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8.4 Extension. City may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Consultant understands and agrees that, if City grants such an extension, City shall have no obligation to provide Consultant with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no obligation to reimburse Consultant for any otherwise reimbursable expenses incurred during the extension period.
8.5 Amendments. The Parties may amend this Agreement only by a writing signed by all the Parties.
8.6 Assignment and Subcontracting. City and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant’s unique personal competence, experience, and specialized personal knowledge.
Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Consultant. Consultant may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Consultant shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in Consultant’s proposal, without prior written approval of the Contract Administrator. In the event that key personnel leave Consultant’s employ, Consultant shall notify City immediately.
8.7 Survival. All obligations arising prior to the expiration or termination of this Agreement and all provisions of this Agreement allocating liability between City and Consultant shall survive the expiration or termination of this Agreement.
8.8 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, any or all of the following:
a. Immediately terminate this Agreement;
b. Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement; c. Retain a different consultant to complete the Services described in Exhibit A; and/or
d. Charge Consultant the difference between the cost to complete the Services described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Consultant pursuant to Section 2 if Consultant had completed the Services.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 13
Menifee Mayor and City Council April 20, 2022
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7630421.2 a02/24/22 -11-
SECTION 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of City. Consultant hereby agrees to deliver those documents to City upon the expiration or termination of this Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for City and are not necessarily suitable for any future or other use. Any use of such documents for other projects by City shall be without liability to Consultant. City and Consultant agree that, until final approval by City, all data, plans, specifications, reports, and other documents are confidential and will not be released to third parties without prior written consent of both Parties unless required by law.
9.2 Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, rights of reproduction, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, test data, survey results, models, renderings, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings, digital renderings, or data stored digitally, magnetically, or in any other medium, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents and Data”). Consultant shall require all subcontractors to agree in writing that City is granted a non- exclusive and perpetual license for any Documents and Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents and Data. Consultant makes no such representation and warranty in regard to Documents and Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk.
9.3 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for the Services or expenditures and disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible.
9.4 Inspection and Audit of Records. Any records or documents that Section 9.3 of this Agreement requires Consultant to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City.
Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 14
Menifee Mayor and City Council April 20, 2022
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SECTION 10. MISCELLANEOUS PROVISIONS.
10.1 Attorneys’ Fees. If either Party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing Party shall be entitled to reasonable attorneys’ fees and expenses including costs, in addition to any other relief to which that Party may be entitled; provided, however, that the attorneys’ fees awarded pursuant to this Section shall not exceed the hourly rate paid by City for legal services multiplied by the reasonable number of hours spent by the prevailing Party in the conduct of the litigation. The court may set such fees in the same action or in a separate action brought for that purpose.
10.2 Applicable Law; Venue. The internal laws of the State of California shall govern the interpretation and enforcement of this Agreement. In the event that either Party brings any action against the other under this Agreement, the Parties agree that trial of such action shall be vested exclusively in Riverside County.
10.3 Severability. If any provision of this Agreement is held invalid, the remainder of this Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect.
10.4 Section Headings and Subheadings. The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.
10.5 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.
10.6 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the Parties.
10.7 Consultant Representative. All matters under this Agreement shall be handled for Consultant by Carl Wallace (“Consultant’s Representative”). The Consultant’s Representative shall have full authority to represent and act on behalf of Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.
10.8 City Contract Administration. This Agreement shall be administered by a City employee, Carlos Geronimo, Sr. Engineer (“Contract Administrator”). All correspondence shall be directed to or through the Contract Administrator or his designee. The Contract Administrator shall have the power to act on behalf of City for all purposes under this Agreement. Unless otherwise provided in this Agreement, Consultant shall not accept direction or orders from any person other than the Contract Administrator or his designee.
10.9 Notices. Any written notice to Consultant shall be sent to:
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 15
Menifee Mayor and City Council April 20, 2022
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WALLACE & ASSOCIATES CONSULTING, LLC
Attn: Carl Wallace
PO Box 909
Murrieta, CA 92564
Any written notice to City shall be sent to the Contract Administrator at:
City of Menifee
29844 Haun Road
Menifee, CA 92586
Attn: Carlos Geronimo, Sr. Engineer
with a copy to:
City Clerk
City of Menifee
29844 Haun Road
Menifee, CA 92586
10.10 Professional Seal. Where applicable in the determination of the Contract Administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled “Seal and Signature of Registered Professional with report/design responsibility,” as in the following example.
__________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.
10.11 Rights and Remedies. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.
10.12 Integration. This Agreement, including the scope of services attached hereto and incorporated herein as Exhibit A, represents the entire and integrated agreement between City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.
10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 16
Menifee Mayor and City Council April 20, 2022
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10.14 Execution of Contract. The persons executing this Agreement on behalf of each of the Parties hereto represent and warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other Agreement to which said Party is bound.
10.15 Nondiscrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that in the performance of this Agreement there shall be no discrimination against or segregation of, any person or group of persons on account of any impermissible classification including, but not limited to, race, color, creed, religion, sex, marital status, sexual orientation, national origin, or ancestry.
10.16 No Third Party Beneficiaries. With the exception of the specific provisions set forth in this Agreement, there are no intended third-party beneficiaries under this Agreement and no such other third parties shall have any rights or obligations hereunder.
10.17 Nonliability of City Officers and Employees. No officer, official, employee, agent, representative, or volunteer of City shall be personally liable to Consultant, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.
10.18 No Undue Influence. Consultant declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City shall receive compensation, directly or indirectly, from Consultant, or from any officer, employee, or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement.
10.19 No Benefit to Arise to City Employees. No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or has responsibilities with respect to this Agreement during his/her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for the Services to be performed under this Agreement. [Signatures on Following Page]
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 17
Menifee Mayor and City Council April 20, 2022
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IN WITNESS WHEREOF, the Parties hereto have executed and entered into this Agreement as of the Effective Date.
CITY OF MENIFEE
Armando G. Villa, City Manager
Attest:
Sarah A. Manwaring, City Clerk
Approved as to Form:
Jeffrey T. Melching, City Attorney
CONSULTANT
Carl Wallace, President
Heidi Nesper, Office Manager
[Note: 2 officer’s signatures required if
Consultant is a corporation, unless provided
with a certificate of secretary in-lieu]
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 18
Menifee Mayor and City Council April 20, 2022
2671/031858-0001
7630421.2 a02/24/22
EXHIBIT A.
EXHIBIT A
SCOPE OF SERVICES
Services shall include Contruction Management and Inspection Services in the amount not to exceed FOUR HUNDRED TWENTY FIVE THOUSAND SIXTY FOUR DOLLARS AND ZERO CENTS ($425,064.00) as further detailed in the following page(s).
Time and Material.
Payment for services or deliverables to be provided on a time-and-material basis shall be determined in accordance with the hourly rates set forth in the applicable Scope of Work (“SOW”) multiplied by the hours that Consultant has worked on such services or deliverables. If the SOW fails to identify the applicable hourly rates, payments shall be made in accordance with Contractor’s then-current hourly rates for the services described in the applicable SOW.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 19
Menifee Mayor and City Council April 20, 2022
2671/031858-0001
7630421.2 a02/24/22 EXHIBIT A.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 20
Menifee Mayor and City Council April 20, 2022
2671/031858-0001
7630421.2 a02/24/22 EXHIBIT A.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 21
Menifee Mayor and City Council April 20, 2022
2671/031858-0001
7630421.2 a02/24/22 EXHIBIT A.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 22
Menifee Mayor and City Council April 20, 2022
2671/031858-0001
7630421.2 a02/24/22 EXHIBIT A.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 23
Menifee Mayor and City Council April 20, 2022
2671/031858-0001
7630421.2 a02/24/22 EXHIBIT A.
Item Title: 10.6
Agreement with Wallace & Associates for Fire Station No. 5 Item Page Number: 24
Menifee Mayor and City Council April 20, 2022
CITY OF MENIFEE
SUBJECT: Asset Forfeiture Appropriation of Funds
MEETING DATE: April 20, 2022
TO: Mayor and City Council
PREPARED BY: Christine Booker, Budgets & Grants Analyst REVIEWED BY: Pat Walsh, Police Chief
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------
RECOMMENDED ACTION
1. Approve a Budget Amendment Resolution authorizing the Menifee Police Department to appropriate asset forfeiture funds in the amount of $9,500.
DISCUSSION
The requested appropriations would be allocated to the professional services account in the amount of $9,500 to fund a contract with the Law Offices of Pietro Canestrelli for the creation of non-profit paperwork for Menifee to join the Southwest Riverside Crime Stoppers and provide the initial funds for the “cash rewards” in this account. Southwest Riverside Crime Stoppers is a community based 501(c)(3) non-profit organization supporting law enforcement in reducing and solving crimes.
History of Southwest Riverside Crime Stoppers
In 2020, as the Menifee Police Department was preparing for launch, the Investigations Division discovered a void in the southwestern region of Riverside County for Crime Stoppers. In preparation for community assistance for major crimes, the Police Department contacted and partnered with Crime Stoppers programs in the San Diego, Los Angeles, and east Riverside County. The Southwest Riverside Crime Stoppers evolved out of an idea and strong need to deliver our community a safe way to partner with law enforcement and provide an anonymous way to report tips related to crime.
Southwest Riverside Crime Stoppers is a community based 501(c)(3) non-profit organization supporting law enforcement in reducing and solving crimes. We currently have three community- based board members and one law enforcement advisor. The by-laws allow for up to nine board members who will be leaders from Menifee, Murrieta, Hemet, and Southwest Riverside communities.
Item Title: 10.7
Asset Forfeiture Appropriation of Funds
Item Page Number: 1
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
Asset Forfeiture Appropriation of Funds
April 20, 2022
9 4
0 Our Mission
The purpose of Southwest Riverside Crime Stoppers is to prevent and reduce crime, by forming a partnership among the community, law enforcement, and the media to offer anonymity and cash rewards to anyone providing information leading to an arrest.
Crime Stoppers encourages members of the community to assist local law enforcement agencies in the fight against crime by overcoming the two key elements that inhibit community involvement:
fear and apathy.
Current Funding and Expenses
To fully implement and launch Southwest Riverside Crime Stoppers, the board estimates an additional $10,000 is needed, which would fund the website, hosting fees, Directors and Officers Insurance, General Liability Insurance, P3 Global Intel, membership to National Crime Stoppers, and miscellaneous operating expenses. Staff are working with local agencies including Hemet, Murrieta, and Riverside County Sheriff’s Department to split the additional costs and responsibilities.
Future Structure and Funding
Crime Stoppers uses a three-part approach to preventing and solving crimes. The first part of the program is to empower the community by providing a safe way to report criminal activity.
Secondly, Crime Stoppers partners with all forms of media in the region to inform the community on how to anonymously report crimes. Law Enforcement is the final part of the triangle; they follow-up on tips from community members.
The Crime Stoppers program is funded by private donations and annual fund-raising events. The reward money paid out by the program is from the fund raising and donations from concerned citizens and businesses.
STRATEGIC PLAN OBJECTIVE
Responsive and Transparent Community Government
FISCAL IMPACT
The Finance Department would appropriate $9,500 to Account No. 100-3468 (State Asset Forfeiture) by transferring from Account No. 350-2315 (restricted trust fund) and would appropriate corresponding expenditures to the Account No. 100-4911-52800 (Professional Services).
ASSET FORFEITURE FUND BALANCE
In August of 2020 the County of Riverside transferred to the City of Menifee $88,653.07 in asset forfeiture funds. These funds were previously overseen by the Riverside County Sheriff’s Department. These funds are the Menifee Police Department’s portion of multiple state cases resulting in asset forfeiture funds being allocated through the Department of Justice (DOJ) Item Title: 10.7
Asset Forfeiture Appropriation of Funds
Item Page Number: 2
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
Asset Forfeiture Appropriation of Funds
April 20, 2022
9 4
0 Equitable Sharing Guidelines. These funds have been deposited into the City’s restricted Trust Fund (Account No. 350-2315) until needed for eligible uses.
The Menifee Police Department has requested previous appropriations of the asset forfeiture funds as shown on Table 1.
Table 1
Asset Forfeiture Funds Summary
Funds Transferred From County $88,653.07 City Council Approval Date: Use: Amount:
October 7, 2020 Training
Materials & Supplies
Capital Outlays
$(3,504.00)
(1,164.00)
(6,444.00)
November 18, 2020 Materials & Supplies
Capital Outlays
(9,559.00)
(441.00)
October 6, 2021 Professional Services
Furniture & Equipment
(24,600.00)
(11,589.00)
April 20, 2022 Professional Services (9,500.00)
Remaining Balance Asset Forfeiture Funds: $21,852.07 Following the recommended appropriation of $9,500 the remaining balance would be $21,852.07.
ATTACHMENTS
1. Budget Amendment Resolution- Asset Forfeiture
Item Title: 10.7
Asset Forfeiture Appropriation of Funds
Item Page Number: 3
Menifee Mayor and City Council April 20, 2022
RESOLUTION NO. 22-____
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MENIFEE, CALIFORNIA, AMENDING THE FISCAL YEAR 2021/22 OPERATING BUDGET
WHEREAS, the City of Menifee, California adopted a budget for the fiscal year 2021/22 with Resolution No. 21-1033 on June 2, 2021; and
WHEREAS, from time to time the City of Menifee receives unanticipated revenues, experiences unanticipated expenditures, and/or identifies alternative funding sources; and WHEREAS, it is in the best interest of the citizens of the City of Menifee to allocate budget resources to continue the operations of the City of Menifee; and WHEREAS, the City Council of the City of Menifee needs to amend the fiscal year 2021/22 budget as follows:
AMENDMENTS TO ADOPTED BUDGET:
General Fund Adopted FY 2021/22 Revenue Budget: $59,885,280
CITY COUNCIL
MEETING DESCRIPTION ACCOUNT # AMOUNT
October 6, 2021 State Asset Forfeiture 100-3468 $36,189 October 6, 2021 CEQA Review Revenue 100-3425 2,000,000
October 20, 2021 Donation (Crime Watch) 100-3855 13,836.51 February 16, 2022 County Reimbursement (Salt
Creek Trail Improvements
Project)
100-xxxx 100,000
TOTAL: $2,150,025.51
Amended General Fund FY 2021/22 Revenue Budget: $62,035,305.51 General Fund Adopted FY 2021/22 Expenditure Budget: $59,885,280
2. Record Appropriation(s):
CITY COUNCIL
MEETING DESCRIPTION ACCOUNT # AMOUNT
July 7, 2021 CEQA Services:
Menifee Specific Plan
100-4330-52825 $55,440
July 7, 2021 CIP 20-04: Paloma
Wash Trail
Improvements
100-4555-58086 (95,527)
July 21, 2021 CIP 22-20: Sun City
Community Project
100-4555-58137 183,886
July 21, 2021 CIP 22-21: Lazy Creek
Pedestrian Project
100-4555-58138 88,380.50
August 4, 2021 CEQA Services:
Freedom Business Park
100-4330-52825 53,169
Item Title: 10.7
Asset Forfeiture Appropriation of Funds
Item Page Number: 4
Menifee Mayor and City Council April 20, 2022
Amending the Fiscal Year 2021/22 General Fund Budget
Menifee PD: Asset Forfeiture
2 4
4 7
5 2
September 15, 2021 CIP 21-13: McCall Blvd
Resurfacing Project
100-4555-58111 108,773.95
September 15, 2021 Fire Contract 100-4445-52800 368,502 October 6, 2021 Furniture & Equipment 100-4911-53150 11,589 October 6, 2021 Professional Services 100-4911-52800 24,600 October 6, 2021 Professional Services
Recoverable (CEQA)
100-4330-52846 2,000,000
October 6, 2021 FY20/21 Budget Carry-
Overs
100-xxxx-xxxxx 3,764,518.47
October 20, 2021 Donation (Crime Watch) 100-4911-52509 13,836.51 December 15, 2021 Future City Hall 100-4555-xxxxx 4,000,000 December 15, 2021 Future City Hall Parking
Lot Project
100-4555-xxxxx 2,000,000
December 15, 2021 Community/Recreation
Center Project
100-4555-xxxxx 1,000,000
December 15, 2021 Holland Road Overpass
Project
100-4555-58021 2,800,000
December 15, 2021 PMP Menifee Meadows
& Potomac Projects
100-4555-xxxxx 1,057,606
March 16, 2022 Professional Services 100-4911-52800 9,500 TOTAL: $17,444,274.43
Amended General Fund FY 2021/22 Expenditure Budget: $77,329,554.43
3. Record Transfer of Funds:
FROM ACCOUNT # TO ACCOUNT # AMOUNT
TOTAL: 0
Item Title: 10.7
Asset Forfeiture Appropriation of Funds
Item Page Number: 5
Menifee Mayor and City Council April 20, 2022
Amending the Fiscal Year 2021/22 General Fund Budget
Menifee PD: Asset Forfeiture
3 4
4 7
5 2
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MENIFEE DOES HEREBY RESOLVE AS FOLLOWS:
The annual budget for the General Fund for the City of Menifee for fiscal year 2021/22 is hereby increased and amended to reflect unanticipated revenues and expenditures as follows:
Revenues:
Amended General Fund FY 2021/22 Budget $62,035,305.51 Expenditures:
Asset Forfeiture: Professional Services 9,500
Amended General Fund FY 2021/22 Budget: $77,329,554.43 PASSED, APPROVED AND ADOPTED this 6th day of April 2022. _____________________________
Bill Zimmerman, Mayor
ATTEST: APPROVED AS TO FORM:
____________________________ ____________________________ Stephanie Roseen, Acting City Clerk Jeffrey T. Melching, City Attorney Item Title: 10.7
Asset Forfeiture Appropriation of Funds
Item Page Number: 6
Menifee Mayor and City Council April 20, 2022
CITY OF MENIFEE
SUBJECT: Fiscal Year 2021/22 Mid-Year Police Department Fleet Vehicles Purchase
MEETING DATE: April 20, 2022
TO: Mayor and City Council
PREPARED BY: Christine Booker, Budgets & Grants Analyst REVIEWED BY: Pat Walsh, Police Chief
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------
RECOMMENDED ACTION
1. Approve the purchase of twelve vehicles from the State of California Contract Vendor Wondries/National Auto Fleet Group and BMW of Riverside based on the attached quotes for a not-to-exceed amount of $803,352 including tax, delivery, and using the fund account number 115-4911-53155; and
2. Allow the purchase to be made under the cooperative purchasing (piggyback) agreement as permitted under the Menifee Municipal Code Section 3.12.070 (6) with Sourcewell Contract No. 120716-NAF, thereby exempting the purchase under the competitive bidding process; and
3. Authorize the City Manager to execute the required documents and approve any future change orders due to limited availability, or unavailability of vehicles.
DISCUSSION
As the City continues to grow in population, additional Police Department staffing is needed and was approved in the fiscal year 2021/22 mid-year budget adjustments. The additional staff will help address the increased demands for services. Along with the additional staff, the Police Department vehicle fleet also needs to increase respectively.
Staff has worked closely with National Auto Fleet Group to select vehicles that would meet the needs of the department while being conscientious of the fiscal impact and also taking into account the current demand for vehicles across the country that is causing significantly longer than normal delivery times. The vehicle assignments can be seen in Table 1 on the following page.
Item Title: 10.8
Fiscal Year 2021/22 Mid-Year Police Department Fleet Vehicles Purchase Item Page Number: 1
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
Mid Year Fleet Purchase
April 20, 2022
9 4
1 Table 1 – Proposed Vehicle Assignments
Unit Type # of Units Location
Ford Explorer Hybrid Vehicle 1 CSO
Ford Explorer Hybrid Vehicle 1 SRO
Chevrolet Tahoe (Dodge Durango) 5 PATROL
Chevrolet Tahoe 1 SERGEANT
Ford Mustang UC 1 UNDER COVER
Chevrolet 3500 1 TRAFFIC
BMW 1250 RT-P 2 TRAFFIC
TOTAL 12
At the March 2, 2022 City Council Meeting, the City Council approved the purchase of twelve police vehicles in a not-to-exceed amount of $803,352 including tax and delivery.
Unfortunately, due to the limited stock of vehicles, even these vehicles may no longer be available following City Council approval. Keeping the current market conditions in mind, staff is requesting an additional $21,549.18 for any further pricing changes that may occur. The additional amount would only be used if the current quotes were no longer valid after City Council approval. Given the shortage of vehicles, and the possibility of these vehicles not being available, and given the slight fluctuation of specific vehicle unit pricing, staff is requesting the City Manager be authorized to sign replacement quotes for the twelve vehicles with equivalent vehicles. The quotes attached to the staff report are provided for reference, but no guarantees can be made that these specific units will be available at the time of approval.
These vehicles would be assigned to multiple departments within the Police Department including Patrol, Traffic, the Detective Bureau, a Community Service Officer, as well as a School Resource Officer.
Purchasing of the vehicles using the Sourcewell contract no. 120716-NAF, would exempt the purchase from the competitive bidding process while taking advantage of the community, government agency, educational institute, tribal nation, and nonprofit pricing leverage. Using the Sourcewell contract, the City will also benefit from reduced administrative costs. The purchase is allowed under the Menifee Municipal Code Section 3.12.070 (6).
STRATEGIC PLAN OBJECTIVE
Responsive and Transparent Community Government
FISCAL IMPACT
The current fiscal impact for this item is $803,352. This item is currently budgeted within fiscal year 2021/2022 in account no. 115-4911-53155 and does not require any additional appropriation.
The current attached quotes are summarized in Table 2 on the following page.
Item Title: 10.8
Fiscal Year 2021/22 Mid-Year Police Department Fleet Vehicles Purchase Item Page Number: 2
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
Mid Year Fleet Purchase
April 20, 2022
9 4
1 Table 2 – Vehicle Quotes
Unit Type Amount Per Unit
# of
Units Location Total Cost Per Type
Ford Explorer Vehicle $ 53,591.32 1 CSO $ 53,591.32 Ford Explorer Vehicle $ 60,147.38 1 SRO $ 60,147.38 Chevrolet Tahoe (Dodge Durango) $ 72.575.86 5 PATROL $ 362,879.29 Chevrolet Tahoe $ 73,619.33 1 SERGEANT $ 73,619.33 Ford Mustang UC $ 44,739.42 1
UNDER
COVER $ 44,739.42
Chevrolet 3500 $ 120,835.20 1 TRAFFIC $ 120,835.20 BMW 1250 RT-P $ 32,995.44 2 TRAFFIC $ 65,990.88 TOTAL 12 $ 781,802.82*
*The additional $21,549.18 is budgeted for any price changes, for a total authorized amount of $803,352.
The future fiscal impact for these items related to upkeep, fuel, and maintenance will be budgeted in future fiscal years budgets in the Fleet Services account no. 115-4911-52300, 115-4911-52503, and 115-4911-52506.
ATTACHMENTS
1. BMW of Riverside- BMW Motorcycles
2. National Auto Fleet Group- Ford Mustang
3. National Auto Fleet Group- Explorer CSO
4. National Auto Fleet Group- Explorer SRO
5. National Auto Fleet Group- Tahoes Patrol
6. National Auto Fleet Group- Tahoe Sgt.
7. National Auto Fleet Group- Silverado 3500 Com Enf.
8. Menifee Municipal Code Section 3.12.070 (6)
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§ 3.12.070 EXEMPTION FROM BIDDING UPON DETERMINATION OF PURCHASING OFFICER OR CITY COUNCIL.
