Additional Rental Payments. The foregoing covenant of the City contained constitutes a duty imposed by law and each and every public official of the City is required to take all actions required by law in the performance of the official duty of such officials to ena ble the City to carry out and perform the covenants and agreements in this Lease agreed to be carried out and performed by the City.

On April 9, 1946, the voters in the City approved a retirement tax to support amounts owed by the City to CalPERS pursuant to the CalPERS Contract (the “Pension Tax Override”), which Pension Tax Override is accounted for in a special fund, separate and apart from the General Fund, and available only for its authorized purposes . In furtherance of its authorized purposes, the City hereby pledges the Pension Tax Override to the payment of the Lease Payments.

The obligation of the City to make Lease Payments or Additional Rental Payments does not constitute an obligation of the City for which the City is obligated to levy or pledge any form of taxation or for which the City has levied or pledged any form of taxation other City Council Regular Meeting - Page 285 of 473

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than the Pension Tax Override. Neither the Bonds nor the obligation of the City to make Lease Payments or Additional Rental Payments constitutes an indebtedness of the City, the State or any of its political subdivisions within the meaning of any constitutional or statutory debt limitation or restriction.

SECTION 4.5. Additional Rental Payments. In addition to the Lease Payments, the City shall pay when due the following amounts of Additional Rental Payments in consideration of the lease of the Leased Property by the City from the Authority hereunder:

(a) all fees and expenses incurred by the Authority in connection with or by reason of its leasehold estate in the Leased Property, when due,

(b) all reasonable compensation to the Trustee for all services rendered under the Indenture and for all reasonable expenses, charges, costs, liabilities, legal fees and o ther disbursements incurred in and about the performance of its powers and duties under the Indenture,

(c) the reasonable fees and expenses of such accountants, consultants, attorneys and other experts as may be engaged by the Authority or the Trustee to prepare audits, financial statements, reports, opinions or provide such other services required under this Lease or the Indenture, and

(d) the reasonable out-of-pocket expenses of the Authority in connection with the execution and delivery of this Lease o r the Indenture, or in connection with the issuance of the Bonds, including but not limited to any and all expenses incurred in connection with the authorization, sale and delivery of the Bonds, or incurred by the Authority in connection with any litigatio n which may at any time be instituted involving this Lease, the Bonds, the Indenture or any of the other documents contemplated hereby or thereby, or otherwise incurred in connection with the administration of this Lease.

SECTION 4.6. Quiet Enjoyment. Throughout the Term of this Lease, the Authority shall provide the City with quiet use and enjoyment of the Leased Property and the City will peaceably and quietly have and hold and enjoy the Leased Property, without suit, trouble or hindrance from the Authority, except as expressly set forth in this Lease. The Authority will, at the request of the City and at the City’s cost, join in any legal action in which the City asserts its right to such possession and enjoyme nt to the extent the Authority may lawfully do so. Notwithstanding the foregoing, the Authority has the right to inspect the Leased Property as provided in Section 7.2.

SECTION 4.7. Title. Upon the termination of this Lease (other than under Section

8.2(b) hereof), all right, title and interest of the Authority in and to the Leased Property transfers to and vests in the City. If applicable, the Authority shall take any and all steps and execute and record any and all docu ments reasonably required by the City to consummate any such transfer of title.

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ARTICLE V

MAINTENANCE; TAXES; INSURANCE; AND OTHER MATTERS

SECTION 5.1. Maintenance, Utilities, Taxes and Assessments . Throughout the Term of this Lease, as part of the consideration for the rental of the Leased Property, all improvement, repair and maintenance of the Leased Property are the responsibility of the City, and the City will pay for or otherwise arrange for the payment of all utility services supplied to the Leased Property, which may include, without limitation, janitor service, security, power, gas, telephone, light, heating, water and all other utility services, and will pay for or otherwise arrange for the payment of the cost of the repair and replacement of the Leased Property resulting from ordinary wear and tear or want of care on the part of the City or any assignee or sublessee thereof. In exchange for the Lease Payments herein provided, the Authority agrees to provide only the Leased Property. The City waives the benefits of subsections 1 and 2 of Section 1932, Section 1933(4) and Sections 1941 and 1942 of the California Civil Code, but such waiver does not limit any of the rights of the City under the terms of this Lease.

The City shall also pay or cause to be paid all taxes and assessments of any type or nature, if any, charged to the Authority or the City affecting the Leased Property or the respective interests or estates therein; provided that with respect to special assessments or other governmental charges that may lawfully be paid in installments over a period of years, the City shall pay only such installments as are required to be paid during the Term of this Lease as and when the same become due.

The City may, at its expense and in its name, in good faith contest any such taxes, assessments, utility and other charges and, in the event of any such contest, may permit the taxes, assessments or other charges so contested to remain unpaid during the period of such contest and any appeal therefrom unless the Authority notifies the City that, in its reasonable opinion, by nonpayment of any such items the interest of the Authority in the Leased Property will be materially endangered or the Leased Property or any part thereof will be subject to loss or forfeiture, in which event the City shall promptly pay such taxes, assessments or charges or provide the Authority with full security against any loss which may result from nonpayment, in form satisfactory to the Authority and the Trustee.

SECTION 5.2. Modification of Leased Property. The City has the right, at its own expense, to make additions, modifications and improvements to the Leased Property or any portion thereof. All additions, modifications and improvements to the Leased Property will thereafter comprise part of the Leased Property and become subject to the provisions of this Lease. Such additions, modifications and improvements may not in any way damage the Leased Property, or cause the Leased Property to be used for purposes other than those authorized under the provisions of st ate and federal law; and the Leased Property, upon completion of any additions, modifications and improvements made thereto under this Section, must be of a value which is not substantially less than the value thereof immediately prior to the making of suc h additions, modifications and improvements. The City will not permit any mechanic’s or other lien to be established or remain against the Leased Property for labor or materials furnished in connection with any remodeling, additions, modifications, improv ements, repairs, renewals or replacements made by the City under this Section; except that if any such lien is established and the City first notifies or causes to be notified the Authority of the City’s intention to do so, the City may in good faith conte st any lien filed or established against the Leased Property, City Council Regular Meeting - Page 287 of 473

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and in such event may permit the items so contested to remain undischarged and unsatisfied during the period of such contest and any appeal therefrom and shall provide the Authority with full se curity against any loss or forfeiture which might arise from the nonpayment of any such item, in form satisfactory to the Authority. The Authority will cooperate fully in any such contest, upon the request and at the expense of the City.

