Menifee City Council
April 2, 2025

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20-05 (“Project”) was identified as a priority infrastructure need to support current and expanding development in the area.

In 2023, staff submitted an application in response to a call for projects issued by Congressman Ken Calvert’s office to identify projects that are aligned with local transportation priorities and may be eligible to receive funding through Cycle 3 of the Community Project Funding/Congressionally Directed Spending (CPFCDS) Program. The City requested funding assistance in the amount of $2.7 million for the Project Approval and Environmental Document (PA&ED) phase of the Project.

In August 2024, Caltrans notified staff that the Project was selected to receive federal funding for the PA&ED phase of the Project in the amount of $2.2 million through the CPFCDS program.

Caltrans requires the Program Supplement Agreement (PSA) to be executed prior to beginning the PA&ED phase of the Project to be eligible for reimbursement through the identified program.

The PSA outlines the specific requirements that must be followed in order to remain in compliance with Caltrans Local Assistance Procedures and to receive the identified federal funding.

The amount of the proposed Agreement exceeds the City Manager’s signing authority. Pursuant to Menifee Municipal Code §3.12.040, any contract amount that exceeds the City Manager’s signing authority shall be approved by the City Council.

STRATEGIC PLAN OBJECTIVE
Connectivity and Mobility

FISCAL IMPACT
The fiscal impact of the proposed PSA is for a total amount not-to-exceed $2,200,000. The acceptance of the federal grant would result in a fiscal impact of $2,200,000 in revenues from the CPFCDS Program within the Grant Fund (2301-17038-441000) that would offset the appropriation in expenditures within the Grant Fund (2301-PWD-CIPS-760000) for the transportation Project. The summary of Project appropriations can be found in Table 1 below.

TABLE 1 – PROJECT APPROPRIATIONS
Fund Project Account String Revenue Budget Expenditure Budget Grant Fund
(Federal) CIP20-05.2301.DES.CAE $2,200,000 $2,200,000
TOTAL $2,200,000 $2,200,000
The federal CPFCDS Program grant requires the City to provide a local match of $2,700,000, which is available in the existing Project budget within the Road and Bridge Benefit District (RBBD) – Scott Road Fund and the Developer Impact Fee (DIF) Citywide – Circulation Fund, as summarized in Table 2 on the following page.

Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 2

Menifee Mayor and City Council
April 2, 2025
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City of Menifee Staff Report
CIP 20-05 Federal Funding Approval
April 2, 2025

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TABLE 2 – EXISTING PROJECT BUDGET
Fund Account Number Available Budget Required Match
Scott Road RBBD 2410-PWD-CIPS-760000 $790,665 $700,000
DIF Citywide –
Circulation 2526-PWD-CIPS-760000 $2,000,000 $2,000,000
TOTAL $2,790,665 $2,700,000

ATTACHMENTS

1. Project Location Map

2. Resolution

3. Program Supplement Agreement (PSA)

4. BAR - (Fund 2301 - Federal Grant)

5. GSR – Federal
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 3

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April 2, 2025
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Path: E:\Project_Specific_Maps\Engineering_PublicWorks\GarbaniRd_215Interchange\GarbaniRd_215Interchange.aprx Date: 11/16/2023 Garbani Road/I-215 Interchange (CIP 20-05)
Project Location Map
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 4

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April 2, 2025
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1 RESOLUTION NO. 25-____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MENIFEE, CALIFORNIA,

AUTHORIZING THE CITY MANAGER TO EXECUTE AGREEMENTS WITH THE

CALIFORNIA DEPARTMENT OF TRANSPORTATION FOR THE GARBANI ROAD/ I- 215 INTERCHANGE PROJECT, CIP NO. 20-05
WHEREAS, the City of Menifee is eligible to receive Federal and/or State funding for certain Transportation Projects, through the California Department of Transportation; and WHEREAS, Master Agreements, Program Supplemental Agreements, Fund Exchange Agreements and/or Fund Transfer Agreements need to be executed with the California Department of Transportation before such funds could be claimed; and
WHEREAS, the City wishes to delegate authorization to execute these agreements, and any amendments thereto, to the City Manager who is authorized to execute all Master Agreements, Program Supplemental Agreements, Fund Exchange Agreements, Fund Transfer Agreements and any amendments thereto with California Department of Transportation.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Menifee, California:
authorizes the City Manager to execute all agreement documents, and any amendments thereto, with the California Department of Transportation.

PASSED, APPROVED AND ADOPTED this 2nd day of April 2025. ___________________________
Ricky Estrada, Mayor
Attest:
___________________________
Stephanie Roseen, City Clerk
Approved as to form:
___________________________
Jeffrey T. Melching, City Attorney
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 5

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April 2, 2025
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F008
FOR FEDERAL-AID PROJECTS NO 08-5483F15
0824000238
February 10, 2025
08-RIV-1-MNFE
CPFCDSL-5483(015)
5483
This Program Supplement hereby adopts and incorporates the Administering Agency-State Agreement for Federal Aid which was entered into between the Administering Agency and the State on 03/06/2017 and is subject to all the terms and conditions thereof. This Program Supplement is executed in accordance with Article I of the aforementioned Master Agreement under authority of Resolution No. approved by the Administering Agency on (See copy attached).

The Administering Agency further stipulates that as a condition to the payment by the State of any funds derived from sources noted below obligated to this PROJECT, the Administering Agency accepts and will comply with the special covenants or remarks set forth on the following pages.

Garbani Road / I-215 Interchange
New Bridge 0.0(MILES)
Federal FundsEstimated Cost Matching Funds
Y603 $2,200,000.00

CITY OF MENIFEE
By ________________________________ By ________________________________ Title _______________________________
Date _______________________________
Attest _______________________________ Date _______________________________ Division of Local Assistance
I hereby certify upon my personal knowledge that budgeted funds are available for this encumbrance:

Accounting Officer _______________________ Date _______________ PROGRAM SUPPLEMENT NO.
to

ADMINISTERING AGENCY-STATE AGREEMENT
Adv. Project ID Date:

Location:

Project Number:

E.A. Number:

Locode:

PROJECT LOCATION:

TYPE OF WORK: LENGTH:

LOCAL OTHER
$4,900,000.00 $2,700,000.00 $0.00
Chief, Office of Project Management Oversight

STATE OF CALIFORNIA
Department of Transportation
$2,200,000.00

02/10/2025
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 6

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April 2, 2025
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SPECIAL COVENANTS OR REMARKS
08-RIV-1-MNFE
CPFCDSL-5483(015)

1. A. The ADMINISTERING AGENCY will advertise, award and administer this project in accordance with the current published Local Assistance Procedures Manual.

B. ADMINISTERING AGENCY agrees that it will only proceed with work authorized for specific phase(s) with an "Authorization to Proceed" and will not proceed with future phase(s) of this project prior to receiving an "Authorization to Proceed" from the STATE for that phase(s) unless no further State or Federal funds are needed for those future phase(s).

C. STATE and ADMINISTERING AGENCY agree that any additional funds which might be made available by future Federal obligations will be encumbered on this PROJECT by use of a STATE-approved "Authorization to Proceed" and Finance Letter. ADMINISTERING AGENCY agrees that Federal funds available for reimbursement will be limited to the amounts obligated by the Federal Highway Administration.

D. Award information shall be submitted by the ADMINISTERING AGENCY to the District Local Assistance Engineer within 60 days of project contract award and prior to the submittal of the ADMINISTERING AGENCY'S first invoice for the construction contract.

Failure to do so will cause a delay in the State processing invoices for the construction phase.

Attention is directed to Section 15.6 "Award Package" of the Local Assistance Procedures Manual.

E. ADMINISTERING AGENCY agrees, as a minimum, to submit invoices at least once every six months commencing after the funds are encumbered for each phase by the execution of this Project Program Supplement Agreement, or by STATE's approval of an applicable Finance Letter. STATE reserves the right to suspend future authorizations/obligations for Federal aid projects, or encumbrances for State funded projects, as well as to suspend invoice payments for any on-going or future project by ADMINISTERING AGENCY if PROJECT costs have not been invoiced by ADMINISTERING AGENCY for a six-month period.

If no costs have been invoiced for a six-month period, ADMINISTERING AGENCY agrees to submit for each phase a written explanation of the absence of PROJECT activity along with target billing date and target billing amount.

ADMINISTERING AGENCY agrees to submit the final report documents that collectively constitute a "Report of Expenditures" within one hundred eighty (180) days of PROJECT completion. Failure of ADMINISTERING AGENCY to submit a "Final Report of Expenditures" within 180 days of PROJECT completion will result in STATE imposing sanctions upon ADMINISTERING AGENCY in accordance with the current Local Assistance Procedures Manual.
2Page of 7Program Supplement 08-5483F15-F008- ISTEA
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April 2, 2025
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SPECIAL COVENANTS OR REMARKS
08-RIV-1-MNFE
CPFCDSL-5483(015)
F. Administering Agency shall not discriminate on the basis of race, religion, age, disability, color, national origin, or sex in the award and performance of any Federal-assisted contract or in the administration of its DBE Program Implementation Agreement. The Administering Agency shall take all necessary and reasonable steps under 49 CFR Part 26 to ensure nondiscrimination in the award and administration of Federal-assisted contracts. The Administering Agency's DBE Implementation Agreement is incorporated by reference in this Agreement. Implementation of the DBE Implementation Agreement, including but not limited to timely reporting of DBE commitments and utilization, is a legal obligation and failure to carry out its terms shall be treated as a violation of this Agreement. Upon notification to the Administering Agency of its failure to carry out its DBE Implementation Agreement, the State may impose sanctions as provided for under 49 CFR Part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and/or the Program Fraud Civil Remedies Act of 1986 (31 U.S.C. 3801 et seq.).

G. Any State and Federal funds that may have been encumbered for this project are available for disbursement for limited periods of time. For each fund encumbrance the limited period is from the start of the fiscal year that the specific fund was appropriated within the State Budget Act to the applicable fund Reversion Date shown on the State approved project finance letter. Per Government Code Section 16304, all project funds not liquidated within these periods will revert unless an executed Cooperative Work Agreement extending these dates is requested by the ADMINISTERING AGENCY and approved by the California Department of Finance.

ADMINISTERING AGENCY should ensure that invoices are submitted to the District Local Assistance Engineer at least 75 days prior to the applicable fund Reversion Date to avoid the lapse of applicable funds. Pursuant to a directive from the State Controller's Office and the Department of Finance; in order for payment to be made, the last date the District Local Assistance Engineer can forward an invoice for payment to the Department's Local Programs Accounting Office for reimbursable work for funds that are going to revert at the end of a particular fiscal year is May 15th of the particular fiscal year. Notwithstanding the unliquidated sums of project specific State and Federal funding remaining and available to fund project work, any invoice for reimbursement involving applicable funds that is not received by the Department's Local Programs Accounting Office at least 45 days prior to the applicable fixed fund Reversion Date will not be paid. These unexpended funds will be irrevocably reverted by the Department's Division of Accounting on the applicable fund Reversion Date.

H. As a condition for receiving federal-aid highway funds for the PROJECT, the Administering Agency certifies that NO members of the elected board, council, or other key decision makers are on the Federal Government Exclusion List. Exclusions can be found at www.sam.gov. 3Page of 7Program Supplement 08-5483F15-F008- ISTEA
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Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 8

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April 2, 2025
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SPECIAL COVENANTS OR REMARKS
08-RIV-1-MNFE
CPFCDSL-5483(015)

2. A. ADMINISTERING AGENCY shall conform to all State statutes, regulations and procedures (including those set forth in the Local Assistance Procedures Manual and the Local Assistance Program Guidelines, hereafter collectively referred to as "LOCAL ASSISTANCE PROCEDURES") relating to the federal-aid program, all Title 23 Code of Federal Regulation (CFR) and 2 CFR Part 200 federal requirements, and all applicable federal laws, regulations, and policy and procedural or instructional memoranda, unless otherwise specifically waived as designated in the executed project-specific PROGRAM SUPPLEMENT.

B. Invoices shall be formatted in accordance with LOCAL ASSISTANCE PROCEDURES.

C. ADMINISTERING AGENCY must have at least one copy of supporting backup documentation for costs incurred and claimed for reimbursement by ADMINISTERING AGENCY. ADMINISTERING AGENCY agrees to submit supporting backup documentation with invoices if requested by State. Acceptable backup documentation includes, but is not limited to, agency's progress payment to the contractors, copies of cancelled checks showing amounts made payable to vendors and contractors, and/or a computerized summary of PROJECT costs.

D. Indirect Cost Allocation Plan/Indirect Cost Rate Proposals (ICAP/ICRP), Central Service Cost Allocation Plans and related documentation are to be prepared and provided to STATE (Caltrans Audits & Investigations) for review and approval prior to ADMINISTERING AGENCY seeking reimbursement of indirect costs incurred within each fiscal year being claimed for State and federal reimbursement. ICAPs/ICRPs must be prepared in accordance with the requirements set forth in 2 CFR, Part 200, Chapter 5 of the Local Assistance Procedural Manual, and the ICAP/ICRP approval procedures established by STATE.

E. STATE will withhold the greater of either two (2) percent of the total of all federal funds encumbered for each PROGRAM SUPPLEMENT or $40,000 until ADMINISTERING AGENCY submits the Final Report of Expenditures for each completed PROGRAM SUPPLEMENT PROJECT.

F. Payments to ADMINISTERING AGENCY for PROJECT-related travel and subsistence (per diem) expenses of ADMINISTERING AGENCY forces and its contractors and subcontractors claimed for reimbursement or as local match credit shall not exceed rates authorized to be paid rank and file STATE employees under current State Department of Personnel Administration (DPA) rules. If the rates invoiced by ADMINISTERING AGENCY are in excess of DPA rates, ADMINISTERING AGENCY is responsible for the cost difference, and any overpayments inadvertently paid by STATE shall be reimbursed to STATE by ADMINISTERING AGENCY on demand within thirty (30) days of such invoice. 4Page of 7Program Supplement 08-5483F15-F008- ISTEA
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Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 9

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April 2, 2025
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SPECIAL COVENANTS OR REMARKS
08-RIV-1-MNFE
CPFCDSL-5483(015)
G. ADMINISTERING AGENCY agrees to comply with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards.

H. ADMINISTERING AGENCY agrees, and will assure that its contractors and subcontractors will be obligated to agree, that Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the allowability of individual PROJECT cost items.

I. Every sub-recipient receiving PROJECT funds under this AGREEMENT shall comply with 2 CFR, Part 200, 23 CFR, 48 CFR Chapter 1, Part 31, Local Assistance Procedures, Public Contract Code (PCC) 10300-10334 (procurement of goods), PCC 10335-10381 (non-A&E services), and other applicable STATE and FEDERAL regulations.

J. Any PROJECT costs for which ADMINISTERING AGENCY has received payment or credit that are determined by subsequent audit to be unallowable under 2 CFR, Part 200, 23 CFR, 48 CFR, Chapter 1, Part 31, and other applicable STATE and FEDERAL regulations, are subject to repayment by ADMINISTERING AGENCY to STATE.

K. STATE reserves the right to conduct technical and financial audits of PROJECT WORK and records and ADMINISTERING AGENCY agrees, and shall require its contractors and subcontractors to agree, to cooperate with STATE by making all appropriate and relevant PROJECT records available for audit and copying as required by the following paragraph:

ADMINISTERING AGENCY, ADMINISTERING AGENCY'S contractors and subcontractors, and STATE shall each maintain and make available for inspection and audit by STATE, the California State Auditor, or any duly authorized representative of STATE or the United States all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts and ADMINISTERING AGENCY shall furnish copies thereof if requested.

All of the above referenced parties shall make such AGREEMENT, PROGRAM SUPPLEMENT, and contract materials available at their respective offices at all reasonable times during the entire PROJECT period and for three (3) years from the date of submission of the final expenditure report by the STATE to the FHWA.

L. ADMINISTERING AGENCY, its contractors and subcontractors shall establish and maintain a financial management system and records that properly accumulate and segregate reasonable, allowable, and allocable incurred PROJECT costs and matching funds by line item for the PROJECT. The financial management system
5Page of 7Program Supplement 08-5483F15-F008- ISTEA
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 10

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April 2, 2025
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SPECIAL COVENANTS OR REMARKS
08-RIV-1-MNFE
CPFCDSL-5483(015)
of ADMINISTERING AGENCY, its contractors and all subcontractors shall conform to Generally Accepted Accounting Principles, enable the determination of incurred costs at interim points of completion, and provide support for reimbursement payment vouchers or invoices set to or paid by STATE.

M. ADMINISTERING AGENCY is required to have an audit in accordance with the Single Audit Act of 2 CFR 200 if it expends $750,000 or more in Federal Funds in a single fiscal year of the Catalogue of Federal Domestic Assistance.

N. ADMINISTERING AGENCY agrees to include all PROGRAM SUPPLEMENTS adopting the terms of this AGREEMENT in the schedule of projects to be examined in ADMINISTERING AGENCY's annual audit and in the schedule of projects to be examined under its single audit prepared in accordance with 2 CFR, Part 200.

O. ADMINISTERING AGENCY shall not award a non-A&E contract over $5,000, construction contracts over $10,000, or other contracts over $25,000 [excluding professional service contracts of the type which are required to be procured in accordance with Government Code sections 4525 (d), (e) and (f)] on the basis of a noncompetitive negotiation for work to be performed under this AGREEMENT without the prior written approval of STATE. Contracts awarded by ADMINISTERING AGENCY, if intended as local match credit, must meet the requirements set forth in this AGREEMENT regarding local match funds.

P. Any subcontract entered into by ADMINISTERING AGENCY as a result of this AGREEMENT shall contain provisions B, C, F, H, I, K, and L under Section 2 of this agreement.

3. Appendix E of the Title VI Assurances (US DOT Order 1050.2A) During the performance of this agreement, the ADMINISTERING AGENCY, ADMINISTERING AGENCY'S contractors and subcontractor, (hereinafter referred to as the "contractor") agrees to comply with the following nondiscrimination statutes and authorities; including but not limited to:

Pertinent Nondiscrimination Authorities:

A. Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21.

B. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); C. Federal-Aid Highway Act of 1973, (23 U.S.C. 324 et seq.), (prohibits discrimination on the basis of sex);
D. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. 794 et seq.), as 6Page of 7Program Supplement 08-5483F15-F008- ISTEA
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April 2, 2025
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SPECIAL COVENANTS OR REMARKS
08-RIV-1-MNFE
CPFCDSL-5483(015)
amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; E. The Age Discrimination Act of 1975, as amended, (42 U.S.C. 6101 et seq.), (prohibits discrimination on the basis of age);
F. Airport and Airway Improvement Act of 1982, (49 U.S.C. 4 71, Section 4 7123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); G. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or
activities" to include all of the programs or activities of the Federal-aid recipients, subrecipients and contractors, whether such programs or activities are Federally funded or not);
H. Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; I. The Federal Aviation Administration's Nondiscrimination statute (49 U.S.C. 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); J. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; K. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);
L. Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).

4. In the event that construction of this project of the initial federal authorization for right of way is not started by the close of the twentieth fiscal year following the fiscal year in which the right of way is authorized, the ADMINISTERING AGENCY shall repay the Federal Highway Administration through Caltrans the sum of Federal funds paid under the terms of this agreement.