(A) The bidding requirements set forth in this chapter may be waived, at the discretion of the Purchasing Officer, when any of the following is applicable:
(1) The product is proprietary;
(2) After a reasonable attempt has been made to obtain bids, and it has been determined by the Purchasing Officer that three bids cannot be obtained; (3) The Purchasing Officer finds that emergency conditions require the immediate purchase of supplies or equipment. For the purpose of this section, EMERGENCY PURCHASES are those procurements required to prevent the immediate interruption or cessation of necessary city services or to safeguard life, property or the public health and welfare;
(4) The Purchasing Officer determines that due to the nature of the supplies or equipment, formal bidding is not likely to result in the lowest price; (5) Sufficient, satisfactory bids are not received;
(6) Supplies or equipment are procured through a cooperative purchasing program with the federal, state, county or other public agencies;
(7) The commodity is unique, including, but not limited to, acquisition of data processing, telecommunications and word processing equipment, goods and services; (8) The product or service can be obtained from only one vendor (sole source); and (9) The purchase of a specific brand name, make or model is necessary to match existing city equipment or facilitate effective maintenance and support. (B) The bidding requirements of this chapter may be waived by the City Council when, in the opinion of the City Council, compliance with the procedures is not in the best interest of the city.
(Ord. 2008-02, passed 10-1-2008)
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Menifee Mayor and City Council April 20, 2022
CITY OF MENIFEE
SUBJECT: Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills)
MEETING DATE: April 20, 2022
TO: Mayor and City Council
PREPARED BY: Run Chen, Senior Engineer
REVIEWED BY: Nick Fidler, Public Works Director
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------
RECOMMENDED ACTION
1. Approve Quitclaim Deed of easement for a portion of lot 45 in Tract 28859, located on Capella Court, west of Ganymede Way, to Riverside County Flood Control and Water Conservation District for storm drain and flood control purposes; and
2. Approve Quitclaim Deed of easement for a portion of lot 22 in Tract 28920, located on Boulder Crest Way, north of Ridgemoor Road, to Riverside County Flood Control and Water Conservation District for storm drain and flood control purposes.
DISCUSSION
Tract 28859, is a 163 lot single family home residential subdivision generally located north of Ridgemoor Road and west of Valley Boulevard. The project is currently owned by Woodside 05S, LP (“Woodside”). The Riverside County Flood Control and Water Conservation District (“the District”) has accepted ownership of certain storm drain facilities built with the development of Tract 28859.
On January 19, 2022, the City, the District, and Woodside entered into an Amended and Restated Cooperative Agreement (“Amended Agreement”) to replace an agreement entered into with the previous developer prior to the City’s incorporation. The Amended Agreement defines the roles and responsibilities for construction, inspection, and maintenance of two storm drain facilities: Salt Creek - La Ladera Road Storm Drain, Stage 3 and Salt Creek – Ridgemoor Road Storm Drain, Stage 4. The Amended Agreement would require the developer to construct interim and permanent storm drain facilities that would ultimately be owned and maintained by either the City or the District, as outlined in the agreement.
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 1
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
Tract 28859 Storm Drain Easements
April 20, 2022
9 4
2 There are existing access easements located in Tract 28859 and adjacent to the development in Tract 28920 that were dedicated to the County of Riverside prior to the City’s incorporation for the drainage and storm drain purposes. These easements were recorded in August 2008 and December 2008 for the easement on Boulder Crest Way and Capella Court, respectively. These easements must now be quitclaimed by the City to the District for maintenance of the District’s storm drain facilities.
STRATEGIC PLAN OBJECTIVE
Safe and Attractive Community
FISCAL IMPACT
There is no fiscal impact to the City at this time. The developer is responsible for all costs incurred in constructing the storm drain facilities. Upon acceptance of the project, the District and City would be responsible for the operation and maintenance of specific drainage facilities as identified in the Cooperative Agreement.
ATTACHMENTS
1. Project Location Map
2. Quitclaim Deed – Tract 28859
3. Quitclaim Deed – Instrument 2008-0638343
4. Cooperative Agreement
Item Title: 10.9
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Menifee Mayor and City Council April 20, 2022
P r o je c t L o c a t io n M a p
S o u r c e : E s r i, M a x a r , G e o E y e , E a r t h s t a r G e o g r a p h ic s , C N E S / A ir b u s D S , U S D A , U S G S , A e r o G R I D , I G N , a n d t h e G I S U s e r C o m m u n it y , C it y o f M e n if e e
C it y B o u n d a r y
M a jo r R o a d s
F r e e w a y s & H ig h w a y s
1 / 3 / 2 0 2 2 , 7 : 5 0 : 1 4 A M
0 0 . 5 10 . 2 5 m i
0 0 . 8 1 . 60 . 4 k m
1 : 3 6 , 1 1 2
C it y S t a f f
M a x a r | C it y o f M e n if e e | R C I T - G I S | C it y o f M e n if e e ; R iv e r s id e C o u n t y | R C I T G e o g r a p h ic a l S o lu t io n s ( G I S ) | R iv e r s id e C o u n t y P a r c e l D a t a ; C it y o f M e n if e e G I S | R C I T - G I S , L A F C O | R C I T G I S , Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 3
Menifee Mayor and City Council April 20, 2022
Item Title: 10.9
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Item Title: 10.9
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Item Title: 10.9
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 7
Menifee Mayor and City Council April 20, 2022
239571
Recorded at request of, and return to:
Riverside County Flood Control
and Water Conservation District
1995 Market Street
Riverside, California 92501
NO FEE (GOV. CODE 6103)
SPACE ABOVE THIS LINE FOR RECORDER'S USE
Salt Creek – La Ladera Road SD, Stg 3 The undersigned grantor(s) declare(s) Project No. 4-0-00144 DOCUMENTARY TRANSFER TAX $ NONE
Tract 28859
APN: 341-160-010
QUITCLAIM DEED
FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the CITY OF MENIFEE, does hereby remise, release, and forever quitclaim to RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT, a body politic, all right, title and interest in and to an access easement, situated in the city of Menifee, County of Riverside, State of California, described in:
Irrevocable Offer of Dedication recorded December 4, 2008, as Instrument No. 2008-0638343, records of the Recorder 's Office, Riverside County, State of California, to be referenced hereafter as RCFC Parcel 4144-500 as shown on Exhibits "A" and "B", attached for reference purposes only.
CITY OF MENIFEE:
Date By:
BILL ZIMMERMAN, Mayor
ATTESTS:
SARAH MANWARING,
Clerk to the City of Menifee
By:
City Clerk (SEAL)
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 8
Menifee Mayor and City Council April 20, 2022
Item Title: 10.9
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Item Title: 10.9
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Menifee Mayor and City Council April 20, 2022
239571
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by Quitclaim Deed, dated _______________________, 20 21, from CITY OF MENIFEE ("Grantor"), to RIVERSIDE COUNTY FLOOD CONTROL AND WATER CONSERVATION DISTRICT ("Grantee"), a body politic, is hereby accepted by the undersigned officer on behalf of the Board of Supervisors of the Riverside County Flood Control and Water Conservation District pursuant to authority conferred by Resolution No. 474 of the Board of Supervisors adopted on May 12, 1961, and the Grantee consents to the recordation thereof by its duly authorized officer.
RIVERSIDE COUNTY FLOOD CONTROL
AND WATER CONSERVATION DISTRICT
Date:________________ By: __________________________
JASON E. UHLEY
General Manager-Chief Engineer
Project: Salt Creek – La Ladera Rd SD, Stg 3
Project No. 4-0-00144
APN 341-160-010
RCFC Parcel No. 4144-500
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 14
Menifee Mayor and City Council April 20, 2022
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AM ENDED AND RESTATT]I) COOPI]RATIVE AGREEMEN]'
Salt Creek - La Ladera Road Storm Drain. Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-001 44 and 4-0-00 I I 3
Tract No. 28859
This Amended and Restated Cooperative Agreement ("Agreement',), dated as ol , is entered into by and between the Riverside County Flood Control and water conservation District, a body politic ("DISTRICT"), the city of Menifee, a california municipal corporation ('CITY"), and Woodside 05S, LP, a California limited partnership ("DEVELOPER") (together, "the Parties").
RECITALS
A. On July 15,2008 [DISTRICT's Board Agenda ttem No. I 1.2], DISTRICT, the County of Riverside and OTI - Oak Hills, L.P. ("PREVIOUS DEVELOPER") entered into a certain cooperative agreement, which was recorded as Document No. 2008 - 0460063 in the Official Records of the County of Riverside, hereinafter referred to as ,,pREVIOUS AGREEMENT'.
B. PREVIOUS AGREEMENT set forth the Parties, respecrive rights and obJigations conceming PREVIoUS DEVELoPER's proposed design and construction of certain flood control and drainage facilities required as a condition of approval for Tract No. 28859 located in western Riverside County, State of Califomia; and C. The legal description of Tract No. 28859 is provided in Exhibit ,'A,,, attached hereto and made a part hereof. The real property located within this legal description is hereinafter referred to as "PROPERTY"; and
D. Subsequent to the execution ol said PREVIOUS AGREEMENT on October l, 2008, CITY was incorporated; and
Item Title: 10.9
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E. PREVIOUS DEVELOPER submitted Tract Map No.28859 for approval.
Tract Map No. 28859 was recorded on December 24, 2008; and F. To date, PREVIOUS DEVELOPER has not constructed the Salt Creek - La Ladera Road Storm Drain, Stage 3 or Salt Creek - Ridgemoor Road Storm Drain, Stage 4 required by PREVIOUS AGREEMENT; and
G. PREVIOUS DEVELOPER has ceased operation of its business; and H. Pursuant to a certain Grant Deed dated March I , 201 I , Menifee 28859 LLC, a California Iimited liability company, acquired fee title to PROPERTY from PREVIOUS DEVELOPER; and
[. Pursuant to a certain Grant Deed dated February 14,2019, DEVELOPER has acquired fee title to PROPERTY from Menifee 28859 LLC; and J. DISTRICT, CITY and DEVELOPER now desire to enter into this Agreement with the intent that this Agreement shall supersesede the terms of PREVIOUS AGREEMENT; and
K. As a condition of approval for Tmct No. 28859, DEVELOPER must construct certain flood control facilities in order to provide flood protection and drainage for DEVELOPER's planned development; and
L. The required flood control facilities and drainage improvements, as shown on District Drawing No. 4-0890, include the construction of:
a. Line A ("LA LADERA STAGE 3")
Approximately 800 lineal feet of underground storm drain system, as shown in concept in blue on Exhibit "B", attached hereto and made a part hereof. At its downstream terminus, LA LADERA STAGE 3 will connect to DISTRICT'S existing Salt Creek - La -2-
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 16
Menifee Mayor and City Council April 20, 2022
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Ladera Road Storm Drain, Stage 2 facility ("EXISTINC LA I-ADERA STAGE 2,), as shown on District Drawing No. 4-07g0; and
b. Line B ("RIDGEMOOR STAGE 4')
Approximately 70 lineal feet ofunderground storm drain system, as shown in concept in orange on Exhibit,'B,'. At its downstream terminus, RIDGEMOOR STAGE 4 will connect to DISTRICT'S
existing Salt Creek - Ridgemoor Road Storm Drain, Stage 3 facility ("EXISTING RIDGEMOOR STACE 3.), as shown on District
Drawing No. 4-0795; and
c. All safety devices requested by DISTRICT, including, but not limited to, concrete pads, slope protection barriers, signage and fencing ("SAFETY DEVICES"). SAFETY DEVICES shail be
purchased and installed by DEVELOPER and subject to
DISTRICT's inspection and approval.
d. Altogether, LA LADERA STAGE 3, RIDGEMOOR STAGE 4 and SAFETY DEVICES are hereinafter called 'DISTRICT ULTIMATE FACILITIES"; and
M. To construct LA LADERA STAGE 3, DEVELOPER must remove certain portions of DISTRICT's EXISTING LA LADERA STAGE 2; and
N. To construct RIDGEMOOR STAGE 4, DEVELOPER must remove certain portions of DISTRICT's EXISTING RIDGEMOOR STAGE 3; and O. Associated with the construction of LA LADERA STAGE 3 is the construction of approximately 60 lineal feet of underground storm drain system and inlet -3-
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 17
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structure with riprap and a trash rack ("INTERIM LINE A"), as shown in concept in red on Exhibit "B", including the associated maintenance access road with turnaround, gate and fencing.
At its downstream terminus, INTERIM LINE A will connect to LA LADERA STAGE 3.
INTERIM LINE A is to be operated and maintained by DISTRICT until the proposed ultimate Salt Creek - La Ladera Road Storm Drain, Stage 4 facility ("LA LADERA STAGE 4") is constructed and accepted by DISTRICT for ownership, operation and maintenance; and P. Altogether, DISTRICT ULTTMATE FACILITIES and INTERIM LINE A are hereinafter called "DISTRICT FACILITIES"; and
a. Associated with the construction of DISTRICT FACILITIES are the construction of certain curbs and gutters, catch basins, inlets, outlets, water quality features, cutoffwalls, connector pipes and various storm drains that are thirty-six inches (36") or less in diameter that are located within CITY held easements or rights of way, hereinafter called 'APPURTENANCES", which are defined in District Drawing No. 4-0890. The various connector pipes and storm drains to be owned, operated and maintained by CITY are shown in concept in purple on Exhibit "C", attached hereto and made a part hereof. Together, DISTRICT FACILITIES and APPURTENANCES are hereinafter called "PROJECT"; and R. On or about November l, 2019, DISTRICT and DEVELOPER entered into a Right of Entry and Inspection Agreement that authorized DEVELOPER to construct DISTRICT FACILITIES. Pursuant to the Right of Entry and Inspection Agreement, DEVELOPER has constructed PROJECTT and
S- DEVELOPER and CITY desire DISTRICT to accept (i) responsibility for the operation and maintenance of INTERIM LINE A and (ii) ownership and responsibility for the operation and maintenance of DISTRICT ULTIMATE FACILITIES. Therefore, DISTRICT -4-
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 18
Menifee Mayor and City Council April 20, 2022
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Item Title: 10.9 Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 19
Menifee Mayor and City Council April 20, 2022 Page 280 of 433
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FACILITIES within CITY rights of way subject to the terms of this Agreement and (v) accept ownership and responsibility for the operation and maintenance of APPURTENANCES, provided DEVELOPER (a) complies with this Agreement, (b) constructs PROJECT in accordance with DISTRICT and CITY approved plans and specifications, (c) obtains and conveys to CITY all rights of way necessary for the inspection, operation and maintenance of APPURTENANCES as set forth herein and (d) accepts ownership and responsibility for the operation and maintenance of PROJECT following completion of PROJECT construction until such time as DISTRICT accepts (l) ownership and responsibility for the operation and maintenance of DISTRICT ULTIMATE FACILITIES and (2) responsibility for the operation and maintenance of INTERIM LINE A, and CITY accepts ownership and responsibility for the operation and maintenance of APPURTENANCES; and
W. Pursuant to Water Code Appendix Section 10, the Board of Supervisors of the County of Riverside is designated as and is empowered to act as ex officio the Board of Supervisors of DISTRICT, therefore, the County of Riverside is included as an indemnified party.
X. For the purposes of this Agreement, the term "CITY" shall mean and refer to the City of Menifee, including its goveming bodies, agencies, districts, special districts and departments, their respective directors, councilmembers, officers, elected and appointed officials, employees, agents and representatives.
NOW, THEREFORE, the Parties hereto mutually agree as follows:
SECTION I
DEVELOPER shall:
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 20
Menifee Mayor and City Council April 20, 2022
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Item Title: 10.9 Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 21
Menifee Mayor and City Council April 20, 2022 Page 282 of 433
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such additional amount(s), as deemed reasonably necessary by CITY to complete inspection of PROJECT, within thirty (30) days after receipt of billing from CITY.
5. Secure, at its sole cost and expense, all necessary licenses, agreements, permits and rights of entry as may be needed for the construction, inspection, operation and maintenance of PROJECT. DEVELOPER shall fumish DISTRICT and CITY, at the time of providing written notice to DISTRICT and CITY of the staf of construction as set forth in Section t.8., or not less than twenty (20) days prior to recordation of the final map for Tract No. 28859 or any phase thereof, whichever occurs first, with sufficient evidence of DEVELOPER having secured such necessary licenses, agreements, permits and rights of entry, as determined and approved by DISTRICT and CITY.
6. Prior to commencing construction, furnish DISTRICT and CITY with copies of all permits, approvals or agreements required by any federal, state or local resource and/or regulatory agency for the construction, operation and maintenance of PROJECT. Such documents include, but are not limited to, those issued by the U.S. Army Corps of Engineers, Califomia Regional Water Quality Control Board, Califomia State Department of Fish and Wildlife. State Water Resources Control Board and Westem Riverside County Regional Conservarion Authority ('REGULATORY PERMITS").
7. Provide CITY, at the time of providing written notice to DISTRICT and CITY ofthe start ofconstruction as set forth in Section I.8. or not less than twenty (20) days prior to recordation ofthe final map for Tract No. 28859 or any phase thereof, whichever occurs first, with faithful performance and payment bonds, each in the amount ofone hundred percent (100%) of the estimated cost for construction of DISTRICT FACILITIES and APPURTENANCES as determined by DISTRICT and CITY, respectively. The surety, amount and form of the bonds shall be subject to the approval of DISTRICT and CITY. The bonds shall remain in full force -8-
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and effect until DISTRICT FACILITIES and APPURTENANCES are accepted by DISTRICT and CITY respectively as complete; at which time, the bond amount may be reduced to ten percent (10%) for a period ofone year to guarantee against any defective work, labor or materials.
8. Notify DISTRICT (Attention: Contract Services Section) and CITy in writing at least twenty (20) days prior ro the start of construction of PROJECT. Construction shall not begin on any element of PROJECT, for any reason whatsoever, until DISTRICT and CITY have issued to DEVELOPER a written Notice to Proceed authorizing DEVELOpER to commence construction of PROJECT.
9. Grant DISTRICT and C[TY, by execution of this Agreement, the right to enter upon DEVELOPER's property where necessary and convenient for the purpose ofgaining access to and performing inspection service for the construction of PROJECT as set forth herein.
10. Obtain and provide DISTRICT (Attention: Real Estate Services Section), at the time of providing written notice to DISTRICT and CITY of the start of construction as set forth in Section I.8., or not less than twenty (20) days prior to the recordation ofthe final map for Tract No. 28859, with duly executed Irrevocable Offers(s) of Dedication to the public for flood control and drainage purposes! including ingress and egress, for the rights of way deemed necessary by DISTRICT for the construction, inspection. operation and maintenance of DISTRICT FACILITIES. The Irrevocable Offer(s) of Dedication shall be in a form approved by DISTRICT and shall be executed by all legal and equitable owners ofthe property described in the offe(s).
I l. Fumish DISTRICT, when submitting the Irrevocable Offer(s) of Dedication as set forth in Section 1.10., with Preliminary Reports on Title dated not more than thirty (30) days prior to date of submission of all the property described in the Irrevocable Offer(s) of Dedication.
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Item Title: 10.9
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12. Furnish DISTRICT and CITY, at the time of providing written notice to DISTRICT and CITY of the start of construction as set forth in Section I.8., with a complete list of all contractors and subcontractors to be performing work on PROJECT, including the corresponding license number and license classification ofeach. At such time, DEVELOPER shall further identif, in writing its designated superintendent for PROJECT construction.
13. Furnish DTSTRICT and CITY, at the time of providing written notice to DISTRICT and CITY of the start of construction as set forth in Section [.8., a construction schedule which shall show the order and dates in which DEVELOPER or DEVELOPER's contractor proposes to carry out the various parts of work, including estimated start and completion dates. As construction of PROJECT progresses, DEVELOPER shall update said construction schedule as requested by DISTRICT or CITY.
14. Furnish DISTRICT with final mylar plans ("RECORD DRAWINGS") for PROJECT, and assign their ownership to DISTRICT prior to the start on any portion of PROJECT construction.
15. Not permit any change to or modification of DISTRICT and CITY approved IMPROVEMENT PLANS without the prior written permission and consent of DISTRICT and CITY.
16. Comply with all CaI/OSHA safety regulations, including, but not limited to, regulations conceming confined space and maintain a safe working environment for DEVELOPER, DISTRICT and CITY employees on the site.
17. Furnish DISTRICT and CITY, at the time of providing written notice to DISTzuCT and CITY of the starl of construction as set forth in Section I.8., with a confined space entry procedure specific to PROJECT. The procedure shall comply with requirements contained in Califomia Code of Regulations, Title 8 Section 5158, Other Confined Space - l0-
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Operations; Section 5157, Permit Required Confined Space; and District Confined Space Procedures, SOM-18. The procedure shall be reviewed and approved by DISTRICT and CITy prior to the issuance of a Notice to Proceed, which shall be given by DISTRICT to DEVELOPER upon DISTRICT's and CITY's approval.
I8. DEVELOPER shall not commence operations until DISTRICT and CITy have been fumished with original certificate(s) of insurance and original certified copies of endorsements and, if requested, certified original policies of insurance, including all endorsements and any and all other attachments. Prior to DISTRICT issuing a Notice to Proceed to DEVELOPER and/or DEVELOPER's construction contractor(s) to begin construction of PROJECT, an original certificate of insurance evidencing the required insurance coverage shall be provided to DISTRICT and CITY. At minimum, the procured insurance coverages should adhere to DISTRICT's and CITY's required insurance provided in Exhibit "D,', attached hereto and made a part hereof. Failure to maintain the insurance required by this paragraph shall be deemed a material breach of this Agreement and shall authorize and constitute authority for DISTRICT and CITY, at their individual sole discretion, to provide wrirten notice ro DEVELOPER that either DISTRICT or CITY will no longer be required to perform their obligations hereunder, nor accept responsibility for ownership, operation and maintenance of PROJECT due, either in whole or in part, to said breach ofthis Agreement.
19. Construct or cause to be constructed PROJECT at DEVELOPER's sole cost and expense in accordance with DISTRICT and CITY approved IMPROVEMENT PLANS and this Agreement.
20. Within two (2) weeks of completing PROJECT construction, provide DISTRICT (Attention: Construction Management Section) and CITY with written notice that -il-
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Item Title: 10.9 Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 26
Menifee Mayor and City Council April 20, 2022 Page 287 of 433
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formally accepted by DISTRICT for ownership, operation and maintenance, (ii) INTERIM LINE A is formally accepted by DISTRICT for operation and maintenance and (iii) APPURTENANCES are formally accepted by CITY for ownership. operation and maintenance.
25. Pay, if suit is brought upon this Agreement or any bond guaranteeing the completion of PROJECT, all costs and reasonable expenses and fees, including reasonable attomeys'fees, and acknowledge that, upon entry oljudgment, all such costs, expenses and fees shall be computed as costs and included in anyjudgment rendered.