SECTION 5.3. Liability Insurance. The City shall maintain or cause to be maintained throughout the Term of this Lease, but only if and to the extent available from reputable insurers at reasonable cost in the reasonable opinion of the City, a standard commercial general liability insurance policy or policies in protection of the Authority, the City, and their respective members, officers, agents, employees and assigns. Said policy or policies shall provide for indemnification of said parties against direct or contingent loss or liability for damages for bodily and personal injury, death or property damage occasioned by reason of the operation of the Leased Property. Such policy or policies shall provide coverage in such liabi lity limits and be subject to such deductibles as the City deems adequate and prudent. Such insurance may be maintained as part of or in conjunction with any other insurance coverage carried by the City, and may be maintained in whole or in part in the form of self-insurance by the City, subject to the provisions of Section 5.7, or in the form of the participation by the City in a joint powers agency or other program providing pooled insurance. The proceeds of such liability insurance must be applied toward extinguishment or satisfaction of the liability with respect to which paid.

SECTION 5.4. Property Insurance. Solely to the extent the Leased Property is property other than the City’s streets, the City shall procure and maintain, or cause to be procured and maintained, throughout the Term of this Lease, property insurance against loss or damage to all improvements situated on the Leased Property, in an amount at least equal to the lesser of (a) 100% of the replacement value of the improvements, or (b) 100% of the aggregate principal amount of the Outstanding Bonds. Such insurance must, as nearly as practicable, cover loss or damage by explosion, windstorm, riot, aircraft, vehicle damage, smoke and such other hazards as are normally covered by such insurance ; provided, that such coverage shall include earthquake insurance only if available at reasonable cost from reputable insurers in the judgment of the City. Such insurance may be subject to such deductibles as the City deems adequate and prudent. Such insurance may be maintained as part of or in conjunction with any other insurance coverage carried by the City, and may be maintained in whole or in part in the form of the participation by the City in a joint powers agency or other program providing pooled insurance; provided that such insurance may not be maintained by the City in the form of self-insurance. The Net Proceeds of such insurance must be applied as provided in Section 6.1.

SECTION 5.5. Reserved.

SECTION 5.6. Reserved.

SECTION 5.7. Insurance Net Proceeds; Form of Policies. Each policy of insurance maintained under Section 5.4 must name the Trustee as loss payee so as to provide that all proceeds thereunder are payable to the Trustee. The City shall pay or cause to be paid when due the premiums for all insurance policies required by this Lease. The City must file with the Trustee annually, within 90 days following the close of each Fiscal Year, a certificate of the City stating that all policies of insurance required hereunder are then in full force and effect. The Trustee has no responsibility for the sufficiency, adequacy or amount of any insurance or self -insurance herein required and is fully protected in City Council Regular Meeting - Page 288 of 473

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accepting payment on account of such insurance or any adjustment, compromise or settlement of any loss.

If any insurance maintained under Sec tion 5.3 is provided in the form of self - insurance, the City must file with the Trustee annually, within 90 days following the close of each Fiscal Year, a statement of the risk manager of the City or an independent insurance adviser engaged by the City id entifying the extent of such self -insurance and stating the determination that the City maintains sufficient reserves with respect thereto.

If any such insurance is provided in the form of self-insurance by the City, the City has no obligation to make any payment with respect to any insured event except from those reserves.

SECTION 5.8. Installation of City’s Personal Property . The City may at any time and from time to time, in its sole discretion and at its own expense, install or permit to be installed other items of equipment or other personal property in or upon the Leased Property. All such items shall remain the sole property of the City, in which neither the Authority nor the Trustee has any interest, and may be modified or removed by the City at any time, provided that the City must repair all damage to the Leased Property resulting from the installation, modification or removal of any such items. Nothing in this Lease prevents the City from purchasing or leasing items to be installed under this Section under a lease or conditional sale agreement, or subject to a vendor’s lien or security agreement, as security for the unpaid portion of the purchase price thereof, so long as no such lien or security interest attaches to any part of the Leased Property.

SECTION 5.9. Liens. The City may not, directly or indirectly, create, incur, assume or suffer to exist any mortgage, pledge, lien, charge, encumbran ce or claim on or with respect to the Leased Property, other than as herein contemplated and except for such encumbrances as the City certifies in writing to the Trustee do not materially and adversely affect the leasehold estate of the City in the Leased Property hereunder. If any such mortgage, pledge, lien, charge, encumbrance or claim does materially and adversely affect the leasehold estate of the City in the Leased Property hereunder, the City will promptly, at its own expense, take such action as may be necessary to duly discharge or remove any such mortgage, pledge, lien, charge, encumbrance or claim, for which it is responsible; provided that the City is not required to do so prior to the time when such mortgage, pledge, lien, charge, encumbrance o r claim actually causes such material adverse effect. The City will reimburse the Authority for any expense incurred by it in order to discharge or remove any such mortgage, pledge, lien, charge, encumbrance or claim.

SECTION 5.10. Advances. If the City fails to perform any of its obligations under this Article V, the Authority may (but is not required to) take such action as it deems necessary to cure such failure, including the advancement of money, and the City shal l repay all such advances as Additional Rental Payments hereunder, with interest at the rate set forth in Section 4.3(c).

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ARTICLE VI

DAMAGE, DESTRUCTION AND EMINENT DOMAIN; USE OF NET

PROCEEDS

SECTION 6.1. Application of Net Proceeds . The Trustee, as assignee of the Authority under the Assignment Agreement, has the right to receive all Net Proceeds. As provided in the Indenture, the Trustee will deposit all Net Proceeds in the Insurance and Condemnation Fund to be applied as set forth in Section 5.07 of the Indenture.