Authorizing the ROW phase of a project as Advance Construction does not exempt the project from the provisions of 23 U.S.C. 108(a)(2), and 23 CFR 630.112(c)(1). 7Page of 7Program Supplement 08-5483F15-F008- ISTEA
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RESOLUTION NO. 25-____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MENIFEE, CALIFORNIA, AMENDING THE FISCAL YEAR 2024/25 OPERATING BUDGET
WHEREAS, the City of Menifee, California, adopted a budget for Fiscal Year 2023/24 and Fiscal Year 2024/25 with Resolution 23-1341 on June 21st, 2023; 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 FY2024/25 budget as follows:

AMENDMENTS TO ADOPTED BUDGET:

Grant Fund 2301 Adopted FY 2024/25 Revenue Budget: $0.00

1. Record Appropriation(s):

CITY COUNCIL
MEETING DESCRIPTION ACCOUNT # AMOUNT
June 5, 2024 Mid-Cycle Budget Adjustments Various $633,759.00 July 1, 2024 FY2023/2024 Carryovers Various 7,234,726.44 July 17, 2024
Grant: National Opiate Litigation
Settlement
2301-00-XNC-XNCL-
000-00000-441000 38,384.38
July 17, 2024 Grant: Cannabis Tax Fund
2301-00-XNC-XNCL-
000-00000-441002 277,195.05
August 7, 2024
CalRecycle Cycle 16: Rubberized
Pavement Grant Program CIP 24-
21 (Menifee Resurfacing Project)
2301-00-XNC-XNCL-
000-00000-441002 92,500.00
September 18,
2024 Grant: Clean Air Day Microgrant
2301-28-XNC-XNCL-
000-00000-441004 500.00
October 2, 2024
Grant: Economic Development
Administration CEDS Grant
2301-00-XNC-XNCL-
000-00000-441000 40,000.00
October 2, 2024
Grant: BSCC Byrne State Crisis
Intervention Program
2301-00-XNC-XNCL-
000-00000-441002 112,512.00
November 6, 2024 Grant: OTS STEP
2301-28-XNC-XNCL-
000-00000-441002 216,000.00
November 6, 2024 Grant: COPS Microgrant
2301-28-XNC-XNCL-
000-00000-441000 51,949.00
November 6, 2024
Grant: Alcoholic Beverage Control
OTS
2301-28-XNC-XNCL-
000-00000-441002 32,100.00
November 6, 2024 Grant: PLHA Program
2301-28-XNC-XNCL-
000-00000-441002 646,059.00
January 15, 2025
Grant: DOE Equipment Rebate
Voucher
2301-28-XNC-XNCL-
000-00000-441000 146,570.00
February 5, 2025
Grant: ARPA funds appropriated
at Mid-year FY24/25
2301-28-XNC-XNCL-
000-00000-441000 80,000.00
February 19, 2025
Grant: NRPA Gender Equity in
Youth Sports
2301-28-XNC-XNCL-
000-17035-441005 20,000.00
March 5, 2025
Grant: LTCAP for CIP 13-04
(Bradley Rd Bridge)
2301-28-XNC-XNCL-
000-17039-441002 4,200,000.00
March 5, 2025
Grant: CPFCDS Program for CIP
13-04 (Bradley Rd Bridge)
2301-28-XNC-XNCL-
000-17038-441000 5,000,000.00
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 13

Menifee Mayor and City Council
April 2, 2025
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Amending the Fiscal Year 2024/25 Grant Fund Budget
Community Project Funding/Congressionally Directed Spending (CPFCDS) for CIP 20-05 Garbani Road / I-215 Interchange
2 4
9 8
1 0
Amended Grant Fund 2301 FY 2024/25 Revenue Budget: $21,022,254.87 Grant Fund 2301 Adopted FY 2024/25 Expenditure Budget: $0.00

2. Record Appropriation(s):

April 2, 2025
Grant: CPFCDS Program for
CIP 20-05 (Garbani Road/I-215
Interchange)
2301-28-XNC-XNCL-
000-17038-441000 2,200,000.00
TOTAL: $21,022,254.87

CITY COUNCIL
MEETING DESCRIPTION ACCOUNT # AMOUNT
June 5, 2024 Mid-Cycle Budget Adjustments Various $595,472.00 July 1, 2024 FY2023/2024 Carryovers Various 7,133,090.20 July 17, 2024
Grant: National Opiate Litigation
Settlement
2301-51-MPD-PDAM-
000-00000-658165 38,384.38
July 17, 2024 Grant: Cannabis Tax Fund
2301-51-MPD-PDAM-
000-00000-658211 277,195.05
August 7, 2024
CalRecycle Cycle 16: Rubberized
Pavement Grant Program CIP 24-
21 (Menifee Resurfacing Project)
2301-55-PWD-CIPS-
000-00000-658011 92,500.00
September 18,
2024 Grant: Clean Air Day Microgrant
2301-53-CSD-SWES-
000-00000-652844 500.00
October 2, 2024
Grant: Economic Development
Administration CEDS Grant
2301-50-ECD-XNCL-
000-00000-652832 40,000.00
October 2, 2024
Grant: BSCC Byrne State Crisis
Intervention Program
2301-51-MPD-PDAM-
000-00000-658174 112,512.00
November 6, 2024 Grant: OTS STEP
2301-51-MPD-PDAM-
000-00000-652426 216,000.00
November 6, 2024 Grant: COPS Microgrant
2301-51-MPD-PDAM-
000-00000-652429 51,949.00
November 6, 2024
Grant: Alcoholic Beverage Control
OTS
2301-51-MPD-PDAM-
000-00000-652428 32,100.00
November 6, 2024 Grant: PLHA Program
2301-52-CDD-PLNG-
000-00000-652843 646,059.00
January 15, 2025
Grant: DOE Equipment Rebate
Voucher
2301-55-PWD-CIPS-
000-00000-660010 146,570.00
2301-53-CSD-RECR-
000-17035-651011
…17035-651410
…17035-651500
…17035-652054
February 19, 2025
Grant: NRPA Gender Equity in
Youth Sports …17035-652800 20,000.00
March 5, 2025
Grant: LTCAP for CIP 13-04
(Bradley Rd Bridge)
2301-55-PWD-CIPS-
000-17039-760000 4,200,000.00
March 5, 2025
Grant: CPFCDS Program for CIP
13-04 (Bradley Rd Bridge)
2301-55-PWD-CIPS-
000-17038-760000 5,000,000.00
April 2, 2025
Grant: CPFCDS Program for
CIP 20-05 (Garbani Road/I-215
Interchange)
2301-55-PWD-CIPS-
000-17038-760000 2,200,000.00
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 14

Menifee Mayor and City Council
April 2, 2025
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Amending the Fiscal Year 2024/25 Grant Fund Budget
Community Project Funding/Congressionally Directed Spending (CPFCDS) for CIP 20-05 Garbani Road / I-215 Interchange
3 4
9 8
1 0
Amended Grant Fund 2301 FY 2024/25 Expenditure Budget: $20,802,331.63

3. Record Transfer of Funds:

FROM ACCOUNT # TO ACCOUNT # AMOUNT
TOTAL:

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MENIFEE DOES HEREBY RESOLVE AS FOLLOWS:

The annual budget for the Grant Fund 2301 for the City of Menifee for FY2024/25 is hereby increased and amended to reflect unanticipated revenues and expenditures as follows:

Revenues:

Grant: CPFCDS Program for CIP 20-05 Garbani Road/I-215 Interchange $2,200,000.00 Amended Grant Fund 2301 FY2024/25 Budget $21,022,254.87

Expenditures:

Grant: CPFCDS Program for CIP 20-05 Garbani Road/I-215 Interchange $2,200,000.00 $0 Amended Grant Fund 2301 FY2024/25 Budget $20,802,331.63 PASSED, APPROVED AND ADOPTED this 2nd day of April, 2025. _____________________________
Ricky Estrada, Mayor
ATTEST: APPROVED AS TO FORM:
____________________________ ____________________________ Stephanie Roseen, City Clerk Jeffrey T. Melching, City Attorney TOTAL: $20,802,331.63
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 15

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April 2, 2025
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CITY OF MENIFEE
F
iscal Year of Grant Award:_____________________________ Date City Council Approved :_____________________________ Grant Name:__________________________________________ Granting Agency:______________________________ __________ City Department:______________________________________ City Grant Administrator:________________________________ Grant Funding Period:__________________________________ Grant Type: Fed State Local Other Grant Purpose/City Program:

F
ederal Grant: If Pass-through Grant:

Federal Awarding Agency __________________________ Pass-through Agency_____________________________ Federal CFDA No.______________________________ Grant ID Number_____________________ Amount Awarded:____________________ City Matching Funds:____________________ Funding Method:_____________________ City Expenditure Account(s):_________________________________________________________________________________________ ____________________________________________________________________________________________________________________ City Revenue Account:_______________________________________________________________________________________________ R
eporting Requirements:

D
oes the funding agency require a compliance audit? ______________ I
f yes, what kind of reporting:_________________________________________________________________________________ D
oes the agency require a copy of the Single Audit report? ______________ C
an grant funds be carried over to other fiscal years? ______________ If yes, which years?_________________________ I
s allocated interest a grant requirement?_______________ This report is completed for each approved grant and forwarded along with the approved council agenda staff report to the Finance Department.

CITY OF MENIFEE

GRANT SUMMARY REPORT (GSR)

FINANCE DEPARTMENT
2024/2025
4/2/2025
CPFCDS Program for CIP 20-05 (Garbani
Road/I-215 Interchange)
Department of Transportation
Engineering / CIP
Carlos Geronimo
12/18/2024 - 12/31/2028
The proposed Garbani Road/I-215 interchange includes construction of an overhead structure over the I-215 connecting Garbani Road east to west, and the construction of northbound and southbound on and off-ramps to I-215. The project would also realign Antelope Road to accommodate the interchange. Install sidewalks and ADA compliant ramps and crosswalks. Improved pedestrian and bicycle facilities would be incorporated into the proposed project, serving as an east-west connectivity for both motorists and pedestrians.

Department of Transporation
Caltrans

20.534
CPFCDSL-5483(015)
$2,200,000
$2,700,000
Reimbursement
2301-55-PWD-CIPS-000-17040-760000
2301-28-XNC-XNCL-000-17040-441000
Yes, funding agency requires periodic reporting and project will be subject to Single Audit.

Yes
In accordance with Single Audit
No
Yes
FY2028/2029
No
✔
Item Title: 10.7
Garbani Road / I-215 Interchange Project Federal Program Fund Acceptance Item Page Number: 16

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April 2, 2025
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CITY OF MENIFEE
SUBJECT: Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance MEETING DATE: April 2, 2025
TO: Mayor and City Council
PREPARED BY: Kori Jones, Senior Management Analyst
REVIEWED BY: Rebekah Kramer, Deputy City Manager
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------

RECOMMENDED ACTION

1. Approve and authorize the City Manager to execute a Procurement Agreement with USA Waste of California, Inc (Waste Management) for California Senate Bill 1383 required procurement of recovered organic waste products for a total not-to-exceed amount of $122,900 through December 1, 2029; and

2. Authorize exemption from bidding based upon nature of the supplies or equipment, formal bidding is not likely to result in the lowest price pursuant to Menifee Municipal Code Section

3.12.070.

DISCUSSION
California Senate Bill 1383 (SB 1383), enacted in 2016, is a statewide initiative designed to combat climate change by reducing methane emissions from organic waste decomposition in landfills. Methane is a potent greenhouse gas, more than 25 times as effective as carbon dioxide at trapping heat in the atmosphere. To address this, SB 1383 mandates a 75% reduction in organic waste disposal by 2025 (compared to 2014 levels) and requires that 20% of edible food currently discarded be recovered and redistributed to those in need.

To meet these goals, all California jurisdictions must establish and enforce organic waste collection programs for residents and businesses. This ensures that food scraps, yard trimmings, and paper products are diverted from landfills and processed into compost, mulch, or renewable energy sources. Additionally, jurisdictions must meet annual procurement targets by purchasing recovered organic waste products, thereby fostering a sustainable market for recycled materials.

These targets, determined by CalRecycle and updated every five years, are based on per capita calculations. For Menifee, the procurement target is 5,183 tons for 2024 and 7,975 tons for 2025, with new targets anticipated in 2026.

Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 1

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April 2, 2025
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City of Menifee Staff Report
Agreement with Waste Management for Procurement
April 2, 2025

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In September 2024, California enacted Assembly Bills 2346 and 2902, expanding the ways jurisdictions can meet their procurement targets. These laws allow edible food recovery programs, commercial landscaping projects, and other alternative initiatives to count toward compliance, giving cities more flexibility in meeting their obligations. With additional guidance from CalRecycle expected later this year, Menifee staff will continue exploring opportunities to minimize procurement costs while fulfilling state requirements.

Recognizing the importance of community participation in SB 1383 implementation, the City has made public outreach and education a top priority. Through the MenifeeRecycles public education campaign, the City has engaged residents and businesses with community workshops, school outreach programs, and business compliance guides. Bilingual informational materials, social media engagement, and direct mail campaigns have helped spread awareness about proper organic waste disposal and food recovery initiatives. These efforts have been supported by CalRecycle Local Assistance Grant funding, with $141,516 awarded in 2022 and an additional $292,997 secured in 2024. By educating the community and promoting sustainable waste management practices, the City is ensuring a smooth transition to full SB 1383 compliance.

To fully comply with SB 1383, the City must not only educate the public but also enter into a procurement agreement to meet its state-mandated organic waste procurement targets. As the City’s current service provider for solid waste and recycling services under the franchise agreement, Waste Management (WM) is well positioned to facilitate this procurement process efficiently. By leveraging its existing operational capacity and industry expertise, WM can integrate the procurement of recovered organic waste materials into the City’s overall waste management strategy. Staff recommends that the City Council approve and authorize execution of this agreement to ensure compliance while taking advantage of cost-effective procurement strategies and recent legislative flexibility.

WM was selected due to its existing infrastructure, industry experience, and ability to provide procurement services at below-market rates. As the City’s current franchise hauler, WM has the operational capacity to efficiently manage the procurement of recovered organic waste products without requiring additional logistical changes. Staff conducted a market review and determined that alternative vendors were unlikely to provide significant cost savings. Due to the specialized nature of SB 1383 procurement, a limited number of vendors provide these services in California.

Given these factors, a formal bidding process was unlikely to yield a better cost-effective solution.

Staff requests a bidding exemption in accordance with Menifee Municipal Code Section 3.12.070, as formal bidding is not likely to result in a lower price.

This agreement provides a structured and cost-effective approach to meeting the City's procurement obligations. Under the proposed agreement, WM would procure organic waste products on behalf of the City under the following terms:
•Annual Review: The City and WM would meet and confer each year by June 30 to determine the amount of material that could be procured at no cost to the City. •Additional Procurement: If the City is unable to meet its procurement target through other methods, WM would procure the remaining balance at a set rate, adjusted annually based on the Consumer Price Index (CPI-U) for Garbage and Trash Collection.

Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 2

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April 2, 2025
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City of Menifee Staff Report
Agreement with Waste Management for Procurement
April 2, 2025

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7 0
•2024 Procurement Commitment: WM has certified procurement of 5,183.67 tons of compost/mulch on behalf of the City to meet the 2024 target. Of this, 50% was procured at no cost, while the remaining tonnage was procured at the negotiated rate of $9.45 per ton.
•2025 Procurement Rate: $12 per ton, subject to CPI adjustments and extraordinary industry conditions as outlined in the agreement. If the City does not formally deny an extraordinary rate adjustment within the 15-day review period, the adjustment would be considered accepted by default, unless otherwise negotiated. •Extraordinary Rate Adjustments: Any proposed rate adjustments outside of CPI increases must be accompanied by detailed cost justifications from WM, allowing City staff sufficient time to evaluate and respond.

Staff would continue monitoring procurement targets beyond 2026 and would explore additional funding opportunities, including state grants, to offset potential cost increases. In the event that procurement targets are not met, staff would work with CalRecycle to explore alternative compliance strategies and seek grant funding to minimize potential penalties.

The proposed agreement provides a structured approach to meeting procurement mandates while maximizing cost savings through a competitive per-ton rate and leveraging grant funding.

Table 1 below outlines anticipated costs based on procurement needs, availability of no-cost procurement options, and projected per-ton rates.

TABLE 1 – ESTIMATES FOR PROCUREMENT OF RECOVERED ORGANIC MATERIAL Year Procurement
Target (tons)
Est.

Need
Procured
at no cost
Procured
at cost
Est. Cost per
Ton (Adjusted
for CPI)
Estimated
Cost
2024 5,183 5,183 2,592 2,592 $9.45 $ 24,500
2025 7,975 6,500 2,500 4,000 $12.00 $ 48,000
2026 10,150 5,100 1,500 3,600 $14.00 $ 50,400
Total 26,100 10,192 $ 122,900
The actual annual expenditure is based on a variety of factors including industry conditions, amount of procurement tonnage required to satisfy state-mandated procurement target, and the cities’ ability to offset this procurement amount through alternate means. To address these potential fluctuations, staff has requested to encumber the total amount of grant funding available to support this effort in Fiscal Year (FY) 2024/2025, year 1 of the agreement. Unused grant funds would be carried over to the following fiscal year. Staff would bring back for Council consideration, any new funding requests and/or future modifications to this agreement.

STRATEGIC PLAN OBJECTIVE
Community Engagement and Social Infrastructure
Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 3

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April 2, 2025
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City of Menifee Staff Report
Agreement with Waste Management for Procurement
April 2, 2025

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FISCAL IMPACT
Funding is available in the Grant Fund, CalRecycle Local Assistance grant account (2301-17033- 41002). The City has been awarded a total of $292,997 in CalRecycle grant funds, with $124,000 earmarked specifically for Procurement and remaining funds designated for other SB 1383 related programs. To address potential purchase fluctuations, staff has requested to encumber the total amount of grant funding available to support this effort in FY 2024/2025, year 1 of the agreement.

Unused grant funds would be carried over to the following fiscal year, as the eligible grant performance period is through June 30, 2026. The total approved not-to-exceed amount for this 5-year contract is $122,900.

ATTACHMENTS

1. Agreement
Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 4

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April 2, 2025
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RECOVERED ORGANIC WASTE PRODUCT

PROCUREMENT AGREEMENT
This RECOVERED ORGANIC WASTE PRODUCT PROCUREMENT AGREEMENT (this “Agreement”) is made and entered into this ___ day of ________, 2025 (the “Effective Date”) by and between USA Waste of California, Inc. (“Contractor”), and the City of Menifee (the “City”).

The parties are collectiv ely referred to as th e “Parties” and individually as a “Party”, unless specifically identified otherwise.

1. P
URPOSE OF AGREEMENT . City and Contractor have entered that certain Agreement for Solid Waste Handling Services effective as of April 1, 2020 entitled “AMENDED AND

RESTATED FRANCHISE AGREEMENT BETWEEN CITY OF MENIFEE AND USA WASTE OF CALIFORNIA, INC., dba WASTE MANAGEMENT OF THE INLAND EMPIRE FOR SOLID WASTE HANDLING SERVICES,” as amended on July 1, 2023 (the “ Franchise Agreement”), under which the Parties agreed to negotiate an agreement that is cost neutral to both parties to assist the City in complying with its obligations under 14 CCR §18993.1. Sec tion 18993.1(a) of the California Code of Regulations (“ CCR”) requires municipalities to “annually procure a quantity of recovered organic waste products that meets or exceeds its current annual recovered organic waste product procurement target as determined by this article” (the “Procurement Target”). Section 18993.1(e) provides that municipalities may satisfy their required Procurement Target by, among other things, “[r]equiring, through a written contract or agreement, that a direct service provider to the jurisdiction procure recovered organic waste products and provide written documentation of such procurement to the jurisdiction.” By entering this Agreement, Contractor will assist City in achieving some, or all, of its required Procurement Target, as more fully set forth herein.

2. DE
FINITIONS. Capitalized terms used in this Agreement but not defined herein, shall have the meanings ascribed to them in the Franchise Agreement.

3. TER
M; TERMINATION. This term of this Agreement shall be for a period of five (5) years commencing on December 1, 2024, and expiring on December 1, 2029 (the “Term”) and shall automatically terminate upon: (a) the expiration or earlier termination of the Franchise Agreement in accordance with its terms; or (b) upon written mutual agreement of the Parties.

4. P
ROCUREMENT OF RECOVERED ORGANIC WASTE PRODUCT.
a. W
hile Contractor has agreed to assist City in meeting its annual Procurement Target, the Parties acknowledge this annual Procurement Target could vary depending on a number of factors, including changing laws and regulations; and, further, that the amount of recovered organic waste products City needs to procure with Contractor’s assistance may vary depending upon its ability to meet its Procurement Target by other means. Accordingly, the Parties shall meet before June 30 of each year of the Term to agree upon the type(s) and quantity of compost or mulch
Contractor may procure for the City including an allocation of the tonnage that will be procured at no cost to the City and the tonnage that will be charged a per ton fee (“Compost/Mulch Price”), as well as the delivery location for such material, if applicable. The Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 5

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April 2, 2025
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Compost/Mulch Price shall be $12/ton commencing in 2024 and shall be adjusted every year during the Term on July 1 by the percentage increase (if any) in the Consumer Price Index CUSROOOOSEHG02 CPI-U Garbage and Trash Collection, US City Average, not seasonally adjusted, as published by the United States Department of Labor, Bureau of Labor Statistics, for the January to December period immediately preceding the adjustment date . In addition, the Compost/Mulch Price shall be adjusted for extraordinary increases based on any one more of the following causes:

i. Material changes resulting from a force majeure event as defined in Section 5 of this Agreement;

ii. Fees or taxes imposed specifically on Solid Waste Handling Services or upon the processing or marketing of Compost or Mulch by any governmental agency having jurisdiction;

iii. Any change in Applicable Law after the Effective Date, including any change in orders, judgments, decrees, permits, approvals, interpretations, determinations, guidance or other requirements of any governmental agency having jurisdiction over an aspect of this Agreement or the Franchise Agreement;

iv. Any extraordinary increase in costs or decrease in revenues for disposal, processing or marketing of Solid Waste, Recyclable Materials, Green Waste, Organic Waste, Compost or Mulch;

v. An extraordinary increase in the cost of fuel and/or transportation; or

vi. Any other extraordinary circumstances or causes or reasons that are not within the reasonable control of Contractor.

In the event Contractor believes an extraordinary increase in the Compost/Mulch Price is warranted hereunder, it shall prepare a written request to the City including the reason the increase is permitted pursuant to this Agreement, and any related, supporting calculation s.

Contractor shall provide City with such information as City deems necessary in its reasonable judgment to evaluate any request for an extraordinary adjustment to the Compost/Mulch Price, and failure by Contractor to do so shall be a sufficient reason for City to deny such a request.

The City shall take reasonable steps, consistent with applicable law, to protect the confidential or proprietary nature of any data or information supplied by Contractor. City shall respond to Contractor within fifteen (15) days’ of receipt of Contractor’s request and supporting documentation and City shall not unreasonably withhold its consent to Contractor’s request.

In the event that City is unable by operation of Applicable Law to approve or implement an adjustment to the Compost/Mulch Price or the adjustment is disallowed by operation of Applicable Law, City shall deny such request. In the event that City denies Contractor's request for an adjustment to Compost/Mulch Price based on City's review of the documentation Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 6

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submitted by Contractor, Contractor may, within fifteen (15) days after receipt of City's denial, request in writing that the Parties negotiate in good faith regarding Contractor's request for an adjustment to the Compost/Mulch Price. If the Parties have not reached agreement within ninety (90) days following the date City receives Contractor's written request for an extraordinary adjustment, Contractor may terminate this Agreement with thirty (30) days’ written notice of termination to City.

b. For calendar year 2024, City was required to procure 5,183.67 tons of Compost/Mulch, which Contractor has procured on behalf of City in a manner that complies with the provisions hereof (including specifically those related to reporting.) Notwithstanding any provision hereof to the contrary, the Parties agree that City shall pay Contractor the fixed amount of Twenty Four Thousand Five Hundred Dollars ($24,500.00) as compensation for all Compost/Mulch procured on behalf of City for calendar year 2024, and City shall pay such sum to Contractor after receiving an invoice from Contractor therefore in accordance with Section 4.c. of this Agreement.

c. After determining type(s) and quantity of compost or mulch for each calendar year, upon written request by the City, Contractor shall provide compost or mulch that meet s the requirements of 14 CCR Section 18993.1(f)(1) and 14 CCR Section 18993.1(f)(4) respectively. For the tonnage of compost or mulch that is charged the Compost/Mulch Price, Contractor shall , on or before delivery of such compost or mulch, submit an invoice for Contractor’s costs in procuring, transporting (including, without limitation, fuel costs), and/or delivering such compost or mulch on the City’s behalf. The City shall pay all such invoice s within thirty (30) days of receipt thereof. Any payment made by the City after the date such payment is due shall bear interest at a rate of one and one-half percent (1.5%) per month as of the day such payment was due and shall accrue until paid in full.

d. Upon the City’s reasonable request, Contractor shall provide the City with orders, receipts or other records documenting the purchase and/or delivery of compost or mulch to the City that are necessary for the City to comply with its obligations under 14 CCR Section 18994.2(j).

Contractor shall maintain such records for a period of five (5) years after the creation of such records. Nothing herein shall require Contractor to disclose business proprietary, trade secret, or confidential information to the City.