26. Upon completion of PROJECT construction, but prior to DISTRICT acceptance of (i) DISTRICT ULTIMATE FACILITIES for ownership, operation and maintenance and (ii) INTERIM LINE A for operation and maintenance and CITY acceptance of APPURTENANCES for ownership, operation and maintenance, provide or cause its civil engineer of record or construction civil engineer of record, duly registered in the State of Califomia, to provide DISTRICT and CITY with a redlined RECORD DRAWNGS copy of PROJECT plans. After DISTRICT and CtTY approval of the redlined RECORD DRAWINGS, DEVELOPER's engineer shall schedule with DISTRICT a time to transfer the redlined changes onto DISTRICT's original RECORD DRAWINGS at DISTRICT's office. after which the engineer shall review, stamp and sign the original PROJECT engineering plans RECORD DRAWINGS.
27. Ensure that all work performed pursuant to this Agreement by DEVELOPER, its agents or contractors is done in accordance with all applicable laws and regulations, including, but not limited to, all applicable provisions of the Labor Code, Business and Professions Code, and Water Code. DEVELOPER shall be solely responsible for all costs associated with compliance with applicable laws and regulations. - 13 -
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 27
Menifee Mayor and City Council April 20, 2022
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SECTION II
DISTRICT shall:
1. Review IMPROVEMENT PLANS and approve when DISTRICT has determined that such plans meet DISTRICT standards and are found acceptable to DISTRICT prior to the start of PROJECT construction.
2. Provide CITY an opportunity to review and, if CITY deems appropriate in its sole and absolute discretion, approve IMPROVEMENT PLANS priorto DISTRICT's final approval. DISTRICT shall not approve IMPROVEMENT PLANS until CITY has provided its approval pursuant to this Section.
3. Upon execution ofthis Agreement, record or cause to be recorded a copy ofthis Agreement in the Official Records ofthe Riverside County Recorder.
4. If applicable, record or cause to be recorded the lrrevocable Offer(s) of Dedication pursuant to Section I. 10. Neither this section nor Section 1.1 0. restricts CITY's ability to require any other lawful lrrevocable Offer(s) of Dedication from DEVELOPER.
5. Inspect construction of DISTRICT FACILITIES.
6. Keep an accurate accounting of all DISTRICT costs associated with the review and approval of IMPROVEMENT PLANS, the review and approval of right of way and conveyance documents, and the processing and administration ofthis Agreement.
7. Keep an accurate accounting of all DISTRICT construction inspection costs and, within forty-five (45) days after DISTRICT acceptance of DISTRICT FACILITIES as being complete, submit a final cost statement to DEVELOPER. If the deposit, as set forth in Section I.3., exceeds such costs, DISTRICT shall reimburse DEVELOPER the excess amount within sixty (60) days after DISTRICT acceptance of DISTRICT FACILITIES as being complete.
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 28
Menifee Mayor and City Council April 20, 2022
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8. Prior to DISTRICT acceptance of ownership and responsibility for the operation and maintenance of DISTRICT FACILITIES, PROJECT shall be in a sarisfacrorily maintained condition as solely determined by DISTRICT. lf, subsequent to the inspection and in the sole discretion of DISTRICT, DISTRICT FACILITIES are not in an acceptable condition, corrections shall be made at sole expense of DEVELOPER.
9. Accept (a) ownership and sole responsibility for the operation and maintenance of DISTRICT ULTIMATE FACILITIES and (b) sole responsibility for the operation and maintenance of INTERIM LINE A from DEVELOPER upon (i) DISTRICT inspection of DISTRICT FACILITIES in accordance with Section L20., (ii) DISTRICT acceptance of DISTRICT FACILITIES construction as being complete, (iii) DISTRICT receipt of stamped and signed RECORD DRAWINGS of PROJECT plans, as set forrh in Section t.26., (iv) DISTRICT acceptance of all rights of way as deemed necessary by DISTRICT and ClTy for the ownership, operation, and maintenance of DISTRICT FACILITIES and APPURTENANCES, (v) CITY acceptance of APPURTENANCES for ownership, operation, and maintenance and (vi) DISTRICT's sole determination that DISTRICT FACILITIES are in a satislactorily maintained condition.
10. Provide CITY with a reproducible duplicate copy of RECORD DRAWINGS of PROJECT plans within ten ( I 0) days of receipt.
I l. In the event CITY wishes to utilize DISTRICT's construction inspection, materials testing and construction survey services, and CiTY provides DISTzuCT with a written request for such services under Section II I.3., DISTRICT shall provide a timely response whether or not they have the resources to perform such services. If DISTRICT wishes to provide such services, DISTRICT shall provide all necessary construction inspection, materials testing and construction survey services for PROJECT and assist CITY as needed with the adrninistration of - l5 -
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 29
Menifee Mayor and City Council April 20, 2022
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PROJECT's construction contract. DISTRICT hereby agrees to pay all DISTRICT costs associated with the inspection ofPROJECT construction, as set forth herein.
SECTION III
CITY shall:
l. Review and approve IMPROVEMENT PLANS prior to the start of PROJECT construction.
2. Accept CITY and DISTRICT approved faithful performance and payment bonds subrnitted by DEVELOPER, as set forth in Section 1.7., and hold said bonds as provided herein.
3. Inspect PROJECT construction or cause PROJECT's construction to be inspected by its construction manager! to be reimbursed by DEVELOPER. In the event CITY wishes to utilize DISTRICT's construction inspection, materials testing and construction survey services, CITY shall provide DISTRICT with a written request (Attn: Construction Management) for such services pursuant to Section Il.I l, above.
4. Upon request by DISTRICT, CITY shall review any requested Irrevocable Offer(s) of Dedication in connection with PROJECT, and accept any such irrevocable Offers of Dedication on behalf of DISTRICT. In the same action, CITY shall immediately convey the property interest(s) associated with the requested Irrevocable Offer(s) of Dedication to DISTRICT via quitclaim or other similar couveyance document, which shall be prepared by DISTRICT. DISTRICT shall be deemed to have accepted the property interest(s) associated with the requested lrrevocable Offer(s) of Dedication upon the recordation of the conveyance document.
5. Grant DISTRICT, by execution of this Agreement, the right to inspect, operate and maintain DISTRICT FACILITIES within CITY rights of way, provided DISTRICT - t6 -
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 30
Menifee Mayor and City Council April 20, 2022
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Item Title: 10.9 Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 31
Menifee Mayor and City Council April 20, 2022 Page 292 of 433
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covers located within CITY rights of way which must be performed at such time(s) that the finished grade along and above the underground portion of DISTRICT FACILITIES is improved, repaired, replaced or changed. It being further understood and agreed that any such adjustments shall be performed at no cost to DISTRICT.
SECTION IV
It is further mutually agreed by the Parties hereto that:
1. All work involved with PROJECT shall be inspected by DISTRICT and CITY, and shall not be deemed complete until DISTRICT and CITY mutually agree in writing that construction ofPROJECT is completed in accordance with DISTRICT and CITY approved IMPROVEMENT PLANS.
2. CITY and DEVELOPER personnel may observe and inspect all work being done on PROJECT, but shall provide any comments to DISTRICT personnel who shall be solely responsible for all quality control communications with DEVELOPER's contractor(s) during the construction of PROJECT. Prior to any communication with DEVELOPER under this section, DISTRICT and CITY personnel shall meet and confer, and agree to all communications conveyed to DEVELOPER. If DISTRICT and CITY should disagree as to the content of any particular communication, DISTRICT personnel agree to communicate CITY comments to DEVELOPER in addition to DISTRICT comments.
3. DEVELOPER shall complete construction of PROJECT within twelve ( l2) consecutive months after execution ofthis Agreement and within one hundred twenty ( 120) consecutive calendar days after commencing work on PROJECT. It is expressly understood that since time is of the essence in this Agreement, failure of DEVELOPER to perform the work within the agreed upon time shall constitute authority for DISTRICT to perfonn the remaining - t8-
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 32
Menifee Mayor and City Council April 20, 2022
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work and require DEVELOPER's surety to pay to CITY the penal sum ofany and all bonds. In which case, CITY shall subsequently reimburse DISTRICT for DISTRICT costs incurred.
4. If DEVELOPER fails to commence construction of PROJECT within nine (9) months after execution of this Agreement, then DISTRICT and CITY reserve the right to withhold issuance ofthe Notice(s) to Proceed pending a review ofthe existing site conditions as they exist at the time DEVELOPER provides written notification to DTSTRICT and CITY of the start of construction as set forth in Section I.8. ln the event of a change in the existing site conditions that materially affects PROJECT function or DISTRICT's ability to operate and maintain DISTRICT FACILITIES or CITY's ability to operate and maintain APPURTENANCES, DISTRICT or CITY may require DEVELOPER to modify IMPROVEMENT PLANS as deemed necessary by DISTRICT or CITY. Under no circumstances shall either DISTRICT or CITY be allowed to modify IMPROVEMENT PLANS without the consent of the other.
5. DISTRICT and CITY shall endeavor to issue DEVELOPER a Notice to Proceed within twenty (20) days of receipt of DEVELOPER's complete written notice, as set forth in Section I.8.; however, DISTRICT's and CITY's construction inspection staff is limited and, therefore, the issuance ofa Notice to Proceed is subject to staff availability.
In the event DEVELOPER wishes to expedite issuance of the Notice(s) to Proceed, DEVELOPER may elect to fumish an independent qualified construction inspector at DEVELOPER's sole cost and expense. DEVELOPER shall fumish appropriate documentation of the individual's credentials and experience to DISTRICT and CITY for review and, if appropriate, approval, as determined by DISTRICT and CITY in their reasonable discretion.
DISTRICT and CITY shall review the individual's qualifications and experience and upon approval thereof, said individual, hereinafter called "DEPUTY INSPECTOR", shall be - t9 -
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 33
Menifee Mayor and City Council April 20, 2022
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authorized to act on DISTRICT's and CITY's behalf on all PROJECT construction and quality control matters. If DEVELOPER's initial construction inspection deposit furnished pursuant to Section L3., exceeds ten thousand dollars ($10,000), DISTRICT shall refund to DEVELOPER up to eighty percent (80%) of DEVELOPER'S initial inspection deposit within forty-five (45) days of DISTRICT's approval of DEPUTY INSPECTOR; however, a minimum balance of ten thousand dollars ($10,000) shall be retained on account.
6. PROJECT construction work shall be on a five (5) day, forty (40) hour work week with no work on Saturdays, Sundays or DISTRICT or CITY designated legal holidays, unless otherwise approved in writing by DISTRICT and CITY. If DEVELOPER feels it is necessary to work more than the normal forty (40) hour work week or on holidays, DEVELOPER shall make a written request for permission to DISTRICT and CITY to work the additional hours. The request shall be submitted to DISTRICT and CITY at least seventy-two (72) hours prior to the requested additiona[ work hours and state the reasons for the overtime and the specific time frames required. The decision of granting permission for overtime work shall be made by DISTRICT and CITY, whose respective decisions can be given in their sole discretion and shall be final. If permission is granted by DISTRICT and CITY, DEVELOPER will be charged the cost incurred at the overtime rates for additional inspection time required in connection with the overtime work in accordance with Ordinance Nos. 671 and749, including any amendments thereto, ofthe County of Riverside, as well as CITY's applicable fee schedule and/or other related ordinance or regulation. Notwithstanding the foregoing, should DISTRICT agree to provide inspection and management services to CITY pursuant to a request by CITY under Section ILIl. and Section III.3., above, CITY can also agree to not require its consent under this section.
7. INDEMNIFICATION OBLIGATIONS.
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 34
Menifee Mayor and City Council April 20, 2022
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Menifee Mayor and City Council April 20, 2022 Page 296 of 433
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defense and settlements or awards), DISTRICT INDEMNITEES in any claim, proceeding or action for which indemnification is required.
With respect to any action or claim subject to indemnification herein by DEVELOPER, DEVELOPER shall, at its sole cost, have the right to use counsel of their own choice and shall have the right to adjust, settle, compromise any such claim, proceeding or action without the prior consent of DISTRICT and the County of Riverside; provided, however, that any such adjustment, settlement or compromise in no manner whatsoever limits or circumscribes DEVELOPER's
indemnification obligations to DISTRICT INDEMNITEES as set forth herein.
DEVELOPER's indemnification obligations hereunder shall be satisfied when DEVELOPER has provided to DISTRICT and the County of Riverside the appropriate form of dismissal (or similar document) relieving DISTRICT and the County ofRiverside from any liability for the claim, proceeding or action involved. ii. DEVELOPER INDEMNIFICATION OF CITY. DEVELOPER shall
indemnifo and hold harmless CITY (including its governing bodies, agencies, districts, special districts and departments, their respective directors, offi cers, councilmembers, elected and appointed offi cials, employees, agents and representatives [collectively CITY INDEMNITEESI) from any liability, claim, damage, proceeding or action, present or future, based upon, arising out of or in any way relating to this Agreement, or DEVELOPER's (including its officers, aa
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 36
Menifee Mayor and City Council April 20, 2022
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employees, subcontractors and agents) actual or alleged acts or omissions related to this Agreement, DEVELOPER's performance under this Agreement, or DEVELOPER's failure to comply with the requirements of this Agreement, including, but not limited to: (a) property damage; (b) bodily injury or death; (c) liability or damage pursuant to Article I, Section l9 of the Califomia Constitution, the Fifth Amendment of the United States Constitution or any other law, ordinance or regulation caused by the diversion of waters from the natural drainage patterns or the discharge of drainage within or from PROJECT; or (d) any other element ofany kind or nature whatsoever.
DEVELOPER shall defend, at its sole expense, including all costs and fees (including but not limited to attomey fees, cost of investigation, defense and settlements or awards), CITY INDEMNITEES with legal counsel reasonably satisfactory to CITY in any claim proceeding or action for which indemnification is required. If DEVELOPER fails to meet its indemnification obligation, CITY shall have the right, but not the obligation, to do so with counsel of their own choosing, with no right ofapproval by DEVELOPER and, if it does, DEVELOPER shall promptly pay CITY's full cost thereof, with payments made at least on a monthly basis.
DEVELOPER's indemnification obligations as to CITY
INDEMNITEES shall be satisfied when DEVELOPER has provided to CITY a form of dismissal regarding any liability for the claim, proceeding or action involved, and CITY determines that the form of -23 -
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 37
Menifee Mayor and City Council April 20, 2022
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dismissal is adequate in their sole and absolute discretion.
Notwithstanding the foregoing, DEVELOPER shall enter into no settlement agreement or final resolution ofany pending claim covered under this subsection, without CITY's prior written approval. iii. Should DISTRICT and CITY fail to agree with the implementation of this section or if a pending claim pertains to only one of the two Parties, DEVELOPER shall be required to comply with this section as to DISTRICT and CITY individually.
iv. The specified insurance limits required in this Agreement shall in no way limit or circumscribe DEVELOPER's obligations to indemnify and hold harmless DISTzuCT INDEMN ITEES and CITY
INDEMNITEES from third party claims.
v. [n the event there is conflict between this section and California Civil Code Section 2782, this section shall be interpreted to comply with Califomia Civil Code Section 2782. Such interpretation shall not relieve DEVELOPER from indemnifying DISTRICT
INDEMNITEES and CITY INDEMNITEES to the fullest extent
allowed by law.
8. DEVELOPER for itself, its successors and assigns hereby releases DISTRICT, the County of Riverside and CITY (including their agencies, districts. special districts and departments, their respective directors, officer, Board of Supervisors, elected and appointed officials, employees, agents and representatives) from any and all claims, demands, actions or suits of any kind arising out of any liability, known or unknown, present or future, including, but not limited to, any claim or liability, based or asserted, pursuant to Article I, .A
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 38
Menifee Mayor and City Council April 20, 2022
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Section 19 ofthe California Constitution, the Fifth Amendment ofthe United States Constitution or any other law or ordinance which seeks to impose any other Iiability or damage, whatsoever, for damage caused by the discharge of drainage within or from PROJECT. Nothing contained herein shall constitute a release by DEVELOPER of DISTRICT or the County of Riverside or their officers, agents and employees from any and all claims, demands, actions or suits of any kind arising out of any liability, known or unknown, present or future, for the negligent maintenance of DISTRICT FACILITIES after (i) the acceptance of ownership, operation and maintenance of DISTRICT ULTIMATE FACILITIES by DISTRICT and (ii) the acceptance of INTERIM LINE A for operation and maintenance by DISTRICT.
9. Any waiver by DISTRICT or by CITY ofany breach ofany one or more of the terms of this Agreement shall not be construed to be a waiver of any subsequent or other breach of the same or of any other term hereof. Failure on the part of DISTRICT or CITY to require exact, full and complete compliance with any terms of this Agreement shall not be construed as, in any manner, changing the terms hereof or estopping DISTRICT or CITY from enforcement hereof.
10. This Agreement is to be construed in accordance with the laws ofthe State of Califomia. If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall remain in full force and effect without being impaired or invalidated in any way.
11. Any and all notices sent or required to be sent to the Parties of this Agreement will be mailed by first class mail, postage prepaid, to the following addresses:
To DISTRICT: RIVERSIDE COUNTY FLOOD CONTROL AND WATER
CONSERVATION DISTRICT
1995 Market Streer
Riverside, CA 92501
Attn: Contract Services Section
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 39
Menifee Mayor and City Council April 20, 2022
21065u
To CITY: City of Meniflee
29844 Haun Road
Menifee, CA 92586
Attn: Yolanda Macalalad, Assistant City Engineer, Land
Development Section
To DEVET-OPER WOODSIDE 05S, LP
1250 Corona Pointe. Suite 500
Corona, CA 92879
Attn: Chris Charnbers
12. Any action at law or in equity brought by any ofthe Parties hereto for the purpose of enlorcing a right or rights provided for by the Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of Califomia, and the Parties hereto waive all provisions of law providing for a change of venue in such proceedings to any other county.
13. This Agreement is the result of negotiations between the Parties hereto and the advice and assistance of their respective counsel; as such, the authorship of this Agreement shall have no import or significance. Any uncertainty or ambiguity in this Agreement shall not be construed against DISTRICT because DISTRICT prepared this Agreement in its final form. Likewise, any uncertainty or ambiguity in this Agreement shall not be construed against CITY because CITY participated in the preparation ofthis Agreement.
14. The rights, obligations and releases (including the indemnification obligations) of DEVELOPER shall inure to and be binding upon all heirs, successors and assignees.
15. DEVELOPER shall not assign or otherwise transfer any of its rights, duties or obligations hereunder to any person or entity without the unanimous written consent of the other Parties hereto being first obtained. In the event of any such transfer or assignment.
DEVELOPER expressly understands and agrees that it shall remain liable with respect to any and all ofthe obligations and duties contained in this Agreement. -26 -
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 40
Menifee Mayor and City Council April 20, 2022
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16. The individual(s) executing this Agreement on behalf of DEVELOpER certif that they have the authority within their respective company(ies) to enter into and execute this Agreement and have been authorized to do so by all boards ofdirectors, legal counsel and/or any other board, committee or other entity within their respective company(ies) which have the authority to authorize or deny entering into this Agreement.
17. This Agreement is intended by the Parties hereto as a final expression of their understanding with respect to the subject matter hereof and as a complete and exclusive statement of the terms and conditions thereof, and supersedes any and all prior and contemporaneous agreements and understandings, oral or written, in connection therewith. This Agreement may be changed or modified only upon the written consent ofthe Parties hereto.
18. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which taken together shall constitute one and the same instrument.
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 41
Menifee Mayor and City Council April 20, 2022
IN WITNESS WIIEREO[, the Parties hereto have executcd this Agrecrnent on (to be filled in by Clerk of the Board)
llv
JASON E. UHLEY
General Manager-Chief Engineer
APPROVED AS TO FORM:
GREGORY P. PRIAMOS
County Counsel
llv
Deputy County Counsel
110658
RIVERSIDE COUNTY FLOOD CONTROL
AND WATER CONSERVATION DISTRICT
By
KAREN SPIEGEL, Chair
Riverside County Flood Control and Water
Conservation District Board of Supervisors
ATTEST:
KEC]A HARPER
Clerk olthe Board
Ilv
Deputy
(SEAL)
Amended and Restated Cooperative Agreement
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00 144 and 4-0-001 I 3
Tract No. 28859
t0lt41202l
RMI:blm
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RECOMMENDED FOR APPROVAL:
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 42
Menifee Mayor and City Council April 20, 2022
240658
RECOIVIMENDED FOR APPROVAL: CITY OF MENIFEE
Bv B1'
NICK FIDLER
City Engineer
APPROVED AS TO FORM:
T. MEL
ty Attomey
ARMANDO G. VILLA
City Manager
ATTEST:
By
MANW G
City Clerk
(sEAL)
Amended and Restated Cooperative Agreement
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 l3
Tract No. 28859
t0lt4l202t
RMI:blm
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 43
Menifee Mayor and City Council April 20, 2022
240658
WOODSIDE O5S, LP,
a California limited partnership
By WDS CP, Inc.
a Califomia corporation.
its Manager
II lrr,l
CHRIS CHAMBERS
Vice President
(ATTACH NOTARY WITH CAPACITY
STATEMENT)
Amended and Restated Cooperative Agreement
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-00 I l3
Tract No. 28859
t0lt41202t
R N4 [:bhn
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 44
Menifee Mayor and City Council April 20, 2022
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Item Title: 10.9 Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 45
Menifee Mayor and City Council April 20, 2022 Page 306 of 433
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 46
Menifee Mayor and City Council April 20, 2022
COOPERATIVE ACREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-00lll
Tract No. 28859
Page I of l
LEGAL DESCRIPTION
Real property in the City of Menifee, County of Riverside, State of California, described as follows:
LOTS 1 THROUGH 165, INCLUSryE, AND LOTS A THROUGH O, INCLUSIVE, OF TRACT NO. 28859, IN THE CIIY OF MENIFEE, COUNTY OF RIVERSIDE, STATE OF OqUFORNIA, A5 PER MAP FILED IN BOOK 43 1 PAGES 66 THROUGH 81 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY Exhibit A
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 47
Menifee Mayor and City Council April 20, 2022
Exhibit B
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 l3
Tract No. 28859
Page I of2
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 48
Menifee Mayor and City Council April 20, 2022
Exhibit B
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storrn Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 I 3
Tract No. 28859
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 49
Menifee Mayor and City Council April 20, 2022
Exhibit C
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 I 3
Tract No. 28859
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 50
Menifee Mayor and City Council April 20, 2022
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Tract No. 28859
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 51
Menifee Mayor and City Council April 20, 2022
Exhibit C
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-00 I I 3
Tract No. 28859
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 52
Menifee Mayor and City Council April 20, 2022
Exhibit C
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 I 3
Tract No. 28859
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 53
Menifee Mayor and City Council April 20, 2022
Exhibit C
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 l3
Tract No. 28859
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Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 54
Menifee Mayor and City Council April 20, 2022
Exhibit D
COOPERAI'IVE AGR[iEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain. Stage 4
Project Nos. 4-0-00144 and 4-0-001 I 3
Tract No. 28859
Page I of7
DISTRICT's and CITY's Reo uired Insurance is as follows:
Without limiting or diminishing DEVELOPER's obligation to indemnify or hold DISTRICT or CITY harmless, DEVELOPER shall procure and maintain or cause to be maintained, at its sole cost and expense, the following insurance coverages during the term of this Agreement. As respects to the insurance section only, the DISTRICT herein refers to the Riverside County Flood Control and Water Conservation District, the County of Riverside, its Agencies, Districts, Special Districts, and Departments, their respective directors, officers, Board of Supervisors, employees, elected or appointed officials, agents or representatives as Additional Insureds.