SECTION 6.2. Termination or Abatement Due to Eminent Domain . If the Leased Property is taken permanently under the power of eminent domain or sold to a government threatening to exercise the power of eminent domain, the Term of this Lease thereupon ceases as of the day possession is taken. If less than all of the Leased Property is taken permanently, or if the Leased Property is taken temporarily, under the power of eminent domain, then:

(a) this Lease shall continue in full force and effect with respect thereto and does not terminate by virtue of such taking, and the parties waive the benefit of any law to the contrary; and

(b) the Lease Payments are subject to abatement in an amount determined by the City such that the resulting Lease Payments represent fair cons ideration for the use and occupancy of the remaining usable portions of the Leased Property.

The abatement of Lease Payments hereunder in accordance with the terms hereof shall not constitute an Event of Default (as defined in Section 8.1) hereunder.

SECTION 6.3. Abatement Due to Damage or Destruction . The Lease Payments are subject to abatement during any period in which by reason of damage or destruction (other than by eminent domain whic h is hereinbefore provided for) there is substantial interference with the use and occupancy by the City of the Leased Property or any portion thereof. The Lease Payments are subject to abatement in an amount determined by the City such that the resulting Lease Payments represent fair consideration for the use and occupancy of the remaining usable portions of the Leased Property not damaged or destroyed. Such abatement will continue for the period commencing with such damage or destruction and ending with the substantial completion of the work of repair or reconstruction. In the event of any such damage or destruction, this Lease continues in full force and effect and the City waives any right to terminate this Lease by virtue of any such damage and destruction.

Notwithstanding the foregoing, there shall be no abatement of Lease Payments to the extent that the proceeds of property insurance, rental interruption insurance or capitalized interest are available to pay Lease Payments which would otherwise be abated under this Section, it being hereby declared that such proceeds and amounts constitute a special fund for the payment of the Lease Payments.

The abatement of Lease Payments hereunder in accordance with the terms hereof shall not constitute an Event of Default (as defined in Section 8.1) hereunder.

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SECTION 6.4. Reserved.

ARTICLE VII

OTHER COVENANTS OF THE CITY

SECTION 7.1. Disclaimer of Warranties. THE AUTHORITY AND THE TRUSTEE

MAKE NO AGREEMENT, WARRANTY OR REPRESENTATION, EITHER EXPRESS OR

IMPLIED, AS TO THE VALUE, DESIGN, CONDITION, MERCHANTABILITY OR

FITNESS FOR ANY PARTICULAR PURPOSE OR FITNESS FOR THE USE

CONTEMPLATED BY THE CITY OF THE LEASED PROPERTY OR ANY PORT ION

THEREOF, OR ANY OTHER REPRESENTATION OR WARRANTY WITH RESPECT TO THE LEASED PROPERTY OR ANY PORTION THERE OF. THE CITY

ACKNOWLEDGES THAT TH E AUTHORITY IS NOT A MANUFACTURER OF ANY

PORTION OF THE LEASE D PROPERTY OR A DEAL ER THEREIN, THAT THE CITY

LEASES THE LEASED PR OPERTY AS -IS, IT BEI NG AGREED THAT ALL O F THE AFOREMENTIONED RISKS ARE TO BE BORNE BY THE CITY. The Authority and its assigns have no liability for incidental, indirect, special or consequential damages, in connection with or arising out of this Lease for the existence, furnishing, functioning or use of the Leased Property by the City.

SECTION 7.2. Access to the Leased Property. The City agrees that the Authority and any Authorized Representative of the Authority, and the Authority’s successors or assigns, have the right at all reasonable times to enter upon and to examine and inspect the Leased Property or any part thereof. The City further agrees that the Authorit y, any Authority Representative and the Authority’s successors or assigns may have such rights of access to the Leased Property or any component thereof as reasonably necessary to cause the proper maintenance of the Leased Property if the City fails to per form its obligations hereunder; provided, however, that neither the Authority nor any of its assigns has any obligation to cause such proper maintenance.

SECTION 7.3. Release and Indemnification Covenants . The City agrees to indemnify the Authority, the Trustee and their respective officers, agents, successors and assigns, against all claims, losses and damages, including legal fees and expenses, arising out of any of the following:

(a) the use, maintenance, condition or management of, or from any work or thing done on the Leased Property by the City,

(b) any breach or default on the part of the City in the performance of any of its obligations under this Lease,

(c) any negligence or willful misconduct of the City or of any of its agents, contractors, servants, employees or licensees with respect to the Leased Property,

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(d) any intentional misconduct or negligence of any sublessee of the City with respect to the Leased Property,

(e) the acquisition, construction, improvement and equipping of the Leased Property, or the authorization of payment of the costs thereof, or

(f) the acceptance and performance of the duties of the Trustee under the Indenture, the Assignment Agreement and under this Lease.

No indemnification is made under this Section or elsewhere in this Lease for willful misconduct or negligence under this Lease by the Authority, the Trustee or their respective officers, agents, employees, successors or assigns.

SECTION 7.4. Assignment and Subleasing by the City. The City may sublease the Leased Property, or any portion thereof, subject to all of the following conditions:

(a) this Lease and the obligation of the City to make Lease Payments hereunder must remain obligations of the City , as certified in writing by the City;

(b) the City must, within 30 days after the delivery thereof, furnish or cause to be furnished to the Authority and the Trustee a true and complete copy of such sublease; and

(c) no such sublease by the City may cause the Leased Property to be used for a purpose which is not authorized under the provisions of the laws of the State of California, as certified in writing by the City.