5. FORCE MAJEURE. If a Party is prevented from or delayed in performing its duties under this Agreement by circumstances beyond its control, whether or not foreseeable, including, without limitation, fires, typhoons, hurricanes, severe weather, floods, volcanic eruptions, pandemics, epidemics, quarantines, war, civil disturbances, acts of terrorism, labor disputes, acts of God, or threats of such circumstances, or any future laws, rules, regulations, orders, or acts of any local, state, federal, or provincial government (“ Force Majeure ”), then the affected Party shall be excused from performance hereunder during the period of such disability. The Party claiming Force Majeure shall promptly notify the other Party in writing when it learns of the existence of a Force Majeure condition and when the Force Majeure condition has terminated.

6. INDEPENDENT CONTRACTOR. Contractor is an independent contractor and not an officer, agent, servant, or employee of the City. Contractor is solely responsible for the acts and omissions Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 7

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of its officers, agents, employees, and subcontractors, if any. Nothing in this Agreement shall be construed as creating a partnership or joint venture between City and Contractor. Neither Contractor nor its officers, employees, agents, or subcontractors shall obtain any rights to retirement or other benefits which accrue to City employees.

7. FURT
HER ASSURANCE; PARTIES TO ACT IN A REASONABLE MANNER. Each Party agrees to execute and deliver any instruments and to perform any acts as may be necessary or reasonably requested by the other in order to give full effect to this Agreement. The Parties agree to act reasonably in exercising any action, discretion, judgment, approval or extension of time that may be required to affect the purpose and intent of this Agreement. Whenever the approval or consent of a Party is required under this Agreement such consent shall not be unreasonably withheld or delayed.

8. MI
SCELLANEOUS. (a) This Agreement shall be construed in accordance with the law of the State of California without reference to its conflicts of laws principles; (b) In the event any legal action is taken by a Party against the other Party to enforce any of the terms and conditions of this Agreement, it is agreed that the unsuccessful Party to such action shall pay to the prevailing Party therein all court costs, reasonable attorneys’ fees and expenses incurred by the prevailing Party; (c) If any provision of this Agreement is declared invalid or unenforceable, then such provision shall be severed from and shall not affect the remainder of this Agreement; however, the Parties shall negotiate in good faith to amend this Agreement to give effect, to the maximum extent allowed, to the intent and meaning of the severed provision; (d) The waiver by a Party of any failure on the part of another Party to perform any of its obligations under this Agreement shall not be construed as a waiver of any future or continuing failure or failures, whether similar or dissimilar thereto; (e) Any notice, request, report or other document required under this Agreement shall be in writing and sent by registered or certified mail, return receipt requested, postage prepaid or by overnight confirmed delivery and addressed to the Party at the addresses provided in Section

30.7 of the Franchise Agreement (or other address the Party may hereafter designate by written notice) and shall be effective upon receipt; (f) This Agreement constit utes the entire agreement and understanding of the Parties with respect to the subject matter hereof, and supersedes all prior and contemporaneous agreements and understandings, oral or written, relative to said subject matter, and no course of performance, purchase orders or agreements purporting to amend, supplement or explain this Agreement shall be effective unless in writing and signed by authorized representatives of both Parties; and (g) The rights and remedies provided in this Agreement shall not be exclusive, but shall be cumulative and in addition to all other rights and remedies provided by applicable law, including, but not limited to, statutory or common law indemnity, contribution, or other remedy at law or equity.

Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 8

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April 2, 2025
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IN W
ITNESS WHEREOF, the Parties hereto have executed this Agreement to be effective as of the date and year written above.

CI
TY OF MENIFEE:

By:
__________________________________
Armando G. Villa, City Manager
ATTES
T:

By: __________________________________
APPROVED AS TO FORM:

By: __________________________________
Jeffrey T. Melching, City Attorney
USA W
ASTE OF CALIFORNIA, INC.:

By:
_________________________________
___________________________________
[N
AME], [TITLE]
Stephanie Roseen, City Clerk
Item Title: 10.8
Agreement with Waste Management for the Procurement of Recovered Organic Waste for Senate Bill 1383 Compliance Item Page Number: 9

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April 2, 2025
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CITY OF MENIFEE
SUBJECT: Agreement with Dokken Engineering for Environmental and Civil Design Services for the Romoland Elementary School – Active Transportation Program Project
MEETING DATE: April 2, 2025
TO: Mayor and City Council
PREPARED BY: Diego Guillen, Senior Engineer
REVIEWED BY: Nick Fidler, Public Works Director
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------

RECOMMENDED ACTION

1. Approve and authorize the City Manager to execute a Professional Services Agreement with Dokken Engineering for Environmental and Civil Design Services for the Romoland Elementary School – Active Transportation Program (ATP) project for a total not-to-exceed amount of $583,715; and

2. Adopt a budget amendment resolution appropriating $527,000 in revenues and expenditures in Grant Fund (Fund 2301) from the California Department of Transportation’s ATP Cycle 6 Program for the Project Specifications & Estimates (PS&E) phase of the Project.

DISCUSSION
The Romoland Elementary School – ATP project, Capital Improvement Program (CIP) Project No. 24-04 (“Project”) would construct pedestrian improvements within the vicinity of Romoland Elementary School. Generally, the Project area is located north of Highway 74, south of Watson Road, and west of Antelope Road. The Project would close a critical gap in the existing pedestrian infrastructure and provide safe access to the nearby school. The proposed improvements would enhance safety along the major access routes to Romoland Elementary School in alignment with the City’s Active Transportation Plan. The estimated total cost of the Project is just over $5.5 million.

On November 1, 2023, City Council accepted the California Department of Transportation’s (“Caltrans”) ATP Cycle 6 grant funds and adopted Resolution No. 23-1368, authorizing the City Manager to execute grant-related documents. The City Council also approved an appropriation of $131,000 to the Project’s budget to support the Project Approval & Environmental Document (PA&ED) phase. Per Caltrans’ requirements, the grant funding would be allocated by phase as Item Title: 10.9
Agreement

with

Dokken

Engineering

for

Environmental

and

Civil

Design

Services

for

the

Romoland

Elementary

School

–
Active Transportation Program Project
Item Page Number: 1

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April 2, 2025
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City of Menifee Staff Report
CIP 24-04 Dokken PS&E Agreement
April 2, 2025

2 5
2 9
the Project progresses. The PA&ED phase has been completed, and the next phase of the Project would be the PS&E phase. Table 1 below provides a summary of the funding by phase for the Project.

TABLE 1 – PROJECT FUNDING BY PHASE
Project Phase Anticipated
FY
Grant Fund
Allocation
City Match Total Cost Project Status
PA&ED 23/24 $131,000 $18,825 $149,825 Completed
PS&E 24/25 $527,000 $73,000 $600,000 Pending
CON 25/26 $4,222,000 $589,000 $4,811,000 Pending
TOTAL $4,880,000 $680,825 $5,560,825
On May 1, 2024, City Council approved a Professional Services Agreement (PSA) with Dokken Engineering (“Consultant”) for environmental and design support services for the PA&ED phase of the Project. Environmental requirements have been completed, and corresponding documents have been approved and submitted to the required agencies. The Project is now ready to progress to the PS&E phase of the Project, and Caltrans has provided authorization to proceed.

The amount of the proposed Professional Services Agreement (“Agreement”) exceeds the City Manager’s signing authority. Pursuant to Menifee Municipal Code §3.12.040, any contract amount that exceeds the City Manager’s signing authority shall be approved by the City Council.

STRATEGIC PLAN OBJECTIVE
Safe and Vibrant Community

FISCAL IMPACT
The fiscal impact of the proposed PSA for the PS&E phase with the Consultant is for a total amount not-to-exceed $583,715. The ATP grant funds were previously accepted, and the appropriation of the state grant funds for the PS&E phase would result in a fiscal impact of $527,000 in revenues within the Grant Fund (2301-17003-441002) that would offset the appropriation in expenditures within the Grant Fund (2301-PWD-CIPS-760020) for the street improvement Project, as summarized in Tables 2 below.

TABLE 2 – PROJECT APPROPRIATIONS
Fund Project Account String Revenue
Budget
Expenditure
Budget
Grant Fund CIP24-04.2301.DES.CAE $527,000 $527,000
TOTAL $527,000 $527,000
The ATP program grant requires the City to provide a local match of $73,000, which is available in the existing Project budget within the Measure A Fund (2220-PWD-CIPS-760020), as summarized in Table 3 on the following page.

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TABLE 3 – EXISTING PROJECT BUDGET
Fund Project Account String Available Budget Required Match Measure A CIP24-04.2220.DES.CAE $73,000 $73,000
TOTAL $73,000 $73,000

ATTACHMENTS

1. Project Location Map

2. Agreement

3. Budget Amendment Resolution

4. Grant Summary Report
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CITY OF MENIFEE

PROFESSIONAL SERVICES AGREEMENT
CIP24-04 ROMOLAND ELEMENTARY FOR DESIGN SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and effective this ______ day of __________, 2025 (“Effective Date”) by and between the CITY OF MENIFEE, a California municipal corporation, (“City”) and DOKKEN ENGINEERING a California corporation (“Consultant”). City and Consultant may sometimes herein be referred to individually as a “Party” and collectively as the “Parties.”
SECTION 1. SERVICES.

Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in the Scope of Services, attached hereto as Exhibit A and incorporated herein by this reference (the “Services”). Consultant will perform subsequent task orders as requested by the Contract Administrator (as defined below), in accordance with the Scope of Services. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, this Agreement shall prevail.

1.1 Term of Services. The term of this Agreement shall begin on April 2, 2025 and shall end on June 30, 2026 unless the term of this Agreement is otherwise terminated or extended as provided for in Section 8. The time provided to Consultant to complete the Services required by this Agreement shall not affect City’s right to terminate this Agreement, as provided for in Section 8.

1.2 Standard of Performance. Consultant represents and warrants that Consultant is a provider of first class work and services and Consultant is experienced in performing the Services contemplated herein and, in light of such status and experience, Consultant shall perform the Services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession and to the sole satisfaction of the Contract Administrator.

1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform the Services pursuant to Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.

1.4 Time. Consultant shall devote such time to the performance of the Services pursuant to this Agreement as may be reasonably necessary to satisfy Consultant’s obligations hereunder.

1.5 Authorization to Perform Services. Consultant is not authorized to perform any of the Services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator.

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1.6 Warranty. By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the Services, (ii) has carefully considered how the Services should be performed, and (iii) fully understands the facilities, difficulties, and restrictions attending performance of the Services.

1.7 Covid-19 Safety. If Consultant enters City property or meets in person with City employees during the performance of the Services, Consultant shall comply with all applicable emergency orders, directives, protocols, and best practices related to the COVID-19 pandemic, including, but not limited to: (A) wearing facial coverings, (B) maintaining adequate physical distancing when possible, (C) regular hand washing, and (D) regular hand sanitizing.

SECTION 2. COMPENSATION.

City hereby agrees to pay Consultant a sum not to exceed Five Hundred Eighty Three Thousand Seven Hundred Fifteen Dollars and Zero Cents ($583,715.00) notwithstanding any contrary indications that may be contained in Consultant’s proposal, for the Services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail. City shall pay Consultant for the Services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Consultant for the Services rendered pursuant to this Agreement.

Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized in advance by City, Consultant shall not bill City for duplicate services performed by more than one person.

2.1 Invoices. Consultant shall submit invoices monthly during the term of this Agreement, based on the cost for the Services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information:
a. Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
b. The beginning and ending dates of the billing period; c. A “Task Summary” containing the original contract amount, the amount of prior billings, the total due this period, the balance available under this Agreement, and the percentage of completion;
d. At City’s option, for each item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person performing the Services, the hours spent by each person, a brief description of the Services, and each reimbursable expense; e. The total number of hours of work performed under this Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing the Services hereunder necessary to complete the Services described in Exhibit A; f. Receipts for expenses to be reimbursed;
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g. The Consultant Representative’s signature.

Invoices shall be submitted to:

City of Menifee
Attn: Accounts Payable
29844 Haun Road
Menifee, CA 92586

2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for the Services satisfactorily performed, and for authorized reimbursable costs incurred. City shall have thirty (30) days from the receipt of an invoice that complies with all of the requirements above to pay Consultant.

2.3 Retention of Funds, Final Payment. Consultant hereby authorizes City to retain and deduct from any amount payable to Consultant not exceeding five percent (5%) of the total compensation. The retained funds shall be paid to Consultant within sixty (60) days after final acceptance of the Services by the City and after Consultant has furnished City with full release of all undisputed payments under this Agreement. In the event there are any claims specifically excluded by Consultant from the operation of the release, City may retain proceeds of up to one hundred fifty percent (150%) of the amount in dispute. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Consultant to insure, indemnify, and protect City as provided in this Agreement. City shall pay the last five percent (5%) of the total amount due pursuant to this Agreement within sixty (60) days after completion of the Services and submittal to City of a final invoice, if all of the Services required have been satisfactorily performed.

2.4 Total Payment. City shall not pay any additional sum for any expense or cost whatsoever incurred by Consultant in rendering the Services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.

In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entirety of the Services performed pursuant to this Agreement, unless this Agreement is modified in writing prior to the submission of such an invoice.

2.5 Hourly Fees. Fees for the Services performed by Consultant on an hourly basis shall not exceed the amounts shown on the fee schedule included with Exhibit A.

2.6 Reimbursable Expenses. Reimbursable expenses are included within the maximum amount of this Agreement.

2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any federal or state taxes.

2.8 Payment upon Termination. In the event that City or Consultant terminates this Agreement pursuant to Section 8, City shall compensate Consultant for all outstanding costs and reimbursable expenses incurred for Services satisfactorily completed and for reimbursable Item Title: 10.9
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expenses as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs and reimbursable expenses incurred to that date.

SECTION 3. FACILITIES AND EQUIPMENT.

Except as otherwise provided, Consultant shall, at its sole cost and expense, provide all facilities and equipment necessary to perform the services required by this Agreement. City shall make available to Consultant only physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and the information in possession of City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall City be required to furnish any facility or equipment that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.

SECTION 4. INSURANCE REQUIREMENTS.

Before beginning any work under this Agreement, Consultant, at its own cost and expense, shall procure the types and amounts of insurance listed below and provide certificates of insurance, indicating that Consultant has obtained or currently maintains insurance that meets the requirements of this Section and which is satisfactory, in all respects, to City. Consultant shall maintain the insurance policies required by this Section throughout the term of this Agreement.

The cost of such insurance shall be included in Consultant’s compensation. Consultant shall not allow any subcontractor, consultant or other agent to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Consultant acknowledges the insurance policy must cover inter-insured suits between City and other insureds. Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which Consultant may be held responsible for the payment of damages to any persons or property resulting from Consultant activities or the activities of any person or persons for which Consultant is otherwise responsible nor shall it limit Consultant’s indemnification liabilities as provided in Section 5.

4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Consultant pursuant to the provisions of the California Labor Code. Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00) disease per employee, and ONE MILLION DOLLARS ($1,000,000.00) disease per policy. In the alternative, Consultant may rely on a self- insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the California Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or Consultant, if a program of self- insurance is provided, shall waive all rights of subrogation against City and its officers, officials, employees, and authorized volunteers for loss arising from the Services performed under this Agreement.

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4.2 Commercial General and Automobile Liability Insurance. a. General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage, for risks associated with the Services contemplated by this Agreement, TWO MILLION DOLLARS ($2,000,000.00) general aggregate, and TWO MILLION DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General Liability Insurance or an Automobile Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from the Services contemplated under this Agreement, including the use of hired, owned, and non-owned automobiles.
b. Minimum Scope of Coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 Code 2, 8, and 9. No endorsement shall be attached limiting the coverage. c. Additional Requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
(i) The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
(ii) Any failure of Consultant to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

4.3 Professional Liability Insurance.
a. General Requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing the Services pursuant to this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed professionals’ errors and omissions.

Any deductible or self-insured retention shall be shown on the Certificate. If the deductible or self-insured retention exceeds TWENTY-FIVE THOUSAND DOLLARS ($25,000), it must be approved in writing by City.
b. Claims-Made Limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
(i) The retroactive date of the policy must be shown and must be no later than the commencement of the Services.

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(ii) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after the expiration or termination of this Agreement or completion of the Services, so long as commercially available at reasonable rates. (iii) If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the Effective Date of this Agreement, Consultant must provide extended reporting coverage for a minimum of five (5) years after the expiration or termination of this Agreement or the completion of the Services. Such continuation coverage may be provided by one of the following: (1) renewal of the existing policy; (2) an extended reporting period endorsement; or (3) replacement insurance with a retroactive date no later than the commencement of the Services under this Agreement. City shall have the right to exercise, at Consultant’s sole cost and expense, any extended reporting provisions of the policy, if Consultant cancels or does not renew the coverage.
(iv) A copy of the claim reporting requirements must be submitted to City prior to the commencement of the Services under this Agreement.

4.4 All Policies Requirements.
a. Acceptability of Insurers. All insurance required by this Section is to be placed with insurers with a Bests’ rating of no less than A:VII and admitted in California. b. Verification of Coverage. Prior to beginning the Services under this Agreement, Consultant shall furnish City with certificates of insurance, additional insured endorsement or policy language granting additional insured status complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. The certificate of insurance must include the following reference: CIP24- 04 ROMOLAND ELEMENTARY FOR DESIGN SERVICES The name and address for additional insured endorsements, certificates of insurance and notice of cancellation is: City of Menifee, 29844 Haun Road, Menifee, CA 92586. City must be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of Consultant. c. Notice of Reduction in or Cancellation of Coverage. Consultant shall provide written notice to City within ten (10) working days if: (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or self insured retention is increased. In the event any of said policies of insurance are cancelled, Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 4 to the Contract Administrator.
d. Additional Insured; Primary Insurance. City and its officers, employees, agents, and authorized volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of the Services performed by or on behalf of Consultant, including the insured’s general supervision of Consultant; products and completed operations of Consultant, as applicable; premises owned, occupied, or used by Consultant; and automobiles owned, leased, or used by Consultant in the course of providing the Services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded Item Title: 10.9
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to City or its officers, employees, agents, or authorized volunteers. The insurance provided to City as an additional insured must apply on a primary and non-contributory basis with respect to any insurance or self-insurance program maintained by City. Additional insured status shall continue for one (1) year after the expiration or termination of this Agreement or completion of the Services.

A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to City and its officers, officials, employees, and volunteers, and that no insurance or self-insurance maintained by City shall be called upon to contribute to a loss under the coverage.
e. Deductibles and Self-Insured Retentions. Consultant shall obtain the written approval of City for the self-insured retentions and deductibles before beginning any of the Services.

During the term of this Agreement, only upon the prior express written authorization of the Contract Administrator, Consultant may increase such deductibles or self- insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Consultant procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.
f. Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
g. Variation. The Contract Administrator may, but is not required to, approve in writing a variation in the foregoing insurance requirements, upon a determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that City’s interests are otherwise fully protected.

4.5 Remedies. In addition to any other remedies at law or equity City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this Agreement; b. Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or c. Terminate this Agreement.

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SECTION 5. INDEMNIFICATION.

5.1 Indemnification for Professional Liability. Where the law establishes a professional standard of care for performance of the Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with counsel selected by City), and hold harmless City and any and all of its officers, employees, officials, volunteers, and agents from and against any and all claims, losses, costs, damages, expenses, liabilities, liens, actions, causes of action (whether in tort, contract, under statute, at law, in equity, or otherwise) charges, awards, assessments, fines, or penalties of any kind (including reasonable consultant and expert fees and expenses of investigation, costs of whatever kind and nature and, if Consultant fails to provide a defense for City, the legal costs of counsel retained by City) and any judgment (collectively, “Claims”) to the extent same are caused in whole or in part by any negligent or wrongful act, error, or omission of Consultant, its officers, agents, employees, or subcontractors (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement.

5.2 Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, protect, defend (with counsel selected by City), and hold harmless City, and any and all of its officers, employees, officials, volunteers, and agents from and against any and all Claims, where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant.

5.3 Limitation of Indemnification for Design Professionals. Notwithstanding any provision of this Section 5 to the contrary, design professionals, as that term is defined in Civil Code Section 2782.8, are required to defend and indemnify City only to the extent permitted by Civil Code Section 2782.8. The term “design professional” as defined in Section 2782.8, is limited to licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors, and the business entities that offer such services in accordance with the applicable provisions of the California Business and Professions Code. This Subsection 5.3 shall only apply to Consultant if Consultant is a “design professional” as that term is defined in Civil Code Section 2782.8.

5.4 Limitation of Indemnification. The provisions of this Section 5 do not apply to claims occurring as a result of City’s sole or active negligence. The provisions of this Section 5 shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officers, officials, employees, and agents acting in an official capacity.

SECTION 6. INDEPENDENT CONTRACTOR.

At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City. City shall have the right to control Consultant only insofar as the results of the Services rendered pursuant to this Agreement and assignment of personnel pursuant to Subsection 1.3; however, otherwise City shall not have the right to control the means by which Consultant accomplishes the Services rendered pursuant to this Agreement.

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The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Consultant shall not at any time or in any manner represent that it is or any of its officers, employees, or agents are in any manner officers, officials, employees, or agents of City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner. Except for the fees paid to Consultant as provided in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing the Services hereunder. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (“PERS”) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits.

SECTION 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Consultant and any subcontractor shall comply with all applicable local, state, and federal laws and regulations applicable to the performance of the work hereunder. Consultant shall not hire or employ any person to perform work within City or allow any person to perform the Services required under this Agreement unless such person is properly documented and legally entitled to be employed within the United States. Consultant acknowledges and agrees that it shall be independently responsible for reviewing the applicable laws and regulations and effectuating compliance with such laws. Consultant shall require the same of all subcontractors.

7.3 Prevailing Wages. Consultant acknowledges and agrees that it shall be independently responsible for reviewing the applicable prevailing wage laws and regulations and effectuating compliance with such laws, including, but not limited to the prevailing wage and related requirements set forth in this Subsection 7.3. Consultant shall bear all risks of payment or non-payment of prevailing wages under California law and/or the implementation of Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law. a. Public Work. Consultant hereby expressly acknowledges and agrees that City has never previously affirmatively represented to Consultant, its employees or agents in writing or otherwise that the Services are not a “public work,” as defined in Section 1720 of the Labor Code. It is agreed by the Parties that, in connection with the development, construction (as defined by applicable law) and operation of the Services, including, without limitation, any public work (as defined by applicable law), if any, Consultant shall bear all risks of payment or non- payment of state and/or federal prevailing wages and/or the implementation of Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law. To the extent applicable, City will enforce all penalties required by law for Consultant’s failure to pay prevailing wages.