A. Workers'Compensation:
If DEVELOPER has employees as defined by the State of California, DEVELOPER shall maintain statutory Workers' Compensation Insurance (Coverage A) as prescribed by the laws of the State of Califomia. Policy shall include Employers' Liability (Coverage B) including Occupational Disease with limits not less than $1,000,000 per person per accident. Policy shall be endorsed to waive subrogation in favor ofthe Riverside County Flood Control and Water Conservation District, the County of Riverside, and CITY.
Commercial General Liabi I itv :
Commercial General Liability insurance coverage, including but not limited to, premises liability, unmodified contractual liability. products and completed operations Iiability, personal and advertising injury and cross liability coverage. u
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 55
Menifee Mayor and City Council April 20, 2022
Exhibit D
COOPI]RATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 l3
Tract No. 28859
PaEe 2 of '7
C
covering claims which may arise from or out of DEVELOPER's performance of its obligations hereunder. Additionally, Commercial General Liability insurance no less broad than ISO form CG 00 01. Policy shall name DISTRICT and CITY and its agencies, districts, special districts and departments, their respective directors, officers, Board of Supervisors, employees, elected or appointed officials, agents or representatives as additional insureds. Policy's limit of liability shall not be less than $5,000,000 per occurrence combined single limit. lf such insurance contains a general aggregate limit, it shall apply separately to this Agreement or be no less than two (2) times the occuffence Iimit. DISTRICT and CITY must be an additional insured for liability arising out of ongoing and completed operations by or on behalf of DEVELOPER. DISTRICT and CITY shall continue to be an additional insured for completed operations for two years after cornpletion of the work. If DEVELOPER maintains higher limits than the specified minimum limits, DISTRICT and CITY require and shall be entitled to coverage for the higher limits maintained by DEVELOPER.
Vehicle Liabiliw:
If vehicles or mobile equipment are used in the performance of the obligations under this Agreement, then DEVELOPER shall maintain liability insurance for all owned, non-owned or hired vehicles so used in an amount not less than $1,000,000 per occurrence combined single limit. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or be no less Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 56
Menifee Mayor and City Council April 20, 2022
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 I 3
Tract No. 28859
l)
than two (2) times the occurrence limit. Policy shall name DISTRICT and CITY and its agencies, districts, special districts and departments, their respective directors, officers, Board of Supervisors, employees, elected or appointed officials, agents or representatives as additional insureds.
Professional Liabilitv :
DEVELOPER shall cause any architect or engineer retained by DEVELOPER in connection with the performance of DEVELOPER's obligations under this Agreement to maintain Professional Liability Insurance providing coverage for the performance of their work included within this Agreement, with a limit of liability of not less than $2,000,000 per occurrence and $4,000,000 annual aggregate. DEVELOPER shall require that, if such Professional Liability Insurance is written on a claims made basis rather than an occurrence basis, such insurance shall continue through the term of this Agreement and that such architect or engineer shall purchase at such architect or engineer's sole expense either I) an Extended Reporting Endorsement (also known as Tail Coverage); or 2) Prior Dates Coverage from a new insurer with a retroactive date back to the date of, or prior to the inception of this Agreement; or 3) demonstrate through Certificates of lnsurance that such architect or engineer has maintained continuous coverage with the same or original insurer. Coverage provided under items: l), 2) or 3) shall continue for the term specified in the insurance policy, which shall be reasonably acceptable to DISTRICT and CITY.
Exhibit D
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 57
Menifee Mayor and City Council April 20, 2022
Exhibit D
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-001 1 3
Tract No. 28859
F. General Insurance Provisions - All Lines:
i. Any insurance carrier providing insurance coverage hereunder shall be admitted to the State of California and have an A.M. BEST rating of not less than an A: VIII (A: 8) unless such requirements are waived, in writing, by the DISTRICT Risk Manager and CITY. If the DISTRICT's Risk Manager and CITY waive a requirement for a particular insurer such waiver is only valid for that specific insurer and only for one policy term. ii. DEVELOPER must declare its insurance self-insured retention for each coverage required herein. If any such self-insured retention exceeds $500,000 per occurrence each such retention shall have the prior written consent of the DISTRICT Risk Manager and CITY before the commencement of operations under this Agreement. Upon notification of self-insured retention deemed unacceptabte to DISTRICT or CITY and at the election of CITY or the DISTRICT's Risk Manager, DEVELOPER's carriers shall either: l) reduce or eliminate such self-insured retention with respect to this Agreement with DISTRICT; or 2) procure a bond which guarantees payment of losses and related investigations, claims administration, and defense costs and expenses.
iii. DEVELOPER shall cause their insurance carrier(s) or its contractor's insurance carrier(s), to furnish DISTRICT and CITY with l) a properly executed original certificate(s) of insurance and certified original copies of Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 58
Menifee Mayor and City Council April 20, 2022
Exhibit D
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-00113
Tract No. 28859
endorsements effecting coverage as required herein; and 2) if requested to do so orally or in writing by CITY or the DISTRICT Risk Manager, provide original certified copies of policies including all endorsements and all attachments thereto, showing such insurance is in full force and effect.
Further, said certificate(s) and policies of insurance shall contain the covenant of the insurance canier(s) that a minimum of thirty (30) days written notice shall be given to DISTRICT and CITY prior to any material modification, cancellation, expiration or reduction in coverage of such insurance. IfDEVELOPER insurance canier(s) policies does not meet the minimum notice requirement found herein, DEVELOPER shall cause DEVELOPER's insurance carier(s) to fumish a 30 day Notice of Cancellation Endorsement.
In the event ofa material modification, cancellation, expiration or reduction in coverage, this Agreement shall terminate forthwith, unless DISTRICT and CITY receive, prior to such effective date, another properly executed original certificate of insurance and original copies of endorsements or certified original policies, including all endorsements and attachments thereto, evidencing coverages set forth herein and the insurance required herein is in full force and effect. An individual authorized by the insurance canier to do so on its behalf shall sign the original endorsements for each policy and the certificate of insurance.
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 59
Menifee Mayor and City Council April 20, 2022
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-00113
Tract No. 28859
lt is understood and agreed by the parties hereto that DEVELOPER's insurance shall be construed as primary insurance, and DISTRICT's and CITY's insurance and/or deductibles and/or self-insured retentions or self- insured programs shall not be construed as contributory. lf, during the term of this Agreement or any extension thereof, there is a material change in the scope of services or there is a material change in the equipment to be used in the performance of the scope of work which will add additional exposures (such as the use of aircraft, watercraft, cranes, etc.); or the term of this Agreement, including any extensions thereof, exceeds five (5) years, DISTRICT and CITY reserve the right to adjust the types of insurance required under this Agreement and the monetary limits of liability for the insurance coverages cuffently required herein, if, in CITY's or the DISTRICT Risk Manager's reasonable judgment. the amount or type of insurance carried by DEVELOPER has become inadequate.
DEVELOPER shall pass down the insurance obligations contained herein to all tiers ofcontractors and subcontractors working under this Agreement.
The insurance requirements contained in this Agreement may be met with a program(s) of self-insurance acceptable to DISTRICT and CITY.
DEVELOPER agrees to notiry DISTRICT and CITY of any claim by a third party or any incident or event that may give rise to a claim arising from the performance of this Agreement.
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Exhibit D
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 60
Menifee Mayor and City Council April 20, 2022
Exhibit D
DEVELOPER hereby agrees to waive rights of subrogation which any insurer of DEVELOPER may acquire from DEVELOPER by virtue of the payment of any loss.
DEVELOPER agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the CITY or DISTRICT has received a waiver of subrogation endorsement from the insurer. However, the Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the County of Riverside, CITY, and the Riverside County Flood Control and Water Conservation District for all work performed by the DEVELOPER, its employees, agents, contractors and subcontractors.
The insurance required by this section must be maintained and evidence of insurance must be provided for at least five (5) years after completion of contract work. lf coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective, or staft of work date, the DEVELOPER must purchase extended reporting period coverage for a minimum offive (5) years after completion of contract work.
COOPERATIVE AGREEMENT
Salt Creek - La Ladera Road Storm Drain, Stage 3
Salt Creek - Ridgemoor Road Storm Drain, Stage 4
Project Nos. 4-0-00144 and 4-0-00113
Tract No. 28859
Item Title: 10.9
Quitclaim Deeds for Storm Drainage Easements for, Skyview (formally Oak Hills) Item Page Number: 61
Menifee Mayor and City Council April 20, 2022
CITY OF MENIFEE
SUBJECT: Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC
MEETING DATE: April 20, 2022
TO: Mayor and City Council
PREPARED BY: Kristen Jensen, Financial Analyst
REVIEWED BY: Nick Fidler, Public Works Director
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------
RECOMMENDED ACTION
1. Annex territory, including Tentative Tract Map (TTM) 37408 & 37409, located east of Encanto Drive, south of Rouse Road, west of Antelope Road, and north of Chambers Avenue, into City of Menifee Community Facilities District No. 2017-1 (Maintenance Services) ("CFD No. 2017- 1" or "CFD") by taking the following actions:
a. Adopt a Resolution calling the election, and
b. Hold a special landowner election and canvass the election, and c. Adopt a Resolution declaring results of the special landowner election; and
2. Introduce an Ordinance, amending the Ordinance No. 2017-231 and levying and apportioning the special tax in CFD 2017-1.
DISCUSSION
On March 16, 2022, the City Council adopted Resolution No. 22-1131, declaring its intent to annex territory to CFD No. 2017-1 and commence the annexation proceedings for the territory to be annexed, also known as Annexation No. 12. The next step in the annexation proceedings is to hold a public hearing to conduct an election for the landowners and to declare the results of that election.
The area within Annexation No. 12 is included in TTM 37408 and 37409 and is approximately 304 gross acres of vacant residential property within the City. The property is located east of Encanto Drive, south of Rouse Road, west of Antelope Road, and north of Chambers Avenue, as shown in the attached Project Map. The proposed maintenance services would include items such as landscaping, lighting, street maintenance, street sweeping, drainage, park maintenance, and graffiti abatement. Per the request of BLC Fleming, LLC (“Owner”), the City would establish a Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 1
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
CFD 2017-1 Annexation No. 12 - Legado
April 20, 2022
8 9
6 rate and method of apportionment and authorize the levy of special taxes on the taxable property within Annexation Area No. 12 to pay for those services. Annexation Area No. 12 would have a maximum annual tax of $968 per residential unit. This tax rate includes a Maximum Special Tax A of $963 per unit per year for maintenance services of public facilities and a Maximum Annual Special Tax B (Contingent) of $5 per unit per year and will be included in CFD No. 2017-1 as “Tax Zone 12.” The maximum annual tax rate is proposed to escalate each year at the greater of Consumer Price Index (CPI) or 2%. BLC Fleming, LLC has agreed to initiate and conduct the CFD annexation proceedings pursuant to the Mello-Roos Act of 1982.
The Owner submitted a "Consent and Waiver" form on file in the City Clerk's Office to:
hold the election and declare election results; and
consent to the shortening of election time requirements; and waive analysis and arguments; and
waive all notice requirements relating to the conduct of the election immediately following the public hearing.
A boundary map entitled "Annexation Map No. 12, Community Facilities District No. 2017-1 (Maintenance Services)" a copy of which was previously recorded, on March 17, 2022, in Book 88 of Maps of Assessment and Community Facilities Districts at Page 57, in the office of the Riverside County Recorder. Annexing the parcel into CFD No. 2017-1 would cover the costs of maintenance of certain public improvements associated with the development.
STRATEGIC PLAN OBJECTIVE
Responsive and Transparent Community Government
FISCAL IMPACT
The individual property owners in the CFD would be responsible for annual payments of special taxes. It is estimated, upon full completion of the tract development that there would be an annual collection of Special Tax A revenues of approximately $984,069, not including Contingent Tax, to be used to pay for maintenance costs.
On June 1 of each year, every taxable unit for which a building permit has been issued within the boundaries of the CFD, would be subject to the special tax for the ensuing fiscal year. If the anticipated costs of maintaining the facilities in any given fiscal year, prior to buildout of the project, exceeds the special tax revenues available from parcels for which building permits have been issued, then the special tax may also be applied to property within recorded final subdivision maps, as well as other undeveloped property within the boundaries of the CFD.
All costs associated with annexation into the CFD have been borne by the Developer. By annexing into the CFD, the costs of maintaining improvements located within the development would be financed through special taxes levied on the parcels within CFD No. 2017-1 and not through the City’s General Fund.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 2
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
CFD 2017-1 Annexation No. 12 - Legado
April 20, 2022
8 9
6 ATTACHMENTS
1. Project Map
2. Resolution Calling the Election
3. Resolution Declaring Election Results
4. Certificate of Registered Voters
5. Ordinance
6. Signed Petition, Waiver and Consent for Annexation
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 3
Menifee Mayor and City Council April 20, 2022
ATTACHMENT #1
PROJECT LOCATION MAP
CFD NO. 2017-1 (MAINTENANCE SERVICES) - ANNEXATION NO. 12
Item Title: 11.1 Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 4
Menifee Mayor and City Council April 20, 2022 Page 326 of 433
1 RESOLUTION NO. 22-___
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
MENIFEE CALLING AN ELECTION TO SUBMIT TO THE
QUALIFIED ELECTORS THE QUESTION OF LEVYING A
SPECIAL TAX WITHIN THE AREA PROPOSED TO BE
ANNEXED TO COMMUNITY FACILITIES DISTRICT NO. 201 7-1
(MAINTENANCE SERVICES) (ANNEXATION NO. 12 ), TTM
37408 & 37409
WHEREAS, pursuant to the Mello- Roos Community Facilities Act of 1982 ( “Act”), on December 6, 2017, the City Council ( “City Council”) of the City of Menifee (the “City”) approved Resolution No. 17 -658 establishing Community Facilities District No. 2017-1 (Maintenance Services) of the City of Menifee, County of Riverside, State of California ( “CFD No. 2017-1”) for the purpose of levying special taxes on parcels of taxable property therein for the purpose of providing certain services ( “Services”) which are necessary to meet increased demands placed upon the City as a result of the development of said parcels; and
WHEREAS, the City Council called a special election for December 6, 2017, at which the questions of levying a special tax and establishing an appropriations limit with respect to CFD No. 2017-1 were submitted to the qualified electors within CFD No. 2017-1; and
WHEREAS, at a special election held on December 6, 2017, more than two-thirds (⅔) of all votes cast were cast in favor of the levy of a special tax and the establishment of an appropriations limit, as determined by the City Council in Resolution No. 17-658, which was duly adopted on December 6, 2017; and
WHEREAS, the City Council is authorized by Article 3.5 (commencing with Section 53339) of Chapter 2.5 of Part 1 of Division 2 of Title 5 of the Government Code to annex territory into an existing community facilities district by complying with the procedures set forth in said Article 3.5; and
WHEREAS, the City Council on March 16, 2022 duly adopted Resolut ion No. 22-1131 (“Resolution of Intention”) declaring its intention to annex certain territory to the CFD No. 2017-1 and to levy a special tax within that territory to pay for certain services and setting a time and place for the public hearing on the proposed annexation for April 20, 2022; and
WHEREAS, the territory proposed to be annexed is identified in a map entitled “Annexation Map No. 12, Community Facilities District No. 201 7-1 (Maintenance Services)” a copy of which was recorded, on March 17, 2022, in Book 8 8 of Maps of Assessment and Community Facilities Districts at Page 57, in the office of the Riverside County Recorder; and
WHEREAS, pursuant to the Act and the Resolution of Intention, a noticed public hearing was convened by the City Council on April 20, 2022, not earlier than the hour of 6:00 p.m. at the City Hall located at 29844 Haun Road, Menifee, California 92586, at which hearing all interested persons were given the opportunity to appear and be heard on the proposed annexation of said territory to the CFD No. 2017-1 and the levy of special taxes within said territory proposed to be annexed.
If and to the extent participation in the April 20, 2022 meeting must occur by teleconference, videoconference, or other electronic means authorized by the Ralph M. Brown Act or an Executive Order of the Governor of California, the means and methods for participating the meeting shall be posted on the Agenda for said meeting, which shall be posted at least 72 Item Title: 11.1
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Menifee Mayor and City Council April 20, 2022
2 hours prior to the meeting on the City of Menifee (www.cityofmenifee.us), and outside of City Hall at 29844 Haun Road, Menifee, California 92586. A c opy of the Agenda will be made available upon request to the Menifee City Clerk's office at 951-672-6777; and WHEREAS, written protests have not been filed by fifty percent (50%) or more of the registered voters residing within the CFD No. 2017-1, or by fifty percent (50%) or more of the registered voters residing within the territory proposed to be annexed, or by the owners of one- half (½) or more of the area within the CFD No. 2017-1, or by the owners of one-half (½) or more of the territory proposed to be annexed; and
WHEREAS, the City Council has determined that there are fewer than twelve (12) registered voters residing in the territory proposed to be annexed to the CFD No. 2017-1 and that the qualified electors in such territory are the landowners; and WHEREAS, on the basis of all of the foregoing, the City Council has determined at this time to call an election to authorize the annexation of territory to the CFD No. 2017-1 and the levying of a special tax as described in Exhibit A attached hereto; and WHEREAS, the City Council has received a written instrument from each landowner in the territory proposed to be annexed to the CFD No. 2017-1 consenting to the shortening of election time requirements, waiving analysis and arguments, and waiving all notice requirements relating to the conduct of the election; and
WHEREAS, the City Clerk has concurred with the election date set forth herein.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
MENIFEE, ACTING AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 2017-1 ( MAINTENANCE SERVICES) OF THE CITY OF MENIFEE, DETERMINE AND ORDER AS FOLLOWS:
Section 1. Recitals . The foregoing recitals are true and correct.
Section 2. Conf irmation of Finding in Resolution of Intention. The City Council reconfirms all of its findings and determinations as set forth in the Resolution of Intention.
Section 3. Findings Regarding Protests . The City Council finds and determines that written protests to the proposed annexation of territory to the CFD No. 2017-1 and the levy of the special tax within such territory are insufficient in number and in amount under the Act, and the City Council hereby further orders and determines that all such protests are hereby overruled.
Section 4. Findings Regarding Prior Proceedings . The City Council finds and determines that all prior proceedings had and taken by the City Council with respect to the annexation of territory to the CFD No. 2017-1 are valid and in conformity with the requirements of the Act.
Section 5. Levy of Special Tax . As stated in the Resolution of Intention, except where funds are otherwise available, subject to the approval of the qualified electors of territory proposed to be annexed to the CFD No. 2017-1 , a special tax sufficient to pay the costs of the Services (including incidental expenses as described in the Resolution of Intention), secured by recordation of a continuing lien against all nonexempt real property in CFD No. 2017-1, will be levied annually in CFD No. 2017-1. The rate and method of apportionment, and manner of collection of the special tax are specified in Exhibit A hereto.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 6
Menifee Mayor and City Council April 20, 2022
3 Section 6. Apportionment of Tax. The special tax as apportioned to each parcel is based on the cost of making the Services available to each parcel, or other reasonable basis , and is not based on or upon the ownership of real property.
Section 7. Tax Roll Preparation. The office of the Public Works Director, 29844 Haun Road, Menifee, California 92586, is hereby designated as the office that will be responsible for annually preparing a current roll of special tax levy obligations by assessor’s parcel number and that will be responsible for estimating future special tax lev ies pursuant to Government Code section 53340.2. The Public Works Director may cause these functions to be performed by his or her deputies, assistants, or other designated agents.
Section 8. Accountability Measures. Pursuant to Government Code section 50075.1, the City shall create a separate account into which special tax proceeds will be deposited; and the Public Works Director annually shall prepare and file a report with the City Council that will state (a) the amount of funds collected and expended and (b) the status of the Services financed in the CFD No. 2017-1.
Section 9. Special Election; Voting Procedures . The City Council hereby submits the question of levying the special tax within the territory proposed to be annexed to the qualified electors of the territory proposed to be annexed, in accordance with and pursuant to the Act. The special election shall be held on April 20, 2022, and shall be conducted as follows:
(a) Qualified Electors. The City Council hereby determines that the Services are necessary to meet increased demands placed upon the City as a result of development occurring within the boundaries of the territory proposed to be annexed in to CFD No. 2017 -1. Because fewer than twelve registered voters reside within the territory proposed to be annexed to the CFD No. 2017-1 on March 30, 2022 (a date within the 90 days preceding the close of the public hearing on the territory proposed to be annexed to the CFD No. 2017-1), the qualified electors shall be the landowners within the territory proposed to be annexed to the CFD No. 2017-1, and each landowner who was the owner of record at the close of the hearing shall have one vote for each acre or portion of an acre of land that such landowner owns within the territory proposed to be annexed to the CFD No. 2017-1.
(b) Consolidation of Elections; Co mbination of Propositions on Ballot . The election on the question of levying the special tax and establishing an appropriations limit for the CFD No. 2017-1 shall be consolidated, and the two propositions shall be combined into a single ballot proposition for submission to the voters, as authorized by Government Code Section 53353.5.
(c) Mail Ballot Election . Pursuant to Government Code section 53327.5, the election shall be conducted as a mail ballot election. The City Council hereby ratifies the City Clerk’s delivery of a ballot to each landowner within the territory proposed to be annexed to the CFD No. 2017-1. The City Council hereby ratifies the form of the ballot, which is attached hereto as Exhibit B.
(d) Return of Ballots. The City Clerk shall accept the ballots of the landowners up to 6:00 p.m. on April 20, 2022. The City Clerk shall have available ballots that may be marked at the City Clerk’s office on the election day by voters. Once all qualified electors have voted, the City Clerk may close the election.
Item Title: 11.1
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Menifee Mayor and City Council April 20, 2022
4 (e) Canvass of Election. The City Clerk shall commence the canvass of t he returns of the special election as soon as the election is closed (on April 20, 2022, or when all qualified electors have voted) at the City Clerk’s office. At the conclusion of the canvass, the City Clerk shall declare the results of the election.
(f) Declaration of Results . The City Council shall declare the results of the special election following the completion of the canvass of the returns and shall cause to be inserted into its minutes a statement of the results of the special election as ascertained by the canvass of the returns.
Section 10. General Authorization with Respect to the Election. The officers, employees, and agents of the City are hereby authorized and directed to take all actions and do all things which they, or any of them, may deem necessary or desirable to accomplish the purposes of this Resolution and not inconsistent with the provisions hereof. All actions heretofore taken by the officers, employees, and agents of the City that are in conformity with the purposes and intent of this Resolution are hereby ratified, confirmed, and approved in all respects.
Section 11. Filing of Resolution and Map with City Clerk. The City Council hereby directs the City Clerk to file a copy of this Resolution and the annexation map of the boundaries of CFD No. 2017-1 in his/her office.
Section 12. Effective Date. This Resolution shall take effect immediately upon its adoption.
P ASSED AND ADOPTED by the City Council of the City of Menifee at a regular meeting held on this 20th day of April 2022.