SECTION 7.5. Amendment Hereof. The Authority and the City may at any time amend or modify any of the provisions of this Lease, but only: (a) with the prior written consents of the Owners of a majority in aggregate princi pal amount of the Outstanding Bonds; or (b) without the consent of the Trustee or any of the Bond Owners, but only if such amendment or modification is for any one or more of the following purposes:

(i) to add to the covenants and agreements of the City contained in this Lease, other covenants and agreements thereafter to be observed, or to limit or surrender any rights or power herein reserved to or conferred upon the City;

(ii) to make such provisions for the purpose of curing any ambiguity, or of curin g, correcting or supplementing any defective provision contained herein, to conform to the original intention of the City and the Authority;

(iii) to amend the description of the Leased Property to reflect accurately the property originally intended to b e included therein, or in connection with any substitution or release of property under Sections

3.2 or 3.3;

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(iv) to obligate the City to pay additional amounts of rental for the use and occupancy of the Leased Property, but only if (A) such additional amounts of rental are pledged or assigned for the payment of any bonds, notes, leases or other obligations the proceeds of which are applied to finance authorized expenditures of the City for the common benefit, and (B) the City has obtained and filed with t he Trustee an appraisal or other evidence of value satisfactory to the City showing that the estimated value of the Leased Property is at least equal to the aggregate principal amount of the Outstanding Bonds and all such other bonds, notes, leases or other obligations; or

(v) in any other respect whatsoever as the Authority and the City deem necessary or desirable, if in the opinion of Bond Counsel such modifications or amendments do not materially adversely affect the interests of the Owners of the Bonds.

No such modification or amendment may (a) extend or have the effect of extending any Lease Payment Date or reducing any Lease Payment or any premium payable upon the prepayment thereof, without the express consent of the Owners of the affected Bonds, or (b) modify any of the rights or obligations of the Trustee without its written assent thereto. If the Trustee’s consent to such modification or amendment is required, the Trustee shall be entitled to the same documents as it would be entitled to under Article IX of the Indenture for such type of modification or amendment.

SECTION 7.6. Federal Tax Law . The City and the Authority do not intend the interest on the Bonds to be excluded from gross income for federal income tax purposes.

SECTION 7.7. Continuing Disclosure. The City shall comply with and carry out all of the provisions of the Continuing Disclosure Certificate executed by the City as of the Closing Da te, as originally executed and as it may be amended from time to time in accordance with its terms. Notwithstanding any other provision of this Lease, failure of the City to comply with such Continuing Disclosure Certificate will not constitute an Event of Default, although any Participating Underwriter (as that term is defined in such Continuing Disclosure Certificate) or any Owner or beneficial owner of the Bonds may take such actions as may be necessary and appropriate to compel performance by the City of its obligations under this Section, including seeking mandate or specific performance by court order.

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ARTICLE VIII

EVENTS OF DEFAULT AND REMEDIES

SECTION 8.1. Events of Default Defined. Any one or more of the following events constitute an Event of Default hereunder:

(a) Failure by the City to pay any Lease Payment or other payment required to be paid hereunder at the time specified herein.

(b) Failure by the City to observe and perform any covenant, condition or agreement on its part to be observed or performed, other than as referred to in the preceding subsection (a), for a period of 30 days after written notice specifying such failure and requesting that it be remedied has been given to the City by the Authority or the Trustee.

If in the reasonable opinion of the City the failure stated in the notice can be corrected, but not within such 30 -day period, the failure will not constitute an Event of Default if the City commences to cure the failure within such 30-day period and thereafter diligently and in good faith cures the failure in a reasonable period of time , such period of time not to be longer than 180 days after the delivery of such default notice.

(c) The filing by the City of a voluntary petition in bankruptcy, or failure by the City promptly to lift any execution, garnishment or attachment, or adjudication of the City as a bankrupt, or assignment by the City for the benefit of creditors, or the entry by the City into an agreement of composition with creditors, or the approval by a court of competent jurisdiction of a petition applicable to the City in any proceedings instituted under the provisions of the Federal Ba nkruptcy Code, as amended, or under any similar acts which may hereafter be enacted.

SECTION 8.2. Remedies on Default. Whenever any Event of Default has happened and is continuing, the Authority may exercise any and all remedies available under law or granted under this Lease to collect the amounts then due and thereafter to become due hereunder or to enforce any other of its rights hereunder , except as provided herein .

Notwithstanding anything herein or in t he Indenture to the contrary, (a) neither the Authority nor the Trustee may accelerate the Lease Payments or otherwise declare any Lease Payments not then in default to be immediately due and payable (the Authority hereby expressly waives the right to receive any amount from the City pursuant to Section 1951.2 of the California Civil Code to accelerate payment of the Lease Payments) and (b) neither the Authority nor the Trustee shall have the right to re -lease any portion of the Leased Property that constitutes a City street. Each covenant hereof to be kept and performed by the City is expressly made a condition and upon the breach thereof the Authority may exercise any and all rights granted hereunder; except that no termination of this Lease may be effected either by operation of law or acts of the parties hereto, except only in the manner herein expressly provided.

SECTION 8.3. No Remedy Exclusive . No remedy herein conferred upon or reserved to the Authority is intended to be exclusive and every such remedy is cumulative and in addition to every other remedy given under this Lease or now or hereafter existing City Council Regular Meeting - Page 294 of 473

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at law or in equity. No delay or omission to exercise any right or power accruing upon the occurrence of any Event of Default impairs any such right or power or operates as a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed exp edient. In order to entitle the Authority to exercise any remedy reserved to it in this Article VIII it is not necessary to give any notice, other than as expressly required in this Article VIII or by law.

SECTION 8.4. Agreement to Pay Attorneys’ Fees a nd Expenses. If the Authority or the City defaults under any of the provisions of this Lease and the nondefaulting party employs attorneys or incurs other expenses for the collection o f moneys or the enforcement or performance or observance of any obligation or agreement on the part of the defaulting party herein contained, the defaulting party will on demand therefor pay to the nondefaulting party the reasonable fees of such attorneys and such other expenses so incurred by the nondefaulting party ; provided, however, that the Trustee shall not be required to expend its own funds for any payment described in this Section.

