Agenda packet — Montebello City Council, April 27, 2022 (part 2 of 12)

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS:

CITY OF MONTEBELLO )

I, Christopher Jimenez, City Clerk of the City of Montebello, County of Los Angeles, State of California, hereby certify that the foregoing Resolution No. 22- 25 was passed and adopted by the City Council of the City of Montebello, signed by the Mayor and attested by the City Clerk at a regular meeti ng of said Council held on the 27 th day of April 2022
and that said Resolution was adopted by the following vote, to-wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

The undersigned, City Clerk of the City of Montebello, does hereby attest and certify that the foregoing Resolution is a true, full and correct copy of a resolution duly adopted at a meeting of said City which was duly convened and held on the date stated thereon, and that said document has not been amended, modified, repealed or rescinded since its date of adoption and is in full force and effect as of the date hereof.

DATE:

Christopher Jimenez, City Clerk

ATTACHMENT H

MEMORANDUM OF UNDERSTANDING

BETWEEN THE CITY OF MONTEBELLO

AND THE

MONTEBELLO MANAGEMENT PROFESSIONALS ASSOCIATION

FOR JANUARY 1, 2022 THROUGH JUNE 30, 2025

TABLE OF CONTENTS Page
PREAMBLE ………………………………………………………………………………………………………… 1
ARTICLE I IMPLEMENTATION……………………………….………………………………………………… 1 Section A. TERM……………………………………………………………………………………………….. 1 Section B. RECOGNITION……………………………………………………………………………………. 1 Section C. PROVISIONS OF LAW AND SEVERABILITY CLAUSE…………………………………….. 1 Section D. INCORPORATION OF CITY CODE, RULES, AND POLICIES……………………………... 1 Section E.

Section F.

Section G.

CITY DEDUCTIONS AND DUES………………………………………………………………...

EMPLOYEES LISTS……………………………………………………………………………….

FULL UNDERSTANDING, MODIFICATION AND WAIVER…………………………………. 2 2
2 ARTICLE II COMPENSATION…………………………………………………………………………………. 2 Section A. SALARY RANGE INCREASES ………..……………………………………………………….. 2 Section B. CERTIFICATE PAY………….……………………………………………………………………. 6 Section C. AUTO ALLOWANCE……...……………………………………………………………………… 6 Section D. CITY PROVIDED VEHICLE………………………………………………………………………. 7 ARTICLE III LEAVE BANKS…………..………………………………………………………………………... 7 Section A. ANNUAL LEAVE DISCONTINUATION……..………………………………………………….. 7 Section B.

Section C.

Section D.

Section E.

VACATION LEAVE ACCRUAL…………………………………………………………………..

SICK LEAVE ACCRUAL………………………………………………………………………….

HOLIDAY BANK……………………………………………………………………………………
ADMINISTRATIVE LEAVE………………………………………………………………………..
8 9
10 11
ARTICLE IV RETIREMENT……………………………………………………………………………………… 11 Section A. CALPERS RETIREMENT TIERS……………………………………………………………….. 11 Section B. EMPLOYEE CALPERS CONTRIBUTIONS……………………………………………………. 12 ARTICLE V POST RETIREMENT BENEFIT PROVISIONS………………………………………………… 12 Section A. RETIREE HEALTH BENEFITS………………………………………………………………….. 12 ARTICLE VI MISCELLANEOUS PROVISIONS………………………………………………………………. 12 Section A. UNIT WORK SCHEDULES………………………………………………………………………. 12 Section B. MANAGEMENT RIGHTS…………………………………………………………………………. 13 Section C. AVOIDANCE OF INEQUITIES…………………………………………………………………… 13 Section D. SHARED AGREEMENT CLAUSE………………………………………………………………. 13 ARTICLE VII EFFECTIVE DATE AND TERM OF AGREEMENT……………………………………………. 13 EXHIBIT A LIST OF REPRESENTED CLASSIFICATIONS……………………………………………….. 15 APPENDIX A CITY POLICY – BILINGUAL PAY………………………………………………………………. 16 APPENDIX B CITY POLICY – BEREAVEMENT LEAVE ………………………………………………….…. 19 APPENDIX C CITY POLICY – LONGEVIY PAY……………………………………………………………….. 21 APPENDIX D CITY POLICY – EDUCATIONAL REIMBURSEMENT PROGRAMS….……………………. 32 APPENDIX E CITY POLICY – EMPLOYEE COMPENSATION AND BENEFITS..………………………… 35

APPENDIX F

APPENDIX G
CITY POLICY – JURY DUTY COMPENSATION………………….…………………………...

CITY POLICY – EDUCATION INCENTIVE PAY………………………………………………. 39 41

THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

1 PREAMBLE

Pursuant to Government Code Section 3500 et seq., representatives of the City of Montebello (“City”) have met and conferred in good faith with representatives of the Montebello Management Professionals’ Association (MMPA) , and have reached an agreement to recommend that the City Council take the actions identified in this inaugural Memorandum of Understanding (hereafter either "Memorandum," "MOU" or "Agreement”). Upon ratification of this Comprehensive MOU by majority vote of the bargaining unit membership as well as adoption by the City Council, all terms and conditions set forth herein shall become binding.

ARTICLE I –

IMPLEMENTATION

SECTION A TERM

Period Covered. Three and one-half (3 ½) years. From 1/1/2022 to 6/30/2025.

SECTION B RECOGNTION
The Montebello Management Professionals’ Association (MMP A), is the exclusive representative of the employees in the general bargaining unit currently of the classifications listed in EXHIBIT A; a bargaining unit for the purpose of meeting and conferring over wages, hours, and terms and conditions of employment.

SECTION C PROVISIONS OF LAW AND SEVERABILITY CLAUSE
Except as modified herein, all relevant federal, state, and local laws apply. Should any provisions of this MOU be found to be in violation of any law, rule or regulation, the remaining provisions will remain in full force and effect for the duration of this MOU.

SECTION D INCORPORATION OF

CITY CODE, RULES, AND POLICIES
This MOU memorializes changes in terms and conditions for members of the bargaining unit as well as modifications of certain existing City codes, rules, and policies.

Incorporation of City code, rules, and policies have been adopted during “Meet and Confer”

sessions and shall be considered adopted by reference in this MOU specifically the following City policies which are attached as appendices to the MOU:
a. 2.060.590 Bilingual Pay
b.

2.060.565 Bereavement Leave
c. 2.060.227 Longevity Pay
d. 2.060.517 Educational Reimbursement Programs
e 2.060.504 Employee Compensation and Benefits
f.

2.060.516 Jury Duty Compensation
g. 2.060.528 Education Incentive Pay
THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

2 Unless the parties mutually and voluntarily agree to do so, neither party shall be obligated to negotiate over matters covered by, or within the scope of, this Agreement, during the term of this Agreement.

SECTION E CITY DEDUCTIONS AND DUES
The City agrees to conduct dues deductions.

SECTION F EMPLOYEE LISTS
The City will provide the Association with the necessary contact information about bargaining unit members to allow Association to conduct Association business on behalf of those members.

SECTION G FULL UNDERSTANDING, MODIFICATION AND WAIVER
It is the purpose of this Memorandum of Understanding to promote and provide for harmonious relations, cooperation and understanding between Management and the employees covered by this Memorandum; to provide an orderly and equitable means of resolving any misunderstandings or differences which may arise under this Memorandum; and to set forth the understanding of the parties reached as a result of good faith negotiations regarding wages, hours and other terms and conditions of employment covered by this Memorandum. This Memorandum of Understanding memorializes the terms and conditions for members of the bargaining unit as well as modifications of other existing City rules and policies. All other City rules, policies, and regulations shall be considered incorporated, by reference, in this MOU. Unless the parties mutually and voluntarily agree to do so, neither may be obligated to negotiate over matters covered by this Agreement or over other matters within the scope during the term of this Agreement.

ARTICLE II –

COMPENSATION

SECTION A SALARY RANGE INCREASES

1. PLACEMENT ON NEW SALARY MATRIX

Positions
covered under this MOU shall be placed on the new salary range (number) as follows:

Members covered under this MOU will be placed at the appropriate Step, within the new salary range, as noted in the salary tables below, that is closest to their current rate of pay at the time of City Council approval of this MOU without being less than their current rate of pay.

Effective January 01, 2022:

Position Title New Range Number New Annual Salary Range Office Manager 27 $63,242-$78,980
Risk Management Analyst 28 $64,823-$80,955
Public Information Officer 32 $71,552-$89,359
Human Resources Analyst 34 $75,175-$93,883
THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

3 Recreation Manager 35 $77,054-$96,230
Public Works Manager 37 $80,955-$101,101
Code Enforcement Manager 38 $82,979-$103,629
Superintendent/Facility Manager 38 $82,979-$103,629
Senior Deputy City Clerk 39 $85,053-$106,220
Public Works Superintendent 39 $85,053-$106,220
Senior Human Resources Analyst 41 $89,359-$111,597
Fleet Services Manager 42 $91,593-$114,387
Accounting Manager 42 $91,593-$114,387
Fleet Maintenance Manager 44 $96,230-$120,178
Transit Administration Manager 44 $96,230-$120,178
Transit Operations Manager 45 $98,636-$123,182
Construction Manager 48 $106,220-$132,654
Housing Manager 48 $106,220-$132,654
Human Resources Manager 48 $106,220-$132,654
Information Systems Manager 49 $108,875-$135,970
Planning Manager 49 $108,875-$135,970
Building Official 49 $108,875-$135,970
Risk Manager 50 $111,597-$139,369
Economic Development Manager 50 $111,597-$139,369
Assistant Director of Recreation and
Community Services
51 $114,387-$142,854
Deputy Director of Transportation 52 $117,247-$146,425 Deputy Director of Public Works 52 $117,247-$146,425
Assistant Director of Fire 54 $123,182-$153,838
Assistant Director Of Public Works 54 $123,182-$153,838 Assistant Director of Transportation 54 $123,182-$153,838 Assistant Director of Planning &
Community Development
54 $123,182-$153,838
Assistant Director of Human Resources 54 $123,182 - $153,838 Assistant Director of Finance 54 $123,182-$153,838
Assistant Director of Public Affairs 54 $123,182-$153,838 * See salary matrix attached

Effective the first full pay period of July 2022:

4 Construction Manager 48 $106,220-$132,654
Housing Manager 48 $106,220-$132,654
Human Resources Manager 48 $106,220-$132,654
Information Systems Manager 49 $108,875-$135,970
Planning Manager 49 $108,875-$135,970
Building Official 49 $108,875-$135,970
Risk Manager 50 $111,597-$139,369
Economic Development Manager 50 $111,597-$139,369
Assistant Director of Recreation and
Community Services
51 $114,387-$142,854
Deputy Director of Transportation 52 $117,247-$146,425 Deputy Director of Public Works 52 $117,247-$146,425
Assistant Director of Fire 54 $123,182-$153,838
Assistant Director Of Public Works 54 $123,182-$153,838 Assistant Director of Transportation 54 $123,182-$153,838 Assistant Director of Planning &
Community Development 55 $126,262-$157,684
Assistant Director of Human Resources 55 $126,262-$157,684 Assistant Director of Finance 55 $126,262-$157,684
Assistant Director of Public Affairs 55 $126,262-$157,684 * See salary matrix attached

Effective the first full pay period of July 2023:

Position Title New Range Number New Annual Salary Range Office Manager 27 $63,242-$78,980
Risk Management Analyst 30 $68,104-$85,053
Public Information Officer 32 $71,552-$89,359
Human Resources Analyst 34 $75,175-$93,883
Recreation Manager 35 $77,054-$96,230
Public Works Manager 37 $80,955-$101,101
Code Enforcement Manager 38 $82,979-$103,629
Superintendent/Facility Manager 38 $82,979-$103,629
Senior Deputy City Clerk 39 $85,053-$106,220
Public Works Superintendent 43 $93,883-$117,247
Senior Human Resources Analyst 41 $89,359-$111,597
Fleet Services Manager 42 $91,593-$114,387
Accounting Manager 44 $96,230-$120,178
Fleet Maintenance Manager 44 $96,230-$120,178
Transit Administration Manager 45 $98,636-$123,182
Transit Operations Manager 47 $103,629-$129,418
Construction Manager 48 $106,220-$132,654
Housing Manager 48 $106,220-$132,654
Human Resources Manager 48 $106,220-$132,654
Information Systems Manager 49 $108,875-$135,970
Planning Manager 49 $108,875-$135,970
Building Official 49 $108,875-$135,970
Risk Manager 50 $111,597-$139,369
Economic Development Manager 50 $111,597-$139,369
Assistant Director of Recreation and
Community Services
51 $114,387-$142,854
Deputy Director of Transportation 52 $117,247-$146,425 Deputy Director of Public Works 52 $117,247-$146,425
THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

5 Assistant Director of Fire 54 $123,182-$153,838
Assistant Director of Public Works 54 $123,182-$153,838 Assistant Director of Transportation 54 $123,182-$153,838 Assistant Director of Planning &
Community Development 55 $126,262-$157,684
Assistant Director of Human Resources 56 $129,418-$161,626 Assistant Director of Finance 56 $129,418-$161,626
Assistant Director of Public Affairs 55 $126,262-$157,684 * See salary matrix attached

 No employee will have their rate of pay decreased upon implementation of the new salary ranges.

 Annual performance increases will remain on schedule for unit members who meet department expectations on their performance evaluation.

o Management reserves the right to increase an employee’s salary by one (1) or two (2) steps based on their performance evaluation. Any increase beyond two (2) steps must be authorized by the City Manager, within the adopted salary range.

2. COST OF LIVING ADJUSTMENT (COLA)

Effective the first full pay period of July 2024, unit employees in all classifications shall receive a two percent (2.0%) salary adjustment.

Effective the first full pay period of July 2024:

Position Range Number Salary Range with 2%
COLA
Office Manager 27 $64,507-$80,560
Risk Management Analyst 30 $69,467-$86,754
Public Information Officer 32 $72,983-$91,146
Human Resources Analyst 34 $76,678-$95,760
Recreation Manager 35 $78,595-$98,154
Public Works Manager 37 $82,574-$103,123
Code Enforcement Manager 38 $84,638-$105,702
Superintendent/Facility Manager 38 $84,638-$105,702
Senior Deputy City Clerk 39 $86,754-$108,344
Public Works Superintendent 43 $95,760-$119,592
Senior Human Resources Analyst 41 $91,146-$113,829
Fleet Services Manager 42 $93,425-$116,675
Accounting Manager 44 $98,154-$122,581
Fleet Maintenance Manager 44 $98,154-$122,581
Transit Administration Manager 45 $100,608-$125,646
Transit Operations Manager 47 $105,702-$132,007
Construction Manager 48 $108,344-$135,307
Housing Manager 48 $108,344-$135,307
Human Resources Manager 48 $108,344-$135,307
Information Systems Manager 49 $111,053-$138,690
Planning Manager 49 $111,053-$138,690
THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

6 Building Official 49 $111,053-$138,690
Risk Manager 50 $113,829-$142,157
Economic Development Manager 50 $113,829-$142,157
Assistant Director of Recreation and
Community Services 51 $116,675-$145,711
Deputy Director of Transportation 52 $119,592 - $149,354 Deputy Director of Public Works 52 $119,592 - $149,354 Assistant Director of Fire 54 $125,646-$156,915
Assistant Director Of Public Works 54 $125,646-$156,915 Assistant Director of Transportation 54 $125,646-$156,915 Assistant Director of Planning & Community
Development 55 $128,787-$160,837
Assistant Director of Human Resources 56 $132,007-$164,858 Assistant Director of Finance 56 $132,007-$164,858
Assistant Director of Public Affairs 55 $128,787-$160,837 * See salary range scale attached.

SECTION B CERTIFICATE PAY

Full-time unit employees who possess and maintain additional certificates/licenses shall be eligible to receive twenty five dollars ($25.00) monthly per certificate, for up to a maximum of two (2) certificates/licenses or fifty dollars ($50.00) monthly. In no case, shall any affected unit member simultaneously receive compensation for more than two (2) certificates.

Employees will not be permitted to stack more than two (2) certificates/licenses.

The Unit Member shall receive the additional compensation following authorization by the respective Department Director/Chief and the Director of Human Resources and IT.

The additional certification and licensure incentives only apply to certifications and licenses that:
o
Are not mandated to meet the classification’s minimum job requirement criteria; and

o Have an annual or bi-annual renewal process or examination.

An employee shall immediately notify their supervisor if they have lost their certification for any reason. Failure to maintain the appropriate certificate and provide annual proof of valid certificate/license will result in the loss of Certificate Pay.

The certificate incentive pay will commence on the 1st day of the next month after obtaining authorization and submitting proof of certificate(s)/license(s). The unit member’s department will submit a personnel action form to Human Resources for the incentive pay to be added to the member’s salary.

SECTION C AUTO ALLOWANCE

MMPA employees assigned to the classifications of Assistant Director of Public Affairs and/or Risk Manager shall receive a monthly auto allowance of three hundred ($300) dollars in-lieu of a City-provided vehicle.

THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

7 SECTION D CITY PROVIDED VEHICLE

MMPA employees assigned to the classifications of Deputy Director of Public Works and/or Assistant Director of Transportation shall be provided an automobile for their use while conducting official City business. Employee understands that the vehicle may be used for official business and incidental personal purposes only or at any time they could potentially have to respond to a work-related incident. Further, said vehicle shall not be operated by persons other than Employee. The City shall be responsible for providing liability insurance (bodily injury and property damage) for the Employee’s use of said vehicle. In addition to those restrictions listed above, Employee agrees to abide by any additional restrictions on the use of said vehicle imposed by the insurer. The City shall provide Employee written notice of any additional terms and/or restrictions imposed by the insurer. The City shall also provide for maintenance, repair and replacement costs of said automobile, in accordance with City policy.

ARTICLE III
– LEAVE BANKS

SECTION A ANNUAL LEAVE DISCONTINUATION
Effective one full pay-period after the adoption of this MOU annual leave banks will be frozen and accruals will cease. All MMPA members will begin accruing the vacation/holiday/sick leave banks in lieu of annual leave as outlined in this MOU.

Employees shall have the option of converting accrued Annual Leave to cash on an hour for hour basis subject to the following: To cash out Annual Leave hours, an employee must make an irrevocable election on or before December 31st of each calendar year, in order to receive cash for Annual Leave hours in the following calendar year. The accrued Annual Leave hours cash out will only be given to those employees who have made the affirmative election on or before the deadline by completing a form provided by the Finance Department. Employees will receive the cash out once per year, on the regular pay date, during the first full pay period in January.

Frozen Annual Leave:

During the initial Annual leave cash out an employee must make an irrevocable election on or before December 31st to be paid out during the first full pay period in January 2023. Th e optional election to cash out up to one hundred twenty (120) hours of Annual Leave shall be paid out at the member’s current base rate plus incentives.

Effective December 2023, and thereafter, in no event shall the total Annual Leave hours cashed out exceed eighty (80) hours per year. The annual optional election to cash out up to eighty (80) hours of Annual Leave shall be paid out at the member’s current base rate plus incentives.

Annual Leave can be used upon approval by the Director/Chief based on the needs of the department.

THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

8 Upon separation from the City, remaining annual leave hours will be paid out to the employee at the member’s current base rate of pay.

SECTION B VACATION LEAVE ACCRUAL

1. Accrual and Cap: Employees covered under this MOU shall accrue vacation leave and shall have a maximum vacation accrual cap in the amounts listed below. Vacation hours shall not be accrued in excess of the annual accrual Cap based on years of service.

YEARS EMPLOYED (MONTHS) ACCRUAL PER PAY
PERIOD

ANNUAL ACCRUAL

ACCRUAL CAP
0 – 2 yrs (0 – 24 months)

3.07 hours 80 hours 160 hours
2 – 9 yrs (25 – 108 months)

4.62 hours 120 hours 240 hours
10 yrs (109 – 120 months)

4.92 hours 128 hours 256 hours
11 yrs (121 – 132 months)

5.23 hours 136 hours 272 hours
12 yrs (133 – 144 months)

5.54 hours 144 hours 288 hours
13 yrs (145 – 156 months)

5.846 hours 152 hours 304 hours
14 yrs (157 months & thereafter) 6.15 hours 160 hours 320 hours

2. Cash Out of Vacation Leave: Employees shall have the option of converting accrued Vacation Leave to cash on an hour for hour basis subject to the following: To cash out Vacation Leave hours, an employee must make an irrevocable election on or before December 31st of each calendar year, in order to receive cash for Vacation Leave hours in the following calendar year. The accrued Vacation Leave hours cash out will only be given to those employees who have made the affirmative election on or before the deadline by completing a form provided by the Finance Department. Employees will receive the cash out once per year, on the regular pay date, during the first full pay period in January. Vacation Leave shall be paid out at the member’s current base rate of pay.

All members with a minimum of eighty (80) hours of Vacation leave may elect to cash out up to forty (40) hours annually. The annual optional election to either cash out or to convert up to forty (40) hours of Vacation Leave to the City’s Deferred Compensation 457 plan shall be paid out at the member’s current base rate

Other Rules:
 Vacation hours shall not be accrued in excess of the annual accrual Cap based on years of service.
 An employee shall not be eligible to take annual vacation leave during the same year it is earned (CSR&R Rule XII, Section 214,i)
o City agrees to amend this Rule when CSR&Rs are updated.  Accrued vacation leave will be paid out at separation at the employee’s current base rate of pay.
 Vacation hours will be considered hours worked when computing overtime.

THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

9 SECTION C SICK LEAVE ACCRUAL

1. Accrual and Cap: Employees covered under this MOU shall accrue sick leave and shall have a maximum sick leave accrual cap in the amounts listed below.

ACCRUAL PER PAY PERIOD ANNUAL ACCRUAL ACCRUAL CAP

3.692 96 1040

2. Sick leave may be utilized for:
 Personal illness or injury of the employee;
 Authorized emergency leave; Serious illness or injury of the employee's spouse, state registered domestic partner, or child, parents, siblings, grandparents, any of which that reside in the unit employee’s residence (in accordance with Labor Code §§ 233);  Where an employee which is a victim of domestic violence, sexual assault, or stalking, for the purposes described in Labor Code sections 230 © and 230.1(a);  Cases of quarantine;
 Where exposure to contagious diseases would endanger the health of other employees.

Other Rules:

Sick leave may be taken in increments of one-half (1/2) hour or more.

Sick leave may not be used for disapproved vacation leave.

For absences of over two (2) days, a medical certificate from a qualified physician may be required.

In order to receive compensation while absent on sick leave, except in an emergency or due to extenuating circumstances, the employee shall notify their immediate supervisor, at least one (1) hour prior to employee’s scheduled shift/start time. In an emergency, the employee shall report to their supervisor as soon as the situation reasonably allows.

** Sick hours will not be considered hours worked when computing overtime. ** After sick leave has been exhausted, employee may use earned vacation

SICK LEAVE CASH OUT OPTIONS AT SEPARATION

OPTON 1:

Payout at separation based on years of service at current base pay, up to 720 hours:

YEARS OF CONTINUOUS YEARS OF

MONTEBELLO SERVICE
PAY OUT AT SEPARATION UP TO 720

HOURS BASED ON YEARS OF

MONTEBELLO SERVICE
Less than five 0%
At least five but less than ten 25%
At least ten but less than fifteen 50%
At least fifteen but less than twenty 75%
Twenty or more 100%

THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

10 OPTION 2 (AT RETIREMENT ONLY):

Sick Leave Conversion to Service Credit:

In accordance with Government Code Section 20965, the City will continue the process to evaluate the cost to amending its retirement contract with CalPERS to include the Sick Leave Conversion Benefit.

Upon amendment, employees would have the option to convert any unused Sick Leave hours to CalPERS service credit upon retirement from the City of Montebello.

SECTION D HOLIDAY BANK
Effective the first full pay period after the City Council’s adoption of this MOU, unit employees will receive a prorated bank of holiday hours, based on their work schedules (as stated below), for the remaining holidays occurring this calendar year.

Holiday Hour Bank Accrual/Cash Out
12 Holidays x# of regular
shift hours
Automatic cash out the second
(2nd) pay period in January of
each calendar year

Holidays

1. NEW YEAR’S DAY - January 1st

2. MARTIN LUTHER KING, Jr. DAY- Third Monday in January

3. PRESIDENT’S DAY- Third Monday in February

4. MEMORIAL DAY- Last Monday in May

5. JUNETEENTH - June 19th

6. INDEPENDENCE DAY- July 4th

7. LABOR DAY- First Monday in September

8. COLUMBUS DAY/INDEGINOUS PEOPLE’S DAY- Second Monday in October

9. VETERAN’S DAY- November 11th

10. THANKSGIVING DAY- Fourth Thursday in November

11. DAY AFTER THANKSGIVING - Fourth Friday in November

12. CHRISTMAS DAY - December 25th

Annual Holiday Bank
In the pay period containing January 1st of each year, a holiday bank shall be established for each unit employee at the rate of twelve (12) full-day holidays which occurs during the calendar year. The bank of hours will correlate to the employees current shift schedule.