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b. Labor Code of California. The Consultant’s attention is directed to Division 2, Part 7, Chapter 1 of the Labor Code of the State of California and especially to Article 2 (Wages); and Article 3 (Working Hours), thereof.
(i) In accordance with Sections 1773 and 1773.2 of the Labor Code, City has found and determined the general prevailing rates of wages in the locality in which the public work is to be performed are those determined by the Director of Industrial Relations and available at https://www.dir.ca.gov/OPRL/2022-1/PWD/Southern.html. Copies of the prevailing rates of wages are maintained with City’s principal office and are available to any interested party on request. Consultant shall post a copy of the prevailing rate of per diem wages at each job site. (ii) Consultant is aware of and will comply with the provisions of Labor Code Section 1776, including the keeping of payroll records and furnishing certified copies thereof in accordance with said Section. Pursuant to Labor Code Section 1771.4, Consultant must submit certified payroll records to the Labor Commissioner using the Department of Industrial Relations’ electronic certified payroll reporting (eCPR) system.
(iii) Pursuant to Labor Code Section 1810, it is stipulated hereby that eight (8) hours labor constitutes a legal day’s work hereunder. (iv) Pursuant to Labor Code Section 1815, work performed by employees of contractors in excess of eight (8) hours per day, and 40 hours during any one week, shall be permitted upon public work upon compensation for all hours worked in excess of eight (8) hours per day at not less than 1 ½ times the basic rate of pay. (v) Pursuant to Labor Code Section 1813, it is stipulated hereby that Consultant shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by Consultant or by any subcontractor hereunder for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one (1) calendar week in violation of the provisions of Article 3 (commencing with Section 1810), Chapter 1, Part 7, Division 2 of the Labor Code.
(vi) Consultant is aware of and will comply with the provisions of Labor Code Sections 1777.5 and 1777.6 with respect to the employment of apprentices. Pursuant to Section 1777.5 it is hereby stipulated that Consultant will be responsible for obtaining compliance therewith on the part of any and all sub-consultants or subcontractors employed by Consultant in connection with this Agreement.
(vii) Pursuant to Labor Code Section 1775, it is hereby stipulated that Consultant shall, as a penalty to City, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for the Services by Consultant or any sub-consultant or subcontractor. c. Bidding Eligibility. Pursuant to Labor Code Section 1771.1, no contractor or subcontractor (or consultant or subconsultant) may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations.

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d. DIR Monitoring. Pursuant to Labor Code Section 1771.4, Consultant is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
e. Indemnification Related to Prevailing Wages. Section 5, Indemnification, specifically encompasses Claims arising from or related to (i) the noncompliance by Consultant or any party performing the Services of any applicable local, state, and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages and hire apprentices); (ii) the implementation of Labor Code Sections 1726 and 1781, as the same may be amended from time to time, or any other similar law; and/or (iii) failure by Consultant or any party performing the Services to provide any required disclosure or identification as required by Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.

7.4 Licenses and Permits, Fees and Assessments. Consultant represents, warrants, and covenants to City that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions, and perform the Services. Consultant represents, warrants, and covenants to City that Consultant and its employees, agents, and subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions, and perform the Services. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from City. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for Consultant’s performance of the Services, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed, or imposed against City hereunder.

7.5 Conflicts of Interest, Political Reform Act. Consultant represents, warrants, and covenants that Consultant presently has no interest, direct or indirect, which would interfere with or impair in any manner or degree the performance of Consultant’s obligations and responsibilities under this Agreement. Consultant further agrees that while this Agreement is in effect, Consultant shall not acquire or otherwise obtain any interest, direct or indirect, that would interfere with or impair in any manner or degree the performance of Consultant’s obligations and responsibilities under this Agreement. Consultant acknowledges that pursuant to the provisions of the Political Reform Act (Government Code Section 87100 et seq.), City may determine the Consultant to be a “consultant” as that term is defined by 2 California Code of Regulations Section 18700.3. In the event City makes such a determination, Consultant agrees to complete and file a “Statement of Economic Interest” with the City Clerk to disclose such financial interests as required by City. In such event, Consultant further agrees to require any other person doing work under this Agreement to complete and file a “Statement of Economic Interest” to disclose such other person’s financial interests as required by City.

7.6 Annual Appropriation of Funding. In accord with Article 16 Section 18 of the California Constitution, payment of compensation under this Agreement is contingent upon annual appropriation of funds by City for that purpose. Consultant acknowledges and agrees that to the Item Title: 10.9
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extent that the Services extend beyond one (1) fiscal year, payment for such Services is expressly conditioned on City’s annual appropriation of funds for such Services for each year. If no funds are appropriated then this Agreement shall be terminated. City pledges and agrees to process such appropriation requests annually and in good faith. Nothing in this Subsection shall be construed to limit the right of either Party to terminate this Agreement as provided herein.

SECTION 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Consultant.

8.2 Termination by Consultant. Consultant may cancel this Agreement upon 30 days’ written notice to City.

8.3 Consequences of Termination. In the event of termination, Consultant shall be entitled to compensation for the Services performed up to the date of termination; City, however, may condition payment of such compensation upon Consultant delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or City in connection with this Agreement.

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.

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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.

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.

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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 Subsection 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.

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 Subsection 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 laws of the State of California shall govern 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. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing Item Title: 10.9
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and shall not be a waiver of any other default concerning the same or any other provision 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 Pamela Dalcin-Walling (“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, Diego Guillen, Senior 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:

Dokken Engineering
Attn: Pamela Dalcin-Walling
110 Blue Ravine Rd
Folsom, Ca 95630
Any written notice to City shall be sent to the Contract Administrator at:

City of Menifee
29844 Haun Road
Menifee, CA 92586
Attn: «Staff_Contact», «Staff_Title»
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.

Item Title: 10.9
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__________________________________________
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.

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. 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 Item Title: 10.9
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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]
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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 Villa, City Manager
Attest:

Stephanie Roseen, City Clerk
Approved as to Form:

Jeffrey T. Melching, City Attorney

CONSULTANT
John A. Klemunes, Jr, President

Camran Sadeghi, Corporate Secretary
[Note: 2 officer’s signatures required if
Consultant is a corporation, unless provided
with a certificate of secretary in-lieu]
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EXHIBIT A.

EXHIBIT A

SCOPE OF SERVICES
Services shall include CIP24-04 ROMOLAND ELEMENTARY FOR DESIGN SERVICES in the amount not to exceed Five Hundred Eighty Three Thousand Seven Hundred Fifteen Dollars and Zero Cents ($583,715.00) as further detailed in the following page(s).

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EXHIBIT A.

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Agreement with Dokken Engineering for Environmental and Civil Design Services for the Romoland Elementary School – Active Transportation Program Project Item Page Number: 28

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RESOLUTION NO. 25-____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MENIFEE, CALIFORNIA, AMENDING THE FISCAL YEAR 2024/25 OPERATING BUDGET
WHEREAS, the City of Menifee, California, adopted a budget for Fiscal Year 2023/24 and Fiscal Year 2024/25 with Resolution 23-1341 on June 21st, 2023; 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 FY2024/25 budget as follows:

AMENDMENTS TO ADOPTED BUDGET:

Grant Fund 2301 Adopted FY 2024/25 Revenue Budget: $0.00

1. Record Appropriation(s):

CITY COUNCIL
MEETING DESCRIPTION ACCOUNT # AMOUNT
June 5, 2024 Mid-Cycle Budget Adjustments Various $633,759.00 July 1, 2024 FY2023/2024 Carryovers Various 7,234,726.44 July 17, 2024
Grant: National Opiate Litigation
Settlement
2301-00-XNC-XNCL-
000-00000-441000 38,384.38
July 17, 2024 Grant: Cannabis Tax Fund
2301-00-XNC-XNCL-
000-00000-441002 277,195.05
August 7, 2024
CalRecycle Cycle 16: Rubberized
Pavement Grant Program CIP 24-
21 (Menifee Resurfacing Project)
2301-00-XNC-XNCL-
000-00000-441002 92,500.00
September 18,
2024 Grant: Clean Air Day Microgrant
2301-28-XNC-XNCL-
000-00000-441004 500.00
October 2, 2024
Grant: Economic Development
Administration CEDS Grant
2301-00-XNC-XNCL-
000-00000-441000 40,000.00
October 2, 2024
Grant: BSCC Byrne State Crisis
Intervention Program
2301-00-XNC-XNCL-
000-00000-441002 112,512.00
November 6, 2024 Grant: OTS STEP
2301-28-XNC-XNCL-
000-00000-441002 216,000.00
November 6, 2024 Grant: COPS Microgrant
2301-28-XNC-XNCL-
000-00000-441000 51,949.00
November 6, 2024
Grant: Alcoholic Beverage Control
OTS
2301-28-XNC-XNCL-
000-00000-441002 32,100.00
November 6, 2024 Grant: PLHA Program
2301-28-XNC-XNCL-
000-00000-441002 646,059.00
January 15, 2025
Grant: DOE Equipment Rebate
Voucher
2301-28-XNC-XNCL-
000-00000-441000 146,570.00
February 5, 2025
Grant: ARPA funds appropriated
at Mid-year FY24/25
2301-28-XNC-XNCL-
000-00000-441000 80,000.00
February 19, 2025
Grant: NRPA Gender Equity in
Youth Sports
2301-28-XNC-XNCL-
000-17035-441005 20,000.00
March 5, 2025
Grant: LTCAP for CIP 13-04
(Bradley Rd Bridge)
2301-28-XNC-XNCL-
000-17039-441002 4,200,000.00
March 5, 2025
Grant: CPFCDS Program for CIP
13-04 (Bradley Rd Bridge)
2301-28-XNC-XNCL-
000-17038-441000 5,000,000.00
Item Title: 10.9
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Amending the Fiscal Year 2024/25 Grant Fund Budget
CalTrans Active Transportation Program (ATP) for CIP 24-04 Romoland Elementary ATP 2 4
9 8
1 0
Amended Grant Fund 2301 FY 2024/25 Revenue Budget: $19,349,254.87 Grant Fund 2301 Adopted FY 2024/25 Expenditure Budget: $0.00

2. Record Appropriation(s):

April 2, 2025
Grant: CalTrans ATP Cycle 6
for CIP 24-04 (Romoland ATP)
2301-28-XNC-XNCL-
000-17003-441002 527,000.00
TOTAL: $19,349,254.87

CITY COUNCIL
MEETING DESCRIPTION ACCOUNT # AMOUNT
June 5, 2024 Mid-Cycle Budget Adjustments Various $595,472.00 July 1, 2024 FY2023/2024 Carryovers Various 7,133,090.20 July 17, 2024
Grant: National Opiate Litigation
Settlement
2301-51-MPD-PDAM-
000-00000-658165 38,384.38
July 17, 2024 Grant: Cannabis Tax Fund
2301-51-MPD-PDAM-
000-00000-658211 277,195.05
August 7, 2024
CalRecycle Cycle 16: Rubberized
Pavement Grant Program CIP 24-
21 (Menifee Resurfacing Project)
2301-55-PWD-CIPS-
000-00000-658011 92,500.00
September 18,
2024 Grant: Clean Air Day Microgrant
2301-53-CSD-SWES-
000-00000-652844 500.00
October 2, 2024
Grant: Economic Development
Administration CEDS Grant
2301-50-ECD-XNCL-
000-00000-652832 40,000.00
October 2, 2024
Grant: BSCC Byrne State Crisis
Intervention Program
2301-51-MPD-PDAM-
000-00000-658174 112,512.00
November 6, 2024 Grant: OTS STEP
2301-51-MPD-PDAM-
000-00000-652426 216,000.00
November 6, 2024 Grant: COPS Microgrant
2301-51-MPD-PDAM-
000-00000-652429 51,949.00
November 6, 2024
Grant: Alcoholic Beverage Control
OTS
2301-51-MPD-PDAM-
000-00000-652428 32,100.00
November 6, 2024 Grant: PLHA Program
2301-52-CDD-PLNG-
000-00000-652843 646,059.00
January 15, 2025
Grant: DOE Equipment Rebate
Voucher
2301-55-PWD-CIPS-
000-00000-660010 146,570.00
2301-53-CSD-RECR-
000-17035-651011
…17035-651410
…17035-651500
…17035-652054
February 19, 2025
Grant: NRPA Gender Equity in
Youth Sports …17035-652800 20,000.00
March 5, 2025
Grant: LTCAP for CIP 13-04
(Bradley Rd Bridge)
2301-55-PWD-CIPS-
000-17039-760000 4,200,000.00
March 5, 2025
Grant: CPFCDS Program for CIP
13-04 (Bradley Rd Bridge)
2301-55-PWD-CIPS-
000-17038-760000 5,000,000.00
April 2, 2025
Grant: CalTrans ATP Cycle 6
for CIP 24-04 (Romoland ATP)
2301-55-PWD-CIPS-
000-17003-760020 527,000.00
TOTAL: $19,129,331.63
Item Title: 10.9
Agreement

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Dokken

Engineering

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Environmental

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Civil

Design

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Romoland

Elementary

School

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Active Transportation Program Project
Item Page Number: 30

Menifee Mayor and City Council
April 2, 2025
Page
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Amending the Fiscal Year 2024/25 Grant Fund Budget
CalTrans Active Transportation Program (ATP) for CIP 24-04 Romoland Elementary ATP 3 4
9 8
1 0
Amended Grant Fund 2301 FY 2024/25 Expenditure Budget: $19,129,331.63

3. Record Transfer of Funds:

FROM ACCOUNT # TO ACCOUNT # AMOUNT
TOTAL:

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MENIFEE DOES HEREBY RESOLVE AS FOLLOWS:

The annual budget for the Grant Fund 2301 for the City of Menifee for FY2024/25 is hereby increased and amended to reflect unanticipated revenues and expenditures as follows:

Revenues:

Grant: CalTrans ATP Cycle 6 for CIP 24-04 (Romoland Elementary ATP) $527,000.00 Amended Grant Fund 2301 FY2024/25 Budget $19,349,254.87

Expenditures:

Grant: CalTrans ATP Cycle 6 for CIP 24-04 (Romoland Elementary ATP) $527,000.00 $0 Amended Grant Fund 2301 FY2024/25 Budget $19,129,331.63 PASSED, APPROVED AND ADOPTED this 2nd day of April, 2025. _____________________________
Ricky Estrada, Mayor
ATTEST: APPROVED AS TO FORM:
____________________________ ____________________________ Stephanie Roseen, City Clerk Jeffrey T. Melching, City Attorney Item Title: 10.9
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Item Page Number: 31

Menifee Mayor and City Council
April 2, 2025
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CITY OF MENIFEE
F
iscal Year of Grant Award:_____________________________ Date City Council Approved :_____________________________ Grant Name:__________________________________________ Granting Agency:______________________________ __________ City Department:______________________________________ City Grant Administrator:________________________________ Grant Funding Period:__________________________________ Grant Type: Fed State Local Other Grant Purpose/City Program:

F
ederal Grant: If Pass-through Grant:

Federal Awarding Agency __________________________ Pass-through Agency_____________________________ Federal CFDA No.______________________________ Grant ID Number_____________________ Amount Awarded:____________________ City Matching Funds:____________________ Funding Method:_____________________ City Expenditure Account(s):_________________________________________________________________________________________ ____________________________________________________________________________________________________________________ City Revenue Account:_______________________________________________________________________________________________ R
eporting Requirements:

D
oes the funding agency require a compliance audit? ______________ I
f yes, what kind of reporting:_________________________________________________________________________________ D
oes the agency require a copy of the Single Audit report? ______________ C
an grant funds be carried over to other fiscal years? ______________ If yes, which years?_________________________ I
s allocated interest a grant requirement?_______________ This report is completed for each approved grant and forwarded along with the approved council agenda staff report to the Finance Department.

CITY OF MENIFEE

GRANT SUMMARY REPORT (GSR)

FINANCE DEPARTMENT
2024/2025
4/2/2025
CalTrans ATP Cycle 6-Romoland Elementary School
(CIP24-04)
Caltrans
Engineering- CIP
Diego Guillen
9-3-2023 to 11-12-2026
Construct pedestrian improvements within the vicinity of Romoland Elementary to close a critical gap in the pedestrian infrastructure and provide safe access to school. This will be accomplished by constructing: new curb, new gutter, new sidewalk, new AC pavement ,new signs and striping.

Project: Romoland Elementary Safe Routes to School
$527,000
$73,000
Reimbursement
2301-55-PWD-CIPS-000-17003-760020
2301-28-XNC-XNCL-000-17003-441002
Yes, quarterly progress reporting is required.

Yes
Progress reporting
No
Yes
FY2026/2027
No
✔
Item Title: 10.9
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Item Page Number: 32

Menifee Mayor and City Council
April 2, 2025
Page
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CITY OF MENIFEE
SUBJECT: Agreement with Dokken Engineering for the Environmental and Civil Design Services for the Watson Road at Harvest Valley Elementary School – Active Transportation Program Project
MEETING DATE: April 2, 2025
TO: Mayor and City Council
PREPARED BY: Diego Guillen, Senior Engineer
REVIEWED BY: Nick Fidler, Public Works Director
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------

RECOMMENDED ACTION

1. Approve and authorize the City Manager to execute a Professional Services Agreement with Dokken Engineering for Environmental and Civil Design Services for the Watson Road at Harvest Valley Elementary School – Active Transportation Program (ATP) project for a total not-to-exceed amount of $661,070; and

2. Adopt a budget amendment resolution appropriating $1,483,000 in revenues and expenditures in Grant Fund (Fund 2301) from the California Department of Transportation’s ATP Cycle 6 Program for the Project Specifications & Estimates (PS&E) and Right-of-Way (ROW) phases of the Project.

DISCUSSION
The Watson Road at Harvest Valley Elementary School – ATP project, Capital Improvement Program (CIP) Project No. 24-15 (“Project”) would construct sidewalks, crosswalks, bicycle lanes, and ADA ramps along Watson Road and Briggs Road. The proposed improvements would enhance safety along the major access routes to Harvest Valley Elementary School in alignment with the City’s Active Transportation Plan. The estimated total cost of the Project is just over $5.2 million.

On November 1, 2023, City Council accepted the California Department of Transportation’s (“Caltrans”) ATP Cycle 6 grant funds and adopted Resolution No. 23-1369, authorizing the City Manager to execute grant-related documents. City Council also approved an appropriation of $124,000 to the Project’s budget to support the Project Approval & Environmental Document (PA&ED) phase. Per Caltrans’ requirements, the grant funding would be allocated by phase as Item Title: 10.10
Agreement

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Valley Elementary School – Active Transportation Program Project Item Page Number: 1

Menifee Mayor and City Council
April 2, 2025
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City of Menifee Staff Report
CIP 24-15 Dokken PSE & ROW Agreement
April 2, 2025

2 6
0 8
the Project progresses. Table 1 below provides a summary of the funding by phase for the Project.

TABLE 1 – PROJECT FUNDING BY PHASE
Project Phase Anticipated
FY
Grant Fund
Allocation City Match Total Cost Project Status
PA&ED 23/24 $124,000 $26,000 $150,000 Completed
PS&E 24/25 $417,000 $83,000 $500,000 Pending
ROW 24/25 $1,066,000 $214,000 $1,280,000 Pending
CON 25/26 $2,747,000 $553,000 $3,300,000 Pending
TOTAL $4,354,000 $876,000 $5,230,000
On May 1, 2024, City Council approved a Professional Services Agreement (PSA) with Dokken Engineering (“Consultant”) for environmental and design support services for the PA&ED and ROW Engineering phases of the Project. Environmental requirements have been completed, and corresponding documents have been approved and submitted to the required agencies.

The Project is now ready to progress to the PS&E and ROW phases of the Project, and Caltrans has provided authorization to proceed.

Included in the Consultant’s scope of work for the PS&E phase would include utility coordination and the development of the project specifications, final plans, and cost estimates to prepare the Project for formal bidding for the construction phase. The PS&E phase of the Project is anticipated to cost a total of $498,245.00
The ROW phase would require the Consultant to conduct assessments of properties located within the Project area that may be impacted by the proposed improvements. The assessments would include obtaining title reports to determine fair market value, zoning laws, and legal status of the property. Coordination with property owners would also be included in the Consultant’s scope of work related to the ROW phase. These initial ROW Engineering costs are anticipated to cost a total of $162,825.00. The remaining ROW funding would be used to acquire any property necessary to proceed with the construction phase of the project and would be determined once all property assessments and negotiations were finalized.

The total costs for the PS&E and ROW Engineering tasks are expected to cost $661,070.

The amount of the proposed PSA exceeds the City Manager’s signing authority. Pursuant to Menifee Municipal Code §3.12.040, any contract amount that exceeds the City Manager’s signing authority shall be approved by the City Council.

STRATEGIC PLAN OBJECTIVE
Safe and Vibrant Community
Item Title: 10.10
Agreement

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Valley Elementary School – Active Transportation Program Project Item Page Number: 2

Menifee Mayor and City Council
April 2, 2025
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City of Menifee Staff Report
CIP 24-15 Dokken PSE & ROW Agreement
April 2, 2025

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FISCAL IMPACT
The total fiscal impact of the proposed PSA for the PS&E phase with the Consultant is for a total amount not-to-exceed $661,070. The ATP grant funds were previously accepted and the appropriation of the grant funds for the PS&E and ROW phases would result in a fiscal impact of $1,483,000 in revenues within the Grant Fund (2301-17003-441002) that would offset the appropriation in expenditures within the Grant Fund (2301-PWD-CIPS-760020) for the Project, as summarized in Tables 2 below.

TABLE 2 – PROJECT APPROPRIATIONS
Fund Project Account String Revenue
Budget
Expenditure
Budget
Grant Fund (PS&E) CIP24-15.2301.DES.CAE $417,000 $417,000 Grant Fund (ROW) CIP24-15.2301.ROW.CAE $1,066,000 $1,066,000 TOTAL $1,483,000 $1,483,000
The ATP program grant requires the City to provide a local match of $83,000 for the PS&E phase and $214,000 for the ROW phase, for a total match amount of $297,000, which is available in the existing Project budget within the Developer Impact Fee (DIF) – Circulation Fund (2526-PWD- CIPS-760020), as summarized in Table 3 below.