SECTION 8.5. No Additional Waiver Implied by One Waiver. If the Authority or the City breaches any agreement in this Lease and thereafter the other party waives the breach, such waiver is limited to the particular breach so waived and does not operate to waive any other breach hereunder.

SECTION 8.6. Application of Proceeds. All net proceeds received from the re-lease of the Leased Property under this Article VIII, and all other amounts derived by the Authority or the Trustee as a result of the occurrence of an Event of Default, must be paid to and applied by the Trustee in accordance with Section 7.03 of the Indenture.

SECTION 8.7. Trustee and Bond Owners to Exercise Rights . Such rights and remedies as are given to the Authority under this Article VIII have been assigned by the Authority to the Trustee under the Assignment Agreement for the benefit of the Bond Owners, to which assign ment the City hereby consents. The Trustee and the Bond Owners shall exercise such rights and remedies in accordance with the Indenture.

ARTICLE IX

PREPAYMENT OF LEASE PAYMENTS

SECTION 9.1. Security Deposit. Notwithstanding any other provision of this Lease, the City may on any date secure the payment of the Lease Payments allocable to the Leased Property in whole or in part by depositi ng with the Trustee an amount of cash which, together with other available amounts on deposit in the funds and accounts established under the Indenture, is either:

(a) sufficient to pay such Lease Payments, including the principal and interest components thereof, in accordance with the Lease Payment schedule set forth in Appendix B, or

(b) invested in whole or in part in non-callable Federal Securities in such amount as will, in the opinion of an independent certified public accountant, (which opinion must be addressed and delivered to the City Council Regular Meeting - Page 295 of 473

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Trustee), together with interest to accrue thereon and together with any cash which is so deposited, be fully sufficient to pay such Lease Payments when due under Section 4.3(a), as the City instructs at the time of said deposit.

If the City makes a security deposit under this Section with respect to all unpaid Lease Payments, and notwithstanding the provisions of Section 4.2, (a) the Term of this Lease will continue, (b) all obligations of the City under this Lease, and all security provided by this Lease for said Lease Payments, will thereupon cease and terminate, excepting only the obligation of the City to make, or cause to be made all of said Lease Payments from such security deposit, and (c) under Section 4.7, ti tle to the Leased Property will vest in the City on the date of said deposit automatically and without further action by the City or the Authority. Said security deposit constitutes a special fund for the payment of Lease Payments in accordance with the provisions of this Lease.

SECTION 9.2. Optional Prepayment. The City has the option to prepay the principal components of the Lease Payments in whole, or in part in any integral multiple of $5,000, from any source of legally available funds, on any date on or after October 1, 20__, at a prepayment price equal to the aggregate principal components of the Lease Payments to be prepaid, together with the interest component of the Lease Payment required to be paid on such Interest Payment Date, and together with a prepayment premium equal to the premium (if any) required to be paid on the resulting redemption of Bonds under Section 4.01(a) of the Indenture. Such prepayment price shall be deposited by the Trustee in the Redemption Fund to be applied to the redemption of Bonds under Section 4.01(a) of the Indenture. The City shall give 10 days’ written notice to the Trustee of its intention to prepay the Lease Payments under this Section.

SECTION 9.3. Mandatory Prepayment From Net Proceeds of Insurance or Eminent Domain. The City shall prepay the principal components of the Lease Payments allocable to the Leased Property in whole or in part on any date, from and to the extent of any Net Proceeds of insurance award or eminent domain award with respect to the Leased Property theretofore deposited in the Redemption Fund for that purpose under Article VI hereof and Section 5. 07 of the Indenture. Such Net Proceeds, to the extent remaining after payment of any delinquent Lease Payments, will be credited towards the City’s obligations under this Section and applied to the corresponding redemption of Bonds under Section 4.01(b) of the Indenture.

SECTION 9.4. Credit for Amounts on Deposit . If the principal components of the Lease Payments are prepaid in full under this Article IX, such that the Indenture is discharged by its terms as a result of such prepayment, at the written election of the City filed with the Trustee any or all amounts then on deposit in the Bond Fund (and the accounts therein) will be credited towards the amounts then required to be so prepaid.

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ARTICLE X

MISCELLANEOUS

SECTION 10.1. Notices. Any notice, request, complaint, demand or other communication under this Lease shall be given by first class mail or personal d elivery to the party entitled thereto at its address set forth below, or by facsimile transmission or other form of telecommunication, at its number set forth below. Notice shall be effective either (a) upon transmission by facsimile transmission or other form of telecommunication, (b) 48 hours after deposit in the United States of America first class mail, postage prepaid, or (c) in the case of personal delivery to any person, upon actual receipt. The Authority, the City or the Trustee may, by written notice to the other parties, from time to time modify the address or number to which communications are to be given hereunder.

If to the City/Authority: City of Lynwood
11330 Bullis Road
Lynwood, CA 90262
Attn: City Manager/Chief Administrative Officer

If to the Trustee: U.S. Bank Trust Company, National Association U.S. Bank Tower
633 West 5th Street, 24th Floor
Los Angeles, CA 90071
Attn: Corporate Trust Services

SECTION 10.2. Binding Effect. This Lease inures to the benefit of and binds the Authority, the City and their respective successors and assigns.

SECTION 10.3. Severability. If any provision of this Lease is held invalid or unenforceable by any court of co mpetent jurisdiction, such holding will not invalidate or render unenforceable any other provision hereof.

SECTION 10.4. Net-net-net Lease. This Lease is deemed and construed to be a “net-net-net lease” and the City hereby agrees that the Lease Payments are an absolute net return to the Authority, free and clear of any expenses, charges or set-offs whatsoever.

SECTION 10.5. Third Party Beneficiary. The Trustee is hereby made a third party beneficiary hereunder with all rights of a third party beneficiary.

SECTION 10.6. Further Assurances and Corrective Instruments. The Authority and the City shall, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements hereto and such further instruments as may reasonably be required for correcting any inadequate or incorrect description of the Leased Property hereby leased or intended so to be or for carrying out the expressed intention of this Lease.