Shift schedule Holiday Hours Annually
4/10 schedule 120 hours
3/12 & 8 schedule 144 hours
9/80 schedule 108 hours
5/40 schedule 96 hours

Employees entering the unit during the calendar year shall have a pro-rated holiday bank established that contains all designated holidays remaining in the calendar year following their effective date of hire or entry into the unit.

THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

11 Employee’s whose regular schedule work-day occurs on an observed holiday may use their holiday hours at the discretion of the managing department, subject to department rules and guidelines.

Cash Out of Remaining Holiday Hours
 During the second (2nd) pay period in January of each calendar year, each unit employee shall receive a cash payment, for all remaining time in their holiday bank from the previous calendar year, at the current base pay.

There shall be no carryover of any unused holiday hours from one calendar year to another.

Observation of Holidays
 Designated holidays falling on a Monday through Thursday shall be observed by the City on the actual date of the designated holiday.
 Designated holidays falling on a Friday, Saturday or Sunday those hours will be banked to each employee’s holiday bank for use upon request and approval or cashed out during the second (2nd) pay period in January, if unused.

Employees Separating from the City
 Employees who leave City employment shall be paid a pro-rata amount of unused holiday time.

The separating employee shall be paid all unused holiday hours equivalent to the number of recognized City holidays that occur between January 1st and the date of the employee’s separation, at the current base rate of pay.
** Holiday hours will not be considered hours worked when computing overtime.

** In order to receive holiday pay an employee shall work or have approved leave time off on their last scheduled shift immediately preceding the holiday, and their first scheduled shift immediately after the holiday.

SECTION E ADMINISTRATIVE LEAVE

Unit members will receive fifty (50) hours of Administrative Leave during the first full pay period each January. Upon posting administrative leave hours, any unused administrative leave hours remaining from the previous calendar year will be automatically paid off at the current rate of pay plus incentives.

ARTICLE IV
- RETIREMENT

SECTION A CALPERS RETIREMENT TIERS
The City offers a defined retirement benefit plan through the California Public Employees’ Retirement System (“CalPERS”). There are two (2) tiers of the retirement benefit plan depending on date of hire and/or status as “new member”, as defined by the Government Code, which define the employee contribution/cost sharing as follows:

1. Retirement Tier 1: Employees hired prior to January 1, 2013 or who are not “new members” under the California Public Employees’ Pension Reform Act of 2013 (“PEPRA”), Gov. Code § § 7533, et seq. These employees are also referred to as “Classic CalPERS Members”.

THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

12 a. CalPERS retirement formula is 2.7% @ 55

2. Retirement Tier 2: Employees Hired on or after January 1, 2013 and who are defined by the Public Employees’ Pension Reform Act (PEPRA) as “new members” a. CalPERS retirement formula is 2.0% @ 62

SECTION B EMPLOYEE CALPERS CONTRIBUTION

1. Classic CalPERS Members (as defined by CalPERS):

Classic CalPERS Members pay the eight percent (8%) employee contributions toward their CalPERS pension.

2. CalPERS (PEPRA) Members (as defined by CalPERS):

New CalPERS (PEPRA) unit members, including each newly hired unit member, shall continue to pay their obligatory "half the actuarial normal cost" of their pension benefit (as determined and regularly adjusted by CalPERS). The current normal cost obligation for each PEPRA unit member is seven percent ( 7%), with potential mandated upward adjustments thereafter
as determined annually be CalPERS actuarial valuation reports.

The City is prohibited by PEPRA from paying any portion of the member contribution for PEPRA members.

ARTICLE V –

POST RETIREMENT BENEFIT PROVISIONS

SECTION A RETIREE HEALTH BENEFITS

Full-time unit members hired prior to June 12, 2019:

The City agrees to continue to provide the Retiree Health Benefit, with qualifying prerequisites, terms and provisions as outlined in Resolution 04-08A, to all full-time members in the bargaining unit that were and currently are employed by the City as of June 12, 2019 .

Eligible members of the bargaining unit must have completed a minimum of (15) years of service as a full-time employee to receive the Retiree Health Benefit. Years of City service in a part- time position do not count toward the prerequisite years of service or eligibility and will not be considered as qualifying.

All full-time employees in the bargaining unit hired after June 12, 2019 shall only receive the minimum health premium contribution as set forth in Government Code section 22892.

TICLE VI - MISCELLANEOUS PROVISIONS

SECTION A UNIT WORK SCHEDULES

1. Members of this unit may be assigned to the following work schedules dependent on organizational need.

THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

13 4/10 Work Schedule
9/80 Work Schedule
5/40 Work Schedule

2. Work Schedule Changes: Work schedule changes shall require a minimum of fourteen (14) calendar days’ notice, except in the case of an emergency as determined by management.

SECTION B MANAGEMENT RIGHTS

Nothing in this agreement shall be construed to prohibit the City from exercising all management rights and prerogatives except those expressly waived in this agreement. The City has all rights to manage the City including the establishing of rules, directives and orders except those expressly waived by this agreement. It is recognized that, except as expressly provided in this agreement, the City shall retain whatever rights and authority are necessary for it to operate and direct affairs of the City in all of its various aspects, including but not limited to the right to direct the working forces; to plan, direct and control operations and services of the City; to determine the methods, means, organization and number of personnel by which such operations and services are to be conducted; to assign and transfer employees; to schedule working hours and to assign overtime; to determine whether goods or services should be made or purchased; to hire, promote, suspend, discipline, or discharge in compliance with employment law; to make and enforce.

SECTION C AVOIDANCE OF INEQUITIES

The City Manager shall possess the authority to promote equity and equality, directly and indirectly, to reduce instances of poverty. The authority of the City Manager shall encompass but not limited: to adjustment of the distribution of unequal and/or unjust resources and opportunities among employees of City of Montebello, to treat people uniquely by public policy to compensate for different circumstances, to adjust pay increases wherein inequity is present, to boost social cohesion and reduce political conflict.

SECTION D SHARED

AGREEMENT CLAUSE
Nothing in this Agreement shall limit the Parties' ability to mutually agree, in writing, to implement different terms than those provided in this Agreement.

ARTICLE VII - EFFECTIVE DATE AND TERM OF AGREEMENT
This MOU shall be of no force and effect unless or until adopted by City Council. If adopted, the term of this MOU shall be for
three and one-half (3 ½) years. From 1/1/2022 to 6/30/2025.

John Soria Date
Montebello Management Professionals’ Association President THE CITY OF MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

14 René Bobadilla Date
City Manager

EXHIBIT A
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The Montebello Management Professionals’ Association

REPRESENTED CLASSIFICATIONS
Accounting Manager
Assistant Director of Finance
Assistant Director of Fire
Assistant of Human Resources
Assistant Director of Planning & Community Development
Assistant Director of Public Affairs
Assistant Director Of Public Works
Assistant Director of Recreation & Community Services
Assistant Director of Transportation
Building Official
Code Enforcement Manager
Construction Manager
Deputy Director Of Public Works
Deputy Director of Transportation
Economic Development Manager
Fleet Maintenance Manager
Fleet Services Manager
Housing Manager
Human Resources Analyst
Human Resources Manager
Information Systems Manager
Planning Manager
Public Information Officer
Public Works Manager
Public Works Superintendent
Recreation Manager
Risk Management Analyst
Risk Manager
Senior Deputy City Clerk
Senior Human Resources Analyst
Superintendent/Facility Manager
Transit Administration Manager
Transit Operations Manager

APPENDIX A

City of Montebello, California
Policy & Procedures Manual

16 2.060.590 Bilingual Pay

Purpose
The purpose of this policy is to provide compensation guidelines for City employees that provide bilingual services to the residents and customers of the City of Montebello. This policy applies to only full-time employees.

Policy
It is the policy of the City to identify employees in positions designated as bilingual by the Director of Human Resources, that require, as a condition of employment, the performance of verbal and written bilingual skills, shall be entitled to Bilingual pay.

A. The City has identified and approved through demographical data the need for providing bilingual services in the following languages: Spanish, Russian, Chinese, Armenian, Korean, or Sign Language.

B. The Human Resources Department has identified and approved positions and level of required fluency in the second language that meet the operational needs of the City and its citizens.

C. The Human Resources Department shall contract with a third-party vendor to provide a testing system for compensating employees based on City needs.

Procedure
A. Employees must submit in writing a request to test for Bilingual Pay.

B. Employee must pass a bilingual proficiency test, in addition to any other job-related test requirement for a position.

C. Testing:

1. Bilingual proficiency will be determined by standardized competency tests contracted through a third-party vendor by Human Resources.

2. The Human Resources Department will communicate with the Department when an employee has passed the competency test, the employee’s

APPENDIX A

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Policy & Procedures Manual

17 Department will submit a personnel action form for the incentive pay to begin on the 1st of the next month.

D. Compensation: Compensation shall be based on Bargaining Unit agreements:

Prior to May 2022:

Bargaining Unit Monthly Incentive
Montebello Firefighters’ Association $100
Montebello Fire Management Association $100
Montebello Police Officers’ Association $100
Montebello Police Management Association $100
Montebello Supervisors’ Association $80
Montebello Mid-Management Association $70
Montebello City Employees’ Association $80
Montebello Management Professionals’
Association
$80
Un-represented full-time $80

Effective July 1, 2022:

The Bilingual incentive will be based on the following criteria, and compensation for successfully passing an assessment for each (one language only):
o Speaking - $50.00 per month
o Writing - $50.00 per month
o Reading - $50.00 per month

APPENDIX A

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Policy & Procedures Manual

18 A. Staff currently receiving the bilingual incentive do not have to test again, unless they want to upgrade to the new three-pronged criteria and earn the increased compensation as outlined above.

B. Bilingual incentive will be calculated into overtime compensation when applicable.

C. Bilingual incentive pay will be reported as Special Compensation to CalPERS as applicable.

D. Administration: The Human Resources Department is responsible for administering the Bilingual Pay Policy. The Human Resources Department responsibilities shall also include a periodic review and report on the number and location of positions designated as bilingual.

(Revised: 04/27/2022)

APPENDIX B

City of Montebello, California
Policy & Procedures Manual

19 2.060.565 Bereavement Leave
Purpose
The purpose of this policy is to provide guidelines for the use of leave associated with bereavement of an immediate family member.

Policy
It is the policy of the City to provide “Bereavement Leave” to full-time city employees to attend to the details of, and to grieve the death of an immediate family member.

A. “Immediate family member” shall mean the employee’s parent, sibling, mother-in- law
, father -in-law, spouse or registered domestic partner, child, grandparent , grandchild (including “Step” family members).

B. Full-time City employees shall be eligible to utilize up to 3 workdays /1-full fire safety personnel shift of bereavement leave annually, that will not be charged against their accrued annual or sick leave.

C. In the event more than one request for use of bereavement leave per annuum is requested by a full-time employee, their request to utilize up to 3 workdays /1-full fire safety personnel shift may be approved.

1. In this event, the affected employee shall utilize either annual or sick leave they have accrued.

2. If the affected employee does not have sufficient accrued hours banked, they may be granted the leave without pay.

D. Part-time employees may be granted bereavement leave without pay following the same criteria as that of full-time employees.

Procedure
A. It shall be the responsibility of the affected employee to immediately notify their immediate supervisor of the need to utilize bereavement leave.

1. The immediate supervisor shall complete the necessary documentation to facilitate the use of bereavement leave.

APPENDIX B

City of Montebello, California
Policy & Procedures Manual

20 2. The immediate supervisor shall ensure the appropriate authorities are notified of the leave notification.

B. Upon return of the affected employee, any additional documentation and signatures shall be obtained.

C. In the event additional hours are requested, the affected employee shall make the request in writing providing the reasons for such need.

1. Upon receiving the request for additional hours, the immediate supervisor shall forward the request to the appointing authority with their recommendation.

2. Use of accrued annual or sick hours shall be utilized for any additional hours requested above the allotted bereavement leave.

Montebello Fire Management Association 48 hours/1 shift (Fire Battalion Chief & Deputy Fire Chief)
30 hours (Fire Marshal)
Montebello Firefighters’ Association 48 hours/1 shift
Montebello Police Management
Association
30 hours
Montebello Mid-Management Association 30 hours
Montebello Supervisors Association 30 hours
Montebello Police Officers’ Association 30 hours
Montebello City Employees’ Association 30 hours
Montebello Management Professionals’
Association
30 hours
Non Represented Full Time 30 hours

(Revised: 04/27/22)

APPENDIX C

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2.060.227 Longevity Pay

Purpose
The purpose for longevity pay is to recognize long-term service employees that work for the City of Montebello.

Policy
The City will pay the agreed upon amount for longevity pay as adopted by City Council.

Procedure
Each department will keep track of their employees’ dates of service and eligibility for longevity pay. The department will issue a personnel action form to the Human Resources Department to reflect the start of eligibility and each increase to the longevity pay tier based on the employees’ collective bargaining agreement.

MONTEBELLO POLICE MANAGEMENT ASSOCIATION

A. For longevity purposes only, the following shall count as LAW ENFORCEMENT SERVICE:

a. For full- time City of Montebello employees who are in either the MPMA unit or the MPOA unit as of July 1, 2019, all continuous service as an active, full-time City of Montebello law enforcement department member, whether sworn or unsworn, plus any verifiable prior laterals continuous service as an active, full-time sworn police, police supervisory, or police management unit member, shall count toward years of longevity.

b. For MPMA unit members who join the MPMA unit on or after July 1, 2019 without prior continuous service as an active, full-time City of Montebello law enforcement department member, only verifiable prior lateral continuous service as a full- time sworn

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police, police supervisory, or police management unit member shall count toward years of longevity.

B. Considering the definition of LAW ENFORCEMENT SERVICE in paragraph 4. A., beginning with the first pay period of the seventh (7th) year of continuous, aggregate active LAW ENFORCEMENT SERVICE, and continuing through the completion of the unit member's 11 th year of continuous, aggregate active LAW ENFORCEMENT SERVICE, an MPMA unit member shall receive 4% of his/her Base Salary as Longevity Pay (which shall be reported to CalPERS as special pay) in addition to the unit member's Base Salary. Aggregate active service time shall not include any overlapping service time (i.e. service time cannot count twice for overlapping time periods).

C. Considering the definition of LAW ENFORCEMENT SERVICE in paragraph 4.A., beginning with the first pay period of the twelfth (12th) year of continuous, aggregate active LAW ENFORCEMENT SERVICE, and continuing through the completion of the unit member's 19th year of continuous, aggregate active LAW ENFORCEMENT SERVICE, an MPMA unit member shall receive 7% of his/her Base Salary as Longevity Pay (which shall be reported to CalPERS as special pay) in addition to the unit member' s Base Salary. Aggregate active service time shall not include any overlapping service time (i.e. service time cannot count twice for overlapping time periods).

D. Considering the definition of LAW ENFORCEMENT SERVICE in paragraph 4.A, beginning with the first pay period of the twentieth (20 th) year of continuous, aggregate active LAW ENFORCEMENT SERVICE, and continuing through the completion of the unit member's 25th year of continuous, aggregate active LAW ENFORCEMENT SERVICE, an MPMA unit member shall receive 10% of his/ her Base Salary as Longevity Pay (which shall be reported to CalPERS as special pay) in addition to the unit member's Base Salary. Aggregate active service time shall not include any overlapping service time i.e. service time cannot count twice for overlapping time periods).

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E. Considering the definition of LAW ENFORCEMENT SERVICE in paragraph 4.A , beginning with the first pay period of the twenty sixth (26th) year of continuous, aggregate active LAW ENFORCEMENT SERVICE, and continuing through the MPMA unit member's remaining years of full- time City MPMA unit service, an MPMA unit member shall receive 13% of his/ her Base Salary as Longevity Pay (which shall be reported to Ca1PERS as special pay) in addition to the unit member's Base Salary. Aggregate active service time shall not include any overlapping service time (i.e. service time cannot count twice for overlapping time periods).

MONTEBELLO FIRE MANAGEMENT ASSOCIATION

Effective the first (1st) full pay period after MOU adoption, for full-time City of Montebello employees who are in the MFMA unit, all continuous service as an active, full-time City of Montebello fire service sworn, plus any verifiable prior Lateral continuous service with another fire service agency as an active, full-time sworn firefighter, firefighter paramedic, fire engineer, fire captain, or fire battalion chief shall count toward years of longevity.

Effective the first (1st) full pay period after MOU adoption, Longevity pay shall consist of:

A. A (4%) base salary increase at the completion of five (5) years aggregate active service as a full-time City of Montebello sworn fire personnel unit member which the unit member shall continue to receive through the completion of the unit member's 10th year.

B. The (4%) base salary increase shall be increased to a (7%) base salary increase at the completion of ten (10) years aggregate active service as a full-time City of Montebello sworn fire personnel unit member which the unit member shall continue to receive through the completion of the unit member's 15th year.

C. The (7%) base salary increase shall be increased to a (10%) base salary increase at the completion of fifteen (15) years aggregate active service as a full- time City of

APPENDIX C

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Montebello Sworn personnel unit member which the unit member shall continue to receive through the completion of the unit member's 20th year.

D. The (10%) base salary increase shall be increased to a (13%) base salary increase at the completion of twenty (20) years aggregate active service as a full-time City of Montebello sworn personnel unit member which the unit member shall continue to receive for the unit member's remaining years of full- time City sworn personnel unit member service.

MONTEBELLO MID-MANAGEMENT ASSOCIATION

A. Beginning the first pay period after June 26, 2019, each MMMA unit member with ten (10) years of aggregate full- time City service shall be eligible for longevity pay. Longevity pay shall consist of a base salary pay increase at the following eligibility benchmarks and shall not be cumulative:

After 10 years of full- time service 1. 5 % base salary increase After 15 years of full- time service 2. 5 % base salary increase After 20 years of full- time service 3. 5 % base salary increase After 25 years of full-time service 5. 0 % base salary increase

B. A one and half (1.5%) percent base salary increase at the completion of ten (10) years of aggregate full-time City service which the unit member shall continue to receive through the completion of the unit member's 14th year.

C. A two and a half (2.5%) percent base salary increase at fifteen (15) years of aggregate full-time City service which the unit member shall continue to receive through the completion of the unit member's 19th year.

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D. A three and a half (3.5%) percent base salary increase at twenty (20) years of aggregate fulltime City service which the unit member shall continue to receive through the completion of the unit member's 24th year.

E. A five (5.0%) percent base salary increase at twenty five (25) years of aggregate full- time City service and the unit member shall continue to receive thereafter.

MONTEBELLO SUPERVISORS’ ASSOCIATION

A. Beginning the first pay period after May 15, 2019, each MSA unit member with ten (10) years of aggregate full- time City service shall be eligible for longevity pay. Longevity pay shall consist of a base salary pay increase at the following eligibility benchmarks and shall not be cumulative:

C. A two and a half (2.5%) percent base salary increase at fifteen (15) years of aggregate full- time City service which the unit member shall continue to receive through the completion of the unit member's 19th year.

D. A three and a half (3.5%) percent base salary increase at twenty (20) years of aggregate full- time City service which the unit member shall continue to receive through the completion of the unit member's 24th year.

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E. A five (5.0%) percent base salary increase at twenty five (25) years of aggregate full- time City service and the unit member shall continue to receive thereafter.

MONTEBELLO CITY EMPLOYEES’ ASSOCIATION

A. Beginning the first pay period after April 22, 2019, each MCEA unit member with ten (10) years of aggregate full- time City service shall be eligible for longevity pay. Longevity pay shall consist of a base salary pay increase at the following eligibility benchmarks and shall not be cumulative:

After 10 years of full- time service 1.5 % base salary increase After 15 years of full- time service 2.5 % base salary increase After 20 years of full- time service 3.5 % base salary increase After 25 years of full-time service 5.0 % base salary increase

C. A two and a half (2.5%) percent base salary increase at fifteen (15) years of aggregate full- time City service which the unit member shall continue to receive through the completion of the unit member's 19th year.

D. A three and a half (3.5%) percent base salary increase at twenty (20) years of aggregate full-time City service which the unit member shall continue to receive through the completion of the unit member's 24th year
.

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E. A five (5.0%) percent base salary increase at twenty five (25) years of aggregate full- time City service and the unit member shall continue to receive thereafter.

MONTEBELLO FIREFIGHTERS’ ASSOCIATION

A. For longevity purposes only, the following shall count as LATERAL SWORN FIRE SERVCE:

For full-time City of Montebello employees who are in the MFA unit as of October 1, 2019, all continuous service as an active, full-time City of Montebello fire service sworn, plus any verifiable prior Lateral continuous service with another fire service agency as an active, full-time sworn firefighter, firefighter paramedic, fire engineer, or fire captain shall count toward years of longevity.

Each unit member with ten (10) years aggregate service as a full-time sworn Fire Service unit member shall be eligible for longevity pay. Thereafter, each unit member who attains ten (10) years aggregate service as a full-time firefighter shall be eligible for longevity pay.

Longevity pay shall consist of:

B. Beginning with the first pay period after completion of ten (10) years aggregate active service as a full-time City firefighter unit member and continuing through the completion of the unit member’s 15th year of full-time City firefighter unit member service, the unit member shall receive 3% of his/her Base Salary (which shall be reported to CalPERS as special pay) in addition to the unit member’s Base Salary.

C. Beginning with the first pay period after completion of fifteen (15) years aggregate active s
ervice as a full-time City firefighter unit member and continuing through the completion of the unit member’s 20th year of full-time City firefighter unit member service, the unit member shall receive 4½% of his/her Base Salary (which shall be reported to CalPERS as special pay) in addition to the unit member’s Base Salary.

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D. Beginning with the first pay period after completion of twenty (20) years aggregate active service as a full-time City firefighter unit member and continuing through the completion of the unit member’s 25th year of full-time City firefighter unit member service, the unit member shall receive 6% of his/her Base Salary (which shall be reported to CalPERS as special pay) in addition to the unit member’s Base Salary.

E. Beginning with the first pay period after completion of twenty-five (25) years aggregate active service as a full-time City firefighter unit member and continuing for the unit member’s remaining years of full-time City firefighter unit member service, the unit member shall receive 7.5% of his/her Base Salary (which shall be reported to CalPERS as special pay) in addition to the unit member’s Base Salary.

MONTEBELLO POLICE OFFICERS’ ASSOCIATION

Current longevity rates, and definitions of qualifying law enforcement service for purpose of longevity, shall be modified as follows, effective July 1, 2019:

A. For longevity purposes only, the following shall count as LAW ENFORCEMENT SERVICE:

a. For full- time City of Montebello employees who are in the MPOA unit as of July 1, 2019, all continuous service as an active, full- time City of Montebello law enforcement department member, whether sworn or unsworn, plus any verifiable prior lateral continuous service as an active, full-time sworn police, police supervisory, or police management unit member, shall count toward years of longevity.

b. For MPOA unit members who join the MPOA unit on or after July 1, 2019 without prior continuous service as an active, full-time City of Montebello law enforcement department

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member, only verifiable prior lateral continuous service as a full- time sworn police, police supervisory, or police management unit member shall count toward years of longevity.

B. Considering the definition of LAW ENFORCEMENT SERVICE in paragraph 4. A. beginning with the first pay period of the seventh (7th) year of continuous, aggregate active LAW ENFORCEMENT SERVICE, and continuing through the completion of the unit member's 11th year of continuous, aggregate active LAW ENFORCEMENT SERVICE, an MPOA unit member shall receive 4% of his/her Base Salary as Longevity Pay (which shall be reported to Cal
PERS as special pay) in addition to the unit member's
Base Salary. Aggregate active service time shall not include any overlapping service time (i.e. service time cannot count twice for overlapping time periods).

C. Considering the definition of LAW ENFORCEMENT SERVICE in paragraph 4. A., beginning with the first pay period of the twelfth (12th) year of continuous, aggregate active LAW ENFORCEMENT SERVICE, and continuing through the completion of the unit member’s 19th year of continuous, aggregate active LAW ENFORCEMENT SERVICE, an MPOA unit member shall receive 7% of his/ her Base Salary as Longevity Pay (which shall be reported to CaIPERS as special pay) in addition to the unit member' s
Base Salary. Aggregate active service time shall not include any overlapping service time (i.e. service time cannot count twice for overlapping time periods).

D. Considering the definition of LAW ENFORCEMENT SERVICE in paragraph 4.A, beginning with the first pay period of the twentieth (20th) year of continuous, aggregate active LAW ENFORCEMENT SERVICE, and continuing through the completion of the unit member's 25th year of continuous, aggregate active LAW ENFORCEMENT SERVICE, an MPOA unit member shall receive 10% of his/ her Base Salary as Longevity Pay (which shall be reported to CalPERS as special pay) in addition to the unit member's Base Salary. Aggregate active service time shall not include any overlapping service time i.e. service time cannot count twice for overlapping time periods).