A
TTEST: APPROVED:
Stephanie Roseen, Acting City Clerk Bill Zimmerman, Mayor A
PPROVED AS TO FORM:
Jeffrey T. Melching, City Attorney
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 8
Menifee Mayor and City Council April 20, 2022
EXHIBIT A
COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES)
RATE AND METHOD OF APPORTIONMENT
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 9
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 1 RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX FOR
COMMUNITY FACILITIES DISTRICT NO. 2017‐1 (MAINTENANCE SERVICES) OF THE CITY OF MENIFEE
A Special Tax (the “Special Tax”) shall be levied on and collected from each Assessor’s Parcel (defined below) in Community Facilities District No. 2017‐1 (Maintenance Services) (the “CFD No. 2017‐1” or “CFD”; defined below), in each
Fiscal Year, (defined below), commencing in the Fiscal Year beginning July 1, 2018, in an amount determined by the City Council of the City of Menifee, acting in its capacity as the legislative body of CFD No. 2017‐1, by applying the rate and method of apportionment set forth below. All of the real property in CFD No. 2017‐1, unless exempted by law or by the provisions herein, shall be taxed to the extent and in the manner provided herein.
A. DEFINITIONS
“Acre” or “Acreage” means the land area of an Assessor’s Parcel as shown on any Assessor’s Parcel Map, or if the land area is not shown on the Assessor’s Parcel Map, the land area as shown on the applicable Final Map, or if the area is not shown on the applicable Final Map, the land area shall be calculated by the Administrator.
“Administrative Expenses” means the actual
or reasonably estimated costs directly related to the formation, annexation, and administration of CFD No. 2017‐1 including, but not limited to: the costs of computing the Special Taxes and preparing the annual Special Tax collection schedules (whether by the City or designee thereof or both); the costs to the City, CFD No. 2017‐1, or any designee thereof associated with fulfilling the CFD No. 2017‐1 disclosure requirements; the costs associated with responding to public inquiries regarding the Special Taxes; the costs of the City, CFD No. 2017‐1 or any designee thereof related to an appeal of the Special Tax; and the City's annual administration fees including payment of a proportional share of City overhead and salaries and benefits of any City employees whose duties are related to the administration of CFD No. 2017‐1 and third party expenses related to CFD No. 2017‐1. Administrative Expenses shall also include amounts estimated or advanced by the City or CFD No. 2017‐1 for any other administrative purposes of CFD No. 2017‐1, including attorney's fees and other costs related to commencing and pursuing to completion any foreclosure of delinquent Special Taxes.
“Administrator” means the City Manager of the City of
Menifee, or his or her designee.
“Approved Property” means all Assessor’s Parcels of Taxable Property that are included in a Final Map that was recorded prior to the March 1 preceding the Fiscal Year in which the Special Tax is being levied, and that have not been issued a building permit
on or prior to the June 1 preceding the Fiscal year in
which the special tax is being levied.
“Assessor’s Parcel” means a lot or parcel of land that is identifiable by an Assessor’s Parcel Number by the County Assessor of the County of Riverside.
“Assessor’s Parcel Map” means an
official map of the Assessor of the County designating parcels by Assessor’s Parcel Number.
“Assessor’s Parcel Number” means that identification number assigned to a parcel by the County Assessor of the County.
“Building Square Footage” or “BSF” means the floor area square footage reflected on the original Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 10
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 2 construction building permit issued for construction of a building of Non‐Residential Property and any Building Square Footage subsequently added to a building of such Non‐Residential Property after issuance of a building permit for expansion or renovation of such building.
“Calendar Year” means the period commencing January 1 of any year and ending the following
December 31.
“CFD” or “CFD No. 2017‐1” means the City of Menifee Community Facilities District No. 2017‐1 (Maintenance Services).
“City” means the City of Menifee.
“Contingent Services” means services permitted under the Mello‐Roos Community Facilities Act of 1982 including, without limitation,
those services authorized to be funded by CFD No. 2017‐1 as set forth in the documents adopted by the City Council at the time the CFD was formed to be provided by the City in the event the Administrator makes a determination pursuant to Section C(2) that a Property Owners’ Association fails to adequately provide such services.
“County” means the County of Riverside.
“Developed Property” means all Assessor’s Parcels of Taxable Property for which a building permit for new construction has been issued on or prior to June 1 preceding the Fiscal Year in which the Special Tax is being
levied.
“Exempt Property” means all Assessors’ Parcels designated as being exempt from the Special Tax as provided for in Section G.
“Final Map” means a subdivision of property by recordation of a final map, parcel map, or lot line adjustment, pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) or
recordation of a condominium plan pursuant to California Civil Code 1352 that creates individual lots for which building permits may be issued without further subdivision.
“Fiscal Year” means the period from and including July 1 st of any year to and including the following June
30th.
“Land Use Category” or “LUC” means any of the categories contained in Section B hereof to which an Assessor’s Parcel is assigned consistent with the land use approvals that have been received or proposed for the Assessor’s Parcel as of June 1 preceding the Fiscal Year in which the Special Tax is being levied.
“Maximum Special Tax” means either Maximum Special Tax A and/or Maximum Special Tax B (Contingent), as applicable.
“Maximum Special Tax A” means for each Assessor’s Parcel and each Fiscal Year, the maximum Special Tax A, as determined in accordance with Section C below that can be levied on such Assessor’s Parcel in
such Fiscal Year.
“Maximum Special Tax B (Contingent)” means for each Assessor’s Parcel and each Fiscal Year, the maximum Special Tax B (Contingent), as determined in accordance with Section C below that can be levied on such Assessor’s Parcel in such Fiscal Year.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 11
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 3 “Multi‐Family Residential Property” or “MFR” means any Assessor’s Parcel of Residential Property upon which a building or buildings comprised of attached Residential Units sharing at least one common wall with another unit are constructed or are intended to be constructed.
“Non‐Residential Property” or “NR” means all Assessor's Parcels of Taxable Property for which a building
permit(s) was issued for a non‐residential use. The Administrator shall make the determination if an Assessor’s Parcel is Non‐Residential Property.
“Property Owner’s Association” or “POA” means the property owner’s association or homeowner’s association established to maintain certain landscaping within a Tax Zone.
“Proportionately” means for Taxable Property that is: (i) Developed Property, that the ratio of the actual Special Tax levy to the Maximum Special Tax is the same for all Parcels of Developed Property, (ii) Approved Property, that the ratio of the actual Special Tax levy to the Maximum Special Tax is the same for all Parcels of Approved Property, and (iii) Undeveloped Property that the ratio of the actual Special Tax levy per acre to the Maximum Special Tax per acre is the same for all Parcels of Undeveloped Property.
“Residential Unit” or "RU" means a residential unit that is used or intended to be used as a domicile by
one or more persons, as determined by the Administrator.
“Residential Property” means all Assessor’s Parcels of Taxable Property upon which Residential Units have been constructed or are intended to be constructed or for which building permits have been or may be issued for purposes of constructing one or more Residential Units.
“Service(s)” means services permitted under the Mello‐Roos Community Facilities Act of 1982 including, without limitation, those services authorized to be funded by CFD No. 2017‐1 as set forth in the documents adopted by the City Council at the time the CFD was formed.
“Single Family Residential Property” or “SFR” means any Residential Property other than Multi‐Family Residential Property on an Assessor’s Parcel.
“Special Tax(es)” means the Special Tax A or Special Tax B (Contingent) to be levied in each Fiscal Year on each Assessor’s Parcel of Taxable
Property.
“Special Tax A” means the annual special tax to be levied in each Fiscal Year on each Assessor’s Parcel of Taxable Property to fund the Special Tax A Requirement.
"Special Tax A Requirement" means for each Tax Zone that amount to be collected in any Fiscal Year to pay
for certain costs as required to meet the needs of such Tax Zone within CFD No. 2017‐1 in both the current Fiscal Year and the next Fiscal Year. The costs to be covered shall be the direct costs for maintenance services including but not limited to (i) maintenance and lighting of parks, parkways, streets, roads and open space, (ii) maintenance and operation of water quality improvements, (iii) public street sweeping, (iv) fund an operating reserve for the costs of Services as determined by the Administrator, and (v) Administrative Expenses. Under no circumstances shall the Special Tax A Requirement include funds for Bonds.
“Special Tax B (Contingent)” means the annual special tax to be levied in each Fiscal Year on each Assessor’s Parcel of Taxable Property to fund the Special Tax B (Contingent) Requirement, if required.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 12
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 4 “Special Tax B (Contingent) Requirement” means that amount required in any Fiscal Year, if the POA is unable to maintain the Contingent Service(s) to: (i) pay the costs of Contingent Services incurred or otherwise payable in the Calendar Year commencing in such Fiscal Year; (ii) fund an operating reserve for the costs of Contingent Services as determined by the Administrator; less a credit for funds available to reduce the annual Special Tax B (Contingent) levy as determined by the Administrator.
"Taxable Property" means all Assessor’s Parcels within CFD No. 2017‐1, which are not Exempt Property.
“Taxable Unit” means a Residential
Unit, Building Square Footage, or an Acre.
"Tax Zone" means a mutually exclusive geographic area, within which particular Special Tax rates may be levied pursuant to this Rate and Method of Apportionment of Special Tax. Appendix C identifies the Tax Zone in CFD No. 2017‐1 at formation; additional Tax Zones may be created when property is annexed into the CFD.
"Tax Zone 1" means the specific geographic area identified on the CFD Boundary Map as Tax Zone 1.
"Tract(s)" means an area of land; i) within a subdivision identified by a particular tract number on a Final Map, ii)
identified within a Parcel Map; or iii) identified within lot line adjustment approved for subdivision.
“Undeveloped Property” means, for each Fiscal Year, all Taxable Property not classified as Developed Property or Approved Property.
B. ASSIGNMENT TO LAND USE CATEGORIES
For each Fiscal Year, all Assessor’s Parcels of Taxable Property within CFD No. 2017‐1 shall be classified
as Developed Property, Approved Property, or Undeveloped Property, and shall be subject to the levy of Special Taxes as determined pursuant to Sections C and D below. Assessor’s Parcels of Developed Property and Approved Property shall be classified as either Residential Property or Non‐Residential Property. Residential Property shall be further classified as Single Family Residential Property or Multi‐ Family Residential Property and the number of Residential Units shall be determined by the Administrator.
C. MAXIMUM SPECIAL TAX RATES
For purposes of determining the applicable Maximum Special Tax for Assessor’s Parcels of Developed Property and Approved Property which are classified as Residential Property, all such Assessor’s Parcels shall be assigned the number of Residential Unit(s) constructed or to be constructed thereon as specified in or shown on the building permit(s) issued or Final Map as determined by the Administrator. Once a single family attached or multi‐family building or buildings have been built on an Assessor's Parcel, the Administrator shall determine the actual number of Residential Units contained within the building or buildings, and the Special Tax A levied against the Assessor’s Parcel in the next Fiscal Year shall be calculated by multiplying the actual number of Residential Units by the Maximum Special Tax per Residential Unit for the Tax Zone below or as included in Appendix A as each annexation occurs.
For purposes of determining the applicable Maximum Special Tax for Assessor’s Parcels of Developed Property and Approved Property which are classified as Non‐Residential Property, all such Assessor’s Parcels shall be assigned the number of Building Square Footage or Acres as shown on the Final Map as determined by the Administrator. Once the Administrator determines the actual number of Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 13
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 5 Building Square Footage or Acres for the Assessor’s Parcels, the Special Tax A levied against the Assessor’s Parcel in the next Fiscal Year shall be calculated by multiplying the number of Building Square Footage or Acres by the Maximum Special Tax per Taxable Unit identified for the applicable Tax Zone below or as included in Appendix A as each annexation occurs.
1. Special Tax A
a. Developed Property
(i) Maximum Special Tax A
The Maximum Special Tax A for each Assessor’s Parcel of Developed Property shall be specific to each Tax Zone within the CFD. When additional property is annexed into CFD No. 2017‐1, the rate and method adopted for the annexed property shall reflect the Maximum Special Tax A for the Tax Zones annexed and included in Appendix A. The Maximum Special Tax A for Developed Property for Fiscal Year 2018‐19 within Tax Zone 1 is identified in Table 1 below:
TABLE 1
MAXIMUM SPECIAL TAX A RATES
DEVELOPED PROPERTY
Tax
Zone Tract Land Use Category
Taxable
Unit
Maximum
Special Tax A
1 TR 36299‐1
& PM 9504
Single Family Residential Property RU $158
Multi‐Family Residential Property RU $158
Non‐Residential Property Acre $1,714
(ii) Increase in the Maximum Special Tax A
On each July 1, commencing on July 1, 2019 the Maximum Special Tax A for Developed Property shall increase by i) the percentage increase in the Consumer Price Index (All Items) for Los Angeles ‐ Riverside ‐ Orange County (1982‐84 = 100) since the beginning of the preceding Fiscal Year, or ii) by two percent (2.0%), whichever is greater.
(iii) Multiple Land Use Categories
In some instances, an Assessor's Parcel of Developed Property may contain more than one Land Use Category. The Maximum Special Tax A that can be levied on an Assessor's Parcel shall be the sum of the Maximum Special Tax A that can be levied for each Land Use Category located on that Assessor's Parcel. For an Assessor's Parcel that contains more than one land use, the Acreage of such Assessor's Parcel shall be allocated to each type of property based on the amount of Acreage designated for each land use as determined by reference to the site plan approved for such Assessor's Parcel. The Administrator's allocation to each type of property shall be final.
b. Approved Property
The Maximum Special Tax A for each Assessor’s Parcel of Approved Property shall be specific to each Tax Zone within the CFD. When additional property is annexed into CFD No. 2017‐1, the rate and method adopted for the annexed property shall reflect the Maximum Special Tax A for the Tax Zone annexed and included in Appendix A. The Maximum Special Tax A for Approved Property for Fiscal Year 2018‐19 within Tax Zone 1 is identified in Table 2 below:
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 14
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 6 TABLE 2
MAXIMUM SPECIAL TAX A RATES
APPROVED PROPERTY
Tax
Zone Tract Land Use Category
Taxable
Unit
Maximum
Special Tax A
1 TR 36299‐1
& PM 9504
Single Family Residential Property RU $158
Multi‐Family Residential Property RU $158
Non‐Residential Property Acre $1,714
On each July 1, commencing on July 1, 2019 the Maximum Special Tax A for Approved Property shall increase by i) the percentage increase in the Consumer Price Index (All Items) for Los Angeles ‐ Riverside ‐ Orange County (1982‐84 = 100) since the beginning of the preceding Fiscal Year, or ii) by two percent (2.0%), whichever is greater.
c. Undeveloped Property
The Maximum Special Tax A for each Assessor’s Parcel of Undeveloped Property shall be specific to each Tax Zone within the CFD. When additional property is annexed into CFD No. 2017‐1, the rate and method adopted for the annexed property shall reflect the Maximum Special Tax A for the Tax Zone annexed and included in Appendix A. The Maximum Special Tax A for Undeveloped Property for Fiscal Year 2018‐19 within Tax Zone 1 is identified in Table 3 below:
TABLE 3
MAXIMUM SPECIAL TAX A RATES
UNDEVELOPED PROPERTY
Tax Zone Tracts Taxable Unit Maximum Special Tax A
1 TR 36299‐1
& PM 9504 Acre $1,515
On each July 1, commencing on July 1, 2019 the Maximum Special Tax A for Undeveloped Property shall increase by i) the percentage increase in the Consumer Price Index (All Items) for Los Angeles ‐ Riverside ‐ Orange County (1982‐84 = 100) since the beginning of the preceding Fiscal Year, or ii) by two percent (2.0%), whichever is greater.
2. Special Tax B (Contingent)
The City Council shall levy Special Tax B (Contingent) only in the event the POA defaults in its obligation to maintain the Contingent Services, which default shall be deemed to have occurred, as determined by the Administrator, in each of the following circumstances:
(a) The POA files for bankruptcy;
(b) The POA is dissolved;
(c) The POA ceases to levy annual assessments for the Contingent Services; or (d) The POA fails to provide the Contingent Services at the same level as the City provides similar services and maintains similar improvements throughout the City and within ninety (90) days after written notice from the City, or such longer period permitted by the City Manager, fails to remedy the deficiency to the reasonable satisfaction of the City Council.
a. Developed Property
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 15
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 7 (i) Maximum Special Tax B (Contingent)
The Maximum Special Tax B (Contingent) for each Assessor’s Parcel of Taxable Property is shown in Table 4 and shall be specific to each Tax Zone within the CFD. When additional property is annexed into CFD No. 2017‐1, the rate and method adopted for the annexed property shall reflect the Maximum Special Tax B (Contingent) for the Tax Zones annexed and included in Appendix A. The Maximum Special Tax B (Contingent) for Fiscal Year 2018‐19 within Tax Zone 1 is identified in Table 4 below:
TABLE 4
MAXIMUM SPECIAL TAX B (CONTINGENT) RATES
DEVELOPED PROPERTY
Tax
Zone Tract Land Use Category
Taxable
Unit
Maximum
Special Tax B
(Contingent)
1 TR 36299‐1
& PM 9504
Single Family Residential Property RU $0
Multi‐Family Residential Property RU $0
Non‐Residential Property Acre $0
(ii) Increase in the Maximum Special Tax B (Contingent) On each July 1, commencing on July 1, 2019 the Maximum Special Tax B (Contingent) for Developed Property shall increase by i) the percentage increase in the Consumer Price Index (All Items) for Los Angeles ‐ Riverside ‐ Orange County (1982‐84 = 100) since the beginning of the preceding Fiscal Year, or ii) by two percent (2.0%), whichever is greater.
(iii) Multiple Land Use Categories
In some instances, an Assessor's Parcel of Developed Property may contain more than one Land Use Category. The Maximum Special Tax B (Contingent) that can be levied on an Assessor's Parcel shall be the sum of the Maximum Special Tax B (Contingent) that can be levied for each Land Use Category located on that Assessor's Parcel. For an Assessor's Parcel that contains more than one land use, the Acreage of such Assessor's Parcel shall be allocated to each type of property based on the amount of Acreage designated for each land use as determined by reference to the site plan approved for such Assessor's Parcel. The Administrator's allocation to each type of property shall be final.
b. Approved Property
The Maximum Special Tax B (Contingent) for each Assessor’s Parcel of Approved Property shall be specific to each Tax Zone within the CFD. When additional property is annexed into CFD No. 2017‐ 1, the rate and method adopted for the annexed property shall reflect the Maximum Special Tax B (Contingent) for the Tax Zone annexed and included in Appendix A. The Maximum Special Tax B (Contingent) for Fiscal Year 2018‐19 within Tax Zone 1 is identified in Table 5 below:
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 16
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 8 TABLE 5
MAXIMUM SPECIAL TAX B (CONTINGENT) RATES
APPROVED PROPERTY
Tax
Zone Tract Land Use Category
Taxable
Unit
Maximum
Special Tax B
(Contingent)
1 TR 36299‐1
& PM 9504
Single Family Residential Property RU $0
Multi‐Family Residential Property RU $0
Non‐Residential Property Acre $0
On each July 1, commencing on July 1, 2019 the Maximum Special Tax B (Contingent) for Approved Property shall increase by i) the percentage increase in the Consumer Price Index (All Items) for Los Angeles ‐ Riverside ‐ Orange County (1982‐84 = 100) since the beginning of the preceding Fiscal Year, or ii) by two percent (2.0%), whichever is greater.
c. Undeveloped Property
The Maximum Special Tax B (Contingent) for each Assessor’s Parcel of Undeveloped Property shall be specific to each Tax Zone within the CFD. When additional property is annexed into CFD No. 2017‐ 1, the rate and method adopted for the annexed property shall reflect the Maximum Special Tax B (Contingent) for the Tax Zone annexed and included in Appendix A. The Maximum Special Tax B (Contingent) for Fiscal Year 2018‐19 within Tax Zone 1 is identified in Table 6 below:
TABLE 6
MAXIMUM SPECIAL TAX B (CONTINGENT) RATES
UNDEVELOPED PROPERTY
Tax Zone Tracts Taxable Unit
Maximum Special
Tax B (Contingent)
1 TR 36299‐1
& PM 9504 Acre $0
On each July 1, commencing on July 1, 2019 the Maximum Special Tax B (Contingent) for Undeveloped Property shall increase by i) the percentage increase in the Consumer Price Index (All Items) for Los Angeles ‐ Riverside ‐ Orange County (1982‐84 = 100) since the beginning of the preceding Fiscal Year, or ii) by two percent (2.0%), whichever is greater.
D. METHOD OF APPORTIONMENT OF ANNUAL SPECIAL TAX
1. Special Tax A
Commencing with Fiscal Year 2018‐19 and for each following Fiscal Year, the City Council shall determine the Special Tax A Requirement for each Tax Zone and shall levy the Special Tax A on all Assessor’s Parcels of Taxable Property within such Tax Zone until the aggregate amount of Special Tax A equals the Special Tax A Requirement for such Tax Zone. The Special Tax A shall be levied for each Fiscal Year as follows:
First: The Special Tax A
shall be levied Proportionately on all Assessor’s Parcels of Developed Property up to 100% of the applicable Maximum Special Tax A to satisfy the Special Tax A Requirement;
Second: If additional moneys are needed to satisfy the Special Tax A Requirement after the first step has been completed, the Special Tax A shall be levied Proportionately on each Parcel of Approved Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 17
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 9 Property at up to 100% of the Maximum Special Tax A for Approved Property;
Third: If additional monies are needed to satisfy the Special Tax A Requirement after the first two steps has been completed, the Special Tax A shall be levied Proportionately on all Assessor’s Parcels of Undeveloped Property up to 100% of the Maximum Special Tax A for Undeveloped Property.
2. Special Tax B (Contingent)
Commencing with the first Fiscal Year in which Special Tax B (Contingent) is authorized to be levied and for each following Fiscal Year, the City Council shall determine the Special Tax B (Contingent) Requirement for each Tax Zone, if any, and shall levy the Special Tax on all Assessor’s Parcels of Taxable Property within such Tax Zone until the aggregate amount of Special Tax B (Contingent) equals the Special Tax B (Contingent) Requirement for such Tax Zone. The Special Tax B (Contingent) shall be levied for each Fiscal Year as follows:
First: The Special Tax shall be levied Proportionately on all Assessor’s Parcels of Developed Property up to 100% of the applicable Maximum Special Tax B (Contingent) to satisfy the Special Tax B (Contingent) Requirement;
Second: If additional moneys are needed to satisfy the Special Tax B (Contingent) Requirement after the first step has been completed, the Special Tax B (Contingent) shall be levied Proportionately on each Parcel of Approved Property at up to 100% of the Maximum Special Tax B (Contingent) for Approved Property;
Third: If additional monies are needed to satisfy the Special Tax B (Contingent) Requirement after the first two steps has been completed, the Special Tax B (Contingent) shall be levied Proportionately on all Assessor’s Parcels of Undeveloped Property up to 100% of the Maximum Special Tax B (Contingent) for Undeveloped Property.
E. FUTURE ANNEXATIONS
It is anticipated that additional properties will be annexed to CFD No. 2017‐1 from time to time. As each
annexation is proposed, an analysis will be prepared to determine the annual cost for providing Services to such properties. Based on this analysis, any properties to be annexed, pursuant to California Government Code section 53339 et seq. will be assigned the appropriate Maximum Special Tax rates for the Tax Zone when annexed and included in Appendix A.
F. DURATION OF SPECIAL TAX
For each Fiscal Year, the Special Tax A shall be levied as long as the Services are being provided.
For each Fiscal Year, the Special Tax B (Contingent) shall be levied as long as the Contingent Services are being provided.