SECTION 10.7. Execution in Counterparts. This Lease may be executed in several counterparts, each of which is an original and all of which constitute but one and the same instrument.

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SECTION 10.8. Applicable Law . This Lease is governed by and construed in accordance with the laws of the State of California.

SECTION 10.9. Authority and City Representatives . Whenever under the provisions of this Lease the approval of the Authority or the City is required, or the Authority or the City is required to take some action at the request of the other, such approval or such request shall be given for the Authority and for the City by an Authorized Representative thereof, and any party hereto may conclusively rely upon any such approval or request.

SECTION 10.10. Captions. The captions or headings in this Lease are for convenience only and in no way define, limit or describe the scope or intent of any provisions or Section of this Lease.

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IN WITNESS WHEREOF, the Authority and the City have caused this Lease to be executed in their respective names by their duly authorized officers, all as of the date first above written.

LYNWOOD PUBLIC FINANCING AUTHORITY,
as lessor

By
Ernie Hernandez
Chief Administrative Officer

Attest:

Maria Quiñonez
Secretary

CITY OF LYNWOOD,
as lessee

By
Ernie Hernandez
City Manager

Attest:

Maria Quiñonez
City Clerk

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A-1

APPENDIX A

DESCRIPTION OF THE LEASED PROPERTY

[List of City streets to come]

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B-1

APPENDIX B

SCHEDULE OF LEASE PAYMENTS
Lease
Payment Date*
Principal
Component
Interest
Component
Aggregate
Lease Payment

* Lease Payment Dates are the Business Day immediately preceding each date listed in the schedule

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Jones Hall Draft of May 11, 2022

ASSIGNMENT AGREEMENT

This ASSIGNMENT AGREEMENT (this “ Agreement”), dated for convenience as of July 1, 2022 , is between the LYNWOOD PUBLIC FINANCING AUTHORITY, a joint powers authority duly organized and existing under the laws of the State of California (the “Authority”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee”).

B A C K G R O U N D :

1. The City of Lynwood (the “ City”) and the Lynwood Redevelopment Agency (which has been succeeded by the Successor Agency to the former Lynwood Redevelopment Agency ) (the “ Successor Agency ”) entered i nto a Joint Exercise of Powers Agreement, dated as of December 1, 1992, establishing the Authority for the purpose, among others, of providing assistance to the City and the Successor Agency with their financing programs.

2. The City is obligated by the Public Employees’ Retirement Law, commencing with Section 20000 of the Government Code of the State of California, as amended (the “Retirement Law ”), to make payments relating to pension benefits accruing to the California Public Employees’ Retirement Syste m’s (“CalPERS”) members, including the City.

4. The CalPERS Obligation is evidenced by a contract or contracts with CalPERS with respect to public safety employees and miscellaneous emplo yees of the City, as heretofore and hereafter amended from time to time (collectively, the “ CalPERS Contract”).

5. The City is authorized under Section 37350 and 37380 of the California Government Code to lease, receive, hold, and enjoy real and personal property, and control and dispose of it for the common benefit, and the Authority is authorized under the Marks-Roos Local Bond Pooling Act of 1985, being Article 4 of Chapter 5 of Division 7 of Title 1 of the California Government Code (the “ Bond Law”) to issue revenue bonds for the purpose of providing working capital and/or refunding any evidence of indebtedness of its members.

6. The Authority proposes to issue lease revenue bonds under the Bond Law and an Indenture, dated as of July 1, 2022 (the “Indenture”), for the purpose of refunding City Council Regular Meeting - Page 302 of 473
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all or a portion of the City’s obligations under the CalPERS Contract, including paying all costs of issuing the lease revenue bonds and of refunding the CalPERS Contract.

7. To that end, the City has proposed to lease to the Authority certain real property described in Appendix A attached hereto and by this reference incorporated herein (the “ Leased Property”), under a Site Lease, dated the date hereof (the “ Site Lease”), in consideration of the payment by the Authority of an upfront rental payment (the “Site Lease Payment”) which is sufficient to provide funds for refunding of the CalPERS Contract.

8. The Authority has authorized the issuance of its Lynwood Joint Powers Financing Authority Lease Revenue Bonds, Se ries 2022 (Federally Taxable) (the “Bonds”) under the Indenture for the purpose of providing the funds to enable the Authority to pay the Site Lease Payment to the City in accordance with the Site Lease.

9. In order to provide revenues which are sufficien t to enable the Authority to pay debt service on the Bonds, the Authority has agreed to lease the Leased Property back to the City under a Property Lease, dated the date hereof (the “Lease”), under which the City has agreed to pay semiannual Lease Payments as the rental for the Leased Property thereunder.

10. The Authority has requested the Trustee to enter into this Agreement for the purpose of assigning certain of its rights under the Lease to the Trustee for the benefit of the Bond owners.

A G R E E M E N T :

In consideration of the material covenants contained in this Agreement, the parties hereto hereby formally covenant, agree and bind themselves as follows:

SECTION 1. Defined Terms . All capitalized terms not otherwise defined herein have the respective meanings given those terms in the Indenture.

SECTION 2. Assignment. The Authority hereby assigns to the Trustee, for the benefit of the Owners of all Bonds which are issued and Outstanding under the Indenture, all of the Authority’s rights under the Lease (excepting only the Authority’ s rights under Sections 4.5, 5.10, 7.3 and 8.4 of the Lease and its rights to give consents and approvals under the Lease), including but not limited to:

(a) the right to receive and collect all of the Lease Payments fr om the City under the Lease;

(b) the right to receive and collect any proceeds of any insurance maintained thereunder with respect to the Leased Property, or any eminent domain award (or proceeds of sale under threat of eminent domain) paid with respect to the Leased Property; and

(c) the right to exercise such rights and remedies conferred on the Authority under the Lease as may be necessary or convenient (i) to enforce payment of the Lease Payments and any amounts required City Council Regular Meeting - Page 303 of 473
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to be deposited in the Insurance and Condemnation Fund established under Section 5.07 of the Indenture, or (ii) otherwise to protect the interests of the Bond Owners in the event of a default by the City under the Lease.