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E. Considering the definition of LAW ENFORCEMENT SERVICE in paragraph 4.A, beginning with the first pay period of the twenty sixth (26th) year of continuous, aggregate active LAW ENFORCEMENT SERVICE, and continuing through the unit member's remaining years of full-time City MPOA unit service, an MPOA unit member shall receive 13% of his/her Base Salary as Longevity Pay (which shall be reported to CaIPERS as special pay) in addition to the unit member's Base Salary. Aggregate active service time shall not include any overlapping service time (i.e. service time cannot count twice for overlapping time periods).

FULL-TIME NON-REPRESENTED EMPLOYEES
MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

A. Effective April 28, 2019, each non-represented full-time employee with ten (10) years of aggregate full-time City service shall be eligible for longevity pay.

Longevity pay shall consist of a base salary pay increase at the following eligibility benchmarks and shall not be cumulative:

After 10 years of full- time service 1.5 % base salary increase After 15 years of full- time service 2.5 % base salary increase After 20 years of full- time service 3.5 % base salary increase After 25 years of full-time service 5.0 % base salary increase

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E. A five (5.0%) percent base salary increase at twenty five (25) years of aggregate full- time City service and the unit member shall continue to receive thereafter.

(Revised: 04/27/2022
)

APPENDIX D

City of Montebello, California
Policy & Procedures Manual

32 2.060.517 Education Reimbursement Program

Purpose:

To define who and under what circumstances City employees may receive education reimbursement and to outline the procedure by which reimbursement may be obtained.

Policy:

A. Applications for education reimbursement must be from full-time, non-temporary, employees of the City. (Probationary employees will be considered eligible.) B. Course(s) selected must be of such a nature that it benefits the City and better enables the employee to carry out present duties and will prepare the employee for increased responsibilities and/or promotion. (An employee seeking a college degree will be eligible for reimbursement for those courses that qualify them for such degree.

However, the declared major must have reasonable relevance to the job.) C. Courses other than those qualifying for reimbursement under paragraph B may be approved for reimbursement under this policy with the prior approval of the Director of Human Resources and the City Administrator upon submission of justification by the Appointing Authority. However, costs associated with non-classroom thesis production courses are not subject to reimbursement.

D. Employees desiring reimbursement must attend such courses on their own time after work hours and must complete the course with a passing grade of at least "C" or equivalent.

E. Reimbursement will be made for tuition at rates specified in H below, books, fire certification, lab fees, and all other fees required to take a class or classes. Student body fees will be included; however, parking fees are excluded from reimbursement.

F. Should an employee separate from the City's service within one year after beginning any course reimbursed by the City, the cost of such course will be deducted from the employee's last paycheck. The Director of Human Resources shall be responsible for informing the Finance Department of any such amounts to be deducted.

APPENDIX D

City of Montebello, California
Policy & Procedures Manual

33 G. Approval will be limited to courses taken at accredited universities, state colleges and community colleges, approved correspondence courses, high school and adult education, technical and vocational schools.

H. Employees may attend any accredited or other institution approved by the City Manager or designee. However, education reimbursement rates are based on current California State University rates. A cap of $1,500 per fiscal year will be granted to each eligible employee, with the exception of members of the Montebello Police Officers’ Association who’s members have an annual maximum of $2,000.

I. Employees scheduled by the City to take specialized courses or special seminars on work time will not be subject to the requirements of this policy.

Procedure:

A. In order for an employee to be eligible to receive reimbursement for tuition, fees and books, or fire certification by the State Fire Marshal, he/she must acquire prior approval of the course(s) from the Department Head, the Director of Human Resources and City Manager by submitting the Course Approval Form. This form shall be returned to the Department Head upon approval by the Director of Human Resources and the City Manager.

B. Upon receiving verification of enrollment and grade or certification, with receipts for tuition and books or for fire certification, the Department Head will submit the Educational Reimbursement Application to the Director of Human Resources with the approved Course Approval Form and a Request to Issue a Warrant made out to the employee receiving the reimbursement. Documentation must be submitted within two months of class completion.

C. Upon timely receipt of these materials, the Director of Human Resources shall have the responsibility for processing the claim for reimbursement.

APPENDIX D

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Policy & Procedures Manual

34 (Prior Policy #V-B-25, 07/01/73; AUTHORITY: C/ADMIN)

(Revised: 07/28/21)

APPENDIX E

City of Montebello, California
Policy & Procedures Manual

35 2.060.504 Employee Compensation and Benefits

Purpose
Is to provide a description of the City’s employee compensation and benefits packages.

Policy
It is the policy of the City to recognize the significant role that its workforce plays in fulfilling its public service mission. The City recognizes that maintaining a competitive compensation system is critical to its goal of delivering public services to its citizens.

Therefore, the City strives to provide compensation for its employees to attract qualified applicants, retain employees who are equally committed to public service, and motivate employees to maintain the highest standards of performance.

A. With this goal in mind, the City shall compensate employees in accordance with decisions made by Council as budgets are set. Pay for positions are subject to the annual budgetary process and current employee organization MOU’s; and as such, may be subject to increase, reduction, or status quo maintenance for fixed time periods.

B. TOTAL COMPENSATION PHILOSOPHY: The City is committed to providing a range of public services to its citizens by fostering an environment that embraces respect for the worth of each employee and to pursue the same towards its total compensation package that includes salary and benefits. The City’s philosophy is consistent across units with practices that may differ to meet the unique needs of division, department, employee classifications and performance. The City’s total compensation package is guided by the following principles:

1. The City’s total compensation package shall be reviewed against appropriately defined labor markets.

2. The City’s total compensation package shall comply with all applicable state and federal laws.

3. Salaries are managed through a simple, clear program that is consistent with the City’s strategic and organizational objectives.

APPENDIX E

City of Montebello, California
Policy & Procedures Manual

36 C. The Council reserves the right to make budget adjustments, and consequently direct pay adjustments during the budget year in order to manage their fiscal responsibilities or deal with unforeseen circumstances that justify or require changes to City expenditures.

Procedure
A. Compensation (Salary) Schedules: All employee classifications shall receive a salary that is approved by City Council resolution each fiscal year.

B. Benefits: In coordination with employee organizations MOU’s, funding abilities, state and federal laws, and the City’s total compensation philosophy, the following benefits are afforded to the full-time employees of the City of Montebello:

C. HEALTH INSURANCE THROUGH PEMHCA
a. The City and the Association agree to contract for health benefits coverage through the Public Employees’ Retirement System under the Public Employees’ Medical Health Care Act (PEMHCA) Section 22751 et seq. of the Government Code.

D. HEALTH INSURANCE CITY CONTRIBUTION
a. Effective March 27, 2008, the City will contribute the following amounts toward full-time employees’ medical, dental & vision insurance:

COVERAGE TOTAL CITY

CONTRIBUTION)
1 Party Full coverage
2 Party $840.00
3 Party $1,090.00

b. Part-time employees who have become eligible for CalPERS membership and have worked 1000 hours in a fiscal year:

APPENDIX E

City of Montebello, California
Policy & Procedures Manual

37 i. The contribution toward hourly EE's insurance who were eligible before 7/1/92 will be at the rate needed to fully pay 1 party coverage in the plan selected by the EE. For hourly EE who became eligible for insurance on or after 7/1/92 the City contribution toward the insurance package will be at the rate needed to pay 50% of one party coverage in the plan selected by the employee. [Res. 97-109] E. Medical Insurance Opt-out Incentive
a. An opt-out incentive is afforded to full-time and those hourly employees, who have benefits and were hired prior to 8/11/92, who decline the City's medical, dental and vision insurance package.
b. Proof of medical coverage elsewhere will be required annually to continue participation in the cash incentive program.
c. The monthly Medical Insurance Opt-Out incentive is $350.00 d. The monthly Medical Insurance Opt-Out incentive shall be computed when calculating overtime as applicable.
e. The monthly Medical Insurance Opt-Out incentive shall be reported as Special Compensation to CalPERS as applicable.
f. Employees who have an alternative source of health insurance must provide minimum essential health coverage pursuant to the U. S. Patient Protection and Affordable Care Act (ACA), and cover both the employee and all individuals in the employee' s expected tax family, if any. During open enrollment or as otherwise required by the City, the employee must each year provide the City with an attestation or other reasonable documentation, subject to the City's approval confirming such alternate coverage. According to the ACA, the City must not make payment if the City knows that the employee or family member does not have the alternative coverage.

APPENDIX E

City of Montebello, California
Policy & Procedures Manual

38 (Revised: 03/21/95; 07/28/21)

APPENDIX F

City of Montebello, California
Policy & Procedures Manual

39 2.060.516 Jury Duty Compensation

Purpose
To establish a policy and define the procedure to be utilized concerning jury duty.

Policy
A. An employee of the City, who is in receipt of a juror summons and is required to serve, shall be paid up to 10 days of regular salary and benefits during each fiscal year while engaged in such activity on his or her regularly scheduled work days.

B. Compensation shall extend beyond the 10 days of salary and benefits only if the employee presents to the City a certified court document showing that a trial counsel and/or an official of the court estimated that the trial for which the employee was selected as a juror had been estimated to be concluded within the number of days remaining on the employee-juror’s service period, not exceeding a maximum of 10 days. Under such circumstances, the employee shall receive his/her regular salary, minus any payments or fees received as a juror. The employee must remit any court or jury duty payments, excluding mileage reimbursement, to the City of Montebello.

Procedure
A. Upon receipt of a jury summons, the employee is to notify his/her immediate supervisor, providing a copy of the summons, and follow all court-required procedures.

B. At the first available opportunity after reporting to the court for service, the employee should notify the jury supervisor or appropriate court official that he or she is limited to 10 days of paid service.

C. Many courts utilize a system requiring jurors to call in daily to receive assignment. The employee must notify his or her supervisor of the “call in”

APPENDIX F

City of Montebello, California
Policy & Procedures Manual

40 status. Unless ordered to report to court for service, the employee must report to work, if it is a regular workday. If ordered to report to court for active service, the employee must immediately notify his or her supervisor of the court assignment.

D. Upon being released from jury service, the employee must present proof of service from the court to his or her immediate supervisor on the next working day following the conclusion of service.

E. Any jury duty payment received from the court, minus mileage payment, which may be retained by the employee, shall be forwarded to the Payroll Division of the Finance Department upon return to work.

(Prior Policy #V-B-16, 07/09/82; AUTHORITY: C/ADMIN)

(Revised: 07/09/82, 09/90, 09/96, 12/13/96; 12/05; 07/28/21)

APPENDIX G

City of Montebello, California
Policy & Procedures Manual

41 2.060.528 Education Incentive Pay

Purpose
The Education Incentive Pay program rewards employees who take the initiative to increase their job worth by gaining job-related knowledge, behaviors, and personal and professional skills to significantly enhance their value to their department and the City.

Policy
The City will pay the agreed upon amount for education as agreed upon by City Council resolution.

Procedure
The department will issue a personnel action form to the Human Resources Department to reflect the start of eligibility and the monthly amount based on the employees’ collective bargaining agreement.

MONTEBELLO POLICE MANAGEMENT ASSOCIATION

The City agrees to provide education incentive pay as follows:

Degree or Certificate Compensation
A.A. or Intermediate POST $250/month
B.A./B.S. or Advanced POST $400/month

The above education incentive pay shall not be compounded if an employee holds more than one of the above qualifying degrees or POST (Peace Officer Standards and Training) certificates. Instead, the total amount of educational incentive pay for possessing any of the above qualifying degrees or certificates shall be capped at the amount associated with the highest qualifying degree or certificate possessed.

The City also agrees to establish a supplemental educational incentive pay for those employees that possess a supervisory or management POST certificate as follows:

Supervisory Certificate $150/month
Management Certificate $150/month

This supplemental educational incentive pay for possessing a supervisory and/or management POST certificate shall be in addition to any educational incentive pay earned for possessing one of the qualifying degrees or POST certificates as set forth above.

APPENDIX G

City of Montebello, California
Policy & Procedures Manual

42 MONTEBELLO FIRE MANAGEMENT ASSOCIATION

Effective the first pay period after MFMA ratification and City Council adoption of this MOU, the City agrees to provide an education incentive to unit members as follows and such incentives shall supersede and replace previous education incentives provided to unit members:

A. $ 250/ month for Firefighter 1 Certificate or AA/AS or 60 units B. $ 400/ month for Firefighter II Certificate or BA/ BS or 120 units C. $ 600/ month for Company Officer Certificate

The aforementioned education incentives shall not be stackable or cumulative. The unit MFMA member is entitled to a maximum of one education incentive at a time.

MONTEBELLO POLICE OFFICERS’ ASSOCIATION

The City agrees to increase education incentive pay as follows:

DEGREE OR CERTIFICATE INCREASE FROM INCREASE TO
A.A. or Intermediate POST $150/month $250/month
B.A./B.S. or Advanced POST $300/month $400/month

Supervisory $150/month

The above educational incentive pay shall not be compounded if an employee holds more than one of the above qualifying degrees or POST (Peace Officer Standards and Training) certificate.

Instead, the total the total amount of educational incentive pay for possessing any of the above qualifying degrees or certificates shall be capped at the amount associated with the highest qualifying degree or certificate possessed.

The City also agrees to establish a supplemental educational incentive pay for those employees that possess a supervisory POST certificate in the amount of $150/month. This supplemental educational incentive pay for possessing a supervisory POST certificate shall be in addition to any educational incentive pay earned for possessing one of the qualifying degrees or certificates as set forth above.

MONTEBELLO CITY EMPLOYEES’ ASSOCIATION

MONTEBELLO MID-MANAGEMENT ASSOCIATION
MONTEBELLO MANAGEMENT PROFESSIONALS’ ASSOCIATION

UNREPRESENTED FULL-TIME EMPLOYEES

Full-time employees in the MCEA, MMMA, MSA, MMPA AND Unrepresented Full-time employees will receive an education incentive based on the highest completed degree. Degree incentive is not stackable.

Bachelor’s Degree $200.00 per month
Master’s or Doctoral Degree $400.00 per month

APPENDIX G

City of Montebello, California
Policy & Procedures Manual

43 Education Incentive pay will commence on the 1st day of the next month after submitting proof of Education to their department. The unit member’s department will submit a personnel action form to Human Resources for the education incentive pay to be added to the member’s salary.

(Revised: 04/27/2022)

ATTACHMENT I
RESOLUTION NO. 22-28

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

MONTEBELLO SPECIFYING CERTAIN EMPLOYEE BENEFITS AND

EMPLOYMENT CONDITIONS FOR UNREPRESENTED NON-

MANAGEMENT EMPLOYEES

RECITALS

WHEREAS, the City of Montebello values the work of all its employees and seeks to maintain fair and mutually beneficial terms and conditions of employment for the good of the City and the employees, and

WHEREAS, representatives of the City aim to memorialize a Resolution to align unrepresented non-management employee’s benefits and employment conditions with the Montebello City Employees’ Association (MCEA) tentatively agreed upon Memorandum of Understanding (MOU). As a result of such good faith negotiations, the City and the MCEA have tentatively agreed upon the MOU attached here (ATTACHMENT F).

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF MONTEBELLO HEREBY RESOLVES, FINDS, AND DECLARES AS FOLLOWS:

SECTION
1: The MOU between the City of Montebello and the M CEA dated January 1, 2022 through June 30, 2025 and attached is pending approval (ATTACHMENT F).

SECTION 2: T
o approve a Resolution to memorialize and align the benefits and conditions of employment for unrepresented non- management employees with the MCEA employee group.

SECTION 3: To establish a compensation plan for non-management classification titles in the City’s service and to implement the salary range for the following:

COMPENSATION

SALARY R ANGE INCREASES

1. PLACEMENT ON NEW SALARY MATRIX
Positions covered under this Resolution shall be placed on the new salary range (number) as follows, effective on the dates noted below.

Members covered under this Resolution will be placed at the appropriate Step, within the new salary range, as noted in the tables below, that is closest to their current rate of pay at the time of City Council approval of this Resolution, without being less than their current rate of pay.

RESOLUTION NO. 22-28

Page 2 of 5 ends

Effective January 01, 2022:

Position Title New Range
Number
New Annual Salary
Range
Field Response Case Coordinator 10 $41,561 – $51,905
Senior Administrative Assistant 12 $43,666 – $54,533
Payroll Specialist 19 $51,905 - $64,823
Records Coordinator 22 $55,896 – $69,807
Payroll Coordinator 23 $57,294 – $71,552
Deputy City Clerk 24 $58,726 – $73,341
Human Resources Technician 27 $63,242 – $78,980
Social Work Supervisor 36 $78,980 – $98,636

Effective the first full pay period of July 2022:

Position Title New Range
Number
New Annual Salary
Range
Field Response Case Coordinator 11 $42,601 - $53,203
Senior Administrative Assistant 13 $44,758 - $55,896
Payroll Specialist 21 $54,533 - $68,104
Records Coordinator 22 $55,896 - $69,807
Payroll Coordinator 24 $58,726 - $73,341
Deputy City Clerk 24 $58,726 - $73,341
Human Resources Technician 27 $63,242 - $78,980
Social Work Supervisor 38 $82,979 - $103,629

RESOLUTION NO. 22-28

Page 3 of 5 ends

Effective the first full pay period of July 2023:

Position Title New Range
Number
New Annual Salary
Range
Field Response Case Coordinator 11 $42,601 - $53,203
Senior Administrative Assistant 14 $45,877 - $57,294
Payroll Specialist 23 $57,294 - $71,552
Records Coordinator 22 $55,896 - $69,807
Payroll Coordinator 24 $58,726 - $73,341
Deputy City Clerk 24 $58,726 - $73,341
Human Resources Technician 27 $63,242 - $78,980
Social Work Supervisor 40 $87,179 - $108,875

• No employee will have their rate of pay decreased upon implementation of the new salary ranges.

• Annual performance increases will remain on schedule for unit members who meet department expectations on their performance evaluation.

2. COST OF LIVING ADJUSTMENT (COLA)

Effective the first full pay period of July 2024, unit employees in all classifications shall receive a two percent (2.0%) salary adjustment.

Effective the first full pay period of July 2024:

Position Title New Range
Number
New Annual Salary
Range
Field Response Case Coordinator 11 $43,453 - $54,267
Senior Administrative Assistant 14 $46,794 - $58,440
RESOLUTION NO. 22-28

Page 4 of 5 ends

Payroll Specialist 23 $58,440 - $72,983
Records Coordinator 22 $57,014 - $71,203
Payroll Coordinator 24 $59,901 - $74,808
Deputy City Clerk 24 $59,901 - $74,808
Human Resources Technician 27 $64,507 - $80,560
Social Work Supervisor 40 $88,923 - $111,053

SECTION 4: Th at the City Clerk shall certify to the passage and adoption of this Resolution and that the same shall be in full force and effect.

AP
PROVED AND ADOPTED this 27th day of April 2022.

_______________________________
Kimberly A. Cobos-Cawthorne, Mayor

ATTEST: APPROVED AS TO FORM:

________________________________ ________________________________ Christopher Jimenez, City Clerk Arnold M. Alvarez-Glasman, City Attorney

RESOLUTION NO. 22-28

Page 5 of 5 ends

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS:

CITY OF MONTEBELLO )

I, Christopher Jimenez, City Clerk of the City of Montebello, County of Los Angeles, State of California, hereby certify that the foregoing Resolution No. 22- 28 was passed and adopted by the City Council of the City of Montebello, signed by the Mayor and attested by the City Clerk at a regular meeti ng of said Council held on the 27 th day of April 2022
and that said Resolution was adopted by the following vote, to-wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

DATE:

Christopher Jimenez, City Clerk

City of Montebello 2022
Proposed Salary Schedule
Salary Range
Salary
Range
Step 1 Step 3Step 2 Step 4 Step 6step 5 Step 7 Step 8 Step 9 Step 10 $0 $0 so $0 $0 $0 $0 $0 $0 $0 0
$33,280
$34,112
$34,965
$35,839
$36,735
$37,653
$38,595
$39,559
$40,548
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161.626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$34,112
$34,965
$35,839
$36,735
$37,653
$38,595
$39,559
$40,548
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$34,965
$35,839
$36,735
$37,653
$38,595
$39,559
$40,548
$41,562
$42,601
$43,666
$44,758
$45, 877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98, 636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$245,933
$35,839
$36,735
$37,653
$38,595
$39,559
$40,548
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$245,933
$252,081
$36,735
$37,653
$38,595
$39,559
$40,548
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$245,933
$252,081
$258,383
$37,653
$38,595
$39,559
$40,548
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49, 404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157, 684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$245,933
$252,081
$258,383
$264,843
$38,595
$39,559
$40,548
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,B83
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$245,933
$252,081
$258,383
$264,843
$271,464
$39,559
$40,548
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$245,933
$252,081
$258,383
$264,843
$271,464
$278,250
$40,548
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$245,933
$252,081
$258,383
$264,843
$271,464
$278,250
$285,207
$41,562
$42,601
$43,666
$44,758
$45,877
$47,024
$48,199
$49,404
$50,639
$51,905
$53,203
$54,533
$55,896
$57,294
$58,726
$60,194
$61,699
$63,242
$64,823
$66,443
$68,104
$69,807
$71,552
$73,341
$75,175
$77,054
$78,980
$80,955
$82,979
$85,053
$87,179
$89,359
$91,593
$93,883
$96,230
$98,636
$101,101
$103,629
$106,220
$108,875
$111,597
$114,387
$117,247
$120,178
$123,182
$126,262
$129,418
$132,654
$135,970
$139,369
$142,854
$146,425
$150,086
$153,838
$157,684
$161,626
$165,666
$169,808
$174,053
$178,405
$182,865
$187,436
$192,122
$196,925
$201,848
$206,895
$212,067
$217,369
$222,803
$228,373
$234,082
$239,934
$245,933
$252,081
$258,383
$264,843
$271,464
$278,250
$285,207
$292,337
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
29 30
31 32
33 34
35 36
37 38
39 40
41 42
43 44
45 46
47 48
49 50
51 52
53 54
55 56
57 58
59 60
61 62
63 64
65 66
67 68
69 70
71 72
73 74
75 76
77 78
79 80
City of MontebelloPSPC 4/20/2022
Salary
Range
0 1
2 3
4 5
6 7
8 9
10 11
12 13
14 15
16 17
18 19
20 21
22 23
24 25
26 27
28 29
30 31
32 33
34 35
36 37
38 39
40 41
42 43
44 45
46 47
48 49
50 51
52 53
54 55
58 57
58 59
60 61
62 63
64 65
66 67
68 69
70 71
72 73
74 75
76 77
78 79
BO

ATTACHMENT J
FY
2019-20 FY 2020-21
FY 2021-22

ADOPTED
FY 2021-22
AMENDED Variance
Elect
ed
Ci
ty Councilmember 5.0 5.0 5.0 5.0 0.0
City Clerk 1.0 1.0 1.0 1.0 0.0
City Treasurer 1.0 1.0 1.0 1.0 0.0

7.0 7.0 7.0 7.0 0.0
Admi
nistration
Ci
ty Manager 1.0 1.0 1.0 1.0 0.0
Assistant City Manager 1.0 1.0 1.0 1.0 0.0
Deputy Director 0.0 1.0 1.0 1.0 0.0
Public Information Officer 1.0 1.0 1.0 1.0 0.0
Deputy City Clerk 1.0 1.0 1.0 1.0 0.0
Assistant to the Deputy City Clerk 0.0 1.0 1.0 1.0 0.0
Records Coordinator 0.0 0.0 1.0 1.0 0.0
Office Manager 1.0 1.0 1.0 1.0 0.0
Administrative Secretary 1.0 1.0 0.0 0.0 0.0

6.0 8.0 8.0 8.0 0.0
Finance
Di
rector of Finance 1.0 1.0 1.0 1.0 0.0
Deputy Director 0.0 1.0 1.0 1.0 0.0
Accounting Manager 1.0 1.0 1.0 1.0 0.0
Accounting Supervisor 1.0 1.0 1.0 1.0 0.0
Sr. Management Analyst 1.0 1.0 1.0 1.0 0.0
Management Analyst (Payroll) 0.0 0.0 1.0 1.0 0.0
Accountant 4.0 4.0 4.0 4.0 0.0
Finance Technician 5.0 5.0 5.0 5.0 0.0
Account Clerk II 5.0 5.0 5.0 5.0 0.0
Administrative Secretary 1.0 1.0 1.0 1.0 0.0