TABLE 3 – EXISTING PROJECT BUDGET
Fund Project Account String Available Budget Required Match DIF Citywide -
Circulation CIP24-04.2526.DES.CAE $850,095 $83,000
DIF Citywide -
Circulation CIP24-04.2526.ROW.CAE $850,095 $214,000
TOTAL $850,095 $297,000

ATTACHMENTS

1. Project Location Map

2. Agreement

3. Budget Amendment Resolution

4. Grant Summary Report
Item Title: 10.10
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Menifee Mayor and City Council
April 2, 2025
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74 Esri Community Maps Contributors, Loma Linda University, County of Riverside, California State Parks, © OpenStreetMap, Microsoft, Esri, HERE, Garmin, SafeGraph, GeoTechnologies, Inc, METI/NASA, USGS, Bureau of Land Management, EPA, NPS, US Census Bureau, USDA
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Path: E:\Project_Specific_Maps\Engineering_PublicWorks\WatsonRd_HarvestValleyElementaryATP\WatsonRd_HarvestValleyElementaryATP.aprx Date: 10/16/2023 Watson Rd at Harvest Valley Middle School ATP
(CIP 24-15)
Project Location Map
Item Title: 10.10
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April 2, 2025
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2905/031858-0001
21893110.1 a03/06/25

CITY OF MENIFEE

PROFESSIONAL SERVICES AGREEMENT
CIP24-15 HARVEST VALLEY ELEMENTARY FOR DESIGN SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and effective this ______ day of __________, 2025 (“Effective Date”) by and between the CITY OF MENIFEE, a California municipal corporation, (“City”) and DOKKEN ENGINEERING a California corporation (“Consultant”). City and Consultant may sometimes herein be referred to individually as a “Party” and collectively as the “Parties.”
SECTION 1. SERVICES.

Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in the Scope of Services, attached hereto as Exhibit A and incorporated herein by this reference (the “Services”). Consultant will perform subsequent task orders as requested by the Contract Administrator (as defined below), in accordance with the Scope of Services. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, this Agreement shall prevail.

1.1 Term of Services. The term of this Agreement shall begin on April 2, 2025 and shall end on June 30, 2026 unless the term of this Agreement is otherwise terminated or extended as provided for in Section 8. The time provided to Consultant to complete the Services required by this Agreement shall not affect City’s right to terminate this Agreement, as provided for in Section 8.

1.2 Standard of Performance. Consultant represents and warrants that Consultant is a provider of first class work and services and Consultant is experienced in performing the Services contemplated herein and, in light of such status and experience, Consultant shall perform the Services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession and to the sole satisfaction of the Contract Administrator.

1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform the Services pursuant to Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons.

1.4 Time. Consultant shall devote such time to the performance of the Services pursuant to this Agreement as may be reasonably necessary to satisfy Consultant’s obligations hereunder.

1.5 Authorization to Perform Services. Consultant is not authorized to perform any of the Services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator.

Item Title: 10.10
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1.6 Warranty. By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the Services, (ii) has carefully considered how the Services should be performed, and (iii) fully understands the facilities, difficulties, and restrictions attending performance of the Services.

1.7 Covid-19 Safety. If Consultant enters City property or meets in person with City employees during the performance of the Services, Consultant shall comply with all applicable emergency orders, directives, protocols, and best practices related to the COVID-19 pandemic, including, but not limited to: (A) wearing facial coverings, (B) maintaining adequate physical distancing when possible, (C) regular hand washing, and (D) regular hand sanitizing.

SECTION 2. COMPENSATION.

City hereby agrees to pay Consultant a sum not to exceed Six Hundred Sixty One Thousand Seventy Dollars and Zero Cents ($661,070.00) notwithstanding any contrary indications that may be contained in Consultant’s proposal, for the Services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail.

City shall pay Consultant for the Services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Consultant for the Services rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized in advance by City, Consultant shall not bill City for duplicate services performed by more than one person.

2.1 Invoices. Consultant shall submit invoices monthly during the term of this Agreement, based on the cost for the Services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information:
a. Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
b. The beginning and ending dates of the billing period; c. A “Task Summary” containing the original contract amount, the amount of prior billings, the total due this period, the balance available under this Agreement, and the percentage of completion;
d. At City’s option, for each item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person performing the Services, the hours spent by each person, a brief description of the Services, and each reimbursable expense; e. The total number of hours of work performed under this Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing the Services hereunder necessary to complete the Services described in Exhibit A; f. Receipts for expenses to be reimbursed;
g. The Consultant Representative’s signature.

Item Title: 10.10
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Menifee Mayor and City Council
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Invoices shall be submitted to:

City of Menifee
Attn: Accounts Payable
29844 Haun Road
Menifee, CA 92586

2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for the Services satisfactorily performed, and for authorized reimbursable costs incurred. City shall have thirty (30) days from the receipt of an invoice that complies with all of the requirements above to pay Consultant.

2.3 Retention of Funds, Final Payment. Consultant hereby authorizes City to retain and deduct from any amount payable to Consultant not exceeding five percent (5%) of the total compensation. The retained funds shall be paid to Consultant within sixty (60) days after final acceptance of the Services by the City and after Consultant has furnished City with full release of all undisputed payments under this Agreement. In the event there are any claims specifically excluded by Consultant from the operation of the release, City may retain proceeds of up to one hundred fifty percent (150%) of the amount in dispute. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Consultant to insure, indemnify, and protect City as provided in this Agreement. City shall pay the last five percent (5%) of the total amount due pursuant to this Agreement within sixty (60) days after completion of the Services and submittal to City of a final invoice, if all of the Services required have been satisfactorily performed.

2.4 Total Payment. City shall not pay any additional sum for any expense or cost whatsoever incurred by Consultant in rendering the Services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.

In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entirety of the Services performed pursuant to this Agreement, unless this Agreement is modified in writing prior to the submission of such an invoice.

2.5 Hourly Fees. Fees for the Services performed by Consultant on an hourly basis shall not exceed the amounts shown on the fee schedule included with Exhibit A.

2.6 Reimbursable Expenses. Reimbursable expenses are included within the maximum amount of this Agreement.

2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any federal or state taxes.

2.8 Payment upon Termination. In the event that City or Consultant terminates this Agreement pursuant to Section 8, City shall compensate Consultant for all outstanding costs and reimbursable expenses incurred for Services satisfactorily completed and for reimbursable expenses as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs and reimbursable expenses incurred to that date.

Item Title: 10.10
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SECTION 3. FACILITIES AND EQUIPMENT.

Except as otherwise provided, Consultant shall, at its sole cost and expense, provide all facilities and equipment necessary to perform the services required by this Agreement. City shall make available to Consultant only physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and the information in possession of City. The location, quantity, and time of furnishing those facilities shall be in the sole discretion of City. In no event shall City be required to furnish any facility or equipment that may involve incurring any direct expense, including but not limited to computer, long-distance telephone or other communication charges, vehicles, and reproduction facilities.

SECTION 4. INSURANCE REQUIREMENTS.

Before beginning any work under this Agreement, Consultant, at its own cost and expense, shall procure the types and amounts of insurance listed below and provide certificates of insurance, indicating that Consultant has obtained or currently maintains insurance that meets the requirements of this Section and which is satisfactory, in all respects, to City. Consultant shall maintain the insurance policies required by this Section throughout the term of this Agreement.

The cost of such insurance shall be included in Consultant’s compensation. Consultant shall not allow any subcontractor, consultant or other agent to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Consultant acknowledges the insurance policy must cover inter-insured suits between City and other insureds. Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which Consultant may be held responsible for the payment of damages to any persons or property resulting from Consultant activities or the activities of any person or persons for which Consultant is otherwise responsible nor shall it limit Consultant’s indemnification liabilities as provided in Section 5.

4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Consultant pursuant to the provisions of the California Labor Code. Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00) disease per employee, and ONE MILLION DOLLARS ($1,000,000.00) disease per policy. In the alternative, Consultant may rely on a self- insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the California Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or Consultant, if a program of self- insurance is provided, shall waive all rights of subrogation against City and its officers, officials, employees, and authorized volunteers for loss arising from the Services performed under this Agreement.

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4.2 Commercial General and Automobile Liability Insurance. a. General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage, for risks associated with the Services contemplated by this Agreement, TWO MILLION DOLLARS ($2,000,000.00) general aggregate, and TWO MILLION DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General Liability Insurance or an Automobile Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from the Services contemplated under this Agreement, including the use of hired, owned, and non-owned automobiles.
b. Minimum Scope of Coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 Code 2, 8, and 9. No endorsement shall be attached limiting the coverage. c. Additional Requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
(i) The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
(ii) Any failure of Consultant to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

4.3 Professional Liability Insurance.
a. General Requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing the Services pursuant to this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed professionals’ errors and omissions.

Any deductible or self-insured retention shall be shown on the Certificate. If the deductible or self-insured retention exceeds TWENTY-FIVE THOUSAND DOLLARS ($25,000), it must be approved in writing by City.
b. Claims-Made Limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
(i) The retroactive date of the policy must be shown and must be no later than the commencement of the Services.

Item Title: 10.10
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(ii) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after the expiration or termination of this Agreement or completion of the Services, so long as commercially available at reasonable rates. (iii) If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the Effective Date of this Agreement, Consultant must provide extended reporting coverage for a minimum of five (5) years after the expiration or termination of this Agreement or the completion of the Services. Such continuation coverage may be provided by one of the following: (1) renewal of the existing policy; (2) an extended reporting period endorsement; or (3) replacement insurance with a retroactive date no later than the commencement of the Services under this Agreement. City shall have the right to exercise, at Consultant’s sole cost and expense, any extended reporting provisions of the policy, if Consultant cancels or does not renew the coverage.
(iv) A copy of the claim reporting requirements must be submitted to City prior to the commencement of the Services under this Agreement.

4.4 All Policies Requirements.
a. Acceptability of Insurers. All insurance required by this Section is to be placed with insurers with a Bests’ rating of no less than A:VII and admitted in California. b. Verification of Coverage. Prior to beginning the Services under this Agreement, Consultant shall furnish City with certificates of insurance, additional insured endorsement or policy language granting additional insured status complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. The certificate of insurance must include the following reference: CIP24- 15 HARVEST VALLEY ELEMENTARY FOR DESIGN SERVICES The name and address for additional insured endorsements, certificates of insurance and notice of cancellation is: City of Menifee, 29844 Haun Road, Menifee, CA 92586. City must be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of Consultant. c. Notice of Reduction in or Cancellation of Coverage. Consultant shall provide written notice to City within ten (10) working days if: (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or self insured retention is increased. In the event any of said policies of insurance are cancelled, Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 4 to the Contract Administrator.
d. Additional Insured; Primary Insurance. City and its officers, employees, agents, and authorized volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of the Services performed by or on behalf of Consultant, including the insured’s general supervision of Consultant; products and completed operations of Consultant, as applicable; premises owned, occupied, or used by Consultant; and automobiles owned, leased, or used by Consultant in the course of providing the Services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded Item Title: 10.10
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to City or its officers, employees, agents, or authorized volunteers. The insurance provided to City as an additional insured must apply on a primary and non-contributory basis with respect to any insurance or self-insurance program maintained by City. Additional insured status shall continue for one (1) year after the expiration or termination of this Agreement or completion of the Services.

A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to City and its officers, officials, employees, and volunteers, and that no insurance or self-insurance maintained by City shall be called upon to contribute to a loss under the coverage.
e. Deductibles and Self-Insured Retentions. Consultant shall obtain the written approval of City for the self-insured retentions and deductibles before beginning any of the Services.

During the term of this Agreement, only upon the prior express written authorization of the Contract Administrator, Consultant may increase such deductibles or self- insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self-insured retention levels with a requirement that Consultant procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them.
f. Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
g. Variation. The Contract Administrator may, but is not required to, approve in writing a variation in the foregoing insurance requirements, upon a determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that City’s interests are otherwise fully protected.

4.5 Remedies. In addition to any other remedies at law or equity City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this Agreement; b. Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or c. Terminate this Agreement.

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SECTION 5. INDEMNIFICATION.

5.1 Indemnification for Professional Liability. Where the law establishes a professional standard of care for performance of the Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with counsel selected by City), and hold harmless City and any and all of its officers, employees, officials, volunteers, and agents from and against any and all claims, losses, costs, damages, expenses, liabilities, liens, actions, causes of action (whether in tort, contract, under statute, at law, in equity, or otherwise) charges, awards, assessments, fines, or penalties of any kind (including reasonable consultant and expert fees and expenses of investigation, costs of whatever kind and nature and, if Consultant fails to provide a defense for City, the legal costs of counsel retained by City) and any judgment (collectively, “Claims”) to the extent same are caused in whole or in part by any negligent or wrongful act, error, or omission of Consultant, its officers, agents, employees, or subcontractors (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement.

5.2 Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, protect, defend (with counsel selected by City), and hold harmless City, and any and all of its officers, employees, officials, volunteers, and agents from and against any and all Claims, where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant.

5.3 Limitation of Indemnification for Design Professionals. Notwithstanding any provision of this Section 5 to the contrary, design professionals, as that term is defined in Civil Code Section 2782.8, are required to defend and indemnify City only to the extent permitted by Civil Code Section 2782.8. The term “design professional” as defined in Section 2782.8, is limited to licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors, and the business entities that offer such services in accordance with the applicable provisions of the California Business and Professions Code. This Subsection 5.3 shall only apply to Consultant if Consultant is a “design professional” as that term is defined in Civil Code Section 2782.8.

5.4 Limitation of Indemnification. The provisions of this Section 5 do not apply to claims occurring as a result of City’s sole or active negligence. The provisions of this Section 5 shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officers, officials, employees, and agents acting in an official capacity.

SECTION 6. INDEPENDENT CONTRACTOR.

At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City. City shall have the right to control Consultant only insofar as the results of the Services rendered pursuant to this Agreement and assignment of personnel pursuant to Subsection 1.3; however, otherwise City shall not have the right to control the means by which Consultant accomplishes the Services rendered pursuant to this Agreement.

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The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Consultant shall not at any time or in any manner represent that it is or any of its officers, employees, or agents are in any manner officers, officials, employees, or agents of City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner. Except for the fees paid to Consultant as provided in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing the Services hereunder. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (“PERS”) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits.

SECTION 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Consultant and any subcontractor shall comply with all applicable local, state, and federal laws and regulations applicable to the performance of the work hereunder. Consultant shall not hire or employ any person to perform work within City or allow any person to perform the Services required under this Agreement unless such person is properly documented and legally entitled to be employed within the United States. Consultant acknowledges and agrees that it shall be independently responsible for reviewing the applicable laws and regulations and effectuating compliance with such laws. Consultant shall require the same of all subcontractors.

7.3 Prevailing Wages. Consultant acknowledges and agrees that it shall be independently responsible for reviewing the applicable prevailing wage laws and regulations and effectuating compliance with such laws, including, but not limited to the prevailing wage and related requirements set forth in this Subsection 7.3. Consultant shall bear all risks of payment or non-payment of prevailing wages under California law and/or the implementation of Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law. a. Public Work. Consultant hereby expressly acknowledges and agrees that City has never previously affirmatively represented to Consultant, its employees or agents in writing or otherwise that the Services are not a “public work,” as defined in Section 1720 of the Labor Code. It is agreed by the Parties that, in connection with the development, construction (as defined by applicable law) and operation of the Services, including, without limitation, any public work (as defined by applicable law), if any, Consultant shall bear all risks of payment or non- payment of state and/or federal prevailing wages and/or the implementation of Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law. To the extent applicable, City will enforce all penalties required by law for Consultant’s failure to pay prevailing wages.

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b. Labor Code of California. The Consultant’s attention is directed to Division 2, Part 7, Chapter 1 of the Labor Code of the State of California and especially to Article 2 (Wages); and Article 3 (Working Hours), thereof.
(i) In accordance with Sections 1773 and 1773.2 of the Labor Code, City has found and determined the general prevailing rates of wages in the locality in which the public work is to be performed are those determined by the Director of Industrial Relations and available at https://www.dir.ca.gov/OPRL/2022-1/PWD/Southern.html. Copies of the prevailing rates of wages are maintained with City’s principal office and are available to any interested party on request. Consultant shall post a copy of the prevailing rate of per diem wages at each job site. (ii) Consultant is aware of and will comply with the provisions of Labor Code Section 1776, including the keeping of payroll records and furnishing certified copies thereof in accordance with said Section. Pursuant to Labor Code Section 1771.4, Consultant must submit certified payroll records to the Labor Commissioner using the Department of Industrial Relations’ electronic certified payroll reporting (eCPR) system.
(iii) Pursuant to Labor Code Section 1810, it is stipulated hereby that eight (8) hours labor constitutes a legal day’s work hereunder. (iv) Pursuant to Labor Code Section 1815, work performed by employees of contractors in excess of eight (8) hours per day, and 40 hours during any one week, shall be permitted upon public work upon compensation for all hours worked in excess of eight (8) hours per day at not less than 1 ½ times the basic rate of pay. (v) Pursuant to Labor Code Section 1813, it is stipulated hereby that Consultant shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by Consultant or by any subcontractor hereunder for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one (1) calendar week in violation of the provisions of Article 3 (commencing with Section 1810), Chapter 1, Part 7, Division 2 of the Labor Code.
(vi) Consultant is aware of and will comply with the provisions of Labor Code Sections 1777.5 and 1777.6 with respect to the employment of apprentices. Pursuant to Section 1777.5 it is hereby stipulated that Consultant will be responsible for obtaining compliance therewith on the part of any and all sub-consultants or subcontractors employed by Consultant in connection with this Agreement.
(vii) Pursuant to Labor Code Section 1775, it is hereby stipulated that Consultant shall, as a penalty to City, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for the Services by Consultant or any sub-consultant or subcontractor. c. Bidding Eligibility. Pursuant to Labor Code Section 1771.1, no contractor or subcontractor (or consultant or subconsultant) may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations.

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d. DIR Monitoring. Pursuant to Labor Code Section 1771.4, Consultant is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
e. Indemnification Related to Prevailing Wages. Section 5, Indemnification, specifically encompasses Claims arising from or related to (i) the noncompliance by Consultant or any party performing the Services of any applicable local, state, and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wages and hire apprentices); (ii) the implementation of Labor Code Sections 1726 and 1781, as the same may be amended from time to time, or any other similar law; and/or (iii) failure by Consultant or any party performing the Services to provide any required disclosure or identification as required by Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.

7.4 Licenses and Permits, Fees and Assessments. Consultant represents, warrants, and covenants to City that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions, and perform the Services. Consultant represents, warrants, and covenants to City that Consultant and its employees, agents, and subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions, and perform the Services. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from City. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for Consultant’s performance of the Services, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed, or imposed against City hereunder.

7.5 Conflicts of Interest, Political Reform Act. Consultant represents, warrants, and covenants that Consultant presently has no interest, direct or indirect, which would interfere with or impair in any manner or degree the performance of Consultant’s obligations and responsibilities under this Agreement. Consultant further agrees that while this Agreement is in effect, Consultant shall not acquire or otherwise obtain any interest, direct or indirect, that would interfere with or impair in any manner or degree the performance of Consultant’s obligations and responsibilities under this Agreement. Consultant acknowledges that pursuant to the provisions of the Political Reform Act (Government Code Section 87100 et seq.), City may determine the Consultant to be a “consultant” as that term is defined by 2 California Code of Regulations Section 18700.3. In the event City makes such a determination, Consultant agrees to complete and file a “Statement of Economic Interest” with the City Clerk to disclose such financial interests as required by City. In such event, Consultant further agrees to require any other person doing work under this Agreement to complete and file a “Statement of Economic Interest” to disclose such other person’s financial interests as required by City.

7.6 Annual Appropriation of Funding. In accord with Article 16 Section 18 of the California Constitution, payment of compensation under this Agreement is contingent upon annual appropriation of funds by City for that purpose. Consultant acknowledges and agrees that to the Item Title: 10.10
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extent that the Services extend beyond one (1) fiscal year, payment for such Services is expressly conditioned on City’s annual appropriation of funds for such Services for each year. If no funds are appropriated then this Agreement shall be terminated. City pledges and agrees to process such appropriation requests annually and in good faith. Nothing in this Subsection shall be construed to limit the right of either Party to terminate this Agreement as provided herein.

SECTION 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Consultant.

8.2 Termination by Consultant. Consultant may cancel this Agreement upon 30 days’ written notice to City.

8.3 Consequences of Termination. In the event of termination, Consultant shall be entitled to compensation for the Services performed up to the date of termination; City, however, may condition payment of such compensation upon Consultant delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or City in connection with this Agreement.

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.

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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.

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.

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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 Subsection 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.

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 Subsection 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 laws of the State of California shall govern 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. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing Item Title: 10.10
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and shall not be a waiver of any other default concerning the same or any other provision 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 Pamela Dalcin-Walling (“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, Diego Guillen, Senior 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:

Dokken Engineering
Attn: Pamela Dalcin-Walling
110 Blue Ravine Rd
Folsom, Ca 95630
Any written notice to City shall be sent to the Contract Administrator at:

City of Menifee
29844 Haun Road
Menifee, CA 92586
Attn: Bryan Melton, Human Resources Analyst
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.

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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.

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. 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 Item Title: 10.10
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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]
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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 Villa, City Manager
Attest:

Stephanie Roseen, City Clerk
Approved as to Form:

Jeffrey T. Melching, City Attorney

CONSULTANT
John A. Klemunes, Jr, President

Camran Sadeghi, Corporate Secretary
[Note: 2 officer’s signatures required if
Consultant is a corporation, unless provided
with a certificate of secretary in-lieu]
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EXHIBIT A.

EXHIBIT A

SCOPE OF SERVICES
Services shall include CIP24-15 HARVEST VALLEY ELEMENTARY FOR DESIGN SERVICES in the amount not to exceed Six Hundred Sixty One Thousand Seventy Dollars and Zero Cents ($661,070.00)) as further detailed in the following page(s).

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2905/031858-0001
21893110.1 a03/06/25 EXHIBIT A.

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2905/031858-0001
21893110.1 a03/06/25 EXHIBIT A.

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2905/031858-0001
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EXHIBIT A.