The Trustee shall administer all of the rights assigned to it by the Authority under this Agreement in accordance with the provisions of the Indenture, for the benefit of the Owners of Bonds. The assignment made under this Section 2 is absolute and irrevocable, and without recourse to the Authority.

SECTION 3. Acceptance. The Trustee hereby accepts the assignments made herein for the purpose of securing the payments due under the Lease and Indenture to, and the rights under the Lease and Indenture of, the Owners of the Bonds, all subject to the provisions of the Ind enture. The recitals contained herein are those of the Authority and not of the Trustee, and the Trustee assumes no responsibility for the correctness thereof.

SECTION 4. Conditions. This Agreement confers no rights and imposes no duties upon the Trust ee beyond those expressly provided in the Indenture. The assignment hereunder to the Trustee is solely in its capacity as Trustee under the Indenture, and the Trustee shall have the same rights, protections, immunities and indemnities hereunder as afforded to it under the Indenture.

SECTION 5. Execution in Counterparts. This Agreement may be executed in any number of counterparts, each of which is an original and all together constitute one and the same agreement. Separate counterparts of this Agreemen t may be separately executed by the Trustee and the Authority, both with the same force and effect as though the same counterpart had been executed by the Trustee and the Authority.

SECTION 6. Binding Effect. This Agreement inures to the benefit of and binds the Authority and the Trustee, and their respective successors and assigns, subject, however, to the limitations contained herein.

SECTION 7. Governing Law. This Agreement is governed by the Constitution and laws of the State of California.

City Council Regular Meeting - Page 304 of 473
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IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized officers as of the day and year first written above.

LYNWOOD PUBLIC FINANCING AUTHORITY

By
Ernie Hernandez
Chief Administrative Officer
Attest:

Maria Quiñonez
Secretary

U.S. BANK TRUST COMPANY, NATIONAL
ASSOCIATION, as Trustee

By
Authorized Representative
City Council Regular Meeting - Page 305 of 473
A-1

APPENDIX A

DESCRIPTION OF THE LEASED PROPERTY

[List of City streets to come]

City Council Regular Meeting - Page 306 of 473
This Preliminary Official Statement and the information contained herein are subject to completion or amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

Jones Hall Draft of May 11, 2022

PRELIMINARY OFFICIAL STATEMENT DATED ________, 2022
NEW ISSUE – FULL BOOK-ENTRY S&P [(Insured)]: “__”
[(Underlying)]: “__”
See “RATING[S]” herein.

In the opinion of Jones Hall, A Professional Law Corporation, San Francisco, California, Bond Counsel, subject, however, to certain qualifications described herein, under existing law, interest on the Bonds is exempt from State of California personal income taxes. Bond counsel observes that interest on the Bonds is not excluded from gross income for federal income tax purposes. See “TAX MATTERS” herein.”
$______________*

LYNWOOD PUBLIC FINANCING AUTHORITY
LEASE REVENUE BONDS, SERIES 2022
(FEDERALLY TAXABLE)
Dated: Date of Delivery Due: October 1, as shown on inside cover Authority for Issuance. The bonds captioned above (the “Bonds”) are being issued by the Lynwood Public Financing Authority (the “Authority”) pursuant to resolutions adopted by the governing body of the Authority and the City Council of the City of Lynwood (the “City”) on [May 17], 2022, and an Indenture of Trust dated as of July 1, 2022 (the “Indenture”), by and between the Authority and U.S. Bank Trust Company, National Association , as trustee (the “Trustee”). See “THE BONDS – Authority for Issuance.”
Purpose. The proceeds of the Bonds will be used to (i) refund a portion of the City ’s obligations under the CalPERS Contract, and (ii) pay the costs of issuing the Bonds. See “FINANCING PLAN.” Security for the Bonds. Under the Indenture, the Bonds are payable from and secured by a first pledge of and lien on “Revenues” consisting primarily of lease payments (the “Lease Payments”) made by the City for the lease of property under a Lease Agreement dated as of July 1, 2022 , between the Authority, as lessor, and the City, as lessee, concerning the leaseback of certain real property, as described in this Official Statement. The Bonds are also secured by certain funds held under the Indenture. See “SECURITY FOR THE BONDS.”
Bond Terms; Book-Entry Only. The Bonds will bear interest at the rates shown on the inside cover page, payable semiannually on April 1 and October 1 of each year, commencing on October 1, 2022, and will b e issued in fully-registered form without coupons in integral multiple s of $5,000. The Bonds will be issued in book-entry only form, initially registered in the name of Cede & Co., as nominee of The Depository Trust Company ( “DTC”). Purchasers of the Bon ds will not receive certificates representing their interests in the Bonds. Payments of the principal of, premium, if any, and interest on the Bonds will be made to DTC, which is obligated in turn to remit such principal, premium, if any, and interest to its DTC Participants for subsequent disbursement to the beneficial owners of the Bonds. See “THE BONDS − General Provisions.” Redemption. The Bonds are subject to redemption prior to maturity. See “THE BONDS – Redemption.” [Bond Insurance. To come, if applicable]
The Bonds are special obligations of the Authority, payable solely from and secured by a pledge of the Revenues as specified therein and in the Indenture. Neither the faith and credit nor the taxing power of the Authority, the City or the State of California, or any political subdivision thereof, is pledged to the payment of the Bonds.

The obligation of the City to pay Lease Payments does not constitute an indebtedness of the City, the State of California, or any of its political subdivisions within the meaning of any constitutional or statutory debt limitation or restriction, and does not constitute an obligation for which the City or the State of California is obligated to levy or pledge any form of taxation or for which the City or the State of California has levied or pledged any form of taxation, except for the pension tax override levied and collected by the City as described herein. The Authority has no power to tax.