19.0 20.0 21.0 21.0 0.0
Fir
e
Fir
e Chief 1.0 1.0 1.0 1.0 0.0
Assistant Fire Chief 0.0 0.0 0.0 1.0 1.0
Deputy Fire Chief 0.0 1.0 1.0 1.0 0.0
Fire Battalion Chief 3.0 3.0 3.0 3.0 0.0
Fire Captain 12.0 13.0 13.0 14.0 1.0
Fire Engineer 12.0 12.0 12.0 12.0 0.0
Firefighter 24.0 24.0 24.0 24.0 0.0
Firefighter/Paramedic Trainee 0.0 4.0 4.0 4.0 0.0
Fire Marshal 1.0 1.0 1.0 1.0 0.0
Deputy Fire Marshal 1.0 1.0 1.0 1.0 0.0
Community Risk Reduction and Education Coordinator 0.0 0.0 1.0 1.0 0 .0 Senior Fire Inspector 0.0 0.0 1.0 1.0 0.0
Fire Inspector I 1.0 2.0 2.0 2.0 0.0
Deputy Director 1.0 1.0 1.0 1.0 0.0
Grants and Project Administrator 0.0 0.0 1.0 1.0 0.0
Sr. Management Analyst 2.0 2.0 2.0 2.0 0.0
Telecommunications Manager 0.0 1.0 0.0 0.0 0.0
Telecommunications Supervisor 0.0 1.0 1.0 1.0 0.0
Telecommunications Technician 0.0 0.0 1.0 1.0 0.0
Social Work Supervisor 0.0 1.0 1.0 1.0 0.0
Field Response Case Coordinator 0.0 1.0 1.0 1.0 0.0
Administrative Secretary 1.0 1.0 1.0 2.0 1.0

59.0 70.0 73.0 76.0 3.0
Ci
ty of Montebello
Fiscal
Year 2021-22 Budget
Master Position Control, by Department
3rd
QuarterMOU Approval Update

ATTACHMENT K
FY 2019-20 FY 2020-21
FY 2021-22

ADOPTED
FY 2021-22
AMENDED Variance
City of Montebello
Fiscal Year 2021-22 Budget
Master Position Control, by Department
3rd QuarterMOU Approval Update
Human Resources and Information Technology
Director of Human Resources and Risk Management 1.0 1.0 1.0 1.0 0.0 Assistant Director 0.0 0.0 0.0 1.0 1.0
Human Resources Manager 0.0 0.0 1.0 1.0 0.0
Risk Manager 1.0 1.0 1.0 1.0 0.0
Sr. Human Resources Analyst 2.0 2.0 2.0 2.0 0.0
Human Resources Analyst 1.0 1.0 1.0 1.0 0.0
Human Resources Technician 1.0 1.0 1.0 1.0 0.0
Administrative Secretary 1.0 1.0 1.0 1.0 0.0
Information Systems Manager 1.0 1.0 2.0 2.0 0.0
Information Systems Supervisor 1.0 1.0 1.0 1.0 0.0
Information Systems Analyst 3.0 3.0 3.0 3.0 0.0

12.0 12.0 14.0 15.0 1.0
Planning and Community Development
Director of Planning and Community Development 1.0 1.0 1.0 1.0 0.0 Deputy Director 1.0 1.0 1.0 1.0 0.0
Building Official 1.0 1.0 1.0 1.0 0.0
Housing Manager 0.0 0.0 1.0 1.0 0.0
Planning Manager 1.0 1.0 1.0 1.0 0.0
Associate Planner 1.0 1.0 1.0 1.0 0.0
Assistant Planner 0.0 2.0 2.0 2.0 0.0
Code Enforcement Manager 0.0 1.0 1.0 1.0 0.0
Code Enforcement Coordinator 1.0 1.0 1.0 1.0 0.0
Code Enforcement Officer 3.0 4.0 4.0 4.0 0.0
Combination Builidng Inspector 0.0 1.0 1.0 1.0 0.0
Buiding Permit Technician 1.0 1.0 2.0 2.0 0.0
Sr. Management Analyst 1.0 1.0 1.0 1.0 0.0
Management Analyst 0.0 2.0 2.0 2.0 0.0
Administrative Secretary 1.0 1.0 1.0 1.0 0.0

12.0 19.0 21.0 21.0 0.0
Police
Police Chief 1.0 1.0 1.0 1.0 0.0
Police Captain 2.0 2.0 2.0 2.0 0.0
Police Lieutenant 5.0 5.0 6.0 6.0 0.0
Police Sergeant 10.0 10.0 10.0 10.0 0.0
Police Corporal 23.0 23.0 23.0 23.0 0.0
Police Officer 33.0 33.0 32.0 32.0 0.0
Grants and Project Administrator 1.0 1.0 1.0 1.0 0.0
Records Supervisor 1.0 1.0 1.0 1.0 0.0
Communications Supervisor 1.0 1.0 1.0 1.0 0.0
Police Dispatcher II 5.0 5.0 5.0 5.0 0.0
Police Dispatcher I 5.0 5.0 5.0 5.0 0.0
Police Records Technician 9.0 9.0 9.0 9.0 0.0
Property and Evidence Technician 2.0 2.0 2.0 2.0 0.0
Court Liaison 1.0 1.0 1.0 1.0 0.0
Parking Control Officer 1.0 1.0 1.0 1.0 0.0
Senior Management Analyst 0.0 1.0 1.0 1.0 0.0
Administrative Secretary 1.0 1.0 1.0 1.0 0.0
101.0 102.0 102.0 102.0 0.0
FY 2019-20 FY 2020-21
FY 2021-22

ADOPTED
FY 2021-22
AMENDED Variance
City of Montebello
Fiscal Year 2021-22 Budget
Master Position Control, by Department
3rd QuarterMOU Approval Update
Public Works
Director of Public Works 1.0 1.0 1.0 1.0 0.0
Assistant Director 1.0 1.0 1.0 1.0 0.0
Assistant Engineer 0.0 0.0 1.0 2.0 1.0
Public Works Inspector 0.0 0.0 1.0 1.0 0.0
Recreation & Community Services Superintendent 0.0 1.0 1.0 1.0 0.0 Street Maintenance Supervisor 1.0 1.0 1.0 1.0 0.0
Assistant Tree Maintenance Supervisor 1.0 1.0 1.0 1.0 0.0 Senior Management Analyst 0.0 1.0 1.0 1.0 0.0
Management Analyst 0.0 0.0 0.0 1.0 1.0
Administrative Secretary 1.0 1.0 1.0 1.0 0.0
Maintenance Worker* 7.0 14.0 14.0 14.0 0.0

12.0 21.0 23.0 25.0 2.0
*Transfer 7.0 FTE from Parks and Recreation - Golf Course Operations, October, 2020 Recreation and Community Services
Director of Recreation and Community Services 1.0 1.0 1.0 1.0 0.0 Deputy Director 1.0 1.0 1.0 1.0 0.0
Recreation & Community Services Superintendent** 0.0 1.0 1.0 1.0 0.0 Park Maintenance Supervisor 1.0 1.0 1.0 1.0 0.0
Building Maintenance Tradeworker II 2.0 2.0 2.0 2.0 0.0 Maintenance Worker 8.0 8.0 8.0 8.0 0.0
Recreation Manager 0.0 0.0 1.0 1.0 0.0
Community Services Coordinator 3.0 4.0 4.0 4.0 0.0
Management Analyst 1.0 1.0 1.0 1.0 0.0
Administrative Secretary 1.0 1.0 1.0 1.0 0.0
Golf Course Superintendent / Facility Manager** 1.0 0.0 0.0 0.0 0.0 Golf Cart Mechanic* 1.0 0.0 0.0 0.0 0.0
Golf Course Equipment Mechanic* 1.0 0.0 0.0 0.0 0.0

21.0 20.0 21.0 21.0 0.0
*Golf Course personnel transferred to Public Works as "Maintenance Worker" classification **Golf Course Superintendent to be reclassified as Recreation & Comm Services Superintendent FY 2019-20 FY 2020-21
FY 2021-22

ADOPTED
FY 2021-22
AMENDED Variance
City of Montebello
Fiscal Year 2021-22 Budget
Master Position Control, by Department
3rd QuarterMOU Approval Update
Transportation
Director of Transportation 1.0 1.0 1.0 1.0 0.0
Assistant Director 1.0 1.0 1.0 1.0 0.0
Deputy Director 0.0 0.0 0.0 2.0 2.0
Public Information Officer 0.0 1.0 1.0 1.0 0.0
Transit Administration Manager 1.0 2.0 2.0 2.0 0.0
Transit Operations Manager 1.0 1.0 1.0 1.0 0.0
Vehicle Maintenance Manager 0.0 1.0 1.0 1.0 0.0
Maintenance Manager 0.0 0.0 1.0 1.0 0.0
Shop Maintenance Supervisor 4.0 4.0 4.0 4.0 0.0
Transit Dispatch Supervisor 10.0 12.0 12.0 12.0 0.0
Transit Operations Supervisor 3.0 3.0 3.0 3.0 0.0
Transit Stores and Facility Supervisor 1.0 1.0 1.0 1.0 0.0 Maintenance Service Supervisor 1.0 1.0 1.0 1.0 0.0
Transit Grants and Project Administrator 1.0 1.0 1.0 1.0 0.0 Sr. Procurement Analyst 0.0 1.0 1.0 1.0 0.0
Management Analyst 1.0 3.0 3.0 3.0 0.0
Associate Planner 0.0 0.0 1.0 0.0 -1.0
Transit Planner 0.0 0.0 0.0 1.0 1.0
Account Clerk I 0.0 1.0 1.0 1.0 0.0
Account Clerk II 2.0 3.0 3.0 3.0 0.0
Administative Secretary 0.0 1.0 1.0 1.0 0.0
Bus Operator 105.0 105.0 120.0 120.0 0.0
Equipment Mechanic A 15.0 15.0 15.0 15.0 0.0
Equipment Serviceworker 13.0 13.0 13.0 13.0 0.0
Body Shop Mechanic 1.0 1.0 1.0 1.0 0.0
Building Maintenance Tradeworker II 1.0 1.0 1.0 1.0 0.0 Maintenance Worker 1.0 1.0 1.0 1.0 0.0
Storekeeper 3.0 3.0 3.0 3.0 0.0
Clerk Typist 4.0 5.0 5.0 5.0 0.0
170.0 182.0 199.0 201.0 2.0
Total Full-Time Employees 419.0 461.0 489.0 497.0 8.0
Total Full-Time Employees Net Elected 412.0 454.0 482.0 490.0 8.0 ITEM #____
CITY

OF MONTEBELLO

CITY COUNCIL AGENDA STAFF REPORT
TO: Honorabl
e Mayor and Members of the City Council
FROM: R
ené Bobadilla, City Manager
BY: Mic
hael Chee, Deputy Director of Public Affairs
SUBJE
CT: Approval of Amendment No. 1 to License Agreement No. 3977 with Zencity for Ongoing Social Media Monitoring and Analysis DATE: A
pril 27, 2022
RECOMM
ENDATION:

It i s recom
mended by that the City Council approve Amendment No. 1 to License Agreement No. 3977 with Zencity for social media analytics, insights and trend monitoring.

FISC

AL IMPACT
Zencit
y is a licensed service providing analytical insight and reports on a daily, weekly and monthly basis.

Total
investment for the next twelve months of service is $36,000 and includes:
• Zencit
y’s Pulse Survey (2) for community engagement assessments (new tool) at $10,000.
• Zencity’s Community Compare benchmarking tool (existing). • Zencity’s Custom Engagement reports (existing).

Term
of the License Agreement with Zencity would add these additional reporting features and extend the current agreement for an additional 12 months ending on March 31, 2023.

The Fiscal Year 2022-23 budget will be developed to include funding for these services.

The current fiscal year budget includes sufficient funding, hence no budget adjustment is needed.
16 CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022 Approval of Amendment No. 1 to Agreement No. 3977 with Zencity for Ongoing Social Media Monitoring and Analysis

Page 2 of 2 ends

BACKGROUND

The City has been utilizing the social media monitoring services of Zencity since March, 2020, to help staff and management analyze, monitor and better understand issues of key interest and trending topics and public sentiment of discussions across the social media environment. These insights are critical to developing effective messages, being responsive to the community, promoting transparency and meeting residents and social media users’ needs and requests.

Zencity’s solutions for cities and for cou nties take civic engagement to the next level by ensuring that local governments can easily hear from and understand all of their community members’ real-time needs and priorities. Zencity utilizes Artificial Intelligence (AI) and expert analysts to automatically transform resident feedback into actionable data and tailor-made insights. Together with their partner-cities and counties, Zencity is setting a new standard for performance management in local government.

Zencity has invested in significant upgrades to its reporting and analysis capabilities that benefit the City of Montebello. Staff recommends that the City continue to take advantage of these enhanced services to improve future social media engagement and integration with the City’s mobile reporting app and the eventual upgrade of the City’s website capabilities.

Zencity’s enhanced reporting includes their proprietary “Community Compare” benchmarking tool allowing Montebello to compare and contrast its social media content, performance and issues against cities of comparable size and their Custom Engagement Reports, which provides staff crucial insight on how to adjust messaging and engage audiences more effectively.

SUMMARY

Staff recommends that the City Council extend the term of the License Agreement with Zencity for twelve (12) months (April 1, 2022 – March 31, 2023) and add new reporti ng features for Fiscal Year 2022-23.

ATTACHMENTS:

A. Attachment A: License Agreement No. 3977
B. Attachment B: Amendment No. 1 to Agreement No. 3977

zencity

ZENCITY LICENSE AGREEMENT
Customer: City of Montebello, CA
Contact: Rene Bobadilla - City Manager
Quote Number 7052
Created Date March 24, 2020
Expiration Date March 31, 2020
Licensed Program
Zencity platform annual subscription
Prepared By: Jonathan Shafir
Email: [email protected]
Zencity's early adopter community discounts for the City of Montebello, CA COVID-19 city request
TOTAL PRICE for the annual subscription
Thank you for choosing the Zencity platform!
Total Price
$36,000
-$7,200
-$4,800
$24,000
This License Agreement ("License Agreement") is entered into between Zencity Technologies US Inc., ("Zencity"), and you, the entity identified above ("Customer"), as of the Effective Date 1 April 2020 and will remain in effect for a period of 12 Months. This License Agreement includes and incorporates the Zencity Terms and Conditions attached as Appendix B. By signing this License Agreement, Customer acknowledges that it has reviewed, and agrees to be legally bound by, the Zencity Terms and Conditions. Each party's acceptance of this License Agreement is conditional upon the other's acceptance of the terms in the License Agreement to the exclusion of all other terms.

Customer - City of Montebello, CA
Signature�
Name: /'2,,.,.. �ct� l l,
Role: t;:J.( MMWly
Date: ��}Z.O'l-C>
Zencity Technologies US Inc
Signature: �
Name: Eyal Feder
Role: CEO
Date: March 26th, 2020

CITY OF MONTEBELLO
AGREEMENT NO. 3977

ATTACHMENT A
Appendix A
Description of Services
Zencity is a platform for understanding people in the city on a wide scale. With the use of advanced Ai algorithms, we analyze data from social media, city hotiines and other relevant sources, and provide local government stakeholders with detailed, real time insights about how their citizens view and use the city. The analysis can be accessed through a web-based interface on desktop and mobile devices.

1. PLATFORM FEATURES
The Zencity platform collects data about citizen interactions from a variety of sources and analyzes them in real time using a set of Machine-learning based algorithms. The analyzed data can be accessed via a variety of graphs on our admin dashboard, including the following:

1.1. Category bar chart - the main bar chart shows how many interactions relate to each area of responsibility of the city, and what is the sentiment towards that topic. The name and amount of topics can be modified to fit the customer's needs based on our list of automatically identified sub-categories.

1.2. Alerts and notifications - the platform can create alerts about popular posts or comments or about significant changes in whole categories. The alerts can be accessed through the dashboard, but can also go out on a daily, weekly or real time basis via email - per the user's request.

1.3. Word cloud - The word cloud shows the most popular terms used in interactions analysed by the platform. The larger the word is the more popular it was.

1.4. Overall sentiment view - the overall sentiment pie chart shows the ratio of positive, negative and neutral interactions out of the total sum of interactions analysed.

1.5. Popular stories - the rotating digest of popular stories shows the stories which received the most interactions across all data sources.

1.6. Map interface - the map interface will show all interactions which have a location property, divided by category, by type or in a heatmap format.

1.7. Category drill down - each category has a drill down view which shows the level of discussion over time in that category, alerts, word cloud, map and popular stories views which include data just for this category and an operative view of city hotline calls for the category - including open calls, calls over the last week and changes over time.

1.8. Conversation analysis - the third level of drill down will be the "conversation analysis" which allows drilling down to the level of stories themselves. In this view, users can analyse conversations based on category, date range, sentiment or keyword search, or a combination of the above, and see both the trend and the stories themselves that make up the data. Each story will include its source, category, sentiment, location and a link to the original content.

2. DATA SOURCES

2.1. Facebook - we analyze all interactions (posts, comments, likes, tags etc.) from public pages and public groups, both official and unofficial. This includes official accounts of the city and other agencies, resident groups, accounts of local businesses, community organizations, causes and any other relevant page or open group.

2.2. Twitter - apart from the same analysis employed on facebook, on twitter we also collect all geotagged interactions in the area and all interactions mentioning specific hashtags or keywords.

2.3. City Hotline reports - we take all city hotline reports from your database.

2.4. Additional sources - we may be able to incorporate other relevant data sources identified, such as local news sites, community message boards, other social media platforms etc. General new data sources implemented (such as new social media platforms) will be offered once they are available. Unique sources (such as local news sites) will be discussed and agreed upon by both sides.

3. USERS AND PERMISSIONS

3.1. The basic package includes up to 50 users within the organizations with varying permissions. Permissions ytill be set by the customer's project lead. \_

4. SPECIAL DESIGN PARTNER ADDITIONS
As early adopters of the system, we see you as our partners in the ongoing development of the Zer;ici�.platform. This means you will be among the first to explore and try new features and capabilities, and that your feedback will direct our future development.

Therefore, we will also ask to hold regular feedback sessions where we collect your feedback, needs and ideas for changes and additions to the platform. Additionally, we ask that the Customer reasonably assist Zencity in the preparati91) of a case study,

1. SOFTWARE LICENSE & SUPPORT SERVICES
AppendixB
Zencity Terms and Conditions

1.1. Subject to the terms and conditions of these Zencity Terms and Conditions and of the applicable License Agreement (collectively, the "Agreement"), Zencity hereby grants to Customer a personal, non-exclusive, non-transferable limited licence to use the Licensed Program identified in the applicable License Agreement entered into by Zencity and Customer ("License Agreement") and the documentation and user manuals for the Licensed Program supplied by Zencity to Customer throughout the Term (the "Documentation").

For the purposes of this Section 1.1, the term "use" shall be only in accordance with the confidentiality provisions of this Agreement and shall include the rights to use the Licensed Program only for the use of the Customer's organization, company or institution.

For the purposes of this Section 1.1 the term "use" shall not include: (i) the right to make, use, or sell products incorporating the Licensed Program, or (ii) the right to sub-license the Licensed Program.

No right is granted to the source code of the Licensed Program or to create derivative works thereof or to transfer ownership of the media containing such software except as a part of, or with, or for use in the equipment with which it operates.

1.2. Routine customer support is available via email. Any claim will be answered within 24 hours of report. On or before the Effective Date, Customer and Zencity shall each designate a liaison as a respective point of contact for technical issues. Each party may change such liaison upon written notice from time to time at reasonable intervals. Zencity will not be obligated to provide support to any person other than the Customer's designated liaison.

1.3. During the Term, Customer may have access to Updates upon request at no additional cost. "Updates" shall mean certain new features as determined by the company, or fixes of minor errors in the Licensed Program which are incorporated in a new release of the Licensed Program.

1.4. Certain upgrades can be delivered to Customer upon commercial terms and conditions to be agreed upon. "Upgrades" shall mean enhancements, new functionalities which are added into the Licensed Program.

2. RESTRICTIONS AND RESPONSIBILITIES

2.1. Customer agrees not to, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of the Licensed Program, Documentation or data related to the Licensed Program, except to the extent such a restriction is limited by applicable law; modify, translate, or create derivative works based on the Licensed Program; or copy, reproduce, rent, lease, distribute, assign, sell, or otherwise dispose of the Licensed Program, in whole or in part, or otherwise commercially exploit, transfer, or encumber rights to the Licensed Program; or remove any proprietary notices.

2.2. Customer will use the Licensed Program only in compliance with all applicable laws and regulations (including, but not limited to, any export restrictions).

2.3. Customer shall be responsible for obtaining and maintaining any equipment and other services needed to connect to, access or otherwise use the Licensed Program and Customer shall also be responsible for (a) ensuring that such equipment is compatible with the Licensed Program, (b) maintaining the security of such equipment, user accounts, passwords and files, and (c) for all uses of Customer user accounts with or without Customer's knowledge or consent.

3. PROPRIETARY RIGHTS. Zencity retains all right, title, and interest in the Licensed Program, Documentation and any future modifications and enhancements thereof, and all intellectual property rights (including all past, present, and future rights associated with works of authorship, including exclusive exploitation rights, copyrights, and moral rights, trademark and trade name rights and similar rights, trade secret rights, patent rights, and any other proprietary rights in intellectual property of every kind and nature) therein. Customer is granted only a limited right of use to the Licensed Program and Documentation as set forth herein, which right of use is not coupled with an interest and is revocable in accordance with the terms of this Agreement.

4. CONFIDENTIALITY. Each party (the "Receiving Party") agrees not to disclose (except as permitted herein) any Confidential Information of the other party (the "Disclosing Party") without the Disclosing Party's prior written consent. "Confidential Information" means all confidential business, technical, and financial information of the disclosing party that is marked as "Confidential" or an equivalent designation or that should reasonably be understood to be confidential given the nature of the information and/or the circumstances surrounding the disclosure (including the terms of the applicable License Agreement). Zencity's Confidential Information includes, without limitation, the software underlying the Licensed Program and all Documentation. The Receiving Party agrees: (i) to use and disclose the Confidential Information only in connection with this Agreement; and (ii) to protect such Confidential Information using the measures that Receiving Party employs with respect to its own Confidential Information of a similar nature, but in no event with less than reasonable care. Receiving Party shall, before receipt or usage of such Confidential Information inform its personnel of Receiving Party's confidentiality obligations under this Agreement. Notwithstanding the foregoing, Confidential Information does not include information that: (i) has become publicly known through no breach by the Receiving Party; (ii) was rightfully received by the Receiving Party from a third party without restriction on use or disclosure; or (iii) is independently developed by the Receiving Party without access to such Confidential Information. Notwithstanding the above, the Receiving Party may disclose Confidential Information to the extent required by law or court order, provided that prior written notice of such required disclosure and an opportunity to oppose or limit disclosure is given to the Disclosing Party.

5. DATA LICENSE. Customer grants Zencity a non-exclusive, transferable, perpetual, worldwide, and royalty-free license to use any data or information provided by Customer for use in, by or In connection with the Licensed Program, any information collected, and/or any analysis of any such information conducted by the Licensed Program.

6. PAYMENT OF FEES. The fees for the Licensed Program ('Fees") are set forth in the applicable License Agreement. The Customer will be billed in two installments. The first installment will represent a quarter of the total annual subscription fee to be billed on the Effective Date, the second installment will be for the remaining balance of the total annual subscription fee to be billed three (3) months after the Effective Date. Customer shall pay all Fees within thirty (30) days after the date of Zencity's invoice.

7. TERM & TERMINATION
7 .1. Subject to compliance with all terms and conditions, the term of this Agreement shall be from the Effective Date and shall continue until the End Date specified on page one (1) of the Agreement (the "Tenn") unless terminated earlier in accordance with the terms and conditions of this Section 7. After the first Term, this agreement shall be automatically renewed every year with same terms and conditions, unless expressly terminated by written notice by one party to the other three (3) months before the automatic renewal date. If either party materially breaches any term of this Agreement and fails to cure such breach within thirty (30) days after notice by the non-breaching party (ten (10) days in the case of non-payment), the non-breaching party may terminate this Agreement immediately upon notice.

7.2. Upon termination, Customer will pay in full for the Licensed Program up to and including the effective date of termination. Upon any termination of this Agreement: (a) the license of the Licensed Program hereunder shall immediately terminate; and (b) each party shall return to the other party or, at the other party's option, destroy all Confidential Information of the other party In its possession.

7.3. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.

8. WARRANTY AND DISCLAIMER

8.1. Zencity represents and warrants that: (0 it has all right and authority necessary to enter into and perform this Agreement; and (ii) the Licensed Program shall perform in accordance with generally prevailing industry standards.

8.2. Customer represents and warrants that (0 it has all right and authority necessary to enter into and perform this Agreement; (ii) it owns all right, title, and interest in and to all data provided to Zencity (if any) for use in connection with this Agreement, or possesses the necessary authorization thereto; and (iii) Zencity's use of such materials in connection herewith will not violate the rights of any third party.

8.3. ZENCITY DOES NOT WARRANT THAT USE OF THE LICENSED PROGRAM WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE LICENSED PROGRAM.

EXCEPT AS SET FORTH IN THIS SECTION 8, THE LICENSED PROGRAM IS PROVIDED "AS IS" AND ZENCITY DISCLAIMS ALL

WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. ZENCITY DOES NOT WARRANT THAT ANY OR

ALL FAILURES, DEFECTS OR ERRORS WILL BE CORRECTED, OR WARRANT THAT THE FUNCTIONS CONTAINED IN THE LICENSED PROGRAM WILL MEET CUSTOMER'S REQUIREMENTS.