G. EXEMPTIONS
The City shall classify as Exempt Property within CFD No. 2017‐1, all Assessor’s; (i) which are owned by, irrevocably offered for dedication, encumbered by or restricted in use by any public entity; (ii) with public or utility easements making impractical their utilization for other than the purposes set forth in the easement; (iii) which are privately owned but are encumbered by or restricted solely for public uses; or (iv) which are in use in the performance of a public function as determined by the Administrator.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 18
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 10 H. APPEALS
Any property owner claiming that the amount or application of the Special Taxes are not correct may file a written notice of appeal with the City not later than twelve months after having paid the first installment of the Special Tax that is disputed. The Administrator of CFD No. 2017‐1 shall promptly review the appeal, and if necessary, meet with the property owner, consider written and oral evidence regarding the amount of the Special Tax, and rule on the appeal. If the Administrator’s decision requires that the Special Tax for an Assessor’s Parcel be modified or changed in favor of the property owner, a cash refund shall not be made, but an adjustment shall be made to the Special Tax on that Assessor’s Parcel in the subsequent Fiscal Year(s).
I. MANNER OF COLLECTION
The Special Tax shall be collected in the same manner and at the same time as ordinary ad valorem property taxes, provided, however, that CFD No. 2017‐1 may collect the Special Tax at a different time or in a different manner if necessary to meet its financial obligations.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 19
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 11 APPENDIX A
CITY OF MENIFEE
COMMUNITY FACILITIES DISTRICT NO. 2017‐1 (MAINTENANCE SERVICES)
COST ESTIMATE
Special Tax A Services ‐ The estimate breaks down the costs of providing one year's maintenance services for Fiscal Year 2022‐23. These services are being funded by the levy of Special Tax A for Community Facilities District No. 2017‐1 Tax Zone 12.
TAX ZONE 12 (SERVICES)
TR 37408 & 37409
Item Description Estimated Cost
1 Landscaping $253,931
2 Lighting $112,410
3 Streets $175,967
4 Drainage $137,882
5 Parks $194,016
6 Trails $7,456
7 Graffiti $3,292
8 Reserves $54,732
9 Administration $44,383
Total $984,069
Special Tax B Contingent Services – The estimate breaks down the costs of providing one year’s contingent maintenance services for Fiscal Year 2022‐23. If necessary, these services will be funded by the levy of Special Tax B (Contingent) for Community Facilities District No. 2017‐1 Tax Zone 12.
TAX ZONE 12 (CONTINGENT SERVICES)
TR 37408 & 37409
Item Description Estimated Cost
1 Landscaping $4,588
2 Reserves $459
Total $5,047
TAX ZONE 12
FY 2022‐23 MAXIMUM SPECIAL TAX RATES
Land Use
Category
Taxable
Unit
Maximum
Special Tax A
Maximum
Special Tax B
Developed RU $963 $5
Approved RU $963 $5
Undeveloped Acre $4,624 $24
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 20
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 12 MAXIMUM SPECIAL TAXES ASSIGNED TO EACH TAX ZONE
Tax
Zone
Fiscal
Year
Included Tract
No. of
Taxable
Units
Land Use
Category
Taxable
Unit
Maximum
Special Tax
A
Maximum
Special Tax B
(Contingent) Subdivider
1 2018‐19 36299‐1 &
PM 9504
426 SFR RU $158 $0 Stark Menifee Land, LLC
548 MFR RU $158 $0 Stark Menifee Land, LLC &
Menifee Multifamily, LLC
27.68 NR Acre $1,714 $0 Several
2 2020‐21 TR 37576 65 SFR RU $539 $43 Meritage Homes 3 2020‐21 TR 28859 161 SFR RU $727 $0 Woodside O5S 4 2020‐21 TTM 31098 258 SFR RU $878 $0 Lennar Homes of California, Inc.
5 2020‐21 TTM 36852 68 SFR RU $755 $151 Strata Holland, LLC 6 2021‐22 TTM 37668 175 SFR RU $765 $295 Meritage Homes of California, Inc.
7 2022‐23 TTM 31456 176 SFR RU $996 $0 RCFC Investments, LLC 8 2021‐22 TR 32102 &
TR 32102‐1 256 SFR RU $674 $0
Diamond Brother Five
Partnership, LP and Pulte
Home Company, LLC
9 2021‐22 TTM 37400 174 SFR RU $703 $0 D.R. Horton Los Angeles Holding Company, Inc.
10 2022‐23 TPM 37380 3.62 NR Acre $3,765 $1,652 Briggs & 74, LLC 11 To Be Determined
12 2022‐23 TR 37408 &
TR 37409 1,022 SFR RU $963 $5 BLC Fleming LLC
ESCALATION OF MAXIMUM SPECIAL TAXES
On each July 1, commencing on July 1, 2019 the Maximum Special Tax shall increase by i) the percentage increase in the Consumer Price Index (All Items) for Los Angeles ‐ Riverside ‐ Orange County (1982‐84 = 100) since the beginning of the preceding Fiscal Year, or ii) by two percent (2.0%), whichever
is greater.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 21
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 13 APPENDIX B
CITY OF MENIFEE
COMMUNITY FACILITIES DISTRICT NO. 2017‐1 (MAINTENANCE SERVICES) DESCRIPTION OF AUTHORIZED SERVICES
The services which may be funded with proceeds of the special tax of CFD No. 2017‐1, as provided by Section 53313 of the Act, will include all costs attributable to maintaining, servicing, cleaning, repairing and/or replacing landscaped areas (may include reserves for replacement) in public street right‐of‐way, public landscaping, public open spaces and other similar landscaped areas officially dedicated for public use. These services including the following:
(a) maintenance and lighting of parks, parkways, streets, roads and open space, which maintenance and lighting services may include, without limitation, furnishing of electrical power to street lights and traffic signals; repair and replacement of damaged or inoperative light bulbs, fixtures and standards; maintenance (including irrigation and replacement) of landscaping vegetation situated on or adjacent to parks, parkways, streets, roads and open space; maintenance and repair of irrigation facilities; maintenance of public signage; graffiti removal from and maintenance and repair of public structures situated on parks, parkways, streets, roads and open space; maintenance and repair of playground or recreation program equipment or facilities situated on any park; and
(b) maintenance and operation of water quality improvements which include storm drainage and flood protection facilities, including, without limitation, drainage inlets, catch basin inserts, infiltration basins, flood control channels, fossil fuel filters, and similar facilities. Maintenance services may include but is not limited to the repair, removal or replacement of all or part of any of the water quality improvements, fossil fuel filters within the public right‐of‐way including the removal of petroleum hydrocarbons and other pollutants from water runoff, or appurtenant facilities, clearing of inlets and outlets; erosion repairs; and cleanup to improvements, and other items necessary for the maintenance and servicing of the water quality basin improvements within flood control channel improvements; and
(c) public street sweeping, on the segments of the arterials within the boundaries of CFD No. 2017‐1; as well as local roads within residential subdivisions located within CFD No. 2017‐1; and any portions adjacent to the properties within CFD
No. 2017‐1; and
In addition to payment of the cost and expense of the forgoing services, proceeds of the special tax may be expended to pay “Administrative Expenses,” as said term is defined in the Rate and Method of Apportionment.
The above services may be financed by proceeds of
the special tax of CFD No. 2017‐1 only to the extent that they are in addition to those provided in the territory of CFD No. 2017‐1 before CFD No. 2017‐1 was created or those provided in the territory annexed to CFD No. 2017‐1 before the territory was annexed, as applicable.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 22
Menifee Mayor and City Council April 20, 2022
City of Menifee
Community Facilities District No. 2017‐1 (Maintenance Services) 14 APPENDIX C
CITY OF MENIFEE
COMMUNITY FACILITIES DISTRICT NO. 2017‐1 (MAINTENANCE SERVICES) PROPOSED BOUNDARIES
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 23
Menifee Mayor and City Council April 20, 2022
Item Title: 11.1 Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 24
Menifee Mayor and City Council April 20, 2022 Page 346 of 433
Item Title: 11.1 Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 25
Menifee Mayor and City Council April 20, 2022 Page 347 of 433
EXHIBIT B
SPECIAL ELECTION BALLOT
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 26
Menifee Mayor and City Council April 20, 2022
CITY OF MENIFEE
COUNTY OF RIVERSIDE, STATE OF CALIFORNIA
COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES) ANNEXATION NO. 12
(April 20, 2022)
This ballot is for the use of the authorized representative of the following owner of land within Community Facilities District No. 2017-1 (Maintenance Services) (“CFD No. 2017-1”) of the City of Menifee:
Name of Landowne
r Number of Acres Owned Total Votes
BLC Fleming LLC 304 304
According to the provisions of the Mello-Roos Community Facilities Act of 1982, and resolutions of the City Council (the “Council”) of the City of Menifee (the “City”), the above-named landowner is entitled to cast the number of votes shown above under the heading “Total Votes,” representing the total votes for the property owned by said landowner. The City has sent the enclosed ballot to you so that you may vote on whether or not to approve the special tax.
This special tax ballot is for the use of the property owner of the parcels identified below, which parcels are located within the territory proposed to be annexed to the CFD No. 2017-1, City of Menifee, County of Riverside, State of California. Please advise the City Clerk, at (951) 672-6777 if the name set forth below is incorrect or if you are no longer one of the owners of these parcels.
This special tax ballot may be used to express either support for or opposition to the proposed special tax. To be counted, this special tax ballot must be signed below by the owner or, if the owner is not an individual, by an authorized representative of the owner. The ballot must then be delivered to the City Clerk, either by mail or in person, as follows:
Mail
Delivery: If by mail, place ballot in the return envelope provided, and mail no later than April 6, 2022, two calendar weeks prior to the date set for the election. Mailing later than this deadline creates the risk that the special tax ballot may not be received in time to be counted.
Personal
Delivery: If in person, deliver to the City Clerk at any time up to 5:00 p.m. on April 20, 2022, at the Clerk’s office at 29844 Haun Road, City of Menifee, CA 92586.
However delivered, this ballot must be received by the Clerk prior to the close of the public meeting on April 20, 2022.
Very truly yours,
Sarah Manwaring
City Clerk
City of Menifee
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 27
Menifee Mayor and City Council April 20, 2022
TO CAST THIS BALLOT, PLEASE RETURN THIS ENTIRE PAGE.
OFFICIAL SPECIAL TAX BALLOT
Name & Address of Property Owner: Assessor’s Parcel Number(s):
BLC Fleming, LLC
Attn: Noah Shih
100 Bayview Circle, Suite 240
Newport Beach, CA 92660
333-020-011 and 333-020-019
CITY OF MENIFEE
COUNTY OF RIVERSIDE, STATE OF CALIFORNIA
COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES)
AN “X” OR OTHER MARK WILL CAST ALL VOTES ASSIGNED TO THIS BALLOT
SPECIAL TAX BALLOT MEASURE MARK “YES” OR “NO”
WITH AN “X”:
Shall the City Council of the City of Menifee be authorized to levy a special tax on an annual basis at the rates and apportioned as described in Exhibit C to the Resolution Declaring its Intention to Annex territory to Community Facilities District No. 2017-1 (Maintenance Services) adopted by the City Council on March 16, 2022 (the “Resolution”), which is incorporated herein by this reference, within the territory identified on the map entitled “Annexation Map No. 12 of Community Facilities District No. 2017-1 (Maintenance Services) City of Menifee” to finance certain services as set forth in Section 5 to the Resolution (including incidental expenses), and shall an appropriation limit be established for the Community Facilities District No. 2017-1 (Maintenance Services) in the amount of special taxes collected?
YES _________
NO _________
Certification for Special Election Ballot
The undersigned is an authorized representative of the above-named landowner and is the person legally authorized and entitled to cast this ballot on behalf of the above-named landowner.
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct, and that this declaration is executed on ____________, 20__.
BLC Fleming, LLC
A Delaware limited liability company
By: Bristol Land Company LLC,
A Delaware limited liability company
Its: Authorized Agent
By: _____________________________
John Patterson
Its: Authorized Agent and Signatory
By: _____________________________
Noah Shih
Its:
Authorized Agent and Signatory
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 28
Menifee Mayor and City Council April 20, 2022
RESOLUTION NO. 22-___
A
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
MENIFEE DECLARING ELECTION RESULTS OF THE
SPECIAL ELECTION HELD ON APRIL 20, 2022 AND
ORDERING THE ANNEXATION OF TERRITORY TO
COMMUNITY FACILITIES DISTRICT NO. 2017 -1
(MAINTENANCE SERVICES) (ANNEXATION NO. 12 ), TTM
37408 & 37409
WHEREAS, the City Council (the “City Council”) of the City of Menifee (the “City”) has heretofore conducted proceedings, pursuant to the Mello-R oos Community Facilities Act of 1982 (the “Act”), for the area propos ed to be annexed to Community Facilities District No. 2017-1 (Maintenance Services) of the City of Menifee, County of Riverside, State of California (the “CFD No. 2017-1”), including conducting a public hearing pursuant to the Act; and
WHEREAS, at the conclusion of said public hearing, the City Council adopted a resolution calling a spec ial election for April 20, 2022, and submitting to the qualified electors of the territory proposed to be annexed to the CFD No. 2017-1 the question of levying special taxes on parcels of tax able property therein for the purpose of providing certain services which are necessary to meet increased demands placed upon the City as a res ult of the development of said real property, as provided in the form of the s pecial elec tion ballot attached thereto as Exhibit B; and
WHEREAS, the special election was held on April 20, 2022, and the City Clerk (or, in the absence of the City Clerk, the Acting City Clerk – in either case, the “Clerk”) has duly canvassed the returns of the special election and has filed with the City Council a Certificate of Election Results, dated April 20, 2022, executed by the Clerk, certifying that a completed ballot has been returned to the Clerk for each landowner-v oter(s) eligible to cast a ballot in said special election, with all v otes cast as “Yes” v otes in favor of the ballot measure, and further certifying on said basis that the spec ial mailed-ballot election was closed.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF MENIFEE:
Section 1. Recitals. The City Council finds and determines that the foregoing recitals are true and correct.
Section 2. Approval of Canvass. The City Council has received, reviewed, and hereby accepts the Clerk’s Certificate of Election Results, a copy of which is attached hereto as Exhibit A, and hereby ratifies , confirms, and approves said Certificate of Election Results.
Section 3. Ballot Measure. The City Council hereby finds, determines , and declares that more than two-thirds (⅔) of all the votes cast at the s pecial election on the ballot measure were in favor of the ballot measure, the ballot measure passed, and the ballot measure was approved by the qualified electors in accordance with the Act.
Section 4. Validity of Procedures. The City Council hereby finds and determines that all prior proceedings and actions taken by the City Council pursuant to the Act were and are valid and in conformity with the Act.
Section 5. Annexation. The City Council hereby finds, determines, and declares that pursuant to Government Code sec tion 53339.8, the territory proposed to be annexed is added
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 29
Menifee Mayor and City Council April 20, 2022
t
o and part of the CFD No. 2017-1 with full legal effect, and the City Council is also authorized, pursuant to said Section 53339.8, to annually levy special taxes within the annexed territory to pay the costs of the services to be provided by the CFD No. 2017 -1 as specified in Resolution No. 22-1131 adopted by the City Council on March 16, 2022. The boundaries of the annexed territory are shown on the map entitled, “Annexation Map No. 12 Community Facilities District No. 2017-1 (Maintenance Services)” a copy of which was recorded, on March 17, 2022, in Book 88 of Maps of Assessment and Community Facilities Districts at Page 57 , in the office of the Riverside County Recorder.
Section 6. Notice of Special Tax Lien. Pursuant to Government Code section 53339.8 and Streets and Highways Code sections 3114.5 and 3117.5, within fifteen (15) days of the adoption of this Resolution, the City Clerk shall cause to be filed with the County Recorder of the County of Riverside an amendment to the notice of special tax lien and a map of the amended boundaries of the CFD No. 2017-1 including the annexed territory.
Section 7. Effective Date. This Resolution shall take effect immediately upon its adoption.
PA
SSED AND ADOPTED by the City Council of the City of Menifee at a regular meeting held on this 20th day of April 2022 by the following vote:
A
TTEST: APPROVED:
Stephanie Roseen, Acting City Clerk Bill Zimmerman, Mayor A
PPROVED AS TO FORM:
Jeffrey T. Melching, City Attorney
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 30
Menifee Mayor and City Council April 20, 2022
EXHIBIT A
CERTIFICATE OF ELECTION RESULTS
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 31
Menifee Mayor and City Council April 20, 2022
EXHIBIT A
CITY OF MENIFEE
COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES) ANNEXATION NO. 12
CERTIFICATE OF ELECTION RESULTS
I, the undersigned, being the City Clerk or the Acting City Clerk, as the case may be, hereby certify:
In connection with the special mailed-ballot election called by the City Council (the “City Council”) of the City of Menifee (the “City”) on this same date in the proceedings of the City Council for the above -entitled community facilities district, I personally received (a) signed and dated waiver and consent form s and (b) signed, dated and marked election ballot s on behalf of the property owners, the entities named as the sole landowners of the lands within the boundary of the above-entitled community facilities district in the Certificate Regarding Registered Voters and Landowners, dated March 30, 2022 and on file in the office of the City Clerk of the City in connection with the City Council actions on that date. Copies of the completed waiver and consent form and the completed ballot received by me and on file in my office are attached hereto.
Following such receipt, I have personally, and in the presence of all persons present, reviewed the ballot to confirm that it is properly marked and signed, and I hereby certify the result of that count to be that the ballot was cast in favor of the measure.
Based upon the foregoing, all votes that were cast having been cast “Yes”, in favor of the ballot measure, the measure has therefore passed.
Qualified
Landowner Votes Votes Cast YES NO
304 304
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on April 20, 2022.
Sarah Manwaring
City Clerk
City of Menifee
By:
(Attach completed copies of Waiver/Consent and Ballot)
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 32
Menifee Mayor and City Council April 20, 2022
EXHIBIT B
SPECIAL ELECTION BALLOT
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 33
Menifee Mayor and City Council April 20, 2022
CITY OF MENIFEE
COUNTY OF RIVERSIDE, STATE OF CALIFORNIA
COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES) ANNEXATION NO. 12
(April 20, 2022)
This ballot is for the use of the authorized representative of the following owner of land within Community Facilities District No. 2017-1 (Maintenance Services) (“CFD No. 2017-1”) of the City of Menifee:
Name of Landowne
r Number of Acres Owned Total Votes
BLC Fleming LLC 304 304
According to the provisions of the Mello-Roos Community Facilities Act of 1982, and resolutions of the City Council (the “Council”) of the City of Menifee (the “City”), the above-named landowner is entitled to cast the number of votes shown above under the heading “Total Votes,” representing the total votes for the property owned by said landowner. The City has sent the enclosed ballot to you so that you may vote on whether or not to approve the special tax.
This special tax ballot is for the use of the property owner of the parcels identified below, which parcels are located within the territory proposed to be annexed to the CFD No. 2017-1, City of Menifee, County of Riverside, State of California. Please advise the City Clerk, at (951) 672-6777 if the name set forth below is incorrect or if you are no longer one of the owners of these parcels.
This special tax ballot may be used to express either support for or opposition to the proposed special tax. To be counted, this special tax ballot must be signed below by the owner or, if the owner is not an individual, by an authorized representative of the owner. The ballot must then be delivered to the City Clerk, either by mail or in person, as follows:
Mail
Delivery: If by mail, place ballot in the return envelope provided, and mail no later than April 6, 2022, two calendar weeks prior to the date set for the election. Mailing later than this deadline creates the risk that the special tax ballot may not be received in time to be counted.
Personal
Delivery: If in person, deliver to the City Clerk at any time up to 5:00 p.m. on April 20, 2022, at the Clerk’s office at 29844 Haun Road, City of Menifee, CA 92586.
However delivered, this ballot must be received by the Clerk prior to the close of the public meeting on April 20, 2022.
Very truly yours,
Sarah Manwaring
City Clerk
City of Menifee
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 34
Menifee Mayor and City Council April 20, 2022
TO CAST THIS BALLOT, PLEASE RETURN THIS ENTIRE PAGE.
OFFICIAL SPECIAL TAX BALLOT
Name & Address of Property Owner: Assessor’s Parcel Number(s):
BLC Fleming, LLC
Attn: Noah Shih
100 Bayview Circle, Suite 240
Newport Beach, CA 92660
333-020-011 and 333-020-019
CITY OF MENIFEE
COUNTY OF RIVERSIDE, STATE OF CALIFORNIA
COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES)
AN “X” OR OTHER MARK WILL CAST ALL VOTES ASSIGNED TO THIS BALLOT
SPECIAL TAX BALLOT MEASURE MARK “YES” OR “NO”
WITH AN “X”:
Shall the City Council of the City of Menifee be authorized to levy a special tax on an annual basis at the rates and apportioned as described in Exhibit C to the Resolution Declaring its Intention to Annex territory to Community Facilities District No. 2017-1 (Maintenance Services) adopted by the City Council on March 16, 2022 (the “Resolution”), which is incorporated herein by this reference, within the territory identified on the map entitled “Annexation Map No. 12 of Community Facilities District No. 2017-1 (Maintenance Services) City of Menifee” to finance certain services as set forth in Section 5 to the Resolution (including incidental expenses), and shall an appropriation limit be established for the Community Facilities District No. 2017-1 (Maintenance Services) in the amount of special taxes collected?
YES _________
NO _________
Certification for Special Election Ballot
The undersigned is an authorized representative of the above-named landowner and is the person legally authorized and entitled to cast this ballot on behalf of the above-named landowner.
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct, and that this declaration is executed on ____________, 20__.