Item Title: 10.10
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RESOLUTION NO. 25-____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MENIFEE, CALIFORNIA, AMENDING THE FISCAL YEAR 2024/25 OPERATING BUDGET
WHEREAS, the City of Menifee, California, adopted a budget for Fiscal Year 2023/24 and Fiscal Year 2024/25 with Resolution 23-1341 on June 21st, 2023; 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 FY2024/25 budget as follows:

AMENDMENTS TO ADOPTED BUDGET:

Grant Fund 2301 Adopted FY 2024/25 Revenue Budget: $0.00

1. Record Appropriation(s):

CITY COUNCIL
MEETING DESCRIPTION ACCOUNT # AMOUNT
June 5, 2024 Mid-Cycle Budget Adjustments Various $633,759.00 July 1, 2024 FY2023/2024 Carryovers Various 7,234,726.44 July 17, 2024
Grant: National Opiate Litigation
Settlement
2301-00-XNC-XNCL-
000-00000-441000 38,384.38
July 17, 2024 Grant: Cannabis Tax Fund
2301-00-XNC-XNCL-
000-00000-441002 277,195.05
August 7, 2024
CalRecycle Cycle 16: Rubberized
Pavement Grant Program CIP 24-
21 (Menifee Resurfacing Project)
2301-00-XNC-XNCL-
000-00000-441002 92,500.00
September 18,
2024 Grant: Clean Air Day Microgrant
2301-28-XNC-XNCL-
000-00000-441004 500.00
October 2, 2024
Grant: Economic Development
Administration CEDS Grant
2301-00-XNC-XNCL-
000-00000-441000 40,000.00
October 2, 2024
Grant: BSCC Byrne State Crisis
Intervention Program
2301-00-XNC-XNCL-
000-00000-441002 112,512.00
November 6, 2024 Grant: OTS STEP
2301-28-XNC-XNCL-
000-00000-441002 216,000.00
November 6, 2024 Grant: COPS Microgrant
2301-28-XNC-XNCL-
000-00000-441000 51,949.00
November 6, 2024
Grant: Alcoholic Beverage Control
OTS
2301-28-XNC-XNCL-
000-00000-441002 32,100.00
November 6, 2024 Grant: PLHA Program
2301-28-XNC-XNCL-
000-00000-441002 646,059.00
January 15, 2025
Grant: DOE Equipment Rebate
Voucher
2301-28-XNC-XNCL-
000-00000-441000 146,570.00
February 5, 2025
Grant: ARPA funds appropriated
at Mid-year FY24/25
2301-28-XNC-XNCL-
000-00000-441000 80,000.00
February 19, 2025
Grant: NRPA Gender Equity in
Youth Sports
2301-28-XNC-XNCL-
000-17035-441005 20,000.00
March 5, 2025
Grant: LTCAP for CIP 13-04
(Bradley Rd Bridge)
2301-28-XNC-XNCL-
000-17039-441002 4,200,000.00
March 5, 2025
Grant: CPFCDS Program for CIP
13-04 (Bradley Rd Bridge)
2301-28-XNC-XNCL-
000-17038-441000 5,000,000.00
Item Title: 10.10
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Amending the Fiscal Year 2024/25 Grant Fund Budget
CalTrans Active Transportation Program (ATP) for CIP 24-15 Harvest Valley Elementary ATP 2 4
9 8
1 0
Amended Grant Fund 2301 FY 2024/25 Revenue Budget: $20,305,254.87 Grant Fund 2301 Adopted FY 2024/25 Expenditure Budget: $0.00

2. Record Appropriation(s):

April 2, 2025
Grant: CalTrans ATP Cycle 6
for CIP 24-15 (Harvest Valley
ATP)
2301-28-XNC-XNCL-
000-17003-441002 1,483,000.00
TOTAL: $20,305,254.87

CITY COUNCIL
MEETING DESCRIPTION ACCOUNT # AMOUNT
June 5, 2024 Mid-Cycle Budget Adjustments Various $595,472.00 July 1, 2024 FY2023/2024 Carryovers Various 7,133,090.20 July 17, 2024
Grant: National Opiate Litigation
Settlement
2301-51-MPD-PDAM-
000-00000-658165 38,384.38
July 17, 2024 Grant: Cannabis Tax Fund
2301-51-MPD-PDAM-
000-00000-658211 277,195.05
August 7, 2024
CalRecycle Cycle 16: Rubberized
Pavement Grant Program CIP 24-
21 (Menifee Resurfacing Project)
2301-55-PWD-CIPS-
000-00000-658011 92,500.00
September 18,
2024 Grant: Clean Air Day Microgrant
2301-53-CSD-SWES-
000-00000-652844 500.00
October 2, 2024
Grant: Economic Development
Administration CEDS Grant
2301-50-ECD-XNCL-
000-00000-652832 40,000.00
October 2, 2024
Grant: BSCC Byrne State Crisis
Intervention Program
2301-51-MPD-PDAM-
000-00000-658174 112,512.00
November 6, 2024 Grant: OTS STEP
2301-51-MPD-PDAM-
000-00000-652426 216,000.00
November 6, 2024 Grant: COPS Microgrant
2301-51-MPD-PDAM-
000-00000-652429 51,949.00
November 6, 2024
Grant: Alcoholic Beverage Control
OTS
2301-51-MPD-PDAM-
000-00000-652428 32,100.00
November 6, 2024 Grant: PLHA Program
2301-52-CDD-PLNG-
000-00000-652843 646,059.00
January 15, 2025
Grant: DOE Equipment Rebate
Voucher
2301-55-PWD-CIPS-
000-00000-660010 146,570.00
2301-53-CSD-RECR-
000-17035-651011
…17035-651410
…17035-651500
…17035-652054
February 19, 2025
Grant: NRPA Gender Equity in
Youth Sports …17035-652800 20,000.00
March 5, 2025
Grant: LTCAP for CIP 13-04
(Bradley Rd Bridge)
2301-55-PWD-CIPS-
000-17039-760000 4,200,000.00
March 5, 2025
Grant: CPFCDS Program for CIP
13-04 (Bradley Rd Bridge)
2301-55-PWD-CIPS-
000-17038-760000 5,000,000.00
April 2, 2025
Grant: CalTrans ATP Cycle 6
for CIP 24-15 (Harvest Valley
ATP)
2301-55-PWD-CIPS-
000-17003-760020 1,483,000.00
Item Title: 10.10
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Amending the Fiscal Year 2024/25 Grant Fund Budget
CalTrans Active Transportation Program (ATP) for CIP 24-15 Harvest Valley Elementary ATP 3 4
9 8
1 0
Amended Grant Fund 2301 FY 2024/25 Expenditure Budget: $20,085,331.63

3. Record Transfer of Funds:

FROM ACCOUNT # TO ACCOUNT # AMOUNT
TOTAL:

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MENIFEE DOES HEREBY RESOLVE AS FOLLOWS:

The annual budget for the Grant Fund 2301 for the City of Menifee for FY2024/25 is hereby increased and amended to reflect unanticipated revenues and expenditures as follows:

Revenues:

Grant: CalTrans ATP Cycle 6 for CIP 24-15 (Harvest Valley ATP) $1,483,000.00 Amended Grant Fund 2301 FY2024/25 Budget $20,305,254.87

Expenditures:

Grant: CalTrans ATP Cycle 6 for CIP 24-15 (Harvest Valley ATP) $1,483,000.00 $0 Amended Grant Fund 2301 FY2024/25 Budget $20,085,331.63 PASSED, APPROVED AND ADOPTED this 2nd day of April, 2025. _____________________________
Ricky Estrada, Mayor
ATTEST: APPROVED AS TO FORM:
____________________________ ____________________________ Stephanie Roseen, City Clerk Jeffrey T. Melching, City Attorney TOTAL: $20,085,331.63
Item Title: 10.10
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CITY OF MENIFEE
F
iscal Year of Grant Award:_____________________________ Date City Council Approved :_____________________________ Grant Name:__________________________________________ Granting Agency:______________________________ __________ City Department:______________________________________ City Grant Administrator:________________________________ Grant Funding Period:__________________________________ Grant Type: Fed State Local Other Grant Purpose/City Program:

F
ederal Grant: If Pass-through Grant:

Federal Awarding Agency __________________________ Pass-through Agency_____________________________ Federal CFDA No.______________________________ Grant ID Number_____________________ Amount Awarded:____________________ City Matching Funds:____________________ Funding Method:_____________________ City Expenditure Account(s):_________________________________________________________________________________________ ____________________________________________________________________________________________________________________ City Revenue Account:_______________________________________________________________________________________________ R
eporting Requirements:

D
oes the funding agency require a compliance audit? ______________ I
f yes, what kind of reporting:_________________________________________________________________________________ D
oes the agency require a copy of the Single Audit report? ______________ C
an grant funds be carried over to other fiscal years? ______________ If yes, which years?_________________________ I
s allocated interest a grant requirement?_______________ This report is completed for each approved grant and forwarded along with the approved council agenda staff report to the Finance Department.

CITY OF MENIFEE

GRANT SUMMARY REPORT (GSR)

FINANCE DEPARTMENT
2024/2025
4/2/2025
CalTrans ATP Cycle 6-Harvest Valley
Elementary School (CIP24-15)
Caltrans
Engineering- CIP
Diego Guillen
9-3-2023 to 11-12-2026
Construction of sidewalks, crosswalks, bicycle lanes and ADA ramps along Watson Road and Briggs Road - major access routes to the Harvest Valley Elementary School.

Project:Harvest Valley Elementary Safe Routes to School $1,483,000
$297,000
Reimbursement
2301-55-PWD-CIPS-000-17023-760020
2301-28-XNC-XNCL-000-17023-441002
Yes, quarterly progress reporting is required.

Yes
Progress reporting
No
Yes
FY2026/2027
No
✔
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CITY OF MENIFEE
SUBJECT: Agreement with the County of Riverside for Slurry Seal Improvements
MEETING DATE: April 2, 2025
TO: Mayor and City Council
PREPARED BY: Carlos Geronimo, Engineering Manager
REVIEWED BY: Nick Fidler, Public Works Director
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------

RECOMMENDED ACTION

1. Approve and authorize the City Manager to execute a Service Agreement with the County of Riverside Transportation Department in an amount of $250,010 to perform slurry seal improvements on behalf of the City along portions of Lindenberger Road, Menifee Road, Scott Road, and Briggs Road.

DISCUSSION
The County of Riverside Transportation Department (“County”) plans for the completion of annual resurfacing projects within its operating jurisdiction. The projects may include improvements of roadways where City and County boundaries meet, or jurisdiction of a roadway is shared. The County has planned slurry seal improvements in Fiscal Year (FY) 2025/2026 along four roadway segments which would include Lindenberger Road at Scott Road to 2154 feet south of Scott Road, Menifee Road at Scott Road to 2611 feet south of Scott Road, Scott Road from Menifee Road to Lindenberger Road, and Briggs Road from Highway 74 to McLaughlin Road.

City staff and the County have coordinated on similar roadway improvement projects in the past.

By allowing the County to complete the improvements, the City is able to take advantage of economies of scale in project mobilization and material pricing while also minimizing traffic impacts that would otherwise occur if separate projects were undertaken. The City and County must enter into a Service Agreement that would authorize the County to proceed with the improvements and memorialize the roles, responsibilities, and reimbursement requirements for each agency.

As outlined in the Service Agreement, the City would be responsible for reimbursing the County a total of $250,010 for the cost of the improvements. Annual resurfacing projects are programmed into the City’s Capital Improvement Program (CIP) as part of the Pavement Management Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 1

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City of Menifee Staff Report
County Service Agreement for Slurry Seal Improvements
April 2, 2025

2 5
7 7
Program. The City would program the cost to reimburse the County for the slurry seal improvements in its FY 2025/2026 Slurry Seal Program Project. The estimated project costs are summarized in Table 1 below.

TABLE 1 – ESTIMATED RESURFACING COST
Task Cost
Construction (Engineer’s Estimate) $220,010
Ancillary Services (Inspection & Materials Testing) $30,000 Total $250,010*
*Final construction costs will be determined upon the County’s receipt of bids.

The amount of the proposed Agreement exceeds the City Manager’s signing authority. Pursuant to Menifee Municipal Code §3.12.040, any contract amount that exceeds the City Manager’s signing authority shall be approved by the City Council.

STRATEGIC PLAN OBJECTIVE
Connectivity and Mobility

FISCAL IMPACT
The fiscal impact of the proposed Service Agreement is for a total estimated amount of $250,010 which would be programmed in the future CIP budget for the FY 2025/2026 Slurry Seal Project, Project No. PMP 26-01 in the Measure A Fund (2220-PWD-CIPS-658011).

Upon completion of the resurfacing projects by the County, the funds would be requested, and the City would pay from the specified CIP account.

ATTACHMENTS

1. Project Location Map

2. Service Agreement
Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 2

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Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 9 1 2
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29 EXHIBIT A

VICINITY/ CITY PROJECT MAP

Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 3

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29 SERVICE AGREEMENT BY AND BETWEEN

COUNTY OF RIVERSIDE
AND

CITY OF MENIFEE
FOR
LINDENBERGER RD., MENIFEE RD., SCOTT RD., AND BRIGGS RD. SLURRY SEAL IMPROVEMENTS This Agreement is entered into this ______ day of ______________________, 20__, by and between the County of Riverside, a political subdivision of the State of California, on behalf of its Transportation Department (hereinafter "COUNTY") and the City of Menifee, a municipal corporation, (hereinafter “CITY”) for slurry seal improvements located within the jurisdictional boundaries of CITY. The COUNTY and CITY are sometimes hereinafter referred to individually as a “PARTY” and collectively as the “PARTIES”.

RECITALS
A. WHEREAS, CITY has determined to seal the existing asphalt surface on Lindenberger Road, Menifee Road, Scott Road, and Briggs Road, which consists of the following segments: segment 1 is Lindenberger Road from Scott Road to 2154’ S Scott Road (approximately 2154 linear feet by 16 feet wide), segment 2 is Menifee Road from Scott Road to 2611’ S Scott Road (approximately 2611 linear feet by 40 feet wide), segment 3 is Scott Road from Menifee Road to Lindenberger Road (approximately 2585 linear feet by 58 feet wide), segment 4 is Briggs Road from SH-74 to Mc Laughlin Road (approximately 2632 linear feet by 40 feet wide) in the Menifee area of Riverside County (hereinafter “CITY PROJECT”).

B. WHEREAS, CITY has determined that it requires construction services to place the slurry seal on Lindenberger Road, Menifee Road, Scott Road and Briggs Road as shown in Exhibit A and that a slurry seal will be applied that consists of the application of a mixture of water, asphalt emulsion, aggregate, and chemical additives to an existing asphalt concrete pavement surface.

C. WHEREAS, COUNTY is fully qualified to administer the work that includes traffic control, rout and seal random cracks, replacement of any pavement markings, including cross walks, striping and raised pavement markers.

Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 4

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Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 2 1 2
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29 D. WHEREAS, COUNTY has slurry seal improvement projects within the jurisdictional boundaries of COUNTY along the COUNTY and CITY boundary, which slurry seal improvement projects are sometimes hereinafter referred to collectively as “COUNTY PROJECT”.

E. WHEREAS, CITY will benefit from the cost savings associated with a larger improvement project, and CITY desires to work with the COUNTY to construct the CITY PROJECT, together with the COUNTY PROJECT since COUNTY has extensive experience in the development and implementation of similar type projects.

F. WHEREAS, COUNTY will therefore provide the administrative, technical, managerial, and support services necessary for the implementation of the CITY PROJECT as part of the COUNTY PROJECT.

G. WHEREAS, COUNTY and CITY desire to define herein the terms and conditions under which said CITY PROJECT is to be administered, engineered, coordinated, and constructed.

AGREEMENT
NOW THEREFORE, in consideration of the mutual promises contained herein, the PARTIES hereto agree as follows:

SECTION 1 • COUNTY AGREES to:

1. Act as the lead agency on behalf of the CITY for the overall implementation of the CITY PROJECT. The COUNTY is providing services on a reimbursable basis and has no obligation to fund any portion of the CITY PROJECT. Nothing in this Agreement is intended to commit the COUNTY to provide replacement funding for or to continue with the CITY PROJECT, if funds are not available.

2. Furnish CITY with Maps, Plans, Specifications & Estimate (PS&E) documents for the CITY PROJECT.

Final plans for improvements are prepared to COUNTY standards and signed by a Civil Engineer registered in the State of California. Deviations from standards shall be coordinated with and approved by CITY.

COUNTY shall not begin construction within CITY until CITY has approved the CITY PROJECT portion of the PS&E documents, which approval shall not be unreasonably withheld.

3. Direct COUNTY’s contractor to identify any existing surface utility facilities within the limits of the CITY PROJECT and to protect the facilities as detailed in the Special Provisions of the PS&E.

4. Direct COUNTY’s contractor to make written application to CITY for an encroachment permit authorizing entry into CITY right of way for the purposes of constructing COUNTY PROJECT and CITY PROJECT.

Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 5

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29 5. Advertise, award, and administer a public works contract for the construction of the COUNTY PROJECT and the CITY PROJECT in accordance with all applicable federal, state or local statutes, ordinances, orders, governmental requirements, laws or regulations, including but not limited to the local agency public construction codes, California Labor Code, and California Public Contract Code, and in accordance with the encroachment permits issued by CITY.

6. Furnish a representative to perform the function of Resident Engineer during construction of CITY PROJECT.

7. Furnish qualified support staff to assist the Resident Engineer in, but not limited to, construction surveys, soils and compaction tests, measurement and computation of quantities, testing of construction materials, checking submittals, preparation of estimates and reports, preparation of as-built drawings, and other inspection and staff services necessary to assure that the construction is performed in accordance with the PS&E documents.

8. Construct the CITY PROJECT in accordance with approved PS&E documents.

9. Submit any contract change order that causes the construction contract to exceed 10% of the contract bid amount for CITY PROJECT improvements to CITY for review and approval prior to final authorization by COUNTY. If any contract change order causes the construction contract to change by less than 10% of the bid amount for CITY PROJECT, COUNTY is authorized by CITY’s approval of this Agreement to move forward with such change.

10. Furnish CITY a final reconciliation of CITY PROJECT expenses within ninety (90) days following the completion and acceptance of the COUNTY PROJECT and CITY PROJECT construction contract. If final costs associated with the CITY PROJECT are in excess of the Deposit provided in Section 2, COUNTY shall include a final bill with the financial reconciliation. If final costs associated with the CITY PROJECT are less than the Deposit provided in Section 2, COUNTY shall include a reimbursement for the difference with the financial reconciliation.

11. Provide CITY one complete set of reproducible as-built plans and all contract documents including calculations, estimates, and other documents produced as part of this contract within ninety (90) days after completion and acceptance of the CITY PROJECT.

Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 6

Menifee Mayor and City Council
April 2, 2025
Page
231 of 1198

Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 4 1 2
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29 SECTION 2 • CITY AGREES to:

1. Fund one hundred percent (100%) of the cost of the CITY PROJECT, as shown in Exhibit “B”. CITY agrees that should unforeseen circumstances arise which result in an increase of any costs over those shown in Exhibit “B”, CITY will pay such costs pursuant to Subsection 9 and Subsection 10 of Section 1.

2. Deposit with COUNTY, prior to COUNTY start of work and upon written request by COUNTY, Two Hundred Fifty Thousand Ten Dollars and Zero Cents ($250,010.00) (the “Deposit”), which represents one hundred percent (100%) of the estimated costs to complete construction including construction administration, inspection and materials testing and contingency for CITY PROJECT, as provided in Exhibit “B”.

3. Prepare and approve CEQA clearance for the CITY PROJECT.

4. Issue, at no cost to COUNTY or its contractor, upon proper application by COUNTY or COUNTY’s contractor, an encroachment permit authorizing entry onto CITY right-of-way to complete construction, including traffic control, construction survey, inspection and materials testing for the COUNTY PROJECT and CITY PROJECT.

5. Provide at no cost to the COUNTY, oversight of the CITY PROJECT, to provide prompt reviews and approvals, as appropriate, of submittals by COUNTY, and to cooperate in timely processing of the CITY PROJECT.

6. Provide at no cost to COUNTY, a representative to coordinate and assist the COUNTY Resident Engineer during the construction of the CITY PROJECT and to verify facilities are constructed as required by this Agreement.

7. Pay COUNTY for any final costs associated with the CITY PROJECT that are in excess of the Deposit as determined pursuant to Subsection 10 of Section 1.

SECTION 3 • IT IS MUTUALLY AGREED AS FOLLOWS:

1. If upon opening of bids for construction of the CITY PROJECT the bids indicate a cost overrun of no more than ten percent (10%) of the construction cost estimate will occur, as described in Exhibit “B”, COUNTY may award the contract.

2. If upon opening of bids it is found that a cost overrun exceeding ten percent (10%) of the construction cost estimate will occur, COUNTY and CITY shall endeavor to agree upon an alternative course of action. If, Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 7

Menifee Mayor and City Council
April 2, 2025
Page
232 of 1198

Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 5 1 2
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29 after fourteen (14) calendar days from the date of bid opening, an alternative course of action is not agreed upon, this Agreement shall be deemed to be terminated by mutual consent. COUNTY shall reimburse CITY with any unspent portion of the Deposit within forty-five (45) days of termination.

3. COUNTY and CITY acknowledge and agree that any funding shortfall for the completion of the CITY PROJECT will be the sole responsibility of CITY. Nothing in this Agreement is intended to commit the COUNTY to funding any portion of CITY PROJECT or shall be construed as obligating the COUNTY to provide replacement funding for any anticipated funding or to continue with the CITY PROJECT, if funds are no longer available. In the event that adequate funds are not available to move forward or to complete CITY PROJECT, PARTIES agree to meet and confer and collectively work to identify adequate funding for CITY PROJECT.

4. The total cost to CITY to complete construction, including construction administration, inspection and materials testing and a contingency for CITY PROJECT is estimated to be Two Hundred Fifty Thousand Ten Dollars and Zero Cents ($250,010.00) as detailed in Exhibit “B”.

5. COUNTY shall not be obligated to commence the CITY PROJECT until after receipt of CITY's Deposit as required in Section 2.

6. Construction by COUNTY of improvements for CITY PROJECT shall not be commenced until an Encroachment Permit to COUNTY, or COUNTY's contractor, authorizing such work has been issued by CITY.