9. LIMITATION OF LIABILITY. NEITHER PARTY, NOR ITS SUPPLIERS, OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS

AND EMPLOYEES, SHALL BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR RELATED TERMS AND CONDITIONS UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY: (A) FOR

ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES; OR (C) FOR ANY MATTER BEYOND SUCH PARTY'S REASONABLE CONTROL, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT SHALL EITHER PARTY'S

AGGREGATE, CUMULATIVE LIABILITY FOR ANY CLAIMS ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT

EXCEED THE FEES PAID BY CUSTOMER TO ZENCITY (OR, IN THE CASE OF CUSTOMER, PAYABLE) FOR THE LICENSED PROGRAM UNDER THIS AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY.

10. MISCELLANEOUS. Capitalized terms not otherwise defined in these Terms and Conditions have the meaning set forth in the applicable License Agreement. Neither party shall be held responsible or liable for any losses arising out of any delay or failure in performance of any part of this Agreement, other than payment obligations, due to any act of god, act of governmental authority, or due to war, riot, labor difficulty, failure of performance by any third party service, utilities, or equipment provider, or any other cause beyond the reasonable control of the party delayed or prevented from performing. Zencity shall have the right to use and display Customer's logos and trade names for marketing and promotional purposes in connection with Zencity's website and marketing materials, subject to Customer's trademark usage guidelines (as provided to Zencity). If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable or transferable by either party without the other party's prior written consent, provided however that either party may assign this Agreement to a successor to all or substantially all of its business or assets. This Agreement (including the License Agreement) is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of this Agreement. All waivers and modifications must be in a writing signed by both parties. No agency, partnership, joint venture, or employment is created as a result of this Agreement and neither party has any authority of any kind to bind the other party in any respect. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys' fees. All notices under this Agreement will be In writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested. This Agreement shall be governed by the laws of the State of California without regard to its conflict of laws provisions and the competent courts in Los Angeles County, shall have exclusive jurisdiction to hear any disputes arising hereunder.

All capitalized terms not defined herein shall have the meaning ascribed to such terms in the License Agreement.

Whereas, the Parties wish to amend certain terms of the License Agreement as set forth herein; Now, therefore, the Parties hereto agree to amend the terms of the License Agreement as set forth below. 1 . is hereby extended for an additional 12 months commencing as of April 1st, 2022 and ending on . The Term of the License AgreementTerm March 31st, 2023 (the " Renewal Term"), after which the License Agreement shall automatically renew for successive periods of 12 months unless either party provides notice of non-renewal at least 90 days prior to the end of such applicable term. 2 .. During the Renewal Term the Recurring Fees table included in the License Agreement shall be amended and replaced in its Recurring Fees entirety as follows:

RECURRING FEES
SKU Product Description Unit
Price
QTY
(units)
Gross
Price
Special
Discount
Net Price
ZC-CORE Zencity's core SaaS platform allows state and local governments to better understand and engage with their residents, for cities between 50,000-100,000 residents.
$36,000 1 $36,000 33.3% $24,000
ZC-PULSE Each Pulse survey is an on-demand, statistically representative survey of residents, with up to 10 custom questions, including an analytic report prepared and presented by a Zencity analyst. $10,000 2 $20,000 40% $12,000
Total Gross Price $56,000
Total Initial Term Discounts ($20,000)
Total Fees $36,000
3 .Customer will be invoiced upon the Addendum Date and shall settle its payment within 30 days of the Addendum Date. Payment Terms. 4 . ll other provisions, terms and . This Addendum shall form an integral part of the License Agreement. Unless expressly specified herein, aGeneral conditions in the License Agreement shall apply and shall remain in full force and effect. In case of any contradiction or discrepancy between the terms of this Addendum to those of the License Agreement, with respect to matters described herein, the terms of this Addendum shall prevail.

In witness whereof, the parties have executed this Addendum, effective as of the Addendum Date.

Zencity Customer
Signature Date Signature Date

CITY OF MONTEBELLO
AMENDMENT NO. 1
TO AGREEMENT NO. 3977
License Agreement Addendum
This Addendum (the "Addendum ") to License Agreement no. 7052 by and between Montebello, CA ("Customer") and Zencity Technologies Ltd ("Zencity"), dated as of 26 March, 2020, (the "License Agreement") is entered into as of the date attached to Customer’s signature below (the "Addendum Date").

ATTACHMENT B
ITEM #____
CITY

OF MONTEBELLO
CITY

COUNCIL AGENDA STAFF REPORT
TO: Honorabl
e Mayor and City Council Members
FROM: R
ené Bobadilla, P.E., City Manager
BY: Josep
h Palombi, Director of Planning and Community Development

SUBJECT
: Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129-133 N. Poplar Ave (Project Site B)
DATE: A
pril 27, 2022
RECOMMENDATIONS:

It is recommended that the City Council:
1) Waive
Second Reading and adopt Ordinance No. 2448 approving a Development Agreement No. 3973/DA-04-2 by and between the City of Montebello (“City”) and Magna & Magna, Inc.; and
2) Take suc
h other additional, related, action that may be desirable.

FISCAL IMPACT
Pursuant to the Development Agreement, Magna & Magna, LLC (the “Applicant”) will pay the following public benefit and developer fees to the City:
a) Developm
ent Tax to the City in the amount of $1,206.12 per unit pursuant to Ordinance No. 2331; and
b) Parkl
and Fees to the City in the amount $2,500 per unit as required by City Ordinance No. 2407; and
c) Off-Site T
ransit Stop Enhancements fee of $15,000 (one-time) to be used to provide enhancements to the nearest transit stop including the installation of a new covered transit stop and related passenger amenities such as lighting, seating, and 17 CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022 Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

Page 2 of 12 ends

trash receptacles.

The above-referenced fees would be paid prior to the issuance of building permits and/or certificates of occupancy in connection with the proposed project. The project would generate approximately $593,154.72 in fee revenue per the Development Agreement.

The revenue would be recorded in the Park Development Fund ($2,500 per unit x 156 units = $390,000 in Fund 250), and the General Fund ($1,206.12 per unit x 156 units + $15,000 transit stop = $203,154.72).

In addition to the Development Agreement revenue, once completed the projec t will generate additional property tax, which will benefit the City directly as well as other agencies receiving a share of the property tax revenue (e.g. school districts, County, special districts, etc.). Future budgets will include estimated revenue from this project.

BACKGROUND
In February 2021, the City received a request from Magna & Magna, Inc. for a Planned Development District, Parking Management Plan, Site Plan Review, and Development Agreement to construct 140 residential dwelling units at Project Site A (116, 128, and 136 N Poplar Avenue) and construct 16 residential dwelling units at Project Site B (129- 133 N Poplar Avenue) for a total of 156 units.

Staff attended three separate neighborhood outreach meetings held and organized by the Applicant. In addition, staff attended two separate meetings that were also organized by the Applicant and intended to address questions and concerns , as well as provide advance notice to residents, regarding relocation. These meetings were held as follows:

1. June 12, 2021 – Outreach to Existing Tenants

2. June 26, 2021 – Outreach to Existing Tenants

3. July 10, 2021 – 1
st Community Outreach Meeting

4. August 28, 2021 – 2nd Community Outreach Meeting

5. September 25, 2021 – 3rd Community Outreach Meeting

On February 17, 2022, a public hearing notice for the Planning Commission meeting was published in the Daily Journal (Whittier Daily News) and mailed to all property owners/occupants within a 300-foot radius.

On March 1 , 202 2, the Planning Commission held a duly noticed public hearing to consider: 1) recommendation to the City Council of the Planned Development District including a Density Overlay and Height Overlay and Precise Plan of Development, Parking Management Plan, and Site Plan Review, with Conditions (Case No. PC-2021- 0008-PD-PMP-SPR, with conditions, to allow the construction of 140 residential dwelling CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

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units at Project Site A (116, 128, and 136 N. Poplar Ave) and 16 residential dwelling units at Project Site B (129-133 N. Poplar Ave) for a total of 156 residential dwelling units.

At that meeting, the Planning Commission heard the application filed by the Applicant for the development of 156 residential dwelling units at Project Site A and Project Site B.

The Planning Commission conducted the public hearing, received testimony, and closed the public hearing. After the public hearing was closed the Planning Commission deliberated and ultimately voted as follows:

• Two (2) Members in support of Resolution No. 05-22 approving the recommendation of approval for City Council consideration; • One (1) Member in opposition to the Resolution of recommendation; • One (1) Member abstaining; and
• One (1) Member absent.

The results of the original vote at the above- referenced Planning Commission meeting were re-examined by staff and this matter was included in the agenda for the next regularly scheduled Planning Commission meeting.

On March 15, 2022, after receiving guidance from Legal Counsel to the Planning Commission, staff provided an update to the Planning Commission concluding that the matter before the Planning Commission did pass based on the above-referenced vote (2- 1-1-1) resulting in the approval of Resolution No. 05-22 recommending approval of the proposed project to the City Council for final consideration.

On April 13, 2022, the City Council held a duly noticed public hearing and unanimously approved Resolution No. 22 -18 (Please see Attachment D) approving the Planned Development District including a Density Overlay and Height Overlay and Precise Plan of Development, Parking Management Plan, and Site Plan Review to allow the construction of 140 residential dwelling units at Project Site A (116, 128, and 136 N.

Poplar Ave) and 16 residential dwelling units at Proj ect Site B (129- 133 N. Poplar Ave) for a total of 156 residential dwelling units and related amenities (Case Nos. PC-2021- 0008-PD-PMP-SPR/DA-04-21ENV-04-22-SE). In addition, the City Council meeting held on April 13, 2022, included the introduction and waiving of the first reading of Ordinance No. 2448 approving a Development Agreement (“DA-04-21”) by and between the City of Montebello (“City”) and Magna & Magna, Inc.

ANALYSIS
The proposed project will consist of two sites, Project Site A (116, 128, and 136 N. Poplar Avenue) and Project Site B (129- 133 N . Poplar Ave). Project Site A will involve the construction of 140 apartment units (including 30 units affordable to lower -income households) within an approximately 73,807 square foot (1.69 acres) development area CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

Page 4 of 12 ends

and Project Site B will involve the construction of 16 apartment units (including 2 units affordable to lower-income households) within an approximately 12,500 square foot (0.28 acres) development area. The entitlements associated with the proposed dev elopment include a Planned Development District, Site Plan Review, Parking Management Plan, and a Development Agreement.

Project Site A
Project Site A is located north of East Whittier Blvd and is comprised of three (3) parcels:
116 N. Poplar Avenue (APN 6347-012-008), 128 N. Poplar Avenue (APN 6347-011-019), and 136 N. Poplar Avenue (APN 6347-011-013) for a combined lot area of approximately 73,807 square feet. Each parcel is located in the R-3 (Multi-Family Residential Zone) with a General Plan Land Use designation of High- Density Residential. The proposed apartment building will consist of four (4) floors and include a total of 140 dwelling units (including 30 units affordable to lower -income households). In addition, two (2) subterranean parking levels containing a total of 298 off -street parking spaces will be provided. The building will have a total floor area of approximately 170,161 square feet and will have a maximum height of 47 feet. The project will have a Floor Area Ratio (FAR) of approximately 2.31 to 1, lot coverage of 57%, and a density of approximately 83 units per acre. The project entitlements will address deviations from the Montebello Municipal Code (MMC) standards, including, but not limited to, height, density, number of bedrooms, setbacks, open space, trash, and parking.

First Floor – Project A. The first floor will have a floor area of approximately 40,325 square feet and will contain 35 units ranging in size from 616 square feet to 1,780 square feet.

Of the total units to be provided, one unit will be a studio unit; 15 units will feature one bedroom and one bathroom; 17 units will feature two bedrooms and two bathrooms; and 2 units will feature three bedrooms and two bathrooms. A number of amenities will be provided on the first -floor deck including the leasing office, courtyard, swimming pool, gym, and children’s play area.

Second Floor – Project A. The second floor will have a floor area of approximately 43,279 square feet and will contain 35 units ranging in size from 730 square feet to 1,780 square feet. Of the total number of units provided, 13 units will be equipped with one bedroom and one bathroom, 18 units will feature two bedrooms and two bathrooms; and 4 units will feature three bedrooms and two bathrooms.

Third Floor – Project A. The third floor will have a floor area of approximately 43,279 square feet and will contain 35 units ranging in size from 730 square feet to 1,780 square feet. Of the total of units that will provided, 13 units will be equipped with one bedroom CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

Page 5 of 12 ends

and one bathroom; 18 units will feature two bedrooms and two bathrooms; and 4 units will consist of three bedrooms and two bathrooms.

Fourth Floor – Project A. The fourth floor will have a floor area of approximately 43,279 square feet and will contain 35 units ranging in size from 730 square feet to 1,780 square feet. Of the total of units that will be provided, 13 units will be equipped with one bedroom and one bathroom; 18 units will feature two bedrooms and two bathrooms; and 4 units will consist of three bedrooms and two bathrooms.

Access and Parking – Project A. Access to the new apartment building will be provided via two 20-foot-wide driveways located at the northwestern and southwestern corners of the site. These driveways w ill provide access to the subterranean parking levels from Poplar Avenue. Parking will be provided within two subterranean parking levels totaling 124,514 gross square feet. Per Section 17.52.050 of the MMC, the 140- unit project will require 327 off-street parking spaces. Pursuant to the State of California’s Density Bonus Law (Cal. Govt. Code Section 65915), because the project would include at least 10% of the units for lower -income households, the project is not required to provide more than one on-site parking space per studio unit and one-bedroom unit, and 1.5 on-site parking spaces per two-bedroom unit and three-bedroom units (including parking for persons with a disability and guest parking). Based on these ratios, Project A is required to provide a minimum of 182 total parking spaces. Project A will exceed this requirement and provide a total of 298 parking spaces, including 132 tandem parking spaces and 72 compact parking spaces. A Parking Management Plan is required through the proposed tandem and compact parking spaces. Project A also includes a total of 14 short-term and 140 long- term bicycle spaces.

Amenities and Open Space – Project A. A total of 31,360 square feet of open space will be provided. Private open space will consist of 14,578 square feet of balcony space, with each private balcony approximately 100-106 square feet in size. Public open space will consist of a 982 square foot rear yard, a 14,760 square foot courtyard, and a 1,040 square foot gym. The project will also include various amenities such as barbeque areas, a water feature and swimming pool, and a 1,100 square foot children’s play area. Section

17.10.020 of the MMC requires projects to provide a minimum of 150 square feet of private open space per unit and a minimum of 100 square feet of common open space per unit. The overall total requirement for open space is 300 square feet per unit or 42,000 square feet. Due to the unique site configuration, the project will provide 100 square feet of private open space per unit. The proposed amount of private open space per unit and approximate 25% reduction in open space compared to MMC requirements are CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

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requested through the Planned Development application. Finally, Project A will include 140 storage units totaling 136.9 cubic feet of storage space for each unit.

Architecture – Project A. The project design will be Mediterranean modern architecture.

The exterior structure will comprise white and tan stucco. Red tile roofs will be provided.

Meanwhile, the garage doors will be dark brown in color, which will provide visual contrast.

Infrastructure – Project A. All applicable building and fire codes will be adhered to. In addition, utilities will be upgraded, i.e., water, electric, gas, and sewer, to provide for additional capacity. All applicable Low Impact Development (LID) requirements will be incorporated into the project design.

Project Site B
Project Site B is located north of East Whittier Blvd and will consist of two (2) parcels: 129 N. Poplar Avenue (APN 6346-020-012) and 133 N. Poplar Ave (APN 6346- 020-013) for a combined
lot area of approximately 12,500 square feet. Each parcel is located in the R- 3 (Multi-Family Residential Zone) with a General Plan Land Use designation of Medium- Density Residential. The proposed apartment building will consist of three floors and include 16 dwelling units (including 2 units affordable to lower -income households). The project will provide 30 off-street parking spaces, including 20 tandem parking spaces and 11 compact spaces. The building will have a total floor area of approximately 23,859 square feet and will have a height of 34 feet and six inches. The building will have a Floor Area Ratio (FAR) of 2.0 to 1, lot coverage of 73%, and a density of 55.74 units per acre.

First Floor – Project B. The first floor will have a floor area of approximately 7,889 square feet and will c ontain a total of 30 parking spaces, including 20 tandem parking spaces and 11 compact parking spaces.

Second Floor – Project B. The second floor will have a floor area of approximately 7,985 square feet and will contain 8 units ranging in size from 910 square feet to 1,260 square feet. Of the total units that will be provided, two units will be equipped with one bedroom and one bathroom; five units will feature two bedrooms and two bathrooms; and one unit will consist of three bedrooms and two bathrooms.

Third Floor – Project B. The third floor will have a floor area of approximately 7,985 square feet and will contain 8 units ranging in size from 910 square feet to 1,260 square feet. Of the total units that will be provided, 2 units will be equipped with one bedroom and one bathroom; 5 units will feature two bedrooms and two bathrooms; and 1 unit will consist of three bedrooms and two bathrooms.

CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

Page 7 of 12 ends

Access and Parking – Project B. Access to new apartment building will be provided by a 22-foot-wide curb-cut along the west side of Poplar Avenue. A garage door will provide controlled access to the parking area, which will contain a mixed of side- by-side and tandem tuck under parking 4 spaces. Certain of these tuck under spaces will have direct access to the alley that extends along the project site’s western boundary. These spaces will have user-controlled gated access to the alley. Per Section 17.52.050 of the MMC, the 16- unit project will require 37 off -street parking spaces. Pursuant to the Stat e of California’s Density Bonus Law (Cal. Govt. Code Section 65915), because the project would include at least 10% of the units for lower income households, the project is not required to provide more than one on-site parking space per studio unit and one-bedroom unit, and 1.5 on- site parking spaces per two- bedroom unit and three- bedroom units (including parking for persons with a disability and guest parking). Based on these ratios, Project B is required to provide a minimum of 22 total parking spaces. Project B will exceed this requirement and provide a total of 30 parking spaces, including 20 tandem parking spaces and 11 compact parking spaces. The proposed tandem and compact parking design for some of the parking spaces is being request ed through the Planned Development and Parking Management Plan applications. Project B also includes a total of 16 bicycle spaces.

Amenities and Open Space – Project B. A total of 3,650 square feet of open space will be provided. Private open space will consist of 1,650 square feet of balcony space, with each private balcony approximately 100-110 square feet in size. Public open space will consist of a 2,000 square feet roof deck with patio furniture. Section 17.10.020 of the MMC requires proje cts to provide a minimum of 150 square feet of private open space per unit and a minimum of 100 square feet of common open per unit. The overall total requirement for open space is 300 square feet per unit or 4,800 square feet. Due to the unique site configuration, the project will provide 100 square feet of private open space per unit. The proposed amount of private open space per unit and approximate 25% reduction in open space compared to MMC requirements are requested through the Planned Development application. Finally, a total of 16 storage units totaling 1,600 cubic feet (or 100 cubic feet per unit) will be provided.

Architecture – Project B. The project design will be Mediterranean modern architecture.

The exterior structure will comprise white stucco with dark brown trim. Meanwhile, the garage doors will be brown in color, which will provide visual contrast.

Infrastructure – Project B. All applicable building and fire codes will be adhered to. In addition, utility lines will be upgraded, i.e., water, electric, gas, and sewer, to provide for CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

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additional capacity. All applicable Low Impact Development (LID) requirements will be incorporated into the project design
Pursuant to a request from the Applicant, the Planning Commi ssion shall be the recommending body on the proposed entitlements: Planned Development District, Parking Management Plan, Site Plan Review and Development Agreement.

Construction Characteristics
Project A’s construction is anticipated to last for approximately 21 months and will include the demolition of the existing buildings.

Demolition/Site Clearance – Project A. The demolition phase will involve the demolition of the existing on-site structures and the clearance of the project site. This phase will last for two 5 months. Up to two excavators, two skid loaders, and a dump truck may be present during this phase.

Grading – Project A. The grading phase will involve the removal of approximately 26,750 cubic yards of earth from of the project site. This phase will last for one month. Up to two excavators and two skid loaders may be present during this phase. In addition, a total of 1,337 haul trucks will be required.

Shoring – Project A. The shoring phase will involve the installation of piles and foundation support.

This phase will last for two months. Up to two drill rigs and one crane may be present during this phase.

Building Construction – Project A. This phase will involve the construction of the building and parking garage. This phase will last for 12 months. Typical equipment used during this phase includes cranes scaffolding equipment, generators, cement trucks, excavators, aerial lifts, and forklifts.

Finishing – Project A. This phase will involve the planting of landscaping, the application of architectural coatings, and the installation of various amenities. This phase will last for four months. Typical equipment used during this phas e includes air compressors.

Project B’s construction is anticipated to last for approximately 12 months and will include the demolition of the existing buildings.

Demolition/Site Clearance – Project B. The demolition phase will involve the demolition CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

Page 9 of 12 ends

of the existing on-site structures and the clearance of the project site. This phase will last for one month. Up to one excavator and two skid loaders may be present during this phase.

Trenching/Foundations – Project B. This phase will involve the trenching of the site and the establishment of the building foundations. This phase will last for one month. Up to one mini-excavator and two backhoes may be present during this phase.

Building Construction – Project B. This phase will involve the construction of the building and parking garage. This phase will last for eight months. Typical equipment used during this phase includes cranes, scaffolding equipment, generators, aerial lifts, forklifts, excavators, and cement trucks.

Finishing – Project B. This phase will involve the planting of landscaping, the application of architectural coatings, and the installation of various amenities. This phase will last for two months. Typical equipment used during this phase includes air compressors.

PROJECT/APPLICANT INFORMATION

Project Location: 116, 128, & 136 N. Poplar Ave and 129 & 133 N. Poplar Ave Project Applicant: Mark Magna – Magna & Magna, Inc.

Property Owner: Magna & Magna, Inc.

General Plan Designation: High/Medium-Density Residential Zoning: R- 3 (Multiple-Family Residential Zone)
Existing Use on Property: Residential uses (47 residential dwelling units)

PROJECT SITE
I. PROJECT SITE A
The surrounding zoning and land uses are listed as follows:

Direction Zone Land Use
North R-3 Multiple-Family Residential
South C-2 Boulevard Commercial
East R-3/M-1 Multiple-Family Residential/Light
Manufacturing
CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

Page 10 of 12 ends

Direction Zone Land Use
West R-3 Multiple-Family Residential

II. PROJECT SITE B

The surrounding zoning and land uses are listed as follows:

Direction Zone Land Use
North R-3 Multiple-Family Residential
South R-3 Multiple-Family Residential
East R-3 Multiple-Family Residential
West R-3 Multiple-Family Residential

GENERAL PLAN

The proposed Project is consistent with, among other things, the following goals and policies of the General Plan:

1. Land Use Element:

A. Goals:
a. Land Use Element, Goal #1, “To formulate a plan which is responsive to the needs of the community and which permits the orderly arrangement of land uses, permitting sufficient areas for reasonable development;” B. Policies
a. Policy Residential #2, “Residential development of varying densities and housing types should be compatible among themselves and with adjacent commercial and industrial development,”
b. Policy Residential #3, “Opportunities for a variety of living needs should be available in various locations throughout the City”.

1. Housing Element:

A. Policies:
a. Policy #4.1 “The City will continue to encourage the development of affordable housing throughout the community.”
b. Policy #4.5 “The City will continue to encourage development of new housing in proximity to public services, transportation routes, and other community facilities”.
c. Police #4.6 “The City will encourage the establishment of a variety of CITY COUNCIL AGENDA REPORT – MEETING OF APRIL 27, 2022
Adopt Ordinance No. 2448 Approving Development Agreement No. 3973/DA-04-21 between the City of Montebello and Magna & Magna, Inc. for Property at 116, 128, and 136 N. Poplar Ave (Project Site A) and 129- 133 N. Poplar Ave (Project Site B)

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affordability levels in multiple-projects”.

The proposed project conforms with the City of Montebello General Plan, Land Use Element in that the proposed use will provide an additional service for an existing business that will increase the taxable revenue from this business to the City and that the site is in an appropriate location give than it is located along Beverly Boulevard, which is a major thoroughfare in the City.

DEVELOPMENT AGREEMENT (DA-04-21)
The Applicant seeks approval of a statutory development agreement pursuant to Government Code Sections 65864 et seq. (“Development Agreement Statute”) , which authorizes cities to enter into agreements for the development of real property with any person having a legal or equitable interest in such property in order to establish certain development rights in such property for the purpose of strengthening the public planning process, encourage private partic ipation in comprehensive planning and reduce the economic risks of development. The Development Agreement Statute allows a developer to acquire “vested rights” to complete a project in exchange for providing certain public benefits to the City.

As discussed above, approval of DA-04-21 is consistent with the City’s General Plan and the Montebello Municipal Code based on the whole of the record.