BLC Fleming, LLC
A Delaware limited liability company
By: Bristol Land Company LLC,
A Delaware limited liability company
Its: Authorized Agent
By: _____________________________
John Patterson
Its: Authorized Agent and Signatory
By: _____________________________
Noah Shih
Its:
Authorized Agent and Signatory
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 35
Menifee Mayor and City Council April 20, 2022
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 36
Menifee Mayor and City Council April 20, 2022
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ORDINANCE NO. 2022-___
AN ORDINANCE AMENDING ORDINANCE NO. 2017-231 AND
LEVYING SPECIAL TAXES TO BE COLLECTED DURING FISCAL
YEAR 2022-23 TO PAY THE ANNUAL COSTS OF THE MAINTENANCE
AND SERVICING OF STREET LIGHTS, PARKS, PARKWAYS,
STREETS, ROADS, AND OPEN SPACE, THE OPERATION AND
MAINTENANCE OF STORM DRAINAGE SYSTEMS, A RESERVE
FUND FOR CAPITAL REPLACEMENT, AND ADMINISTRATIVE
EXPENSES WITH RESPECT TO CITY OF MENIFEE COMMUNITY
FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES)
WHEREAS, pursuant to the Mello-Roos Community Facilities Act of 1982 (the “Act”), on December 6, 2017, the City Council (the “City Council”) of the City of Menifee (the “City”) adopted Resolution No. 17- 658 establishing Community Facilities District No. 2017-1 (Maintenance Services) of the City of Menifee, County of Riverside, State of California (the "CFD No. 2017-1") for the purpose of levying special taxes on parcels of taxable property therein for the purpose of providing certain services (the “Services”), which are necessary to meet increased demands placed upon the City and are described in Exhibit A attached hereto; and
WHEREAS, on December 20, 2017, the City Council adopted Ordinance No. 2017-231 entitled, “An Ordinance Levying Special Taxes to be Collected During Fiscal Year 2018-19 to Pay the Annual Costs of the Maintenance and Servicing of Street Lights, Parks, Parkways, Streets, Roads, and Open Space, the Operation and Maintenance of Storm Drainage Systems, a Reserve Fund for Capital Replacement, and Administrative Expenses with Respect to City of Menifee Community Facilities District No. 2017-1 (Maintenance Services)” (“Ordinance No. 2017-231”), pursuant to which the City Council levied special taxes with the CFD No. 2017-1; and
WHEREAS, on March 16, 2022, the City Council adopted Resolution No. 22-1131 entitled “A Resolution of the City Council of the City of Menifee Declaring Its Intention to Annex Territory to Community Facilities District No. 2017-1 (Maintenance Services) of the City of Menifee, Adopting a Map of the Area to be Proposed to be Annexed (Annexation No. 12) and Authorizing the Levy of a Special Taxes Therein” (the “Resolution of Intention”) declaring its intention to annex certain territory to the CFD No. 2017-1 and to levy special taxes within that territory to provide the Services as described in the Resolution of Intention and setting a special public hearing on the proposed annexation for April 20, 2022; and WHEREAS, notice was published as required by the Act relative to the intention of the City Council to annex certain territory to the CFD No. 2017-1, to levy special taxes therein to provide the Services, and to set the time and place of said public hearing; and
WHEREAS, on April 20, 2022, at the time and place specified in said published notice, the City Council opened and held a public hearing as required by the Act relative to the annexation of territory in to the CFD No. 2017-1, the levy of the special taxes therein, and the provision of Services by the CFD No. 2017-1; and
WHEREAS, at said public hearing all persons desiring to be heard on all matters pertaining to the annexation of territory to the CFD No. 2017-1, the levy of the special taxes therein, and the provision of Services therein were heard, and a full and fair hearing was held; and WHEREAS, subsequent to said public hearing, the City Council adopted Resolution No. 22-___ entitled “A Resolution of the City Council of the City of Menifee Calling an Election to Submit to the Qualified Electors the Question of Levying a Special Tax Within the Area Proposed to be Annexed to Community Facilities District No. 2017-1 (Maintenance Services) (Annexation No. 12)” (the “Resolution Calling the Election”) on April 20, 2022, wherein the City Council submitted the question of levying a special tax in territory proposed to be annexed to the CFD No. 2017-1 at the rate and according to the method of apportionment described therein; and
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 37
Menifee Mayor and City Council April 20, 2022
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WHEREAS, at said special election on April 20, 2022, the qualified electors of the territory proposed to be annexed to the CFD No. 2017-1 approved said propositions as described in the Resolution Calling the Special Election by more than the two-thirds vote required by the Act; and WHEREAS, subsequent to said special election, the City Council adopted Resolution No. 22-___ entitled “A Resolution of the City Council of the City of Menifee Declaring the Results of the Special Election Held on April 20, 2022, and Ordering the Annexation of Territory to Community Facilities District No. 2017-1 (Maintenance Services) (Annexation No. 12)” wherein the City Council determined that the territory proposed to be annexed was added to the CFD No. 2017-1 (such territory being referred to herein as “Annexation No. 12”).
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MENIFEE, ACTING AS THE LEGISLATIVE BODY OF COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES) OF THE CITY OF MENIFEE, DOES ORDAIN AS FOLLOWS:
Section 1.Recitals. The foregoing recitals are true and correct.
Section 2.Amendment to Exhibit B of Ordinance No. 2017-231. Exhibit B of Ordinance No. 2017- 231 is hereby amended by deleting it in its entirety and replacing it with Revised Exhibit B attached hereto.
Section 3.Amendment to Section 2 of Ordinance No. 2017-231. Section 2 of Ordinance No. 2017- 231 is hereby amended by deleting it in its entirety and replacing it with the following:
Section 2.Levy of Special Taxes. Special taxes shall be and are hereby levied for the Fiscal Year 2022-23, and each Fiscal Year thereafter, on all parcels of real property within the Community Facilities District which are subject to taxation, which are identified in Revised Exhibit B attached hereto, and in the amount set forth for each such parcel in said Revised Exhibit B. Pursuant to said Section 53340, such special taxes shall be collected in the same manner as ordinary ad valorem property taxes are collected and shall be subject to the same penalties and the same procedure, sale, and lien priority in case of delinquency as is provided for ad valorem taxes.
Section 4.Future Annexations. The annexation of additional territory into the CFD No. 2017-1 was contemplated as part of the adoption of Resolution No. 17-654. The boundaries of the territory within which any property may annex to the CFD No. 2017-1 are more particularly described and shown on that certain map entitled “Boundaries – Potential Annexation Area Community Facilities District No. 2017-1 (Maintenance Services) of the City of Menifee, County of Riverside, State of California,” as recorded on November 7, 2017 in Book 81 of Maps of Assessment and Community Facilities District, at Page 70, and as Document No. 2017-0465707 in the official records of the County of Riverside. Following a public hearing and the adoption of resolutions required by the Act for any additional annexations of property within said potential annexation area, Revised Exhibit B of Ordinance No. 2017-231 shall be further amended to include any additional territory annexed to the CFD No. 2017-1. The City Council hereby authorizes and directs the officers, employees, and agents of the City to take all actions and do all things which they, or any of them, may deem necessary or desirable to accomplish the purposes of this Section 4 of this Ordinance to further amend Revised Exhibit B of Ordinance No. 2017-231.
Section 5.Severability. If for any reason any portion of this Ordinance is found to be invalid, or if the special taxes found inapplicable to any particular parcel within the CFD No. 2017-1, by a court of competent jurisdiction, the balance of this Ordinance and the application of the special tax to the remaining parcels within the CFD No. 2017-1 shall not be affected.
Section 6.Authorization to Publish Ordinance. The Mayor shall sign this Ordinance and the City Clerk shall attest thereto and shall, within fifteen (15) days of its adoption, cause it or a summary of it to be Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 38
Menifee Mayor and City Council April 20, 2022
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published at least once in a newspaper of general circulation published and circulated in the City and the CFD No. 2017-1.
Section 7. Effective Date. This Ordinance shall take effect and shall be in force thirty (30) days after the date of its adoption, at which time Revised Exhibit B will replace Exhibit B of Ordinance No. 2017-231 and Section 2 of Ordinance No. 2017-231 will be amended as described herein.
PASSED AND ADOPTED by the City Council of the City of Menifee at a regular meeting held on ____ day of _____________ 2022 by the following vote:
ATTEST: APPROVED:
Stephanie Roseen, Acting City Clerk Bill Zimmerman, Mayor APPROVED AS TO FORM:
Jeffrey T. Melching, City Attorney
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 39
Menifee Mayor and City Council April 20, 2022
EXHIBIT A
DESCRIPTION OF SERVICES
The services which may be funded with proceeds of the special tax of CFD No. 2017-1, as provided by Section 53313 of the Act, will include all costs attributable to maintaining, servicing, cleaning, repairing and/or replacing landscaped areas (and may include reserves for replacement) in public street right-of- ways, public landscaping, public open spaces and other similar landscaped areas officially dedicated for public use. These services include the following:
(a) maintenance and lighting of parks, parkways, streets, roads and open space, which maintenance and lighting services may include, without limitation, furnishing of electrical power to street lights and traffic signals; repair and replacement of damaged or inoperative light bulbs, fixtures and standards; maintenance (including irrigation and replacement) of landscaping vegetation situated on or adjacent to parks, parkways, streets, roads and open space; maintenance and repair of irrigation facilities; maintenance of public signage; graffiti removal from and maintenance and repair of public structures situated on parks, parkways, streets, roads and open space; maintenance and repair of playground or recreation program equipment or facilities situated on any park; and
(b) maintenance and operation of water quality improvements which include storm drainage and flood protection facilities, including, without limitation, drainage inlets, catch basin inserts, infiltration basins, flood control channels, fossil fuel filters, and similar facilities.
Maintenance services may include, but are not limited to, the repair, removal or replacement of all or part of any of the water quality improvements; fossil fuel filters within the public right-of-way including the removal of petroleum hydrocarbons and other pollutants from water runoff or appurtenant facilities; clearing of inlets and outlets; erosion repairs; and cleanup to improvements, and other items necessary for the maintenance, servicing, or both of the water quality basin improvements within flood control channel improvements; and (c) public street sweeping, on the segments of the arterials within the boundaries of CFD No. 2017-1; as well as local roads within residential subdivisions located within CFD No. 2017- 1; and any portions adjacent to the properties within CFD No. 2017-1.
In addition to payment of the cost and expense of the forgoing services, proceeds of the special tax may be expended to pay “Administrative Expenses,” as said term is defined in Exhibit B to this Resolution of Intention.
The above services shall be limited to those provided within the boundaries of CFD No. 2017-1 or for the benefit of the properties within the boundaries of CFD No. 2017-1, as the boundary is expanded from time to time by anticipated annexations, and said services may be financed by proceeds of the special tax of CFD No. 2017-1 only to the extent that they are in addition to those provided in the territory of CFD No. 2017-1 before CFD No. 2017-1 was created.
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 40
Menifee Mayor and City Council April 20, 2022
REVISED EXHIBIT B
COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES) SPECIAL TAX FISCAL YEAR 2022-23
(Effective as of April 20, 2022)
ASSESSOR'S PARCEL NUMBERS
Annexation Owner Assessor's Parcel Numbers
Stark Menifee Land, LLC
Stark Menifee Land, LLC & Menifee
Multifamily, LLC Original Formation
Several
See Next Page
1 MLC Holdings 360-210-001
2 Woodside O5S See Next Page
3 To Be Determined
4 Lennar Homes of California, Inc. See Next Page
5 Forester Real Estate Group Inc. 372-040-043, -044
6 Meritage Homes of California, Inc. 372-160-006, -007, -008, -013 and 372-190-003
7 TCFC Investments, LLC 339-020-004, -05, -06, -07, -08, -40, -41, -42, -43 and 339-030-022
8 Pulte Home Company, LLC and
Diamond Brother Five Partnership, LP 340-050-034 and 340-050-032 9 D.R.Horton Los Angeles Holding
Company, Inc. See Next Page
10 Briggs &74, LLC 327-320-028
11 To Be Continued
12 BLC Fleming, LLC 333-020-011 and 333-020-019
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 41
Menifee Mayor and City Council April 20, 2022
REVISED EXHIBIT B (cont.)
COMMUNITY FACILITIES DISTRICT NO. 2017-1 (MAINTENANCE SERVICES)
ORIGINAL FORMATION
ASSESSOR'S PARCEL NUMBERS
APN APN APN APN APN
360850024 360861031 360862008 360862050 360870030
360850029 360861032 360862009 360862051 360870031
360850030 360861033 360862010 360862052 360870032
360850031 360861034 360862011 360862053 360870033
360850032 360861035 360862012 360862054 360870034
360860001 360861036 360862013 360862055 360870035
360860017 360861038 360862014 360862056 360870036
360860026 360861039 360862016 360862057 360870037
360860027 360861040 360862017 360862058 360870038
360860028 360861041 360862018 360862059 360870039
360860041 360861042 360862019 360870001 360870040
360861001 360861043 360862020 360870002 360870041
360861002 360861044 360862021 360870003 360870042
360861003 360861045 360862022 360870004 360870043
360861004 360861046 360862023 360870005 360870044
360861005 360861047 360862024 360870006 360870045
360861006 360861048 360862025 360870007 360870046
360861007 360861049 360862026 360870008 360870047
360861008 360861050 360862027 360870009 360870048
360861009 360861051 360862028 360870010 360870049
360861010 360861053 360862029 360870011 360870050
360861012 360861054 360862031 360870012 360870051
360861013 360861055 360862032 360870013 360870052
360861014 360861056 360862033 360870014 360870053
360861015 360861057 360862034 360870015 360870054
360861016 360861058 360862035 360870016 360870055
360861017 360861059 360862036 360870017 360870056
360861018 360861060 360862037 360870018 360870057
360861019 360861061 360862038 360870019 360870058
360861020 360861062 360862039 360870020 360870059
360861021 360861063 360862040 360870021 360870060
360861022 360861064 360862041 360870022 360870061
360861023 360862001 360862042 360870023 360870062
360861025 360862002 360862043 360870024 360870063
360861026 360862003 360862044 360870025 360870064
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 42
Menifee Mayor and City Council April 20, 2022
APN APN APN APN APN
360861027 360862004 360862046 360870026 360870065
360861028 360862005 360862047 360870027 360870066
360861029 360862006 360862048 360870028 360880001
360861030 360862007 360862049 360870029 360880002
360880003 360880042 360971003 360972002 360980014
360880004 360880043 360971004 360972003 360980015
360880005 360880044 360971005 360972004 360980016
360880006 360880045 360971006 360972005 360980017
360880007 360880046 360971007 360972006 360980018
360880008 360880047 360971008 360973001 360980019
360880009 360880048 360971009 360973002 360980020
360880010 360880049 360971010 360973003 360980021
360880011 360880050 360971011 360973004 360980022
360880012 360880051 360971012 360973005 360980023
360880013 360880052 360971013 360973006 360980024
360880014 360880053 360971014 360973007 360980025
360880015 360880054 360971015 360973008 360980026
360880016 360880055 360971016 360973009 360980027
360880017 360880056 360971017 360973010 360980028
360880018 360880057 360971018 360973011 360980029
360880019 360880058 360971019 360973012 360980030
360880020 360880059 360971020 360974001 360980031
360880021 360970001 360971021 360974002 360980032
360880022 360970002 360971022 360974003 360980033
360880023 360970003 360971023 360974004 360980034
360880024 360970004 360971024 360974005 360980035
360880025 360970005 360971025 360974006 360980036
360880026 360970006 360971026 360974007 360980037
360880027 360970007 360971027 360974008 360980038
360880028 360970008 360971028 360974009 360981001
360880029 360970009 360971029 360980001 360981002
360880030 360970010 360971030 360980002 360981003
360880031 360970011 360971031 360980003 360981004
360880032 360970012 360971032 360980004 360982001
360880033 360970013 360971033 360980005 360982002
360880034 360970014 360971034 360980006 360982003
360880035 360970015 360971035 360980007 360982004
360880036 360970016 360971036 360980008 360982005
360880037 360970017 360971037 360980009 360982006
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 43
Menifee Mayor and City Council April 20, 2022
APN APN APN APN APN
360880038 360970018 360971038 360980010 360982007
360880039 360970019 360971039 360980011 360982008
360880040 360971001 360971040 360980012 360982009
360880041 360971002 360972001 360980013 360982010
360982011 364411001 364420019 364422018 364430013
360982012 364411002 364420020 364422019 364430014
360983001 364411003 364420021 364422020 364430015
360983002 364411004 364420022 364422021 364430016
360983003 364411005 364420023 364422022 364431001
360983004 364411006 364420024 364423001 364431002
360983005 364411007 364421001 364423002 364431003
360983006 364411008 364421002 364423003 364431004
360983007 364411009 364421003 364423004 364431005
360983008 364411010 364421004 364423005 364431006
360983009 364411011 364421005 364423006 364431007
360983010 364411012 364421006 364423007 364431008
360983011 364411013 364421007 364423008 364431009
360983012 364411014 364421008 364423009 364431010
364410001 364411015 364421009 364423010 364431011
364410002 364411016 364421010 364423011 364431012
364410003 364411017 364421011 364424001 364431013
364410004 364411018 364422001 364424002 364431014
364410005 364420003 364422002 364424003 364431015
364410006 364420004 364422003 364424004 364431016
364410007 364420005 364422004 364424005 364431017
364410008 364420006 364422005 364424006 364432001
364410009 364420007 364422006 364430001 364432002
364410010 364420008 364422007 364430002 364432003
364410011 364420009 364422008 364430003 364432004
364410012 364420010 364422009 364430004 364432005
364410013 364420011 364422010 364430005 364432006
364410014 364420012 364422011 364430006 364432007
364410015 364420013 364422012 364430007 364432008
364410016 364420014 364422013 364430008 364433001
364410017 364420015 364422014 364430009 364433002
364410018 364420016 364422015 364430010 364433003
364410019 364420017 364422016 364430011 364433004
364410020 364420018 364422017 364430012
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 44
Menifee Mayor and City Council April 20, 2022
ANNEXATION NO. 2
ASSESSOR'S PARCEL NUMBERS
Assessor's Parcel Numbers
339020039 339362020 339362021 339362022 339362023 339362024 339362025 339362026 339362027 339500001 339500002 339500003 339500004 339500005 339500006 339500007 339500008 339500009 339500010 339500011 339500012 339500013 339500014 339500015 339500016 339500017 339500018 339500019 339500020 339500021 339500022 339500023 339500024 339500025 339500026 339500027 339500028 339501001 339501002 339501003 339501004 339501005 339502001 339502002 339502003 339502004 339502005 339502006 339510001 339510002 339510003 339510004 339510005 339510006 339510007 339510008 339510009 339510010 339510011 339510012 339511001 339511002 339511003 339511004 339511005 339511006 339511007 339511008 339511009 339511010 339511011 339511012 339511013 339511014 339511015 339511016 339511017 339511018 339511019 339511020 339511021 339511022 339511023 339511024 339511025 339511026 339511027 339511028 339511029 339511030 339511031 339512001 339512002 339512003 339512004 339512005 339512006 339512007 339512008 339512009 339512010 339512011 339512012 339512013 339512014 339520001 339520002 339520003 339520004 339520005 339520006 339520007 339520008 339520009 339520010 339520011 339520012 339520013 339520014 339520015 339520016 339520017 339520018 339520019 339521001 339521002 339521003 339521004 339521005 339521006 339521007 339521008 339521009 339521010 339521011 339521012 339522001 339522002 339522003 339522004 339522005 339522006 339522007 339522008 339522009 339522010 339522011 339522012 339522013 339522014 339522015 339522016 339522017 339522018 339522019 339522020 339522021 339522022 339522023 339522024 339522025 339522026 339522027 339522028 339522029
ANNEXATION NO. 4
ASSESSOR'S PARCEL NUMBERS
Assessor's Parcel Numbers
333070069 333070070 333070071 333070075 333070080 333070081 333070082 ANNEXATION NO. 9
ASSESSOR'S PARCEL NUMBERS
Assessor's Parcel Numbers
331080005 331080006 331080007 331080008 331080009 331080010 331080011 331080012 331080018 331080019 331080020 331080021 331080024 331080025 331080027 331080028 Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 45
Menifee Mayor and City Council April 20, 2022
PETITION TO THE CITY COUNCIL OF THD CITY OF MENIT'EE
REQUESTING ANNEXING TERRITORY INTO COMMUNITY
FACILITIES DISTRICT NO. 1,OI7.I (MAINTENANCE
SERVICES) OF PROPERTY WITHIN THE CITY OF MENIFEE
AND A WAIVIR WITH RESPECTS TO CERTAIN
PROCEDURAL MATTERS UNDER THE MILLO-ROOS
COMMUNITY FACILITIES ACT OF 1982 AND CONSENTING
TO THE LEVY OF SPECIAL TAXES THER-EON TO PAY THE
COSTS OF SERVICES TO BE PROVIDED BY THE COMMUNITY
FACILITIES DISTRICT
L The undersigned requcsts that thc City Council ofthe City ofMenifee, initiate and conduct proccedings pursuant to the Mello-Roos Community Facilities Act of 1982 (the "Act") (Covemment Code Section 5331I et seq.), to annex territory into Community Facilities District No. 2017-l (Maintenance Services) olthe propcrty described bclorv and consents to the annual levy ofspccial taxes on such propeny to pay the costs of services to be provided by the Cornmunity Facilities District.
2. The undcrsigned rcqucsts that the community facilities district provide any services that are permitted under the Act including, but not limited to, all necessary service, operations, administration and rnainrenance rcquired to keep the landscapc lighting, street lighting, flood control facilities, ground cover. shrubs, plants and trees, irrigation systems, gralfiti removal, sidewalks and masonry walls, fencing entry monuments, tot lot equipment and associated appurtenant facilities within the disrict in a healthy, vigorous and satisfactory working condition.
3. The undersigned hereby certifies that as of the date indicated opposit€ its signature, it ts the owner ofall the property within the proposed boundaries ofthe Community Facilities District described in Exhibit A hereto and as shown on the map Exhibit B hereto.
4. The undersigned requests that a special election be held under the Act to authorize the spccial taxes for the proposed annexation into Community Facilities District No. 2017-l. The undersigned waives any requirement for the mailing of the ballot for the special election and expressly agrees that said election may be conducted by mailed or hand-delivcred ballot to be retumed as quickly as possible to the designated election official, being thc office of the City Clerk and the undersigned request that the results ol said election be canvassed and reported to the City Council at the same meeting of the City Council as the public hearing on annexing territory into Community Facilities District No. 2017-l or at the next available meeting.
5. Pursuant to Sections 53326(a) and 53327(b) ofthe Act, the undersigned expressly waives all applicable waiting periods for the clcction and waivcs the requiremcnt lor analysis and arguments relating to the special election, and conscnts to not having such materials provided to the landowner in the ballot packer, and expressly waives any requirements as to the form of the ballot. The undersigned expressly waives all noticc requirements relating to hearings and special clections (except for published notices rcquired by the Act), and whether such requirements are found in the Califomia Elections Code, the Califomia Govemment Code or other laws or procedurcs, including but not limited to any notice provided for by compliance with thc provisions of Scction 4l0l of the California Elections Code.
6. The undcrsigncd hcreby conscnts to and cxprcssly waives any and all claims based on any irregularity, crror, mistake or depanurc from the provisions of the Act or other laws of the State and any and all laws and rcquirements incorporatcd thcrcin, and no step or action in any proceeding relative to Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 46
Menifee Mayor and City Council April 20, 2022
annexing territory into Community Facilities District No. 201 7-l of the portion of the incorporated area ol the City olMenifee or the special election therein shall be invalidalcd or affected by any such irregularity, error, mistale or departure.
IN WITNESS WHEREOF, I hereunto set my hand this 28 aay of \attrrn^|,,r2
BLC FLEMING LLC
A Delaware limited liability company
By: Bristol Land Company LLC,
A Delaware limited liability
Its: Authorized
By:
John
Its: Authorized Agent and Signatory
zt /l ,tz
FILED IN THE OFFICE OF THE CITY CLERK OF THE
MENIFEE THs W D^Y OF {dOIVAN,2O@:
By:
Noah Shih
Its: Authorized Agent and Signatory
OWNER'S PROPERTY:
TENTATIVE TRACT MAP NO. 31408 & 37409
OWNER'S MA]LING ADDRESS:
100 Bayview Circle, Suite 240
Newport Beach, CA 92660
CITY COUNCIL OF THE CITY OF
of the Council ofthe
City of Menilee
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 47
Menifee Mayor and City Council April 20, 2022
EXHIBIT A: LEGAL DESCRIPTION
Real prope(y in the City of Menifee, County of Riverside, State of Califomia, described as follows:
Assessor Parcel Numbers:
333-020-019
333-020-0i I
Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 48
Menifee Mayor and City Council April 20, 2022
ANNEXArION MAP NO. 12
COMMUNITY FACILIIIE9 DISTRICT NO, ?OI7'I
(MAINIENAICE SERVICES)
CITY OF MENIFEE
COIJNTY OE RIVERAIDE. STATE OF CALIFORNIA
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Item Title: 11.1
Annexation No. 12 to Community Facilities District 2017-1, Legado by BLC Fleming, LLC Item Page Number: 49
Menifee Mayor and City Council April 20, 2022
CITY OF MENIFEE
SUBJECT: Economic Development Incentive and Operating Agreement with Savage Chef and Co.