7. COUNTY shall cause COUNTY's contractor to maintain in force, until completion and acceptance of the slurry seal improvements, a policy of Commercial Liability Insurance, including coverage of Bodily Injury Liability and Property Damage Liability, in the amount of $2,000,000 minimum single limit coverage, and a policy of Automobile Liability Insurance in the amount of $1,000,000 minimum. Endorsements to each policy shall be required which name CITY, its officers, agents and employees, as additionally insured.

COUNTY shall also require COUNTY's contractor to maintain Worker's Compensation Insurance.

COUNTY shall cause COUNTY’s contractor to provide Certificates of Insurance and Additional Insured Endorsements which meet the requirements of this section to CITY prior to the start of construction.

8. Ownership and title to all materials, equipment, and appurtenances installed as part of this Agreement will Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 8

Menifee Mayor and City Council
April 2, 2025
Page
233 of 1198

Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 6 1 2
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29 be automatically vested with the jurisdiction in which the improvements reside, and no further agreement will be necessary to transfer ownership.

9. CITY shall be responsible for the maintenance of the improvements provided by CITY PROJECT within CITY right of way except as specified in this Agreement or future agreements.

10. No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by all PARTIES and no oral understanding or agreement not incorporated herein shall be binding on each PARTY hereto.

11. Neither COUNTY nor any officer or employee thereof shall be responsible for any damage or liability occurring by reason of any act or omission of CITY under or in connection with any work, authority or jurisdiction delegated to CITY under this Agreement. It is further agreed that pursuant to Government Code Section 895.4, CITY shall fully indemnify and hold COUNTY harmless from any liability imposed for injury (as defined by Government Code Section 810.8) occurring by reason of any act or omission of CITY under or in connection with any work, authority or jurisdiction delegated to CITY under this Agreement.

12. Neither CITY nor any officer or employee thereof shall be responsible for any damage or liability occurring by reason of any act or omission of COUNTY under or in connection with any work, authority or jurisdiction delegated to COUNTY under this Agreement. It is further agreed that pursuant to Government Code Section 895.4, COUNTY shall fully indemnify and hold CITY harmless from any liability imposed for injury (as defined by Government Code Section 810.8) occurring by reason of any act or omission of COUNTY under or in connection with any work, authority or jurisdiction delegated to COUNTY under this Agreement.

13. In the event that CITY defaults in the performance of any of its obligations under this Agreement or materially breaches any of the provisions of this Agreement, the COUNTY shall have the option to terminate this Agreement upon ninety (90) days written notice to CITY.

14. CITY and COUNTY shall retain or cause to be retained for audit, all records and accounts relating to the CITY PROJECT for a period of minimum three (3) years from the date of Notice of Completion of the CITY PROJECT.

15. This Agreement shall be solely for the benefit of the PARTIES hereto and no other person or entity shall be a third-party beneficiary hereof.

Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 9

Menifee Mayor and City Council
April 2, 2025
Page
234 of 1198

Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 7 1 2
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29 16. This Agreement may be executed in any number of counterparts, each of which will be an original, but all of which together will constitute one instrument. Each PARTY to this Agreement agrees to the use of electronic signatures, such as digital signatures that meet the requirements of the California Uniform Electronic Transactions Act ((“CUETA”) Cal. Civ. Code §§ 1633.1 to 1633.17), for executing this Agreement. The PARTIES further agree that the electronic signatures of the PARTIES included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. Electronic signature means an electronic sound, symbol, or process attached to or logically associated with an electronic record and executed or adopted by a person with the intent to sign the electronic record pursuant to the CUETA as amended from time to time. The CUETA authorizes use of an electronic signature for transactions and contracts among parties in California, including a government agency. Digital signature means an electronic identifier, created by computer, intended by the PARTY using it to have the same force and effect as the use of a manual signature, and shall be reasonably relied upon by the PARTIES. For purposes of this section, a digital signature is a type of "electronic signature" as defined in subdivision (i) of Section 1633.2 of the Civil Code.

17. All notices, demands, invoices, and other communications required or permitted hereunder shall be in writing and delivered to the following addresses or such other address as the PARTIES may designate:

COUNTY: CITY:

Riverside County Transportation Department City of Menifee Attn: Dennis Acuna Attn: Nick Fidler
Director of Transportation Director of Public Works
4080 Lemon Street, 8th Floor 29844 Haun Road
Riverside, CA 92501 Menifee, CA 92586
Phone: (951) 955-6740 Phone: (951) 723-3703
[Signature Page Follows]
Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 10

Menifee Mayor and City Council
April 2, 2025
Page
235 of 1198

Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 8 1 2
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29 APPROVALS
COUNTY Approvals
RECOMMENDED FOR APPROVAL:

Dennis Acuna
Director of Transportation
APPROVED AS TO FORM:

COUNTY COUNSEL

By______________________________________

DANIELLE MALAND
Deputy County Counsel

APPROVAL BY THE BOARD OF SUPERVISORS
_______________________________________

PRINTED NAME
Chair, Riverside County Board of Supervisors
ATTEST:
_______________________________________
KIMBERLY A. RECTOR
Clerk of the Board (SEAL)
CITY OF MENIFEE Approvals
APPROVED BY:
_____________________________________

PRINTED NAME
City Manager
APPROVED AS TO FORM:
_____________________________________

PRINTED NAME
City Attorney
ATTEST:
_____________________________________

PRINTED NAME
City Clerk
Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 11

Menifee Mayor and City Council
April 2, 2025
Page
236 of 1198

Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 9 1 2
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29 EXHIBIT A

VICINITY/ CITY PROJECT MAP
Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 12

Menifee Mayor and City Council
April 2, 2025
Page
237 of 1198

Lindenberger Rd., Menifee Rd., Scott Rd., and Briggs Rd. Slurry Seal Improvements County of Riverside & City of Menifee Service Agreement 10 1 2
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29 EXHIBIT B

CITY PROJECT BUDGET
ESTIMATED COSTS:

TASK COSTS
Construction $200,010.00
Contingency $20,000.00
Administration, Inspection & Materials Testing $30,000.00 TOTAL COST $250,010.00
Item Title: 10.11
Agreement with the County of Riverside for Slurry Seal Improvements Item Page Number: 13

Menifee Mayor and City Council
April 2, 2025
Page
238 of 1198

CITY OF MENIFEE
SUBJECT: Agreement with Meritage Homes of California Inc., for Modifications to the Traffic Signal at Menifee Road and McCall Boulevard
MEETING DATE: April 2, 2025
TO: Mayor and City Council
PREPARED BY: Chet Robinson, Principal Engineer
REVIEWED BY: Nick Fidler, Public Works Director
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------

RECOMMENDED ACTION

1. Approve and authorize the City Manager to execute an In Lieu Fee Agreement with Meritage Homes of California, Inc., for developer fee payment in the amount of $15,840 in lieu of constructing modifications to the existing traffic signal located at Menifee Road and McCall Boulevard.

DISCUSSION
Meritage Homes of California, Inc., a California Corporation (Meritage), is the developer of Stone Creek Tract Map 36365; a residential housing tract consisting of 224 lots located at the southeast intersection of Grand Avenue and Leon Road in the County of Riverside. As part of the development’s requirements, Meritage was conditioned to modify an existing traffic signal to add a southbound right-turn overlap at the intersection of Menifee Road and McCall Boulevard within the City of Menifee.

Future modifications are also planned at the traffic signal as conditioned for the McCall Square project (Parcel Map 37624)(“Project”). The McCall Square project work would include a more comprehensive modification to the traffic signal. As such, the City has requested that Meritage pay an in-lieu fee for their conditioned improvement, rather than construct it ahead of the McCall Square project modification. The in-lieu payment amount would then be available to support the required modifications at the time of the McCall Square project traffic signal work.

Meritage has agreed to provide the City with a payment in the amount of $15,840 in lieu of modifying the traffic signal. The proposed In Lieu Fee Agreement (“Agreement”) memorializes the in lieu payment between Meritage and the City. If approved, Meritage would provide immediate payment to the City in the full amount of the in-lieu fee.

Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 1

Menifee Mayor and City Council
April 2, 2025
Page
239 of 1198

City of Menifee Staff Report
In Lieu Fee Agreement for TM36365, Meritage Homes
April 2, 2025

2 6
1 6

STRATEGIC PLAN OBJECTIVE
Safe and Attractive Community

FISCAL IMPACT
There is no fiscal impact associated with the recommended action. All costs for development and review of the Agreement have been borne by the developer. The payment received by the City would in turn be used by another developer to provide the traffic signal modifications.

ATTACHMENTS

1. Project Map

2. Agreement
Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 2

Menifee Mayor and City Council
April 2, 2025
Page
240 of 1198

PROJECT MAP

MCCALL SQUARE

PROJECT SITE
Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 3

Menifee Mayor and City Council
April 2, 2025
Page
241 of 1198

TRAFFIC SIGNAL IN LIEU FEE AGREEMENT

BY AND BETWEEN
THE CITY OF MENIFEE AND MERITAGE HOMES OF CALIFORNIA INC.

This TRAFFIC SIGNAL IN LIEU FEE AGREEMENT (this "Fee Agreement"), entered into this ___ day of ____ , 2025, between the CITY OF MENIFEE, a California municipal corporation, hereinafter referred to as the "City," and MERITAGE HOMES OF CALIFORNIA, INC., a California corporation, hereinafter referred to as the "Developer."

RECITALS
A. Developer is the developer of the Stone Creek project, which consists of 224 single family detached homes with Tract Map No. 36365 generally located at the South East intersection of Grand Ave and Leon Rd in the County of Riverside ("Project").

8. The Project was conditioned by the County of Riverside to revise a traffic signal at Menifee Road and McCall Boulevard ("Traffic Signal") to add a southbound right­ turn overlap due to traffic impacts on the roadway from the Project.

C. Due to the development of another project at the northwest corner of the intersection of McCall Boulevard and Menifee Road which would include a more comprehensive update to the intersection, the City has determined that collecting an in­ lieu fee from Developer would be more advantageous for the public health, safety, and welfare.

D. The City has conducted a cost estimate of the work related to the Traffic Signal revisions and seeks payment of the estimated cost of the work in lieu of allowing Developer to make physical revisions to the Traffic Signal.

AGREEMENT
NOW, THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, and the mutual promises contained herein, it is agreed as follows:

1. herein.

Recitals. The recitals above are true and correct and are incorporated fully

2. In Lieu Fee Paid By Developer. The Developer shall pay the total probable cost of the Traffic Signal Revision of Fifteen Thousand, Eight Hundred and Forty Dollars ($15,840.00) to the City no later than ______ , 202_, as established in the Engineer's Estimate of Probable Cost Traffic Signal Installation Menifee Road at McCall Boulevard attached hereto and incorporated herein as Exhibit A.

3. Traffic Signal Revision. Developer's payment in full for the Traffic Signal revision shall be deemed by the City to meet the conditions of approval as imposed by 2671/031858-3006
20376771.1 a02/10/25 1
Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 4

Menifee Mayor and City Council
April 2, 2025
Page
242 of 1198

the County of Riverside for the Project.

4. Integration. This Agreement reflects the complete understanding of the parties with respect to the subject matter hereof.

5. Indemnification. The Developer agrees to protect, indemnify, defend and hold the City, and its respective officers, employees and agents, and each of them, harmless from and against any and all claims, losses, expenses, suits, actions, decrees, judgments, awards, attorney's fees, and court costs (collectively "Damages") that the City, or its respective officers, employees and agents, or any combination thereof, may suffer or that may be sought against or recovered or obtained from the City, or its respective officers, employees or agents, or any combination thereof, as a result of or by reason of or arising out of or in consequence of the untruth or inaccuracy of any representation or warranty made by the Developer in this Agreement or in any certifications delivered by the Developer hereunder. If the Developer fails to do so, the City shall have the right, but not the obligation, to defend the same and charge all of the direct or incidental costs of such defense, including any reasonable attorneys' fees or court costs, to and recover the same from the Developer. Notwithstanding the foregoing, neither the City nor its respective officers, employees, or agents shall be indemnified, defended or held harmless against such Damages to the extent that such Damages have been caused by their sole active negligence or sole willful misconduct.

6. Other Obligations. Nothing contained herein shall be construed as affecting the Developer's respective duty to perform its respective obligations under other agreements, land use regulations, or subdivision requirements relating to the development of the Project, which obligations are and shall remain independent of the Developer's rights and obligations, and the City's rights and obligations, under this Agreement.

7. Amendments. This Agreement can only be amended by an instrument in writing executed and delivered by the City and the Developer.

8. Waivers. No waiver of, or consent with respect to, any provision of this Agreement by a party hereto shall in any event be effective unless the same shall be in writing and signed by such party, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which it was given.

9. No Third Party Beneficiaries. No person or entity shall be deemed to be a third party beneficiary hereof, and nothing in this Agreement (either express or implied) is intended to confer upon any person or entity, other than the City and the Developer (and their respective successors and assigns), any rights, remedies, obligations, or liabilities under or by reason of this Agreement.

10. Jurisdiction and Venue. City and the Developer (a) agrees that any suit action or other legal proceeding arising out of or relating to this Agreement shall be brought in state or local court in the County of Riverside or in the Courts of the United 2671/031858-3006
20376771.1 a02/10/25 2
Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 5

Menifee Mayor and City Council
April 2, 2025
Page
243 of 1198

States of America in the district in which the City is located, (b) consents to the jurisdiction of each such court in any suit, action or proceeding, and (c) waives any objection that it may have to the laying of venue or any suit, action or proceeding in any of such courts and any claim that any such suit, action or proceeding has been brought in an inconvenient forum. Each of the City and the Developer agrees that a final and non­ appealable judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.

11. Attorneys' Fees. If any action is instituted to interpret or enforce any of the provisions of this Agreement, the prevailing party in such action shall be entitled to recover from the non-prevailing party thereto reasonable attorneys' fees and costs of such suit (including both prejudgment and post judgment fees and costs) as determined by the court as part of the judgment.

12. Governing Law. This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California.

13. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original.
[Signatures On Following Pages]
2671/031858-3006
20376771.1 a02/I0/25 3
Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 6

Menifee Mayor and City Council
April 2, 2025
Page
244 of 1198

IN WITNESS WHEREOF, the parties have executed this Traffic Signal In Lieu Fee Agreement as of the respective dates set forth below.
"CITY"
CITY OF MENIFEE, a California municipal
corporation
Dated: _______ , 2025 By:

ATTEST:

By:

Stephanie Roseen, City Clerk
APPROVED AS TO FORM:

RUTAN & TUCKER LLP
By:

Jeffrey T. Melching, City Attorney
2671/031858-3006
20376771.1 a02/10/25
Armando G. Villa, City Manager
4 Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 7

Menifee Mayor and City Council
April 2, 2025
Page
245 of 1198

Dated: , 2024 -------
2671/031858-3006
20376771.1 a02/I0/25
"DEVELOPER"
MERITAGE HOMES OF CALIFORNIA, INC., a
California corporation,
By:

By:

Name: Nick Emsiek
Its: Division President
Name:

Its:
-5-
Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 8

Menifee Mayor and City Council
April 2, 2025
Page
246 of 1198

ITEM
NO. DESCRIPTION
FURNISH/INSTALL:

Exhibit A

ENGINEER'S ESTIMATE OF PROBABLE COST

TRAFFIC SIGNAL INSTALLATION

MENIFEE ROAD AT MCCALL BOULEVARD
Menifee, California

QUANTITY

UNIT ITEM

COST COST
I 5 SECTION 12" LED VEHICLE HEADS, BACKPLATE, VISORS & MOUNTINGS (EA) 2 $ 2,000.00 $ 4,000.00 2 MAST ARM/POLE SIGNS (EA)
3 SIGNAL CONDUCTORS/CABLES (LS)
4 MOBILIZATION (LS)
5 TRAFFIC CONTROL (LS)
REMOVE:
6 VEHICLE HEADS & MOUNTINGS (EA)

LINSCOTT, LAW & GREENSPAN, ENGINEERS
2 EXECUTIVE CIRLCE, smTE 250
IRVINE, CA 92614
(949) 825-6175
I $ 200.00 $ 200.00
I $ 2,500.00 $ 2,500.00
I $ 4,500.00 $ 4,500.00
I $ 1,000.00 $ 1,000.00
2 $ 500.00 $ 1,000.00
SUB-TOTAL $13,200.00
20% CONTINGENCIES $2,640.00
TOTAL PROBABLE COST: $15,840.00
PREPARED BY:

KIM PREAP, P.E.

SENIOR TRANSPORTATION ENGINEER
DATE: 11/5/24
UNDER THE SUPERVISION OF:

RICHARD E. BARRETTO, P.E.

PRINCIPAL
Item Title: 10.12
Agreement

with

Meritage

Homes

of

California

Inc.,

for

Modifications

to

the

Traffic

Signal

at

Menifee

Road

and

McCall
Boulevard
Item Page Number: 9

Menifee Mayor and City Council
April 2, 2025
Page
247 of 1198

CITY OF MENIFEE
SUBJECT: Agreement for the Assignment and Assumption of Cooperative Agreement for the Construction of Flood Control Facilities Associated with Tract Map 31456, The Enclave, by KB Homes Cal Management Services, LLC
MEETING DATE: April 2, 2025
TO: Mayor and City Council
PREPARED BY: Jorge Aguilar, Assistant Engineer
REVIEWED BY: Nick Fidler, Public Works Director
APPROVED BY: Armando G. Villa, City Manager
-------------------------------------------------------------------------------------------------------------------------------

RECOMMENDED ACTION

1. Approve and authorize the City Manager to execute an Assignment and Assumption of Cooperative Agreement to guarantee the completion of required flood control facility improvements by KB Homes Cal Management Services, LLC, associated with Tract Map 31456, the Enclave, located west of Valley Boulevard and north of Sun City Boulevard.

DISCUSSION
Tract Map 31456 (TM 31456), also known as The Enclave (“Project”), is a proposed residential development in the City of Menifee located west of Valley Boulevard and north of Sun City Boulevard. The Project is conditioned to construct certain Riverside County Flood Control and Water Conservation District (“District”) flood control facilities including the Menifee Valley – Bella View Way Storm Drain, Stage 1, and the Menifee Valley – Haleys Flight Drive Storm Drain, Stage

1. These facilities would provide flood protection and drainage for the Project and serve as a part of District regional flood control infrastructure. On November 2, 2022, the City Council entered into a four-party Cooperative Agreement (“Agreement”) with the then Project owner RCFC Investments, LLC (RCFC), the District, and the County of Riverside (“County”). The Agreement memorializes the roles and responsibilities of each party in the construction, inspection, ownership, operation and maintenance of the flood control facilities.

The Bella View Way Storm Drain, Stage 1 facility would be comprised of approximately 2395 lineal feet of underground storm drain system and a debris basin with an associated outlet structure, trash rack and wingwall. At its downstream terminus, this storm drain would connect to the onsite basin of TM 31456. Haleys Flight Drive Storm Drain, Stage 1, would be comprised of approximately 655 lineal feet of underground storm drain system. At its downstream terminus, Item Title: 10.13
Agreement

for

the

Assignment

and

Assumption

of

Cooperative

Agreement

for

the

Construction

of

Flood

Control

Facilities
Associated with Tract Map 31456, The Enclave, by KB Homes Cal Management Services, LLC Item Page Number: 1

Menifee Mayor and City Council
April 2, 2025
Page
248 of 1198

City of Menifee Staff Report
Assignment of Cooperative Agreement, TM 31456, The Enclave April 2, 2025

2 6
1 5
this storm drain would connect to the Bella View Way Storm Drain, Stage 1 facility. These flood control facilities would be owned and operated by the District as “District Facilities.” The City would be responsible for the maintenance of appurtenances associated with these facilities including catch basins, connector pipes and storm drain lines that are 36 inches or less in diameter (“City Facilities”).

The Project has now changed ownership as KB HOME Cal Management Services, LLC, a California corporation (“Developer”), has acquired the Project from RCFC. This change in ownership requires that the Developer now assume the responsibilities of the Agreement previously assigned to RCFC. Section IV.15 of the Agreement requires that, in the event of a change in Project ownership, an assignment and assumption agreement be executed to transfer all of the former Project owner’s rights, duties, or obligations to the new owner. The attached four- party Assignment and Assumption of Cooperative Agreement (“Assignment Agreement”) serves to memorialize the transfer of all prior RCFC rights and obligations in the Agreement to the Developer. All other terms of the Agreement remain unchanged.

The proposed Assignment Agreement has been reviewed and approved as to form by both the City Attorney and the Riverside County Counsel. If approved by the City Council, the Assignment Agreement would be presented to the Riverside County Board of Supervisors for approval, full execution, and ultimately recordation with the Riverside County Clerk Recorder’s Office.

STRATEGIC PLAN OBJECTIVE
Safe and Vibrant Community

FISCAL IMPACT
All costs incurred in constructing the Project would be borne by the Developer. Upon acceptance of the Project, the District would be responsible for the operation and maintenance of the District Facilities and the City would be responsible for the maintenance of City Facilities. Costs associated with the ongoing maintenance of City Facilities would be supported through special assessments levied through the previously established Community Facilities District 2017-1 (Maintenance Services), Annexation No. 7.