ENVIRONMENTAL
Case No. DA 04-21 is considered a “project,” per the California Environmental Quality Act (CEQA) definition of a “project.” The proposed Project is statutorily exempt under CEQA per the California Public Resources Code (PRC) Section 21155.1 under the Sustainable Communities Project Exemption (SCPE) as a transit priority project, which met the requirements of PRC Section 21155 subdivisions (a) and (b) and Section 21155.1 as determined and found by the City Council pursuant to City Council Resolution No.

Resolution No. 22-18 adopted April 13, 2022.

REPORTS RECEIVED

The application for DA 04-21 was forwarded to the Fire Department, Police Department, Building Division, and Public Works Department for review, comments, and conditions. Comments were received from all divisions/departments and have been incorporated into the conditions associated with the Project.

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SUMMARY
Based on the information provided by the Applicant, staff supports the proposed project which will allow the development of new housing, including affordable housing units, within the City. Staff further believes that the proposed project is attractive and will provide an enhanced sense of community and bring much needed housing to an area with potential to complement the business community in the City’s downtown corridor, as well as promote economic growth, and address the City’s affordable housing needs.

ATTACHMENTS:

A. Attachment A - Ordinance No. 2448 approving a Development Agreement No. 3973/DA 04-21 between Magna & Magna, LLC and the City of Montebello B. Attachment B – Development Agreement No. 3973/DA 04- 21 between Magna & Magna, LLC and the City of Montebello
C. Attachment C - Sustainable Communities Project Exemption (ENV-04-22-SE) D. Attachment D – Resolution No. 22-18

ATTACHMENT A
ORDINANCE NO. 2448

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF

MONTEBELLO APPROVING A DEVELOPMENT AGREEMENT
(DA-04-21) BY AND BETWEEN THE CITY OF MONTEBELLO
AND MAGNA & MAGNA, INC. PURSUANT TO GOVERNMENT
CODE SECTIONS 65864 ET SEQ.

WHEREAS, to strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development , the Legislature of the State of California adopted Government Code Sections 65864 et seq . (the "Development Agreement Statute"), which authorizes cities to enter into agreements for the development of real property with any person having a legal or equitable interest in such property in order to establish certain development rights in such property; and;
WHEREAS, in accordance with the Development Agreement Statute, the City of Montebello (the “City”) is authorized to enter into development agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both the City and the owner in the development process; WHEREAS, Magna & Magna, Inc (“Developer”) and the City desire to enter into a Development Agreement (DA- 04-21) attached hereto as Attachment “A” (the “Development Agreement”), which would allow the development of a total of 156 residential dwelling units on two sites, the first located 116, 128, and 136 N. Poplar Avenue, Montebello, California (“Project Site A”) and the second site located at 129- 133 N. Poplar Ave, Montebello, California (“Project Site B”) (collectively the “Property”); WHEREAS, Project Site A will involve the construction of 140 apartment units (including 30 units affordable to lower-income households) within an approximately 73,807 square foot (1.69 acres) development area and Project Site B will involve the construction of 16 apartment units (including 2 units affordable to lower-income households) within an approximately 12,500 square foot (0.28 acres) development area in addition to corresponding amenities for the units (the “Project”);

WHEREAS, the Project was reviewed pursuant to the California Environmental Quality Act (“CEQA”) and determined to be statutorily exempt under CEQA pursuant to California Public Resources Code Section 21155.1 under the Sustainable Communities Project Exemption (“SCPE”) available to certain qualifying transit priority projects; WHEREAS, the Planning Commission, following a duly noticed public hearing on March 1, 2022, recommended approval of this Development Agreement; and WHEREAS, the City Council held a noticed public hearing on the Development Agreement and this Ordinance, and considered all staff reports, presentation, public Ordinance No. 2448

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testimony, comments, Planning Commission recommendations, and other evidence presented in connection with this matter.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF MONTEBELLO DOES ORDAIN AS FOLLOWS:

SECTION 1. The City Council finds that the above recitals set forth above are true and correct, and adopts and incorporates the recitals as a material part hereof.

SECTION 2. Based on the staff reports, presentations, public testimony, comments, Planning Commission recommendations, Montebello Municipal Code (“MMC”), City’s General Plan, and other evidence presented at the duly noticed public hearing on this matter, the City Council finds and declares that the Development Agreement is consistent with the MMC and the General Plan as follows:

A. Montebello Municipal Code.

The projects proposed for Project Site A and Project Site B are in substantial compliance with the MMC; however, inefficiencies in the MMC do not recognize current residential building and market trends or site specific conditions.

Therefore, relief is sought for certain development standards contained in the MMC through a Planned Development approval. With approval of the Planne d Development, the projects will be in compliance with the MMC.

Project A
Project Site A is an approximately 73,807 square foot trapezoidal irregularly- shaped site. The topography of the site trends downwards towards the south and east and presents unique challenges to the development of a MMC compliant, modern, and architecturally uniform structure. This is reflected in the irregular and inefficient location of the current buildings including carports on the site. The R-3 Multiple Family Residential Zone standards provide a significant impediment to the development of modern and efficient residential units. In this case, there will be three separate parcels held together as one for a single building site. The MMC allows one unit per 3,000 square feet of lot area; therefore, the site could only yield 24 units under the density standards. There are currently 41 units located on the project site, almost double the number permitted under the MMC. Utilizing the Planned Development approval, the project will exceed the permitted density and propose 140 units (including 30 units affordable to lower-income households) at a density of approximately 83 units per acre. This density is consistently found in many communities in the region. Project A’s design and layout are efficient and self- contained with on-site amenities and parking.

The MMC allows a maximum of 1 bedroom per 1,000 square feet of lot area; therefore, the site could only yield 74 bedrooms under this standard. Project A would include a total of 237 bedrooms, exceeding this limit. The project Ordinance No. 2448

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includes a mix of studio, one-, two-, and three-bedroom units and units will range in size as follows: 616 square feet for the studio units; one-bedroom units from 730 square feet to 900 square feet; two-bedroom units from 1,100 square feet to 1,500 square feet; and three-bedroom units from 1,472 to 1,780 square feet. These unit sizes are ample and spacious for the market and match or exceed square footages seen in similar projects. The building is integrated into the landscape and takes into account the sloping topography, unique shape of the lot, and constrained access to the site from Poplar Avenue.

Applying the MMC standards for density and bedroom count would negatively impact the unit count and unit sizes of the project and discourage flexibility and design innovation of the project floor plans, ultimately reducing the number, variety, and quality of units that could be provided.

The maximum height allowed in the R-3 zone is 25 feet. The Planned Development is proposing to exceed the permitted height of 25 feet. The MMC height regulation is overly restrictive and is lower than the height limit of 35 feet set forth in Single Family Residential (R-1) zones. The height of the proposed building is 47 feet, as measured under the MMC, and does not include stepbacks. The topography of the site slopes to the south and east, necessitating the zoning code deviations sought through the Planned Development for the project to integrate all parking, open space, and amenities into one cohesive building. The south elevation of the proposed building would be partially obscured from Whittier Boulevard due to southward sloping conditions including the closed off but non-vacated portion of Poplar Avenue and existing buildings along the street. The site to the east immediately abutting the project is significantly lower in elevation and views of the proposed building would be partially obstructed by an existing retaining wall on that site. The building setbacks and articulation will serve to adequately relate the building to adjacent properties.

The MMC requires a minimum open space of 150 square feet for private open space and 100 square feet for common open space and a total of 300 square feet per unit thus requiring 42,000 square feet in total. The nature of the topography of the site and its shape precludes the project from providing the MMC minimum required open space or meeting the minimum open space distribution between private and common open space; therefore, the project requests an approximate 25% reduction in required open space and would Ordinance No. 2448

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provide a total of 31,360 square feet of open space. The requested open space reduction is appropriate because the project would still provide ample private and public on-site open space, especially compared to the existing development which includes very little on-site open space. The project features state-of-the-art amenities, including balconies for each unit, a courtyard with a pool, water feature, kids play area, barbeques, cabanas, seating areas, cabanas, and a solar panel zone designed for installation for future solar panels. Therefore, the project provides abundant and high-quality open space and recreation areas for residents and the triangular design of the building with a large central open courtyard will provide all units in the building ample light and ventilation.

Pursuant to the State of California’s Density Bonus Law (Cal. Govt. Code Section 65915), because the project would include at least 10% of the units for lower- income households, the project is not required to provide more than one on-site parking space per studio unit and one-bedroom unit, and 1.5 on-site parking spaces per two-bedroom unit and three-bedroom units (including parking for persons with a disability and guest parking). Based on these ratios, Project A is required to provide a minimum of 182 total parking spaces. The project will exceed this requirement and provide a total of 298 parking spaces located in two subterranean levels. In addition, the project will provide 14 short- term bicycle racks and 140 long-term bicycle racks. The proposed building provides an efficient design and layout considering the site constraints and is designed to be fully self-contained as it relates to parking including the use of tandem and compact parking spaces. The project would include the approval of a Parking Management Plan for the tandem and compact parking spaces. Public transportation options exist for residents of the project. For example, Project Site A is located within 1,000 feet of a Montebello Bus Lines #10 line stop and the Montebello Transportation Department administers a “Dial a Taxi” program to residents that are disabled or over age 62. Finally, the project is well-served by other modes of public transportation including Metro Bus lines and offers its residents many choices for access to the aforementioned bike parking and to ride-share services.

The MMC requires building setbacks of 20 feet from the front property line, 5 feet along the side yard setback and 10 feet from the rear yard property line. The MMC also requires a one-foot stepback for every three feet over 15 feet. In this case, the project meets all the required building setbacks, except it does not include the one-foot stepback. The setbacks and building facades and elevations are sufficient given the building’s contemporary Mediterranean architectural style and inviting residential appearance, main entryway to the courtyard with a direct visual line of sight, and abundant landscaping along the front setback. If the stepback requirement were observed, it would require the reduction of the courtyard area and would reduce the overall number of units.

Ordinance No. 2448

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The MMC requires 100 cubic feet of storage per residential unit. The building’s subterranean garage is the most efficient and effective location for these storage units given the site topographical and access constraints. The project offers storage units for each unit in the building conveniently located at both garage levels. The project includes storage units that are generally stacked and include 136.9 cubic feet per unit. In addition, each residential unit has ample interior closet space offsetting the need for such extensive storage requirements.

The MMC requires trash areas for multiple-family dwellings to provide the equivalent of not less than seventy-five gallon capacity container per dwelling unit. Where commercial trash containers (three cubic yards or more) are used, one container is required for every seven dwelling units and trash areas are required to be located within one hundred fifty feet of the units which they serve.

Under the MMC, the project would be required to provide 20 commercial trash containers, and the project includes trash rooms with trash bin areas located at three locations in the upper parking level with a total of 24 trash bins. These bins are served by trash chutes for convenient and easy access by the residents. The project will have frequent trash pickup throughout the week to ensure that the project’s trash demands are adequately served. With 24 commercial trash bins and frequent trash pickup service, the project will include adequate trash facilities.

The project will be fully code compliant with all applicable fire/life/safety and California Title 24 building energy efficiency standards. In addition, the project will be responsible for paying all applicable fees and will upgrade all utilities and infrastructure to serve the projects thereby not negatively impacting the surrounding area or the City as a whole. The new construction will positively enhance property values and the property tax base of the City.

With approval of the Planned Development, Project A will be in compliance with the MMC.

Project B
Project Site B comprises two parcels with approximately 12,500 square feet that is rectangular-shaped. While the shape of the lot is not irregular, the density and other regulatory standards set forth in the R-3 Multiple Family Residential Zone would allow for the construction of a maximum of four units and as such is not conducive to the encouragement of reinvestment in housing stock. In this case, there will be two separate parcels held together as one for a uniform project.

The M
MC allows one unit per 3,000 square feet of lot area; therefore, the site could only yield four units under the density standards and allows bedroom per 1,000 square feet of lot area. The site is currently improved with two single-family residences. Utilizing the Planned Development approval, the project will exceed the permitted density and propose 16 units (including 2 units affordable to lower-income households) at a density of approximately 56 units per acre.

Ordinance No. 2448

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This density is consistently found in many communities in the region. Project B’s design and layout are efficient and self-contained with on-site amenities and parking. The MMC allows a maximum of 1 bedroom per 1,000 square feet of lot area; therefore, the site could only yield 12 bedrooms under this standard.

Project A would include a total of 30 bedrooms, exceeding this limit. The project includes a mix of one-, two-, and three-bedroom units and unit will range in size as follows: 825 square feet for the one-bedroom units; 891 square feet to 1,083 feet for the two-bedroom units; and 1,179 square feet for the three-bedroom units. These unit sizes are ample and spacious for the market and match or exceed square footages seen in similar projects. The building is integrated into the landscape and takes into account the small size and limited access to the site from Poplar Avenue and the alley. Applying the MMC standards for density and bedroom count would negatively impact the unit count and unit sizes of the project and discourage flexibility and design innovation of the project floor plans, ultimately reducing the number, variety, and quality of units that could be provided.

Per the MMC, the maximum lot coverage is 60%. Lot coverage standards exist to regulate the number and size of structures on a lot to allow for open space and adequate light and ventilation. Typically, lot coverage represents the percentage of building area-generally measured by the building footprint or roof lines as a proportion to the land area of the site. The building is designed as a single, integrated structure and meets the MMC side and rear yard setbacks. The project has a lot coverage of 74% which is necessary to accommodate the proposed density. The building is inviting and spacious and strict adherence to the lot coverage standard based on the site’s small size would result in unique challenges that would compromise the integrity of the building’s design and reduce the number of units that could be provided.

The maximum height allowed in the R-3 zone is 25 feet. The Planned Development is proposing to exceed the permitted height of 25 feet. The MMC height regulation is overly restrictive and is lower than the height limit of 35 feet set forth in Single Family Residential (R-1) zones. The height of the proposed building is 34 feet and 6 inches and 3 stories (including one parking level), as measured under the MMC, and does not include stepbacks. All elevations of the building feature architectural details including brow pieces and trellis structures over the upper balconies, score lines on the walls, a decorative tile mansard roof, and vine pockets along the south and north elevations to soften the buildings appearance. The building setbacks and articulation will serve to adequately relate the building to adjacent properties.

The MMC requires a minimum open space of 150 square feet for private open space and 100 square feet for common open space and a total of 300 square feet per unit thus requiring 4,800 square feet in total. The small size of the site precludes the project from providing the MMC minimum required open space or meeting the minimum open space distribution between private and Ordinance No. 2448

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common open space; therefore, the project requests an approximate 25% reduction in required open space and would provide a total of 3,650 square feet of open space. The requested open space reduction is appropriate because the project would still provide ample private and public on-site open space. The project features state- of-the art, high-quality amenities including balconies for each unit and a rooftop deck with patio furniture.

Pursuant to the State of California’s Density Bonus Law (Cal. Govt. Code Section 65915), because the project would include at least 10% of the units for lower- income households, the project is not required to provide more than one on-site parking space per studio unit and one-bedroom unit, and 1.5 on-site parking spaces per two-bedroom unit and three-bedroom units (including parking for persons with a disability and guest parking). Based on these ratios, Project B is required to provide a minimum of 22 total parking spaces. The project will exceed this requirement and provide a total of 30 parking spaces. The project will provide a combination of side-by-side and tandem parking spaces in a controlled tuck under garage. In addition, the project will provide 16 bicycle parking spaces. The proposed building provides an efficient design and layout considering the site constraints and is designed to be fully self-contained as it relates to parking including the use of tandem and compact parking spaces. The project would include the approval of a Parking Management Plan for the tandem and compact parking spaces. Public transportation options exist for residents of the project. For example, Project Site B is located within 1,000 feet of a Montebello Bus Lines #10 line stop and the Montebello Transportation Department administers a “Dial a Taxi” program to residents that are disabled or over age 62. Finally, the project is well-served by other modes of public transportation including Metro Bus lines and offers its residents many choices for access to the aforementioned bike parking and to ride-share services.

The MMC requires building setbacks of 20 feet from the front property line, 5 feet along the side yard setback and 10 feet from the rear yard property line. The MMC also requires a one-foot stepback for every three feet over 15 feet. In this case, the project exceeds the side yard setbacks. The front property line (east elevation facing Poplar Avenue) is proposed at 15 feet and the building does not include the one-foot stepback. The 15-foot setback is sufficient given the building’s contemporary Mediterranean architectural style and inviting residential appearance, main entryway, and abundant landscaping along the front setback. If the stepback requirement were observed, it would require the reduction of the rooftop deck and would reduce the overall number of units. The rear yard setback is proposed at 5 feet where 10 feet is required; however, the rear yard faces the alley so the effective setback from the properties across the alley is 15 feet.

The MMC requires 100 cubic feet of storage per residential unit. The building’s garage is the most efficient and effective location for these storage units given small size of the site. The project includes storage units that are stacked above Ordinance No. 2448

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the front ends of parking spaces and provide 100 cubic feet overall for each unit .

In addition, each residential unit has ample interior closet space.

Under the MMC, the project would be required to provide two commercial trash bins, and the project includes a dedicated trash and recycling area located at the ground level. The project will have frequent trash pickup throughout the week to ensure that the project’s trash demands are adequately served. With a dedicated trash and recycling area and frequent trash pickup service, the project will include adequate trash facilities.

With approval of the Planned Development, the project on Project Site B will be in compliance with the MMC.

B. General Plan.

1. One policy of the Land Use Element of the General Plan is that “Residential development of varying densities and housing types should be compatible among themselves and with adjacent commercial and industrial development”. Another policy of the same element states “Opportunities for a variety of living needs should be available in various locations throughout the City”. For both project sites, separate parcels will be combined to form a single building site which in turn creates opportunities for excellence in design, site layout, and more efficient vehicular and pedestrian access. Both Project A and Project B are of high-quality architectural design and offer amenity- rich rental housing opportunities not commonly found in the City of Montebello.

This would be consistent with the General Plan’s policy of provide varying housing types and opportunities for a variety of living needs in the City.

2. A stated purpose of the 2016-2021 Housing Element is “to review development standards to improve site design, architectural quality, and livability of multi-family units”. The 2016-2021 Housing Element contemplated updating the Zoning Standards for the R-3 zone to accommodate the additional housing needs identified in the Regional Housing Needs Assessment (RHNA); however, these revised standards have not been codified. The project design for both Ordinance No. 2448

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sites’ layout is efficient and self-contained with on-site amenities and parking.

The projects utilize efficient design concepts and are integrated into the neighborhood and are therefore compatible with the surrounding uses. In addition, the new residents will support and enhance demand for commercial services from the nearby business districts in the City.

3. Other stated purposes of the 2016-2021 Housing Element are “to minimize governmental constraints, market constraints, and environmental constraints that may impede the development of new housing,” and “to address future housing needs by expanding housing opportunities in the City.” The R- 3 Multiple Family Residential Zone standards provide a significant impediment to the development of modern and efficient residential units. The projects would utilize the MMC’s Planned Development provisions to achieve additional density and certain deviations from the R-3 development standards to expand housing opportunities in the City and meet the goals of the City’s Housing Element. The projects would make a substantial contribution towards meeting the City’s RHNA allocation, including its affordable housing allocation, consistent with the goals and policies of the General Plan Housing Element.

4. The projects would also support the following policies of the 2016- 2021 Housing Element related to affordable housing:

Policy 4.1. The City will continue to encourage the development of affordable housing throughout the community.

Policy 4.5. The City will continue to encourage development of new housing in proximity to public services, transportation routes, and other community facilities.

Policy 4.6. The City will encourage the establishment of a variety of affordability levels in multiple-projects.

Consistent with Policy 4.1, the projects would include a total of 32 units affordable to lower-income households (30 in Project A and 2 in Project B).

Consistent with Policy 4.5, these units would be constructed in proximity to nearby public transportation routes and other community facilities. Consistent with Policy 4.6, the projects would be mixed-income projects with a variety of affordability levels, both market-rate and affordable to lower-income households

SECTION 3. The City Council hereby approves the Development Agreement attached hereto as Attachment A and subject further to minor, conforming, and clarifying changes consistent with the terms thereof as may be approved by the City Manager, in consultation with the City Attorney prior to execution thereof, including competition of references and status of planning approvals, and completion and conformity of all attachments or exhibits thereto, as approved by the City Council. The City Manager is further authorized and directed to execute the Development Agreement on behalf of the City along with all ancillary documents reasonably necessary to effectuate the intent of Ordinance No. 2448

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this Ordinance and all acts authorized to be performed by the City Manager in the administration of the Development Agreement pursuant to its terms.

SECTION 4. This Project is statutorily exempt under CEQA per the Public Resources Code Section 21155.1 under the Sustainable Communities Project Exemption (SCPE) if the City Council finds, after conducting a public hearing, that the transit priority project meets all of the requirements of subdivisions (a) and (b) and one of the requirements of subdivision (c). The Project is a transit priority project and meets the requirements of Public Resources Code Section 21155 subdivisions (a) and (b) and Section 21155.1 subdivisions (a) and (b) and one of the requirements of subdivision (c).

The findings and details in the Sustainable Communities Project Exemption which is incorporated herein by this reference.

SECTION 5. If any section, subsection, sentence, clause, or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance, and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the ordinance would be subsequently declared invalid or unconstitutional.

SECTION 6. The City Clerk shall certify to the passage and adoption of this Ordinance and cause it to be posted as required by law. This Ordinance shall become effective thirty (30) days after its adoption following the second reading of the ordinance.

The City Clerk is authorized and directed to cause this Development Agreement to be recorded with the County Recorder’s Office for the County of Los Angeles.

[Signatures on the following page]

Ordinance No. 2448

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APPROVED AND ADOPTED this 23rd day of April 2022.