MEETING DATE: April 20, 2022
TO: Mayor and City Council
PREPARED BY: Gina Gonzalez, Economic Development Director REVIEWED BY: Gina Gonzalez, Economic Development Director APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------
RECOMMENDED ACTION
1. Approve an Economic Development Incentive and Operating Agreement with Savage Chef and Co.
DISCUSSION
On August 21, 2013, the City Council approved Ordinance No. 2013-130 creating the Menifee Business Incentive Program (Program) to encourage economic growth within the City of Menifee (City). The Program is designed to incentivize and attract new quality business development, in an effort to improve the overall Menifee economy, encourage desired amenities and tenants the residents and businesses have requested, provide jobs, and generate long term revenues to support the City essential services (i.e. police, fire, and public services).
Entertainment and healthy, unique dining options are the most requested retail improvements sought by residents and day-time workers. The Economic Development team has been working to attract a variety of uses to the City, and of these a fresh, healthy, unique mom-and-pop restaurant is on the top of the list. Cultivating a relationship and spurring interest in the City, the team began discussions with Savage Chef Bar and Grill (Savage Chef and Co.) over a year ago during the pandemic, during a time when retail was closed. Dylan Soro of Savage Chef Bar and Grill was interested in opening a meal-prep location for his business and decided to expand his idea into a sit-down restaurant with a meal-prep business combo that would be the first of its kind in California. Dylan Soro is also the successful Restaurant Owner/Executive Chef of Zoro’s in Temecula.
When working on a location for the restaurant, the owner of Mercato del Sole was considering an office use to replace the animal clinic previously at the location that Savage Chef Bar & Grill ended up leasing. The owner of the plaza ended up giving reduced rent, a sizable tenant improvement Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 1
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
Incentive Agreement with Savage Chef and Co.
April 20, 2022
9 6
9 allowance, and paid for the grease trap as a way to partner with the Chef for the restaurant concept to locate in Menifee. Even with those incentives, however, this still left a large cost for the conversion of an animal clinic to a high-quality, vibrant sit-down restaurant with two kitchen hoods, and very large refrigerator/freezer to serve 6-7,000 meals a month and provide 48 seats for the restaurant and wrap around bar within the 4,000 square foot location.
The development team presented the restaurant concept to the Economic Development Ad-Hoc Committee on February 8, 2022 and the Committee unanimously recommended to staff to utilize the incentive program to entice Savage Chef Bar & Grill to lease the space out at Mercato del Sole and move forward and operate a new location in Menifee. Upon completion of analysis of performance, Savage Chef’s is projected to generate between an estimated $29,894-$33,979 annually in sales tax revenue to the General Fund, and an additional $29,894-$33,979 annually for Quality-of-Life Measure DD (1% sales and use tax for the City for vital services), for a total $59,788-$67,958 annually. In addition, they will also generate an estimated $12,177 in property tax for the city. When comparing Savage Chef Bar & Grill to other local brand restaurants, the restaurant’s estimated performance is comparable to Applebees, which also received a $50,000 operating incentive from the City, as it was one of the first sit-down eateries in the City. Since then, the City has been working to entice mom-and-pop unique or boutique eateries that add to the night-life and vibrancy of the City. As a result, staff is proposing to utilize this operating incentive agreement as an attraction tool to fill the funding gap for Savage Chef’s as a unique eatery in the City.
With the change of use from an animal clinic to a restaurant, the City will generate an additional estimated $59,788-$67,958 annually (not including property tax) for the General Fund/Quality of Life Measure DD. During the term of the agreement, Savage Chef Bar & Grill will generate a combined $269,276 in gross sales tax and property tax revenues. Per the proposed Operating Agreement with Savage Chef Bar & Grill, they are focusing on hiring local to the extent of the law, and will hire over 35 fulltime employees, including a Sous Chef and Executive Chef. The restaurant has projected that it will start to generate a profit in year 3, after considering all expenses with starting the restaurant, tenant improvements, and expanded business concept of a meal-prep use. An Incentive Operating Agreement is needed to bridge the financial gap for converting the animal clinic intro a functioning restaurant use, and to assist them with the costs to open and operate the business in the City.
The following is a list of agreement terms with Savage Chef & Co.: a $50,000 incentive, paid at 50% of the sales tax generated annually, up to 4 years or whichever occurs first. No Quality-of- Life Measure DD funds are to be utilized; employ local residents to the best of their ability, to the extent of the law; and provide light entertainment, and high-quality, Chef inspired healthy dining options with an opening in Spring 2022.
STRATEGIC PLAN OBJECTIVE
Livable and Economically Prosperous Community. By encouraging and assisting amenities that residents desire in the City, not only does the new options provide sales tax generation opportunities for the City to provide vital services, but it also provides nightlife, entertainment, and placemaking elements in the City by keeping local revenues local thereby increasing the quality of life for residents in Menifee. Additionally, the new amenities in the City also provide new Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 2
Menifee Mayor and City Council April 20, 2022
City of Menifee Staff Report
Incentive Agreement with Savage Chef and Co.
April 20, 2022
9 6
9 opportunities for visitors and regional residents to visit Menifee and also spend money in Menifee versus another city- thereby contributing to the City's ability to provide vital and enhanced services for businesses and residents.
FISCAL IMPACT
Per the Agreement, funding for this item will be derived from fifty percent (50%) of the annual sales tax revenue from Savage Chef & Co. paid to the City in a not-to-exceed aggregate amount of $50,000 dollars, or four years, whichever comes first.
Based on Savage Chef Bar & Grill performance projections, below is a projected payment schedule:
$50,000 PAYMENTS 50% Over 4 years
Sales Tax City Retains DD City RetainsTOTAL CITYCumlative Total Year 1 14,947$ 14,947$ 29,894$ 44,841$ 59,788$ Year 2 15,694$ 15,694$ 31,388$ 47,082$ 62,776$ Year 3 16,494$ 16,494$ 32,989$ 49,483$ 65,978$ Year 4 2,864$ 31,114$ 33,979$ 65,093$ 67,957$ TOTAL 50,000.00$ 78,249.34$ 128,250$ 206,499$ 256,499$ *Not including property tax projections $12,777
There is no requested budget increase for the current fiscal year’s Business Incentive Program to fund this Agreement; as in future years, this item will be included in the annual city budget submitted for adoption by the City Council.
ATTACHMENTS
1. Agreement with Savage Chef and Co.
2. Subsidy Report
3. Public Hearing Notice
Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 3
Menifee Mayor and City Council April 20, 2022
882/031858-0003
17698595.3 a04/07/22
AGREEMENT TO ENTER INTO COVENANT TO
OPERATE AND TO SHARE SALES TAX REVENUE
This AGREEMENT TO ENTER INTO COVENANT TO OPERATE AND TO SHARE SALES TAX REVENUE (the “Agreement”) is entered into this 20th day of April, 2022, by and between the CITY OF MENIFEE, a California municipal corporation (“City”), and SAVAGE CHEF and CO., a California corporation (“Developer”) (individually a “Party” and collectively the “Parties”).
R E C I T A L S
A. Developer has entered or intends to enter into a ground lease with Conti Santi Properties, LLC, a Delaware limited liability company (the “Owner”), which is the fee owner of the real property and buildings thereon located at 30145 Antelope Road, Suite 106, in Menifee, California consisting of approximately four thousand square feet (4,000 sf), which is more particularly described in the legal description attached hereto and incorporated herein as Exhibit 1 (the “Site”).
B. If Developer obtains the necessary governmental permits and approvals from all governmental agencies with jurisdiction, including City, Developer intends to construct certain tenant improvements at the Site and open and operate a Savage Chef Bar and Grill restaurant thereon (the “Restaurant”).
C. In consideration for Developer’s execution of the Covenants, Conditions, and Restrictions Affecting Real Property substantially in the form attached hereto and incorporated herein as Exhibit 2 (the “Covenant”), City has agreed to make certain periodic payments to Developer to assist Developer in the continued operation of the Restaurant, in an amount equal to a portion of the sales tax generated by the operation of the Restaurant (the “Sales Tax”), subject to and in accordance with the other terms and conditions set forth in this Agreement and the Covenant. The Covenant shall become effective only if the terms and conditions set forth herein as a condition to its effectiveness are satisfied.
D. By its approval of this Agreement, the City Council of City has found and determined as follows: (i) that, notwithstanding any other provision set forth in this Agreement or the Covenant which may appear to be to the contrary, City’s approval and execution of this Agreement shall not constitute a prejudgment or precommitment by City with respect to any of the discretionary City permits and approvals that may be required for the Site, including without limitation any Specific Plan Amendment (“SPA”), Planned Community (“PC”) Development Plan text amendment, and use permit, and the environmental reviews and approvals in conjunction with the foregoing that are required to accommodate the Restaurant on the Site, and City reserves its full and unfettered discretion with respect thereto to the same extent it would have such discretion in the absence of this Agreement; (ii) subject to the foregoing, City recognizes that the City payments provided for in the Covenant are necessary in order to make locating the Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 4
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Restaurant financially feasible; (iii) the value to City of Developer’s performance of its obligations set forth in the Covenant in each fiscal year during which City payments are to be made (in terms of economic revitalization, generation of additional local tax revenues that will help to fund vital public services, provision of expanded and more accessible full-service, sit-down dining opportunities for the residents of City, and job growth and retention) will be not less than the amount of such payments; and (iv) that the imposition of the covenants and use restrictions upon the Site pursuant to the Covenant in exchange for the payments to be made by City constitutes a valid public purpose.
C O V E N A N T S
Based upon the foregoing Recitals, which are incorporated herein by this reference, and for other good and valuable consideration, the receipt and sufficiency of which is acknowledged by both Parties, City and Developer hereby agree as follows:
1. Defined Terms. Any capitalized terms contained in this Agreement, which are not defined in this Agreement, shall have the meanings ascribed to such terms in the Covenant.
2. Execution and Recordation of Covenant. Within ten (10) days after the latest to occur of the following events (collectively, the “Covenant Conditions”), City and Developer shall fill in the blanks, date, and execute the Covenant in recordable form and Developer shall record the Covenant against the Site and provide a copy of the recorded Covenant to City: (i) the date City issues its final approval of all discretionary land use permits and approvals required to accommodate the Restaurant on the Site including, without limitation, any GPA, PC Development Plan text amendment, use permit (if applicable), and environmental reviews and approvals in conjunction therewith, but specifically excluding Developer’s performance of any conditions of approval imposed on any such discretionary permit; (ii) the date City and any other applicable government agency issues all building use and operation permits necessary for Developer to develop and operate the Restaurant other than those which by their nature cannot be issued without the progress or completion of construction including, without limitation, any demolition permit, grading permit, encroachment permit for work or improvements to occur within public rights-of-way, foundation permit, building permit, and similar ministerial or administrative permits; (iii) the date Developer enters into a ground lease with the Owner for the lease of the Site, which Ground Lease has been reviewed and approved by the City Attorney of City, in his or her reasonable discretion; and (iv) the expiration of any periods for challenge of, or appeal from, all of the foregoing and the absence of any such challenge, appeal or the successful resolution thereof. These conditions are for the benefit of both City and Developer. City agrees to cooperate in the recordation of the Covenant against the Site at no cost to City, and the City Manager or his designee is hereby authorized on behalf of City to execute all documents and take all actions necessary or appropriate to implement this Agreement; provided, however, that in no event shall such date of recordation be later than the date the Restaurant opens for business.
Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 5
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3. Termination of Agreement. If the Covenant Conditions are not satisfied on or before November 1, 2027, or such later deadline as may be mutually approved in writing prior to that date by City and Developer, this Agreement shall automatically terminate and be of no further force or effect at such time without the requirement of any further notice or action by either Party, and thereafter neither Party shall have any further rights or obligations hereunder.
4. Covenant. Upon recordation of the Covenant, to the extent there are conflicts between this Agreement and the Covenant, the provisions of the Covenant shall prevail.
5. Assignment. The rights and benefits of this Agreement are personal to Developer. Developer shall not assign, hypothecate, encumber, or otherwise transfer, voluntarily, involuntarily, or by operation of law, any of its rights and/or obligations set forth in this Agreement to any other person or entity without City’s prior written consent, which consent City may grant or withhold in its sole and absolute discretion.
6. Cooperation in the Event of Legal Challenge; Validation Action. In the event any third party files an action seeking to invalidate this Agreement or the Covenant or seeking any equitable remedy that would prevent the full performance hereof or thereof, City and Developer agree to cooperate in the defense of such action. Developer shall pay all of City’s costs and expenses (including attorneys’ fees), shall indemnify City as provided in Section 7 of this Agreement, and City shall have the sole right to select its legal counsel; provided, however, that such obligation to indemnify and pay costs and expenses shall terminate if Developer elects in a written notice delivered to City to terminate the Covenant rather than to oppose such challenge. Such cooperation shall include, without limitation: (i) an agreement by each Party to not default or allow a compromise of said action without the prior written consent of the other Party; (ii) an agreement by each Party to make available to the other Party all non-privileged information necessary or appropriate to conduct the defense of the action; and (iii) an agreement by each Party to make available to the other Party, without charge, any witnesses within the control of the first Party upon reasonable notice who may be called upon to execute declarations or testify in said action.
In addition to the foregoing, if Developer delivers a written request for such action to City (c/o the City Manager and the City Attorney) not later than five (5) days after the date the City Council of City approves this Agreement at a public meeting, City shall file an action in Riverside County Superior Court pursuant to California Code of Civil Procedure Section 860 et seq. to validate this Agreement and the Covenant and each and every one of its and their provisions. In such event, City and Developer shall reasonably cooperate in drafting the complaint, briefs, the proposed judgment of validation, and such other pleadings, documents, and filings as may be required or desirable in connection with the validation action. City and its legal counsel shall file and prosecute the validation action but shall reasonably coordinate and cooperate with Developer concerning the drafting of pleadings and other documents and with regard to the litigation strategy to be employed. Developer shall reimburse City within fifteen (15) days after written demand therefor for all costs (“Costs”) of the validation action. Costs Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 6
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include, without limitation, attorney’s fees, filing fees and court reporter fees (if any), costs of publication and to effectuate service of process, reasonable photocopying and other reproduction charges, travel time and mileage expenses, and other costs and expenses reasonably incurred by City. In the event of an appeal of such action, the Parties shall cooperate with respect to the appeal to the same extent as at the Superior Court level of the proceedings.
Upon the entry of a final non-appealable judgment of any court with jurisdiction invalidating or enjoining the performance of any material covenant set forth in this Agreement or the Covenant, this Agreement and the Covenant shall automatically terminate without the need of further notice or action by either Party, except that any reimbursement obligations of Developer shall survive such termination.
7. Indemnification of City. Developer shall defend, indemnify, assume all responsibility for, and hold City, and City’s representatives, volunteers, officers, members, employees and agents, harmless from any and all claims, demands, damages, defense costs or liability of any kind (including attorneys’ fees and costs), that arise from this Agreement (other than those damages caused by the breach of the Agreement by City or by the gross negligence or willful misconduct of City, City’s representatives, volunteers, officers, members, employees and agents) including, but not limited to, Developer’s failure to pay, if required, prevailing wages on the construction and development of the Restaurant; provided, however, that such obligation shall lapse as provided in Section 6 of this Agreement if Developer elects not to oppose a challenge to the Covenant.
Developer shall be solely responsible for determining and effectuating compliance with prevailing wage laws, and City makes no representation as to the applicability or non- applicability of any of such laws to the development and construction of the Restaurant or any part thereof. Developer hereby expressly acknowledges and agrees that City has not previously affirmatively represented to Developer or its contractor(s), in writing or otherwise, in a call for bids or otherwise, that the development or construction of a Restaurant is not a “public work,” as defined in Section 1720 of the Labor Code.
8. Compliance with Laws. During the entire “Operating Period” (as that term is defined in the Covenant), Developer shall operate the Restaurant on the Site in conformity with all applicable federal, state (including without limitation the California Civil Code, the California Government Code, the California Health & Safety Code, the California Labor Code, the California Public Resources Code, and the California Revenue & Taxation Code), and local laws, ordinances, and regulations, provided that Developer does not waive its right to challenge the validity or applicability thereof to Developer or the Site. The operation of the Restaurant shall be in compliance with the requirements of any and all discretionary permits issued by City for the Restaurant, including, without limitation, all of the conditions of approval issued in connection therewith.
9. Representation and Warranty Regarding Restaurant. Developer represents and warrants to City that (i) it possesses the necessary rights to develop and operate the Restaurant as a Savage Chef Bar and Grill restaurant; and (ii) Developer is not in default of any of its obligations under any other agreements Developer has entered into to operate the Restaurant; and (iii) there are no existing conditions or occurrences Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 7
Menifee Mayor and City Council April 20, 2022
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that, with the passage of time, would constitute a default under any other agreements Developer has entered into to operate the Restaurant.
10. Integration and Amendment. This Agreement and the Covenant attached hereto constitute the entire Agreement by and between the Parties pertaining to the subject matter hereof, and supersede all prior agreements and understandings of the Parties with respect thereto. This Agreement may not be modified, amended, or otherwise changed except by a writing executed by both Parties.
11. Notices. Notices to be given by City or Developer hereunder may be delivered personally or may be delivered by certified mail or by reputable overnight delivery service providing a delivery confirmation receipt, with mailed notices to be addressed to the appropriate address(es) hereinafter set forth or to such other address(es) that a Party may hereafter designate by written notice. If served by overnight delivery service or certified mail, service will be considered completed and binding on the Party served on the date set forth in the confirmation or certification receipt.
If notice is to City: City of Menifee
29844 Haun Road
Menifee, California 92586
Attention: City Manager
with a copy to: City Attorney
City of Menifee
29844 Haun Road
Menifee, California 92586
Attention: Jeffrey T. Melching, City Attorney
If notice is to Developer: Savage Chef Bar and Grill
30145 Antelope Road, Suite 106
Menifee, CA 92584
Attention: Dylan Soro
12. Counterparts. This Agreement may be executed in counterparts which, when taken together, shall constitute one fully executed Agreement.
13. Authority to Execute. The person(s) executing this Agreement on behalf of each of the Parties hereto represent and warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other agreement to which such Party is bound.
14. Legal Actions. This Agreement shall be governed by and construed in accordance with the internal laws of the State of California without regard to conflict of law principles.
Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 8
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In the event of any litigation between the Parties hereto, the prevailing Party shall be entitled to receive, in addition to the relief granted, its reasonable attorney’s fees and costs and such other costs incurred in investigating the action and prosecuting the same, including costs for expert witnesses, costs on appeal, and for discovery.
15. Nonliability of City Officials. No member, official or employee of City shall be personally liable to Developer, or any successor in interest, in the event of any Default or breach by City or for any amount which may become due to Developer or its successors, or on any obligations under the terms of this Agreement or the Covenant. [End – Signature page follows]
Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 9
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IN WITNESS WHEREOF, City and Developer have executed this Agreement to be effective as of the date first set forth above.
CITY:
CITY OF MENIFEE, a California municipal
corporation
___________________________
Armando G. Villa, City Manager
ATTEST:
_______________________
Sarah Manwaring, City Clerk
APPROVED AS TO FORM:
RUTAN & TUCKER, LLP
____________________________
Jeffrey T. Melching, City Attorney
“Developer”
SAVAGE CHEF AND CO., a California
corporation
By: ______________________
Dylan Soro, Owner
Its: ______________________
Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 10
Menifee Mayor and City Council April 20, 2022
882/031858-0003
17698595.3 a04/07/22
EXHIBIT 1
LEGAL DESCRIPTION OF SITE
PARCEL I:
PARCELS 3, 4, 5, 6, 7, 8, 12, 13 AND LOTS A AND B OF PARCEL MAP 27426, IN THE
COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 187, PAGE(S) 27 TO 33, INCLUSIVE, OF PARCEL MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPT AN UNDIVIDED ONE-HALF INTEREST IN AND TO ALL OIL, GAS OR OTHER
HYDROCARBON SUBSTANCES AND ALL MINERALS OF EVERY KIND AND NATURE IN OR UNDER OR PRODUCED FROM BELOW 500.00 FEET FROM THE SURFACE OF
THE ABOVE DESCRIBED PROPERTY, AS RESERVED BY HAYDEN WORTHINGTON AND BETTY WORTHINGTON, HUSBAND AND WIFE AND RANCHO MENIFEE, INC., IN DEED RECORDED JUNE 5, 1957 AS INSTRUMENT NO. 41040, OFFICIAL RECORDS.
ALSO EXCEPT ALL REMAINING INTEREST IN ALL OIL, OIL RIGHTS, MINERALS,
MINERAL RIGHTS, NATURAL GAS RIGHTS, AND OTHER HYDROCARBONS BY
WHATSOEVER NAME KNOWN, GEOTHERMAL STEAM AND ALL PRODUCTS
DERIVED FROM ANY OF THE FOREGOING THAT MAY BE WITHIN OR UNDER SAID
LAND TOGETHER WITH THE PERPETUAL RIGHT OF DRILLING, MINING,
EXPLORING AND OPERATING THEREFORE AND STORING IN AND REMOVING THE
SAME FROM SUCH LAND OR ANY OTHER LAND, INCLUDING THE RIGHT TO
WHIPSTOCK OR DIRECTIONALLY DRILL AND MINE FROM LANDS OTHER THAN
SAID LAND, AND TO BOTTOM SUCH WHIPSTOCKED OR DIRECTIONALLY DRILLED
WELLS, TUNNELS AND SHAFTS UNDER OR BENEATH OR BEYOND THE EXTERIOR
LIMITS THEREOF, AND TO REDRILL, RETUNNEL, EQUIP, MAINTAIN, REPAIR,
DEEPEN AND OPERATE ANY SUCH WELLS OR MINES, WITHOUT, HOWEVER, THE
RIGHT TO DRILL, MINE, STORE, EXPLORE AND OPERATE THROUGH THE SURFACE OR THE UPPER 500.00 FEET OF THE SUBSURFACE OF SAID LAND, AS RESERVED BY
THE LUSK COMPANY, A CALIFORNIA CORPORATION IN INSTRUMENT RECORDED OCTOBER 28, 1987 AS INSTRUMENT NO. 310333 AND DECEMBER 15, 1988 AS INSTRUMENT NO. 367887, OFFICIAL RECORDS.
PARCEL II:
RECIPROCAL EASEMENTS FOR INGRESS AND EGRESS, UTILITIES,
CONSTRUCTION, MAINTENANCE AND RECONSTRUCTION, AND INCIDENTAL
PURPOSES, AS DESCRIBED IN THAT CERTAIN OPERATION AND EASEMENT
AGREEMENT EXECUTED BY DAYTON HUDSON CORPORATION, A MINNESOTA CORPORATION AND THE LUSK COMPANY, A CALIFORNIA CORPORATION.
Item Title: 11.2
Economic Development Operating Incentive Agreement with Savage Chef and Co.
Item Page Number: 11
Menifee Mayor and City Council April 20, 2022