MATURITY SCHEDULE
(see inside cover)
This cover page contains certa in information for general reference only . It is not a summary of all the provisions of the Bonds. Prospective investors must read the entire Official Statement to obtain information essential to making an informed investment decision.

The Bonds are offered when, as and if issued, subject to approval as to their legality by Jones Hall, A Professional Law Corporation, San Francisco, California, Bond Counsel, and subject to certain other conditions. Certain legal matters will also be passed upon for the Authority and the City by Jones Hall, A Professional Law Corporation, as Disclosure Counsel. Certain legal matters will be passed upon for the Authority and the City by the City Attorney of the City . Certain legal matters will be passed on for the Underwriter by Quint & Thimmig LLP , as Underwriter ’s Counsel. It is anticipated that the Bonds will be delivered in book-entry form through the facilities of DTC on or about ______, 2022. [Underwriter Logo]

The date of this Official Statement is: _____ __, 2022

* Preliminary; subject to change.

City Council Regular Meeting - Page 307 of 473

LYNWOOD PUBLIC FINANCING AUTHORITY
LEASE REVENUE BONDS, SERIES 2022
(FEDERALLY TAXABLE)

MATURITY SCHEDULE
(Base CUSIP:† ________)

$_____ Serial Bonds

Maturity Date
(October 1)
Principal
Amount
Interest
Rate Yield Price CUSIP†

$______ - ____% Term Bonds due October 1, 20__; Yield ____%; Price ___; CUSIP†: ___

C: Yield to the first optional redemption date of October 1, 20__, at par. † CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of t he American Bankers Association by FactSet Research Systems Inc. Copyright (c) 2022 CUSIP Global Services. All rights reserved. CUS IP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitu te for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the Authority, the Underwriter or their agents or counsel take any responsibility for the accuracy of such numbers.

City Council Regular Meeting - Page 308 of 473

LYNWOOD PUBLIC FINANCING AUTHORITY

CITY OF LYNWOOD, CALIFORNIA

AUTHORITY BOARD/CITY COUNCIL

Jorge Casanova, Mayor and President
José Luis Solache, Mayor Pro Tem and Vice President
Oscar Flores, Councilmember and Authority Member
Marisela Santana, Councilmember and Authority Member
Rita Soto, Councilmember and Authority Member

AUTHORITY/CITY OFFICIALS

Ernie Hernandez, City Manager and Chief Administrative Officer Harry Wong, City and Authority Finance Director
Gabriela Camacho, City and Authority Treasurer
Noel Tapia, City Attorney and Authority Counsel
Maria Quiñonez, City Clerk and Authority Secretary

PROFESSIONAL SERVICES

MUNICIPAL ADVISOR
Kosmont Transactions Services, Inc.

Manhattan Beach, California

BOND AND DISCLOSURE COUNSEL
Jones Hall, A Professional Law Corporation
San Francisco, California

Trustee
U.S. Bank Trust Company, National Association
Los Angeles, California

City Council Regular Meeting - Page 309 of 473

GENERAL INFORMATION ABOUT THIS OFFICIAL STATEMENT

Use of Official Statement. This Official Statement is submitted in connection with the sale of the Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose . This Official Statement is not a contract between any bond owner and the Authority or the Underwriter.

No Offering Except by This Official Statement . No dealer, broker, salesperson or other person has been authorized by the Authority or the Underwriter to give any information or to make any representations other than those contained in this Official Statement and, if given or made, such other information or representation must not be relied upon as having been authorized by the Authority or the Underwriter.

No Unlawful Offers or Solicitations. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor may there be any sale of the Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale.

Preparation of Official Statement. The information set forth in this Official Statement has been furnished by the Authority and other sources which are believed to be reliable, but it is not guaranteed as to accuracy or completeness.

The Underwriter has provided the following sentence for inclusion in this Official Statement: The Underwriter has reviewed the information in this Official Statement in accordance with, and as part of, their responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information.

Estimates and Forecasts. When used in this Official Statement and in any continuing disclosure by the Authority in any press release and in any oral statement made with the approval of an authorized officer of the City or the Authority or any other entity described or referenced herein, the words or phrases “will likely result, ” “are expected to”, “will continue”, “is anticipated”, “estimate”, “project”, “forecast”, “expect”, “intend” and similar expressions identify “forward looking statements ” within the meaning of the Private Securities Litigation Reform Act of 1995 . Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward -looking statements. Any forecast is subject to such uncertainties . Inevitably, some assumptions used to develop the forecasts will not be realized and unanticipated events and circumstances may occur. Therefore, there are likely to be differences between forecasts and actual results, and those differences may be material. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, give rise to any implication that there has been no change in the affairs of the City, Auth ority or any other entity described or referenced herein since the date hereof.

Stabilization of Prices . In connection with this offering, the Underwriter may overallot or effect transactions which stabilize or maintain the market price of the Bonds at a level above that which might otherwise prevail in the open market. Such stabilizing, if commenced, may be discontinued at any time. The Underwriter may offer and sell the Bonds to certain securities dealers, dealer banks and banks acting as agent at prices lower than the public offering prices stated on the inside cover page of this Official Statement, and those public offering prices may be changed from time to time by the Underwriter.

Document Summaries. All summaries of the Indenture or other documents referred to in this Official Statement are made subject to the provisions of such documents and qualified in their entirety to reference to such documents, and do not purport to be complete statements of any or all of such provisions .

No Securities Laws Registration. The Bonds have not been registered under the Securities Act of 1933, as amended, in reliance upon exceptions therein for the issuance and sale of municipal securities. The Bonds have not been registered or qualified under the securities laws of any state.

Effective Date. This Official Statement speaks only as of its date, and the information and expressions of opinion contained in this Official Statement are subject to change without notice. Neither the delivery of this Official Statement nor any sale of the Bonds will, under any circumstances, give rise to any implication that there has been no change in the affairs of the City, the Authority, the other parties descr ibed in this Official Statement, or the condition of the property within the City since the date of this Official Statement.

Lynwood City CouncilMay 17, 2022

Lynwood City Council
May 17, 2022