_______________________________
Kimberly A. Cobos-Cawthorne, Mayor

ATTEST:

________________________
Christopher Jimenez, City Clerk

APPROVED AS TO FORM:

__________________________
Arnold M. Alvarez-Glasman, City Attorney

I HEREBY CERTIFY that the foregoing Ordinance was introduced at the regular meeting of the City Council on the 13th day of April 2022 and was adopted by the City Council of the City of Montebello at its meeting held on the 23rd day of April 2022 by the
following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

________________________
Christopher Jimenez, City Clerk

ATTACHMENT B

RECORDING REQUESTED BY

AND WHEN RECORDED MAIL
TO:

SPACE ABOVE THIS LINE FOR RECORDER’S USE

DEVELOPMENT AGREEMENT
between

THE CITY OF MONTEBELLO,
a municipal corporation (“City”)
and
MAGNA & MAGNA, INC.,
a California corporation
(“Developer”)

Table of Contents

1. DEFINITIONS .......................................................................................................................... 2

1.1 Affiliate. ...................................................................................................................... 2

1.2 Agreement. ................................................................................................................. 2

1.3 Applications. ............................................................................................................... 2

1.4 Approval Date............................................................................................................. 3

1.5 Authorizing Ordinance. .............................................................................................. 3

1.6 CEQA. ........................................................................................................................ 3

1.7 City. ............................................................................................................................ 3

1.8 City Council. ............................................................................................................... 3

1.9 Claims or Litigation. ................................................................................................... 3

1.10 Conditions of Approval. ............................................................................................. 3

1.11 Control. ....................................................................................................................... 3

1.12 City Manager. ............................................................................................................. 3

1.13 Developer. ................................................................................................................... 3

1.14 Developer Fees. .......................................................................................................... 3

1.15 Development. .............................................................................................................. 4

1.16 Development Agreement Statute. ............................................................................... 4

1.17 Development Approvals. ............................................................................................ 4

1.18 Development Plan....................................................................................................... 4

1.19 Exaction. ..................................................................................................................... 4

1.20 Existing Developer Fees. ............................................................................................ 4

1.21 Existing Development Approvals. .............................................................................. 4

1.22 Existing Land Use Regulations. ................................................................................. 5

1.23 Future Developer Fees. ............................................................................................... 5

1.24 Future Development Approvals. ................................................................................. 5

1.25 Future Land Use Regulations. .................................................................................... 5

1.26 General Plan. .............................................................................................................. 5

1.27 Holder. ........................................................................................................................ 5

1.28 Land Use Regulations. ................................................................................................ 5

1.29 SCPE. ......................................................................... Error! Bookmark not defined.

1.30 Mortgage. .................................................................................................................... 6

1.31 Non-Defaulting Party. ................................................................................................ 6

1.32 Operative Date. ........................................................................................................... 6

1.33 Person. ........................................................................................................................ 6

1.34 Planning Commission. ................................................................................................ 6

1.35 Planning Director. ....................................................................................................... 6

1.36 Processing Fees........................................................................................................... 6

1.37 Project. ........................................................................................................................ 6

1.38 Transfer. ...................................................................................................................... 6

2. EXHIBITS ................................................................................................................................. 6

3. TERM ........................................................................................................................................ 7

3.1 Term............................................................................................................................ 7

3.2 Operative Date. ........................................................................................................... 7

4. DEVELOPMENT OF THE PROPERTY; DEVELOPER OBLIGATIONS. ........................... 7

4.1 Right to Develop. ........................................................................................................ 7

4.2 Permitted Uses. ........................................................................................................... 7

4.3 Public Benefits; Developer and Processing Fees. ...................................................... 8

4.4 Obligations of Developer Respecting Project Costs. .................................................. 9

5. DEVELOPMENT TIMING ...................................................................................................... 9

5.1 Right of Developer to Control Development and Timing. ......................................... 9

6. FEES, TAXES, AND ASSESSMENTS .................................................................................... 9

6.1 Future Developer Fees. ............................................................................................... 9

6.2 Existing Developer Fees. ............................................................................................ 9

6.3 Future Processing Fees. .............................................................................................. 9

6.4 Exceptions. ................................................................................................................. 9

7. AMENDMENT OF DEVELOPMENT AGREEMENT ......................................................... 10

7.1 Initiation of Amendment. ......................................................................................... 10

7.2 Procedure. ................................................................................................................. 10

7.3 Consent. .................................................................................................................... 10

7.4 Minor Modifications. ................................................................................................ 10

7.5 Effect of Amendment to Development Agreement. ................................................. 10

8. RESERVATIONS OF AUTHORITY ..................................................................................... 10

8.1 Limitations; Reservations, and Exceptions. ............................................................. 10

8.2 Regulation by Other Public Agencies. ..................................................................... 11

9. ANNUAL REVIEW ................................................................................................................ 11

9.1 Annual Monitoring Review. ..................................................................................... 11

9.2 Failure to Conduct Annual Monitoring Review. ...................................................... 12

10. DEFAULT, REMEDIES AND TERMINATION. .................................................................. 12

10.1 Rights of Non-Defaulting Party after Default. ......................................................... 12

10.2 Notice and Opportunity to Cure. .............................................................................. 12

10.3 Modification or Termination. ................................................................................... 13

10.4 No Specific Performance to Construct Project. ........................................................ 13

10.5 Intentionally Omitted. ............................................................................................... 14

10.6 Rights and Duties Following Termination. .............................................................. 14

11. TRANSFERS ........................................................................................................................... 14

11.1 Right to Transfer. ...................................................................................................... 14

12. INDEMNITY ........................................................................................................................... 14

12.1 Third-Party Litigation. .............................................................................................. 14

12.2 Hold Harmless: Developer’s Construction and Other Activities. ............................ 16

12.3 Survival of Indemnity Obligations. .......................................................................... 16

13. EFFECT OF AGREEMENT ON TITLE ................................................................................ 16

14. PARTIES’ OFFICERS AND EMPLOYEES; NON-DISCRIMINATION ............................ 16

14.1 Non-liability of Parties’ Officers and Employees. ................................................... 16

14.2 Conflict of Interest, Warranty, and Representation of Non-Collusion. .................... 17

14.3 Covenant Against Discrimination. ........................................................................... 17

15. MORTGAGEE PROTECTION. ............................................................................................. 17

15.1 Developer’s Breach Not Defeat Mortgage Lien. ...................................................... 17

15.2 Holder Not Obligated to Construct or Complete Improvements. ............................. 17

15.3 Notice of Default to Mortgagee, Deed of Trust or Other Security Interest Holders. 18

15.4 Right to Cure. ........................................................................................................... 18

15.5 Changes Requested by Lenders. ............................................................................... 18

16. GENERAL ............................................................................................................................... 18

16.1 Estoppel Certificates. ................................................................................................ 18

16.2 Force Majeure. .......................................................................................................... 19

16.3 Construction of Development Agreement. ............................................................... 19

16.4 Severability. .............................................................................................................. 19

16.5 Attorneys’ Fees. ........................................................................................................ 19

16.6 Joint and Several Obligations. .................................................................................. 19

16.7 Time of Essence. ....................................................................................................... 20

16.8 Waiver. ..................................................................................................................... 20

16.9 No Third-Party Beneficiaries. ................................................................................... 20

16.10 Mutual Covenants. .................................................................................................... 20

16.11 Relationship of Parties. ............................................................................................. 20

16.12 Notice........................................................................................................................ 20

16.13 Further Actions and Instruments. ............................................................................. 21

16.14 Entire Agreement. ..................................................................................................... 21

16.15 Recitals. .................................................................................................................... 21

16.16 Counterparts.............................................................................................................. 21

16.17 Recording.................................................................................................................. 22

16.18 Authority to Execute. ................................................................................................ 22

1 DEVELOPMENT AGREEMENT
THIS DEVELOPMENT AGREEMENT (this “Agreement”) is entered into on ______________, by the CITY OF MONTEBELLO (the “City”), a municipal corporation, and MAGNA & MAGNA, INC., a California corporation (the “Developer”), pursuant to Article 2.5 of Chapter 4 of Division 1 of Title 7, Sections 65864 through 65869.5 of the California Government Code. City and Developer shall be referred to within this Agreement jointly as the “Parties”
and individually as a “Party.”
R E C I T A L S:

A. Capitalized Terms. The capitalized terms used in these recitals and throughout this Agreement shall have the meaning assigned to them in Section 1. Any capitalized terms not defined in Section 1 shall have the meaning otherwise assigned to them in this Agreement.

B. Property Status. Developer holds a legal or equitable interest in certain parcels of real property which are located in the City of Montebello, and are more particularly described in the “Legal Description of Property” attached hereto as Exhibits A-1 (Project A Sit e) and A-2
(Project B Site), and are shown on the “Site Map” attached hereto as Exhibits B-1 (Project A Site) and B-2 (Project B Site) which together show the “Property.” C. Project. This Development Agreement grants Developer the right to redevelop the Property with two elements, referred to herein as Project A and Project B. Project A will involve the construction of 140 apartment units within a 73,807-square foot development site, and Project B will involve the construction of 16 units within a 12,500-square foot development site. The Project (as defined below) will pay all applicable City Developer Fees and Processing Fees.

D. Legislation Authorizing Development Agreements. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the legislature of the State of California adopted the Development Agreement Statute, Sections 65864, et seq., of the Government Code, authorizing City to enter into an agreement with any Person (as hereinafter defined) having a legal or equitable interest in real property providing for the development of such property and establishing certain development rights therein. The legislative findings and declarations underlying the Development Agreement Statute and the provisions governing contents of development agreements state, in Government Code Sections 65864(c) and 65865.2, that the lack of public facilities, including, but not limited to, streets, sewerage, transportation, drinking water, school, and utility facilities is a serious impediment to the development of new housing, and that applicants and local governments may include provisions in development agreements relating to applicant financing of necessary public facilities and subsequent reimbursement over time.

E. Public Benefits. Developer agrees to provide the City with certain public benefits identified in Section 4.3 of this Agreement in exchange for the City agreeing to enter into this Agreement, which affords the Developer with greater project latitude, flexibility, development certainty and the vested rights to complete the Project afforded by this Agreement.

2 F. Intent of the Parties. Developer and City have determined that the Project is a development for which a development agreement is appropriate. The Parties desire to define the parameters of Developer’s public benefits obligations and provide for the orderly development of the Property, assist in attaining the most effective utilization of resources within the City, and otherwise achieve the goals of the Development Agreement Statute. In consideration of these benefits to City and the public benefits of the development of the Property, Developer will receive assurances that City shall grant all permits and approvals and permit the construction required for development of the Property and the Project in accordance with this Agreement.

G. Public Hearings: Findings. In accordance with the requirements of the California Environmental Quality Act (Public Resources Code Sections 21000, et seq. (“CEQA”)), appropriate studies, analyses, reports, or documents were prepared and considered by the Planning Commission and the City Council. The Planning Commission, after a public hearing on _________, recommended, and on ______________ the City Council adopted, Ordinance No. ________________
approving this Agreement. The Planning Commission and the City Council have found, on the basis of substantial evidence, that this Agreement is consistent with all applicable plans, rules, regulations and official policies of the City. Specifically, the City Council has found that the Agreement: (i) is consistent with the General Plan and any applicable specific plan; (ii) is in conformity with public convenience and good land use practices; (iii) will not be detrimental to the health, safety and general welfare; (iv) will not adversely affect the orderly development of property or the preservation of property values; and (v) is consistent with the provisions of Government Code Sections 65864 through 65869.5.

H. Mutual Agreement. Based on the foregoing and subject to the terms and conditions set forth herein, Developer and City desire to enter into this Agreement.

NOW, THEREFORE, pursuant to the authority contained in the Development Agreement Statute as it applies to City and the Authorizing Ordinance, and in consideration of the mutual promises and covenants herein contained, and having determined that the foregoing recitals are true and correct and should be and hereby are incorporated into this Agreement, the Parties agree as follows:

1. DEFINITIONS
The following words and phrases are used as defined terms throughout this Agreement.

Each defined term shall have the meaning set forth below and shall be applicable to both the singular and plural form of any nouns
and verbs of any tense.

1.1 Affiliate. “Affiliate” means, with respect to any specified Person, any Person which, directly or indirectly, through one or more intermediaries, Controls, is Controlled by, or is under common Control with, such specified Person.

1.2 Agreement. “Agreement” means this Development Agreement as the same may be amended or modified from time to time.

1.3 Applications. “Application(s)” shall mean a complete application for the applicable land use approvals (such as a subdivision map, conditional use permit, etc.) meeting all of the

3 Existing Land Use Regulations, provided that any additional or alternate requirements in Future Land Use Regulations which affect the Project application shall apply only to the extent permitted by this Agreement.

1.4 Approval Date. “Approval Date” means the date of the adoption of the Authorizing Ordinance by the City Council.

1.5 Authorizing Ordinance. “Authorizing Ordinance” means Ordinance No. ___________ of City approving this Agreement.

1.6 CEQA. “CEQA” means the California Environmental Quality Act (Public Resources Code Sections 21000, et seq.).

1.7 City. “City” means the City of Montebello, California.

1.8 City Council. “City Council” means the governing body of the City of Montebello, California.

1.9 Claims or Litigation. “Claims or Litigation” shall mean any challenge by adjacent owners or any other third parties (i) to the legality, validity or adequacy of the General Plan, Land Use Regulations, this Agreement, Development Approvals, or other actions of City, in each case, solely to the extent pertaining to the Project, or (ii) seeking damages against City as a consequence of the foregoing actions or for the taking or diminution in value of their property as a consequence of the foregoing actions.

1.10 Conditions of Approval . “Conditions of Approval” means those conditions of approval imposed by City upon the Existing Development Approvals as of the Approval Date, and any additional conditions of approval thereafter imposed by City upon Future Development Approvals in accordance with this Agreement.

1.11 Control. “Control, ” or any derivative thereof, when used with respect to any specified Person, means the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such Person, whether through ownership of voting securities or partnership or membership or other ownership interests, by contract or otherwise; provided, however, that, without limiting the generality of the foregoing, (i) a general partner shall always be deemed to Control any general partnership, limited partnership, or limited liability partnership of which it is a general partner, and (ii) a manager shall always be deemed to Control any limited liability company of which it is a manager.

1.12 City Manager. “City Manager” means the City Manager of the City of Montebello, California.

1.13 Developer. “Developer” means Magna & Magna, Inc., a California corporation , and any assignee or transferee in accordance with Section 11.

1.14 Developer Fees. “Developer Fees” mean those fees established and adopted by City with respect to development and its impacts pursuant to applicable governmental requirements, including Section 66000, et seq., of the Government Code of the State of California, including

4 impact fees, linkage fees, exactions, assessments or fair share charges or other similar impact fees or charges imposed on or in connection with new development but only when imposed by the City.

Developer Fees does not mean or include Processing Fees.

1.15 Development. “Development” means the remediation of the Property in preparation for development and the improvement of the Property for purposes of effecting the structures, improvements and facilities comprising the Project including, grading and the construction of subsurface structures; the construction of infrastructure and public facilities related to the Project whether located within or outside the Property; the construction of structures and buildings in accordance with the Development Approvals during the Term of this Agreement; and the installation of landscaping; but not including the maintenance, repair, or redevelopment of any structures, improvements or facilities after the construction and completion thereof.

1.16 Development Agreement Statute. “Development Agreement Statute” means Sections 65864 through 65869.5 of the California Government Code as in effect on the Approval Date, as the same may thereafter be amended.

1.17 Development Approvals. “Development Approvals” means all site-specific (meaning specifically applicable to the Property or the Development thereof only and not generally applicable to some or all other properties within the City) plans, maps, permits, and entitlements to use of every kind and nature. Development Approvals includes, but is not limited to, specific plans, site plans, tentative and final subdivision maps, vesting tentative maps, variances, zoning designations, planned unit developments, conditional use permits, grading, building, and other similar permits, the site-specific provisions of general plans (including, without limitation, the General Plan), environmental assessments, including environmental impact reports, and any amendments or modifications to those plans, maps, permits, assessments and entitlements. The term Development Approvals does not include rules, regulations, policies, and other enactments of general application within the City (except to the extent applicable to the Property or the Development thereof as provided above).

1.18 Development Plan. “Development Plan” means the Existing Development Approvals, Future Development Approvals (if any), and Existing Land Use Regulations.

1.19 Exaction. “Exaction” means dedications of land, payment of Developer Fees and/or construction of public infrastructure by Developer as part of the Development.

1.20 Existing Developer Fees. “Existing Developer Fees” mean the Developer Fees applicable to the Property and/or the Development thereof in effect as of the Approval Date.

1.21 Existing Development Approvals. “Existing Development Approvals” means the following Development Approvals approved in connection with case numbers PC-2021-0008-PD- PMP-SPR and ENV No. 04-22-SE, which are incorporated and made a part of this Agreement:
(a) Planned Development District and Precise Plan of Development, including Density Overlay and Height Overlay;
(b) Site Plan Review;

5 (c) This Development Agreement;
(d) Parking Management Plan; and
(e) Sustainable Communities Project Exemption

1.22 Existing Land Use Regulations. “Existing Land Use Regulations” means those certain Land Use Regulations applicable to the Property and/or the Development thereof in effect on the Approval Date.

1.23 Future Developer Fees . “Future Developer Fees” mean any Developer Fees applicable to the Property and/or the Development thereof not in effect as of the Approval Date.

Future Developer Fees which affect the Project shall apply only to the extent permitted by this Agreement.

1.24 Future Development Approvals. “Future Development Approvals” means those Development Approvals applicable to the Property and/or the Development thereof approved by City after the Approval Date, if any, such as more detailed planning and engineering approval requirements. Future Development Approvals which affect the Project shall apply only to the extent permitted by this Agreement.

1.25 Future Land Use Regulations. “Future Land Use Regulations” means any Land Use Regulations applicable to the Property adopted or enacted after the Approval Date including, without limitation, any modification or amendment of Existing Land Use Regulations after the Approval Date. Future Land Use Regulations which affect the Project shall apply only to the extent permitted by this Agreement.

1.26 General Plan. “General Plan” shall mean the general plan of the City of Montebello in effect on the Approval Date.

1.27 Holder. “Holder” or “holder” means the holder of any mortgage, deed of trust, or other security interest, or the lessor under a lease-back, or the grantee under any other conveyance for financing, as provided in Section 15.

1.28 Land Use Regulations. “Land Use Regulations” means those ordinances, laws, statutes, rules, regulations, initiatives, policies, requirements, guidelines, constraints, codes or other actions of City which affect, govern, or apply to the Property or the implementation of the Development Plan. Land Use Regulations include the ordinances and regulations adopted by City which govern permitted uses of land, density and intensity of use and the design of buildings, applicable to the Property, including, but not limited to, the General Plan, specific plans, zoning ordinances, development moratoria, implementing growth management and phased development programs, ordinances and park codes, any other similar or related codes and building and improvements standards, mitigation measures required in order to lessen or compensate for the adverse impacts of a project on the environment and other public interests and concerns or similar matters. The term Land Use Regulations does not include, however, regulations relating to the conduct of business, professions, and occupations generally; taxes and assessments; regulations for the control and abatement of nuisances; uniform building codes; encroachment and other

6 permits and the conveyances of rights and interests which provide for the use of or entry upon public property; any exercise of the power of eminent domain; or similar matters.

1.29 SCPE. “SCPE” means the Sustainable Communities Project Exemption adopted by the City Council Resolution No._____ adopted on ______, as being in compliance with CEQA..

1.30 Mortgage. “Mortgage” or “mortgage” means any mortgage (whether a leasehold or feehold mortgage or otherwise), deed of trust (whether a leasehold or feehold deed of trust or otherwise), or other security interest, or sale and lease-back, or any other form of conveyance for financing, as provided in Section 15.1.

1.31 Non-Defaulting Party. “Non-Defaulting Party” means the Party other than the Defaulting Party.

1.32 Operative Date. “Operative Date” means the date this Agreement becomes operative with respect to the Development of the Property and the Project as set forth in Section

3.2. 1.33 Person. “Person” means any individual, corporation, partnership, limited partnership, limited liability partnership, limited liability company, joint venture, association, firm, joint stock company, trust, estate, unincorporated association, governmental or quasi- governmental body, authority or agency, or other entity.

1.34 Planning Commission. “Planning Commission” means the Planning Commission of the City.

1.35 Planning Director. “Planning Director” shall mean the Planning & Community Development Director or similar officer of the City.

1.36 Processing Fees. “Processing Fees” means all processing fees and charges required by the City in connection with the Development of the Property and the Project, including, but not limited to, fees for land use Applications, building permit Applications, building permits, grading permits, subdivision or parcel maps, inspection fees and certificates of occupancy. Processing Fees shall not mean or include Developer Fees.

1.37 Project. “Project” means the project consisting of Project A and Project B as approved on the Property pursuant to the Development Plan and this Agreement.

1.38 Transfer. “Transfer” means any hypothecation, sale, conveyance, lease, assignment or other transfer of the Developer’s rights under this Agreement or of the Property together with any rights or obligations under this Agreement.

2. EXHIBITS
The following are the Exhibits to this Agreement:

Exhibits A-1 and A-2: Legal Description of the Property (Project A Site and Project B
Site)

7 Exhibits B-1 and B-2: Site Map of the Property (Project A Site and Project B Site) Exhibit C-1 and C-2 : Form of Affordable Housing Covenant (Project A Site and Project B Site)
This Agreement includes the foregoing Exhibits which are attached hereto and are incorporated herein in their entirety.

3. TERM

3.1 Term. The term of this Agreement (the “Term”) shall commence upon the Approval Date and shall terminate on the tenth (10th) anniversary of the Operative Date. In addition, the term of any and all Development Approvals (including the Existing Development Approvals) shall automatically be extended for the longer of the Term or the term otherwise applicable to such Development Approvals. In the event that a referendum petition concerning this Agreement is duly filed in such a manner that the ordinance approving this Agreement is suspended, then the Term is deemed to commence upon City Council certification of the results of the referendum election approving this Agreement. Upon the expiration of the Term, this Agreement shall terminate and be of no further force or effect; provided, however, such termination shall not affect any right or duty of a Party hereto, arising out of any Development Approval or the provisions of this Agreement, in effect on or prior to the effective date of such termination.

3.2 Operative Date . This Agreement shall become effective immediately upon the Approval Date for the limited purpose of effectuating necessary provisions of this Agreement (e.g., definition of Existing Land Use Regulations, the Indemnity provisions of Section 12, etc.), but this Agreement shall not become fully operative with respect to the Development of the Property and the Project until such time that the Authorizing Ordinance adopting this Agreement becomes effective.

4. DEVELOPMENT OF THE PROPERTY; DEVELOPER OBLIGATIONS.

4.1 Right to Develop. During the Term, Developer shall have a vested right to develop the Property to the full extent permitted by the Development Plan and this Agreement. Except as expressly provided in this Agreement, the Development Plan shall exclusively control the development of the Property (including the permitted uses of the Property, the density or intensity of use, the maximum height and size of proposed buildings, the provisions for reservation or dedication of land for public purposes and the design, improvement and construction standards and specifications applicable to the Project and the development of the Property). Except as expressly provided in this Agreement, any Future Land Use Regulations shall not be applied to the Project unless Developer gives written notice to City of its election to have such Future Land Use Regulations applied to the Project or such Phase. Developer may elect to develop and construct upon the Property or any portion thereof a Development of lesser height, size, or density than that permitted provided that such Development otherwise complies with the Development Plan and this Agreement.

4.2 Permitted Uses. The use allowed on the Property shall consist of two projects (Project A and Project B), with a total of one hundred fifty-six (156) multi-family apartment units

8 in two buildings. Project A includes 140 dwelling units in a four-story building with a height of 47 feet as measured from the street frontage and a total of 298 parking spaces in two subterranean parking levels. Project B includes 16 dwelling units in a three-story building with a height of 34 feet, six inches and a total of 30 parking spaces in an enclosed at-grade parking level.

4.3 Public Benefits; Developer and Processing Fees. Except as otherwise provided in this Agreement, Developer shall provide to the City the following public benefits and applicable Developer Fees and Processing Fees:
(a) Public Benefits to City. In consideration of the benefits and privileges afforded under this Agreement, Developer shall pay to the City the following Public Benefits:
i. On-Site Affordable Housing. Developer shall make
available a total of thirty (30) units within Project A and two (2) units within Project B at an affordable rent, adjusted for household size, to Lower Income Households (as defined in California Health and Safety Code Section 50079.5 and as periodically published by the California Department of Housing and Community Development). For each of Project A and Project B, Developer shall enter into an “Affordable Housing Agreement” with the City in the form attached hereto as Exhibit C,
setting forth its obligations to provide and maintain the affordable housing units for a term of 55 years. Each Affordable Housing Agreement shall be executed by Developer and be recorded against the applicable portion of the Property prior to City issuance of a certificate of occupancy for Project A or Project B, as applicable. For the avoidance of doubt, this Section

4.3(a)(i.) is subject to Section 5.1 of this Agreement, it shall not obligate Developer to construct the Project or any portion thereof, and Developer shall not be in breach or default under this Section

4.3(a)(i.) in the event that Developer does not construct the Project or any portion thereof. ii. Off-Site Transit Stop Enhancements. Prior to the issuance of the first certificate of occupancy, Developer shall pay to City a one-time payment not to exceed Fifteen-Thousand Dollars ($15,000) ______________ for transit stop enhancements to the nearest transit stop along the westbound route located at Whittier Boulevard and 2nd Street. iii. One-Time Development Agreement Fee. Within ten (10) days of the Approval Date, Developer shall pay to the City a one-time, non-refundable Development Agreement Fee in the amount of Five-Thousand Dollars ($5,000) (“Development Agreement Fee”) for costs associated with the preparation and review of this Agreement by City’s staff, its legal counsel, and consultants. The Development Agreement Fee shall be separate from and in addition to Developer Fees and Processing Fees required under this Agreement. (b) Developer Fees. Developer shall pay to the City the following Developer Fees:
i. Development Tax to the City in the amount required by Montebello Municipal Code Chapter 3.24 prior to issuance of building permits. ii. Parkland Fees to the City in the amount required by Montebello Municipal Code Chapter 17.77 prior to issuance of building permits.

9 (c) Processing Fees. All applicable Processing Fees in effect at the time said Processing Fee is due, provided that the Processing Fee is not imposed in a manner that discriminates against the Developer or the Project.

4.4 Obligations of Developer Respecting Project Costs. Except as specifically provided herein, it is expressly understood that Developer is fully responsible for the cost of the Project and obtaining any necessary construction or long-term financing therefor.

5. DEVELOPMENT TIMING

5.1 Right of Developer to Control Development and Timing. Developer cannot fully predict the timing, phasing, or sequencing in which the Project will be developed, if at all. Such decisions depend upon numerous factors, many of which are not completely within the control of Developer, such as market orientation and demand, interest rates, absorption, completion, availability of financing, and the state of the general economy. Therefore, notwithstanding anything herein to the contrary, Developer may decide the timing, phasing, and sequencing of the Project as Developer from time to time deems appropriate in the exercise of Developer’s business judgment, this Agreement shall not in any way obligate Developer to construct the Project or any portion thereof, and Developer shall decide whether to proceed with development of the Project in its sole discretion.

6. FEES, TAXES, AND ASSESSMENTS

6.1 Future Developer Fees. Notwithstanding anything herein to the contrary, during the Term of this Agreement, the Project and Developer shall not be subject to any Future Developer Fees.

6.2 Existing Developer Fees. Notwithstanding anything herein to the contrary, during the Term of this Agreement, the Project and Developer shall not be subject to any increase in the amount of the Existing Developer Fees.

6.3 Future Processing Fees. With respect to Processing Fees, the Project and Developer shall be subject to the amount in effect at the time said Processing Fee is due, provided that the Processing Fee is not imposed in a manner which discriminates against Developer or the Project and does not exceed the estimated reasonable cost of providing the service.

6.4 Exceptions. This Agreement shall not prohibit the application of fees, taxes or assessments as follows:
(a) Developer shall be obligated to pay any applicable fees or taxes which are in effect on a City-wide basis as of the Operative Date which are not related to construction or development activities such as business license fees or taxes and utility taxes. (b) Developer shall be obligated to pay any fees as imposed pursuant to any assessment district established within the Project, provided that such assessment district is otherwise proposed or consented to by Developer.
(c) Subject to Section 5.1, Developer shall be obligated to pay any fees which

10 were imposed as Conditions of Approval in the SCPE or any other condition or mitigation measure, required as part of the approval for Existing Development Approvals consistent with this Agreement.