ATTACHMENTS

1. Location Map

2. Assignment Agreement

3. Agreement
Item Title: 10.13
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C it y o f M e n if e e , S o u r c e : E s r i, M a x a r , E a r t h s t a r G e o g r a p h ic s , a n d t h e G I S U s e r C o m m u n it y
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 0 / 1 0 / 2 0 2 2 , 1 : 2 7 : 2 4 P 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 ;

PROJECT LOCATION MAP
TRACT MAP 31456

PROJECT

LOCATION
Tract 31456
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ASSIGNMENT AND ASSUMPTION OF COOPERATIVE AGREEMENT
Menifee Valley – Bella View Way Storm Drain, Stage 1
Menifee Valley – Haleys Flight Drive Storm Drain, Stage 1 Project No(s). 4-0-00408 and 4-0-00409
Tract Map No. 31456
This Assignment and Assumption of Cooperative Agreement ("ASSIGNMENT") is made by and between (i) the Riverside County Flood Control and Water Conservation District, a body corporate and politic ("DISTRICT"); (ii) the City of Menifee, a California municipal corporation ("CITY"); (iii) RCFC Investments, LLC, a California limited liability company ("ASSIGNOR") and (iv) KB HOME Cal Management Services, LLC, a Delaware limited liability company ("ASSIGNEE"), (together, referred to as the "Parties
" and individually as "Party"). The Parties
hereto agree as follows:

RECITALS
A. DISTRICT, CITY and ASSIGNOR have previously entered into that certain Cooperative Agreement which was executed on November 8, 2022, (DISTRICT Board Agenda Item No. 11.4), and recorded as Document No. 2022-0498941 in the Official Records of the County of Riverside ("AGREEMENT"), setting forth the respective rights and obligations concerning ASSIGNOR's proposed design and construction of certain flood control and drainage facilities required as a condition of approval for Tract Map No. 31456, located in the city of Menifee in the State of California and hereinafter called "PROPERTY";
B. Subsequent to the execution of said AGREEMENT, ASSIGNEE acquired fee title to PROPERTY pursuant to a certain Grant Deed dated May 2, 2024 (recorded as Document No. 2024-0129743 in the Official Records of the County of Riverside), and plans to proceed in accordance with AGREEMENT;
C. True and correct copy of AGREEMENT has been provided to ASSIGNEE. The AGREEMENT describes the terms and conditions by which those certain flood control and Item Title: 10.13
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drainage improvements that are required in connecti on with the development of Tract Map No. 31456 are to be designed, constructed, inspected and accepted for operation and maintenance; D. Section IV.15 of the AGREEMENT stipulates that A SSIGNOR may assign its rights and responsibilities as set forth therein subject to the written consent of the parties thereto; E. The totality of ASSIGNOR's rights, title, intere sts, benefits and privileges pursuant to AGREEMENT, and the totality of ASSIGNOR's obliga tions or responsibilities pursuant to AGREEMENT, are hereinafter collectively called "RIGHTS AND OBLIGATIONS"; F. ASSIGNOR, ASSIGNEE, CITY and DISTRICT intend tha t, by execution of this ASSIGNMENT, ASSIGNEE shall assume and agrees to per form all RIGHTS AND OBLIGATIONS as stated in AGREEMENT;
G. Section IV.17 of the AGREEMENT provides that AGR EEMENT may be changed or modified subject to the written consent of the Parties thereto; and NOW, THEREFORE, in consideration of the preceding R ecitals and the mutual covenants hereinafter contained, the Parties hereto do hereby mutually agree as follows:

1. The above Recitals are true and correct and incorpo rated into the terms of this ASSIGNMENT.

2. By execution of this ASSIGNMENT, ASSIGNOR hereby assigns all of its RIGHTS AND OBLIGATIONS to ASSIGNEE and ASSIGNEE accepts th e RIGHTS AND OBLIGATIONS.

3. For the benefit of DISTRICT and CITY, ASSIGNEE h ereby agrees to be fully bound by the terms of AGREEMENT that are stated and impos ed on ASSIGNOR in AGREEMENT.

ASSIGNOR is referred to as DEVELOPER in the AGREEMENT.

4. In regard to the assignment of RIGHTS AND OBLIGA TIONS set forth herein, DISTRICT and CITY hereby consent and agree to (i) t he assignment of RIGHTS AND OBLIGATIONS in favor of ASSIGNEE and (ii) the assum ption by ASSIGNEE of said RIGHTS Item Title: 10.13
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AND OBLIGATIONS. In further clarification of the intent of the Parties, ASSIGNEE and ASSIGNOR specifically agree with DISTRICT that access and/or grant of real property interests required by DISTRICT pursuant to AGREEMENT, if any, shall be satisfied by ASSIGNEE, and in regard to all financial obligations, DISTRICT shall invoice ASSIGNEE for all charges incurred pursuant to AGREEMENT.

5. The assignment and assumption of RIGHTS AND OBLIGATIONS pursuant to this ASSIGNMENT shall be binding upon and inure to the benefit of the successors, assigns, personal representatives, heirs and legatees of the respective Parties hereto.

6. In the event that any action or suit by a Party hereto is brought against another Party hereunder by reason of any breach of any of the covenants, conditions, agreements or provisions on the part of the other Party arising out of this ASSIGNMENT, the prevailing Party shall be entitled to have and recover of and from any and all non-prevailing Parties all costs and expenses of the action or suit, including reasonable attorneys' fees.

7. This ASSIGNMENT is to be construed in accordance with the laws of the State of California.

8. If any provision in this ASSIGNMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.

9. Nothing in the provisions of this ASSIGNMENT is intended to create duties or obligations to or rights in third parties not Parties to this ASSIGNMENT.

10. This ASSIGNMENT may be changed or modified only upon the written consent of the Parties hereto.

11. Any and all notices sent or required to be sent to ASSIGNEE arising from either this ASSIGNMENT, or the obligations contained in AGREEMENT will be mailed by first class mail, postage prepaid, to the following addresses:

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RIVERSIDE COUNTY FLOOD CONTROL CITY OF MENIFEE
AND WATER CONSERVATION DISTRICT 29844 Haun Road
1995 Market Street
Riverside, CA 92501
Attn: Contract Services Section
RCFC Investments, LLC
26071 Merit Circle, Suite 101
Laguna Beach, CA 92653
Attn: Gordon D. Youde
Menifee, CA 92586
Attn: Alberto Paiva, Deputy Public
Works Director/City Engineer

KB HOME CAL MANAGEMENT

SERVICES, LLC
36310 Inland Valley Drive, Suite 300
Wildomar, CA 92595
Attn: Christopher Earl

12. The individuals executing this ASSIGNMENT on behalf of ASSIGNEE hereby certify that they have the authority within their respective companies to enter into and execute this ASSIGNMENT and have been authorized to do so by any and all boards of directors, legal counsel and/or any other board, committee or other entity within their respective companies which have the authority to authorize or deny entering into this ASSIGNMENT.

13. The individuals executing this ASSIGNMENT on behalf of ASSIGNOR hereby certify that they have the authority within their respective companies to enter into and execute this ASSIGNMENT and have been authorized to do so by any and all boards of directors, legal counsel and/or any other board, committee or other entity within their respective companies which have the authority to authorize or deny entering into this ASSIGNMENT.

14. Any action at law or in equity brought by any of the Parties hereto for the purpose of enforcing a right or rights provided for by ASSIGNMENT, shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the Parties hereto waive all provisions of law providing for a change of venue in such proceedings to any other county.

15. This ASSIGNMENT is the result of negotiations between the Parties hereto, and the advice and assistance of their respective counsel. The fact that this ASSIGNMENT was prepared as a matter of convenience by DISTRICT shall have no importance or significance. Any uncertainty or ambiguity in this ASSIGNMENT shall not be construed against DISTRICT because DISTRICT prepared this ASSIGNMENT in its final form.

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16. This ASSIGNMENT may be executed in multiple counterparts, each of which shall be deemed an original but all of which together shall constitute but one and the same instrument. //
//
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IN WITNESS WHEREOF, the Parties hereto have executed this ASSIGNMENT on _____________________________.
(to be filled in by General Manager – Chief Engineer)
RECOMMENDED FOR APPROVAL:

By
JASON E. UHLEY
General Manager-Chief Engineer
APPROVED AS TO FORM:

MINH C. TRAN
County Counsel
By

RYAN YABKO
County Counsel
Assignment and Assumption Agreement:

Menifee Valley – Bella View Way Storm Drain, Stage 1
Menifee Valley – Haleys Flight Drive Storm Drain, Stage 1 Project Nos. 4-0-00408 and 4-0-00409
Tract Map No. 31456
MER:blj
01/28/25
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RECOMMENDED FOR APPROVAL: CITY OF MENIFEE
By
ARMANDO G. VILLA
City Manager
APPROVED AS TO FORM: ATTEST:

By By
JEFF T. MELCHING
City Attorney

STEPHANIE ROSEEN
City Clerk
(SEAL)
Assignment and Assumption Agreement:

Menifee Valley – Bella View Way Storm Drain, Stage 1
Menifee Valley – Haleys Flight Drive Storm Drain, Stage 1 Project Nos. 4-0-00408 and 4-0-00409
Tract Map No. 31456
MER:blj
01/28/25
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ASSIGNOR

RCFC INVESTMENTS, LLC,
a California limited liability company
By __________________________
GORDON D. YOUDE
Manager
(ATTACH NOTARY WITH CAPACITY

STATEMENT)
Assignment and Assumption Agreement:

Menifee Valley – Bella View Way Storm Drain, Stage 1
Menifee Valley – Haleys Flight Drive Storm Drain, Stage 1 Project Nos. 4-0-00408 and 4-0-00409
Tract Map No. 31456
MER:blj
01/28/25
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A

SSIGNEE

KB HOME CAL MANAGEMENT

SERVICES, LLC,
a Delaware limited liability company
By ____________________________

SCOTT HANSEN
Vice President, Forward Planning
(ATTACH NOTARY WITH CAPACITY

STATEMENT)
Assignment and Assumption Agreement:

Menifee Valley – Bella View Way Storm Drain, Stage 1
Menifee Valley – Haleys Flight Drive Storm Drain, Stage 1 Project Nos. 4-0-004084 and 4-0-00409
Tract Map No. 31456
MER:blj
01/28/25
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12/12/22 , 10:05 AM
PLEASE COMPLETE TI-IlS INFORMATION
RECORDING REQUESTED BY:

RIVERSIDE COUNTY FLOOD CONTROL

AND WATER CONSERVATION DISTRICT

FREE RECORDING
This instrument is for the benefit of the Riverside County Flood Control and Water Conservation District and should Be recorded without a fee pursuant to Govt. Code 6103.

AND WHEN RECORDED MAIL TO·

RIVERSIDE COUNTY FLOOD CONTROL

AND WATER CONSERVATION DISTRICT
1995 MARKET STREET
ERSIDE CA 92501-1770
Batch 15098333 Confirmation
DOC # 2022-0498941
12/12/2022 09:53 AM Fees: $0.00

Recorded in Official Records
County of Riverside
Peter Aldana
Assessor-County Clerk-Recorder
.. This document was electronically submitted
to the County of Riverside for recording ..

Receipted by MARIA #309

HS SPACE FO

COOPERATIVE AGREEMENT
Title of Document
PROJECT:

PROJECT NOS.:

DEVELOPER:

SUBDIVISION:

Menifee Valley - Bella Way Storm Drain, Stage 1
Menifee Valley - Haleys Flight Drive ·stoim Drain,
Stage 1
4-0-00408 and 4-0-00409
RCFC Investments, LLC
Tract Map No. 31456

THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ($3.00 Additional Recording Fee Applies) ·

RECORDATION FORM
https:/ /gs .secure-re cording.com /Batch/Confirmat ion/15098333 1/2 Item Title: 10.13
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COOPERATIV E AGREEMENT
Menifee Valley - Bella View Way Storm Drain , Stage 1
Menifee Valley - Haleys Flight Drive Storm Drain , Stage I Project Nos. 4-0-00408 and 4-0-00409
Tract Map No. 31456
PS/24 57 16
This Cooperative Agreement ("Agreement") , dated as of 0 OtL ~ 2D72 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 municip al corporation ("CITY"), and RCFC Investments , LLC, a California limited liability company ("DEVELOPER") (together , the "Parties") .

RECITALS
A. DEVELOP ER is the legal owner ofrecord of certain real property located within the County of Riversid e. DEVELOP ER has submitted for approval Tract No. 31456 located in the City of Menifee. As a condition of approval for Tract No. 31456 , DEVEL OPER must construct certain flood control and drainag e facilities in order to provid e flood protection and drainage for DEVELOP ER's planned development ; and B. The legal description of Tract No. 31456 is provided in Exhibit "A", attached hereto and made a part hereof ; and
C. The required flood control and drainage facilities, as shown on District Drawing No. 4-1160 and as shown in concept on Exhibit "B", attached hereto and made a part hereof, and include the construction of the following :

1. Menifee Valley - Bella View Way Storm Drain , Stage 1 ("LIN E A"), which is comprised of appro ximately 2,395 lineal feet of an underground storm drain system , as shown in blue on Exhibit "B", including its associated outlet structure, trash rack and wingwall.

At its down stream terminus, LINE A will drain to a debris basin - 1 -
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as defined below. At its upstream terminus , LINE A will collect flows from a collection basin as defined in Recital D.ii below ; and

11. Menifee Valley - Haleys Flight Drive Storm Drain, Stage 1 ("LATERAL A-3"), which is comprised of approximate ly 655 lineal feet of an underground storm drain system, as shown in red on Exhibit "B", including its associated trash rack and wingwa ll.

At its upstream terminus, LATERAL A-3 will collect flows from a collection basin as defined in Recital D.ii below; and u1. Debris Stockpi le Area ("STOCKPILE AREA"), for sediment control and debris storage, as shown in magenta on Exhibit "B", will be maintained and inspected by DISTRICT. The slopes, landscape and inigation around the STOCKPILE AREA
("STOCKPILE PERIMETER") is to be maintained by the CITY; and
1v. All safety devices requested by DISTRICT, including but not limited to concrete pads, slope protection barriers , signage and fencing ("SAFETY DEVICES") . SAFETY DEVICES shall be
purchased and installed by DEVELOPER and subject to
DISTRICT's inspection and approval; and
v. All together, LINE A, LATERAL A-3, STOCKPILE AREA and SAFETY DEVICES are hereinafter called "DISTRICT
FACILITIES"; and
v1. Assoc iated with the construction of DISTRICT FACILITIES is the construction of:
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v11. Certain underground storm drain laterals that are 36 inches or less in diameter , inlets , outlets, catch basins , connector pipes and concrete spi llway located within CITY-he ld easements or rights of way, hereinafter called "APPURTENANCES" ; and
v111. Collection Basin A and Collection Basin A-3 ("COLLECTION BASINS") , which are collection basins. Collection Basin A will collect offsite flows from the surrounding slop es north of Tract No. 31456 , and then route flows to LINE A, as shown on Exhibit "B".

Collection Basin "A-3" will collect offsite flows from the swTound ing slopes west and southwest of Tract No. 31456, and then route flows to LATERAL A-3, as shown on Exhibit "B".

COLLECTION BASINS are to be maintained and owned by
CITY; and
IX. Debris Basin ("BASIN B "), which is a combined water quality basin and detention debris basin. BASIN B will subseq uently be owned and maintained via the anticipated formation of a Comm unity Facilities District ("CFD") by the CITY. CITY intends to enter into a separate agreement with the CFD, setting forth the maintenance responsibilities for BASIN B;
x. Together , the APPURTENANCES , STOCKPILE PERIMETER , COLLECTION BASINS , BASIN Bare hereinafter called "CITY FACILITIES" ; and
D. Togethe r, DISTRICT FACILITIES and the CITY FACILITIES are hereinafter call ed "PROJECT" ; and
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E. D EVELOP ER and CITY desire DISTRJCT to accept ownership and responsibility for the operation and maintenance of DISTRJCT FACILITIES, therefore , DISTRICT must review and approve DEVELOPER's plans and specifications for PROJECT and subsequentl y inspect the construction of DISTRICT FACILITIES; and F. DEVELOPER and DISTRJCT desire CITY to accept owners hip and responsibility for the operation and maintenanc e of CITY FACILITIES, therefor e, CITY must review and approve DEVELOP ER's plans and specifications for PROJECT and subseq uently inspect and approve the construction of CITY FACILITIES ; and G. DISTRJCT is willing to (i) review and approve DEVELOP ER's plans and specifications for PROJ ECT, (ii) inspect the const ruction of DISTRICT FACILITIES and BASIN B, (iii) accept ownership and respon sibility for the operation and maintenance of DISTRJCT FACILITIES and (iv) accept responsibility for the maintenance (i.e., removal of sediment and debris from) of STOCKP ILE AREA, provided DEVELOP ER (a) complies with this Agreement, (b) construct s PROJECT in accorda nce with DISTRICT and CITY approved plans and specification s and ( c) accepts owner ship and responsibility for the operation and maintenance of PROJECT following completion of PROJECT construction until such time as DISTRJCT accepts ownership and responsibility for the inspection, operation and maintenance of DISTRICT FACILITIES ; and
H. CITY is willing to (i) review and approve DEVELOP ER's plans and specifications for PROJ ECT, (ii) inspect the construction of PROJECT , (iii) accept and hold faithful performanc e and payment bonds submitted by DEVELOP ER for DISTRICT FACILITIES , (iv) grant DISTRI CT the right to inspect, operate and maintain DISTRICT FACILITIES within CITY rights of way subject to th e terms of this Agreement, (v) accept ownership and r esponsibility for the inspectio n, operation and maintenance of CITY - 4 -
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PS/245716
FACILITIES , provided DEV ELOPER (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 CITY FACILITIES 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 ownership and responsibility for the inspection, operation and maintenance of DISTRICT FACILITIES, and CITY accepts ownership of CITY FACILITIES , and CITY accepts responsibility for the inspection, operation and maintenance of CITY FACILITIES ; and
I. Pursuant to Water Code Appendix Section 10, the Board of Supervisors of the County of Riverside is designated as and is empowered to act ex officio as the Board of Supervisors of DISTRICT, therefore , the County of Riverside is included as an indemnified party; and
J. For the purposes of this Agreement, the term "CITY" shall mean and refer to the City of Menifee, including its governing bodies, agencies, districts, special districts and departments , their respective directors , councilmembers, officers, elected and appointed officials, employees , agents and representatives.

NOW, THEREFORE, in consideration of the preceding recitals, which are true and correct and incorporated into the term of this Agreement and the mutual covenants hereinafter contained, the Parties hereto mutually agree as follows:

SECTION I
DEVELOPER shall:
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1. Prepar e PROJECT plans and specifications, hereinaft er called "IMPROV EMENT PLANS" , in accordance with applicable DISTRICT and CITY standards , and submit to DISTRICT and CITY for their review and approval.

2. Continue to pay DISTRICT and CITY , within thirty (30) days after receipt of periodic billings from DISTRICT and CITY , any and all such amounts as are deemed reasonably nec essa ry by DISTRICT and CITY to cover DISTRICT's and CITY's costs associated with the review and implementation of the IMPROVEMENT PLANS , review and approval of rights of way and conveyance documents , and with the processing and administration of this Agreement.

3. Deposit with DISTRICT (Attention: Business Office - Accounts Receivable) , at the time of providing written notice to DISTRICT and CITY of the start of PROJECT construction as set forth in Section I.8., the estim ated cost of pro viding construction inspection for DISTRICT FACILITIES, in an amount as determ ined and approved by DISTRICT in accordance with Ordinance Nos. 671 and 749 of the County of Riverside , including any amendments thereto , based upon the bonded value of DISTRICT FACILITIES. If at any time the costs exceed the deposit or are anticipated by DISTRICT to exceed the deposit with DISTRICT , DEVEL OPER shall pay such additional amount(s) , as deemed reasonably necessary by DISTRICT to complete inspection of PROJ ECT, within thirt y (30) days after receipt of billing from DISTRI CT.

4. Deposit with CITY , at the time of providin g written notic e to DISTRICT and CITY of the start of PROJ ECT construction as set forth in Section I.8. , the est imat ed cost of providin g construction inspection for PROJ ECT, in an amount as det ermined and approved by CITY in accorda nce with CITY 's municipal code and regulations . If at any time the costs exceed the depo sit or are anticipated by CITY to exceed the depo sit with CITY , DEVELOPE R shall pay - 6 -
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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 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 . or not less than twenty (20) days prior to recordation of the final maps for Tract No. 31456 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 , California Regional Water Quality Control Board , California State Department of Fish and Wildlife , State Water Resources Control Board and Western Riverside County Regional Conservation Authority ("REGULATORY PERMITS").

7. Provide CITY , 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 recordation of the final maps for Tract No. 31456 or any phas e thereof , whichever occurs first , with faithful performance and payment bonds , each in the amount of one hundred percent (100 %) of the estimat ed cost for construction of (i) DISTRICT FACILITIES as determined by DISTRICT and (ii) CITY FACILITIES as determined by CITY. The surety , amount and form of the bond s s hall be subj ect to approval of DISTRI CT and CITY. The bonds shall remain in - 7 -
Item Title: 10.13
Agreement

for

the

Assignment

and

Assumption

of

Cooperative

Agreement

for

the

Construction

of

Flood

Control

Facilities
Associated with Tract Map 31456, The Enclave, by KB Homes Cal Management Services, LLC Item Page Number: 20

Menifee Mayor and City Council
April 2, 2025
Page
267 of 1198

SUBMITTAL TO THE FLOOD CONTROL AND WATER CONSERVATION DISTRICT BOARD

OF SUPERVISORS

COUNTY OF RIVERSIDE, STATE OF CALIFORNIA
FINANCIAL DATA Current Fiscal Year: Next Fiscal Year: Total Cost :

COST $0 $0
NET COUNTY COST $0 $0
SOURCE OF FUNDS: The Developer is funding all construction and construction inspection costs (100%)
C.E.O. RECOMMENDATION: Approve
BACKGROUND:

Summary
Ongoing Cost .,
$0 $0
$0 $0
Budget Adjustment: No
For Fiscal Year: N/A
The Cooperative Agreement ("Agreement") sets forth the terms and conditions by which certain flood control facilities required as a condition of approval for Tract Map No. 31456 are to be constructed by Developer and will be inspected , operated , and maintained by the District and City.

The Agreement is necessary to formalize the transfer of necessary rights of way and to provide for District construction inspection and subsequent operation and maintenance of the Menifee Valley - Bella View Way Storm Drain, Stage 1, and Menifee Valley - Haleys Flight Drive Storm Drain, Stage 1 facilities .

Upon completion of construction , the District will assume ownership and responsib ility for the operation and maintenance of the underground storm drain system greater than 36 inches in diameter for Menifee Valley - Bella View Way Storm Drain, Stage 1 and Menifee Valley - Haleys Flight Drive Storm Drain, Stage 1 facilities , stockpile area, the debris removal and debris storage volume for Basin B. The City will assume ownership and responsibility for the operation and maintenance of the project's associated water quality basin, collection basins , catch basins , inlets and connector pipes and laterals that are 36 (thirty-six) inches or less in diameter located within City rights of way.

County Counsel has approved the Agreement as to legal form , and the Developer has executed the Agreement.

Environmental Findings
Pursuant to Section 15096 of the California Environmental Quality Act (CEQA) Guidelines , the District , in its limited capacity as a responsible agency , considered the Mitigated Negative Declaration (MND) that was prepared by the Lead Agency for the Developer's residential project, reviewed the project, and provided conditions of approval that were subsequently adopted as part of the original approval. All the physical environmental impacts were determined to be mitigated to less than significant through appropriate mitigation measures that were incorporated as binding conditions of approval. No significant adverse impacts will result from execution of the Cooperative Agreement or from the operation and maintenance of the