7. AMENDMENT OF DEVELOPMENT AGREEMENT

7.1 Initiation of Amendment. Either Party may propose an amendment to this Agreement.

7.2 Procedure. Except as set forth in Section 7.4 or Section 10.3, the procedure for proposing and adopting an amendment to this Agreement shall be the same as the procedure required for entering into this Agreement in the first instance.

7.3 Consent. No amendment to all or any provision of this Agreement shall be effective unless set forth in writing and signed by duly authorized representatives of each of the Parties hereto and recorded in the Official Records of Los Angeles County.

7.4 Minor Modifications. Implementation of the Project may require minor modifications of the details of the Development Plan and performance of the Parties under this Agreement. The Parties desire to retain a certain degree of flexibility with respect to those items covered in general terms under this Agreement. Therefore, non-substantive and procedural modifications of the Development Plan shall not require an amendment to this Agreement, although they shall require the written consent of both Parties.

A modification will be deemed non-substantive and/or procedural if it does not result in a material change in fees, residential density, intensity of use, permitted uses, the height and size of buildings, number of parking spaces, or the improvement and construction standards and specifications for the Project. Where applicable, a change of less than 10% to any proposed Project specifications shall not be deemed a “material change.” The determination as to whether a matter is non-substantive and procedural shall be made by the City Manager based on the advice of the City Attorney and in consultation with Developer.

The determination of the City Manager shall be final. A written record, containing the written consent of both Parties hereto, shall be made of all non-substantive and/or procedural changes.

7.5 Effect of Amendment to Development Agreement. The Parties agree that, except as may be expressly set forth in any such amendment, an amendment to this Agreement will not alter, affect, impair, modify, waive, or otherwise impact any other rights, duties, or obligations of either Party under this Agreement.

8. RESERVATIONS OF AUTHORITY

8.1 Limitations; Reservations, and Exceptions. Notwithstanding anything to the contrary set forth hereinabove, in addition to the Existing Land Use Regulations, only the following Land Use Regulations adopted by City hereafter shall apply to and govern the Development of the Property:
(a) Future Regulations. Only those Future Land Use Regulations for which

11 Developer gives City written notice of its election to have such Future Land Use Regulations applied to the Property.
(b) State and Federal Laws and Regulations. Where state or federal laws or regulations enacted after the Approval Date prevent or preclude compliance with one or more provisions of this Agreement, those provisions shall be modified, through revision or suspension, to the extent necessary to comply with such state or federal laws or regulations, in each case, with the prior written consent of the Parties.
(c) Public Health and Safety/Uniform Codes.
i. Future Land Use Regulations or amending Existing Land Use Regulations which are uniform codes and are based on recommendations of a multi-state professional organization and become applicable throughout City, such as, but not limited to, the Uniform Building, Electrical, Plumbing, Mechanical, or Fire Codes, provided such codes are uniformly applied on a City-wide basis to all substantially similar types of development projects and properties.
ii. Future laws and ordinances of general applicability (“Regulations”) concerning the use of p roperty required for public health and safety which (A) are applicable throughout the City, (B) directly result from findings by City that failure to adopt such Regulations would result in a condition injurious or detrimental to the public health and safety, and (C) that such Regulations are the only reasonable means to correct or avoid such injurious or detrimental condition, provided such Regulations are uniformly applied on a City-wide basis to all substantially similar types of development projects and properties. This provision is not intended to and does not provide a basis for the imposition of additional Exactions or a moratorium or other like restriction on the timing of development which would impact the Development of the Project. iii. Future Land Use Regulations or amending Existing Land Use Regulations which are regional codes and are based on recommendations of a county or regional organization and which become applicable throughout the region and are uniformly applied on a City-wide basis to all substantially similar types of development projects and properties.

8.2 Regulation by Other Public Agencies. It is acknowledged by the Parties that other public agencies not within the control of City possess authority to regulate aspects of the Development of the Property separately from or jointly with City and this Agreement does not limit the authority of such other public agencies.

9. ANNUAL REVIEW

9.1 Annual Monitoring Review.
(a) City and Developer shall review the extent of Developer’s good faith substantial compliance with the terms and provisions of this Agreement, as well as the performance by the City of its obligations under this Agreement, on or about April 1 of each year during the Term (“Annual Monitoring Review”).

12 (b) As part of such Annual Monitoring Review, Developer shall submit a written status report to City demonstrating that, during the preceding twelve-month (12-month) period, it has been in good faith compliance with this Agreement. For purposes of this Agreement, the phrase “good faith compliance” shall mean that Developer has demonstrated that it has acted in a commercially reasonable manner (taking into account the circumstances which then exist) and in good faith in and has substantially complied in good faith with the Developer’s material obligations under this Agreement.
(c) By March 1 of each year during the Term, the City must deliver to the Developer a copy of all staff reports prepared in connection with an Annual Monitoring Review, any prior staff reports generated during the review period, written comments from the public, and, to the extent practical, all related exhibits concerning such Annual Monitoring Review. This information shall be known as the “City Report.”
(d) Following delivery of the City Report, no later than April 1 of each year during the Term, Developer must submit a written status report to the Director addressing the good faith compliance issue set forth in Section 9.1(b)
above and any issues raised by the City Report
provided to the Developer in accordance with Section 9.1(c) above. (e) The actual reasonable cost of the Annual Monitoring Review shall be borne by Developer upon receipt of invoices from the City, not to exceed $1,000 for each Annual Monitoring Review.

9.2 Failure to Conduct Annual Monitoring Review. The City’s failure to review, at least annually, compliance by the Developer with the terms and conditions of this Agreement shall not constitute or be asserted by any Party as a breach by any other Party of this Agreement. If the City fails to provide the City Report by March 1 of each year during the Term, Developer will be deemed to be in good faith compliance with this Agreement for the following twelve-month (12- month) period.

10. DEFAULT, REMEDIES AND TERMINATION.

10.1 Rights of Non-Defaulting Party after Default. The Parties agree that legal damages would be extremely difficult to determine and would not give the Parties the benefit of their bargain. Accordingly, the Parties agree that, subject to the provisions of Section 10.4, following the occurrence of a Default (defined below), the Party not in Default (as defined in Section 10.2 below) (the “Non-Defaulting Party”) shall have only the equitable remedy of specific performance or alternatively the ability to terminate this Agreement for a Default by the other Party (the “Defaulting Party”), subject to the procedure of notice and hearing herein. Before this Agreement may be terminated or action may be taken to obtain judicial relief, the Non-Defaulting Party shall comply with the notice and cure provisions of this Section 10. Nothing in this Section shall limit a Party’s right to recover attorneys’ fees pursuant to Section 16.5.

10.2 Notice and Opportunity to Cure. The Non-Defaulting Party in its discretion may elect to declare a default under this Agreement in accordance with the procedures hereinafter set forth for any failure or breach of the Defaulting Party to perform any material duty or obligation

13 of said Defaulting Party under the terms of this Agreement. However, prior to declaring a default, the Non-Defaulting Party must provide written notice to the Defaulting Party setting forth the nature of the breach or failure and the actions, if any, required by the Defaulting Party to cure such breach or failure. The Defaulting Party shall be deemed in “Default” under this Agreement if the Defaulting Party has failed to take such actions and cure such breach or failure within sixty (60 )
days after the date of such notice (“Cure Period”). However, if a breach or failure cannot reasonably be cured within such Cure Period, then the Defaulting Party shall not be deemed in Default under this Agreement provided that the Defaulting Party commences to cure the breach within the Cure Period and thereafter diligently prosecutes such cure to completion.

10.3 Modification or Termination.
(a) If, in the case of a Default by Developer which is not timely cured after notice and within the Cure Period, in accordance with Section 10.2, City determines that this Agreement shall be modified or terminated, then City shall give notice to Developer of its intention to initiate proceedings to modify or terminate this Agreement. (b) The City Council shall hold a public hearing for any proposed termination or modification, except that any amendment or modification which does not relate to the duration of the Agreement, permitted uses of the property, density or intensity of use, height or size or proposed buildings, provisions for reservation or dedication of land, or to any conditions, terms, restrictions or requirements relating to subsequent discretionary actions relating to design, improvement, construction standards and specifications, improvement and construction standards or any other condition or covenant relating to the use of the property shall not require a noticed public hearing before the City Council.
(c) The City Council may refer the matter to the Planning Commission for further proceedings or for a report and recommendation. Upon receipt of any such report and recommendation and the completion of the public hearing, if any, the City Council shall take final action on the modification or termination. Developer must demonstrate good faith compliance with the terms and conditions of this Agreement. The burden of proof is upon the Developer. The hearing shall be administrative with no public testimony, unless the Council otherwise determines.

Developer shall have the opportunity to present written or oral testimony. As part of that final determination, the City Council may impose conditions which it considers necessary and appropriate to protect public health, safety and welfare and the interests of the City. The decision of the City Council must be by a majority of its membership, and shall be final, except for judicial review thereof.
(d) Notwithstanding anything in this Agreement to the contrary, there shall be no modification of this Agreement without Developer’s written consent thereto. If the City Council determines that modification of this Agreement is appropriate pursuant to this Section 10.3, City shall inform Developer of such proposed modification and, unless Developer consents in writing to such modification, City shall have the right to proceed with termination of this Agreement pursuant to the provisions of this Section 10.

10.4 No Specific Performance to Construct Project. Notwithstanding the provisions of

14 Section 10.1, City shall not have the right to specifically enforce against Developer any provisions of this Agreement, nor in any way to compel Developer to either start or complete the Project, nor to seek any monetary damages from Developer for Developer’s failure to start or complete the Project.

10.5 Intentionally Omitted.

10.6 Rights and Duties Following Termination. Upon the termination of this Agreement, no Party shall have any further right or obligation hereunder except (i) with respect to any obligations that accrued prior to said termination or with respect to any Default in the performance of the provisions of this Agreement which has occurred prior to said termination, (ii) with respect
to any indemnity obligations set forth herein which accrued prior to said termination, and (iii) with respect to any right or duty arising from entitlements or approvals, including the Development Approvals, applicable to the Property approved prior to the effective date of the termination.

11. TRANSFERS

11.1 Right to Transfer.
(a) General. Developer may Transfer its interests, rights or obligations under this Agreement with respect to the Property, or any portion thereof, to any person at any time (a “Transferee”) during the term of this Agreement without approval of the City. For purpose of this Agreement, the Transferee must be considered the “owner” of that portion of the Property which is covered by such transfer.
(b) Assumption Agreement. Upon a Transfer of this Agreement, Developer shall be released and relieved of its legal duty from the assigned obligations under this Agreement, except to the extent Developer is in Default under the terms of this Agreement prior to said Transfer, if (i) Developer has provided to City prior or subsequent written notice of such Transfer, and (ii) the Transferee has expressly assumed in writing, in a form reasonably acceptable to City, the assigned obligations of Developer. Following any such Transfer of any of the rights and interests of Developer under this Agreement, in accordance with Section 10 .1(a) above, the
exercise, use, and enjoyment of such rights shall continue to be subject to the terms of this Agreement to the same extent as if the Transferee were Developer; provided, however, that, to the extent released as provided above, any Default by Developer shall not constitute a Default by the Transferee, and any Default by such Transferee shall not constitute a Default by Developer or any other Transferee.
(c) If a Transferee defaults with respect to any provision of this Agreement, Developer may, but is not obligated to, resume Transferee’s obligations upon written notification to City.

12. INDEMNITY

12.1 Third-Party Litigation.
(a) Non-liability of City. As set forth above, City has determined that this

15 Agreement is consistent with the General Plan and that the General Plan and Development Approvals meets all of the legal requirements of state law. The Parties acknowledge that:
i. In the future there may be challenges to the legality, validity and adequacy of the General Plan, the Development Approvals and/or this Agreement; and ii. If successful, such challenges could delay or prevent the performance of this Agreement and the development of the Property.

In addition to the other provisions of this Agreement, including, without limitation, the provisions of this Section 12, City shall have no liability under this Agreement for any failure of City to perform under this Agreement or the inability of Developer to develop the Property as contemplated by the Development Plan or this Agreement as the result of a judicial determination that, on the Approval Date, or at any time thereafter, the General Plan, the Land Use Regulations, the Development Approvals, this Agreement, or portions thereof, are invalid or inadequate or not in compliance with law.
(b) Revision of Land Use Restrictions. If for any reason the General Plan, Land Use Regulations, Development Approvals, this Agreement or any part thereof is hereafter judicially determined as provided above to be not in compliance with the State or Federal Constitutions, laws or regulations and, if such noncompliance can be cured by an appropriate amendment thereof otherwise conforming to the provisions of this Agreement, then this Agreement shall remain in full force and effect to the extent permitted by law. The Development Plan, Development Approvals and this Agreement shall be amended, as necessary and with the Parties’ prior written consent, in order to comply with such judicial decision. (c) Participation in Litigation; Indemnity. Developer agrees to indemnify City and its elected boards, commissions, officers, agents and employees and will hold and save them and each of them harmless from any and all actions, suits, claims, liabilities, losses, damages, penalties, obligations and expenses (including, but not limited to, attorneys’ fees and costs) against the City for any Claims or Litigation which arise during the Term of this Agreement, except to the extent such Claims or Litigation are the result of the City’s sole negligence or intentional misconduct. City shall promptly provide Developer with notice of the pendency of any such Claims or Litigation and request that Developer defend the same. If City fails promptly to notify Developer of any such Claims or Litigation or fails to cooperate fully in the defense thereof, Developer shall not, thereafter, be responsible to defend, indemnify, or hold harmless City.

Developer may utilize the City Attorney’s office or use legal counsel of Developer’s choosing, but shall reimburse City for any necessary legal cost incurred by City. If Developer fails to do so, City may defend the Claims or Litigation and Developer shall pay the cost thereof, but if City chooses not to defend the Claims or Litigation, it shall have no liability to Developer. Developer’ s obligation to pay the defense cost shall extend until judgment and thereafter through any appeals.

In the event of an appeal, or a settlement offer, the Parties will confer in good faith as to how to proceed and the resolution of any such appeal and the Parties’ response to any such settlement offer shall require the consent of both Parties, which consent shall not be unreasonably withheld.

16 12.2 Hold Harmless: Developer’s Construction and Other Activities. Developer hereby agrees to, and shall defend, save and hold City and its elected and appointed board commissions, officers, agents, and employees harmless from any and all claims, costs (including attorneys’ fees) and liability for any third party damages, personal injury or death, which may arise, directly or indirectly, from Developer’s or Developer’s agents, contractors, subcontractors, agents, or employees’ performance under this Agreement, whether such performance be by Developer or by any of Developer’s agents, contractors or subcontractors or by any one or more Persons directly or indirectly employed by or acting as agent for Developer or any of Developer’s agents, contractors or subcontractors, in each case, during the Term of this Agreement and except to the extent such Claims or Limitation are the result of the City’s negligence or intentional misconduct.

City shall promptly provide Developer with notice of the pendency of any such claim, action or proceeding against City and request that Developer defend the same. If City fails promptly to notify Developer of any such claim, action or proceeding or fails to cooperate fully in the defense thereof, Developer shall not, thereafter, be responsible to defend, indemnify, or hold harmless City.

Nothing herein is intended to make Developer liable for the acts or negligent omissions of City’ s officers, employees, agents, contractors of subcontractors or any liability arising therefrom.

12.3 Survival of Indemnity Obligations. All indemnity obligations set forth in this Agreement shall survive termination of this Agreement for any reason other than City’s Default.

13. EFFECT OF AGREEMENT ON TITLE

13.1 Subject to the provisions of Sections 11 and 15:
(a) All of the provisions, agreements, rights, powers, standards, terms, covenants and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors (by merger, consolidation, or otherwise) and assigns, devisees, administrators, representatives, lessees, and all other Persons acquiring any rights or interests in the Property, or any portion thereof, whether by operation of laws or in any manner whatsoever and shall inure to the benefit of the Parties and their respective heirs, successors (by merger, consolidation or otherwise) and assigns;
(b) All of the provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land pursuant to applicable law; and (c) Each covenant to do or refrain from doing some act on the Property hereunder (i) is for the benefit of and is a burden upon every portion of the Property, (ii) runs with such lands, and (iii) is binding upon each Party and each successive owner during its ownership of such properties or any portion thereof, and each Person having any interest therein derived in any manner through any owner of such lands, or any portion thereof, and each other Person succeeding to an interest in such lands.

14. PARTIES’ OFFICERS AND EMPLOYEES; NON-DISCRIMINATION

14.1 Non-liability of Parties’ Officers and Employees. No official, agent, contractor, or employee of City shall be personally liable to Developer, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to Developer or to its

17 successor, or for breach of any obligation of the terms of this Agreement. No member, official, agent, contractor, or employee of Developer shall be personally liable to City, or any successor in interest, in the event of any default or breach by Developer or for any amount which may become due to City or to its successor, or for breach of any obligation of the terms of this Agreement.

14.2 Conflict of Interest, Warranty, and Representation of Non-Collusion. No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute, ordinance or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interest found to be “remote” or not an “interest” pursuant to California Government Code Sections 1091 through 1091.5.

Developer warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded this Agreement other than customary expenses of attorneys, advisors, consultants and other similar third parties assisting Developer in the negotiation and documentation of this Agreement.

Developer further warrants and represents that it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result or consequence of obtaining or being awarded any agreement other than customary expenses of attorneys, advisors, consultants and other similar third parties assisting Developer in the negotiation and documentation of this Agreement. Developer is aware of and understands that any such act(s), omission(s) or other conduct in violation of applicable law resulting in the payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

14.3 Covenant Against Discrimination. Developer covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this Agreement.

15. MORTGAGEE PROTECTION.

15.1 Developer’s Breach Not Defeat Mortgage Lien. Developer’s breach of any of the covenants or restrictions contained in this Agreement shall not defeat or render void or invalid the lien of any mortgage made in good faith and for value but unless otherwise provided herein, the terms, conditions, covenants, restrictions, easements, and reservations of this Agreement shall be binding and effective against the holder of any such mortgage whose interest is acquired by foreclosure, trustee’s sale, deed or assignment in lieu thereof, or otherwise.

15.2 Holder Not Obligated to Construct or Complete Improvements. The holder of any mortgage shall in no way be obligated by the provisions of this Agreement to construct or complete

18 the improvements or to guarantee such construction or completion. Nothing in this Agreement shall be deemed or construed to permit or authorize any such holder to devote the Project or any portion thereof to any uses, or to construct any improvements thereon, other than those uses or improvements provided for or authorized by this Agreement, the Development Plan, or applicable law.

15.3 Notice of Default to Mortgagee, Deed of Trust or Other Security Interest Holders.

Whenever City shall deliver any notice or demand to Developer with respect to any Default or alleged Default by Developer hereunder, City shall at the same time deliver a copy of such notice or demand to each holder of record of any mortgage who has previously made a written request to City therefor, or to the representative of such holder as may be identified in such a written request by such holder.

15.4 Right to Cure. Each holder (insofar as the rights of City are concerned) shall have the right, at its option, within thirty (30) days after the receipt of the notice, and thirty (30) days after Developer’s cure rights under Section 10.2 have expired, whichever is later, to:
(a) Commence to obtain possession, if necessary, and commence and diligently pursue said cure until the same is completed, and
(b) Add the cost of said cure to the security interest debt and the lien or obligation on its security interest.

15.5 Changes Requested by Lenders. City acknowledges that any prospective lender(s) providing financing for the Project may require or desire certain modifications to the terms of this Agreement (including, without limitation, the terms of this Section 15) and City agrees upon request, from time to time, to meet with Developer and representatives of such lender(s) to negotiate in good faith any such request for modifications of this Agreement. City shall not unreasonably withhold its consent to any such requested modification provided such modification is consistent with the intent and purposes of this Agreement. Any such modifications shall be considered minor modifications subject to the provisions of Section 7.4.

16. GENERAL

16.1 Estoppel Certificates. Either Party (or a holder or prospective holder of a mortgage under Section 15) may at any time and from time to time deliver written Notice to the other Party requesting an estoppel certificate (the “Estoppel Certificate”) stating:
(a) This Agreement is in full force and effect and is a binding obligation of the Parties;
(b) This Agreement has not been amended or modified either orally or in writing or, if so amended, identifying the amendments; and (c) There are no existing defaults under this Agreement to the actual knowledge of the Party signing the Estoppel Certificate or, if there are existing defaults, identifying them.

A Party receiving a request for an Estoppel Certificate shall provide a signed certificate to

19 the requesting Party within thirty (30) days after receipt of the request. An Estoppel Certificate may be relied on by assignees and holders or prospective holders of a mortgage.

16.2 Force Majeure. The Term of this Agreement and the time within which Developer or City shall have the right or be required to perform any act under this Agreement shall be extended by a period of time equal to the number of days during which performance of such act is delayed due to war, acts of terrorism, insurrection, strikes, lock-outs, other labor disputes, labor or material shortages, riots, civil disturbances, floods, earthquakes, fires, windstorms, hail, casualties, natural disasters, acts of God, acts of the public enemy, epidemics or pandemics, quarantine or other public health restrictions, freight embargoes, lack of transportation attributable to any of these, acts or failure to act of the other Party, acts or the failure to act of any public or governmental agency or entity (except that acts or failure to act of the City shall not excuse performance by City), legal or governmental restrictions on priority, initiative or referendum, moratoria, processing with governmental agencies other than City, unusually severe weather, third party Claims or Litigation as described in Section 12.1 of this Agreement, or any other similar causes beyond the control or without the fault of the Party claiming an extension of time to perform. An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause if written notice by the Party claiming such extension is sent to the other Party within thirty (30) days of obtaining knowledge of the commencement of the cause, or from the time such written notice by the Party claiming such extension is actually sent to the other Party,
if such written notice is sent more than thirty (30) days after obtaining knowledge of the commencement of the cause. Any act or failure to act on the part of a Party shall not excuse performance by that Party.

16.3 Construction of Development Agreement. The language of this Agreement shall be construed as a whole and given its fair meaning. The captions of the sections and subsections are for convenience only and shall not influence construction. This Agreement shall be governed by the laws of the State of California. This Agreement shall not be deemed to constitute the surrender or abrogation of City’s governmental powers over the Property.

16.4 Severability. If any provision of this Agreement is adjudged invalid, void or unenforceable, that provision shall not affect, impair, or invalidate any other provision, unless such judgment affects a material part of this Agreement in which case the Parties shall comply with the procedures set forth in Section 12.1(b).

16.5 Attorneys’ Fees. If either Party to this Agreement is required to initiate or defend any action or proceeding against the other Party in connection with this Agreement, the prevailing Party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorneys’ fees. Attorneys’ fees shall include attorneys’ fees on any appeal, and in addition a Party entitled to attorneys’ fees shall be entitled to all other reasonable, out-of-pocket costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted.

16.6 Joint and Several Obligations. All obligations and liabilities of Developer

20 hereunder shall be joint and several among the obligees comprising Developer (if more than one).

16.7 Time of Essence. Time is of the essence in:
(a) The performance of the provisions of this Agreement as to which time is an element; and
(b) The resolution of any dispute which may arise concerning the obligations of Developer and City as set forth in this Agreement.

16.8 Waiver. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, or the failure by a Party to exercise its rights upon the Default of the other Party, shall not constitute a waiver of such Party’s right to insist and demand strict compliance by the other Party with the terms of this Agreement thereafter.

16.9 No Third-Party Beneficiaries. The only parties to this Agreement are Developer and City. Except with respect to the holder or prospective holder of any mortgage who shall be entitled to rely upon the provisions of Section 15 hereof to the same extent as if such holder were a party to this Agreement, there are no third-party beneficiaries of this Agreement and this Agreement is not intended, and shall not be construed, to benefit or be enforceable by any other Person whatsoever.

16.10 Mutual Covenants. The covenants contained herein are mutual covenants and also constitute conditions to the concurrent or subsequent performance by the Party benefited thereby of the covenants to be performed hereunder by such benefited Party.

16.11 Relationship of Parties. It is specifically understood and agreed by and between the Parties that the Project is a private development, that neither Party is acting as the agent of the other in any respect hereunder, and that such Party is an independent contracting entity with respect to the terms, covenants, and conditions contained in this Agreement.

16.12 Notice.
(a) To Developer. Any notice required or permitted to be given by City to Developer under this Agreement shall be in writing and delivered (1) personally to Developer or sent by courier or delivery service (and not the United States Postal Service), return receipt requested and with signature required, and (2) by e-mail, addressed as follows:

Magna & Magna, Inc.
1520 Washington Blvd. #100
Montebello, CA
90640
Attention: Mark D. Magna
E-Mail: [email protected]
or such other address as Developer may designate in writing to City.

With a copy to:

21 Mark Armbruster
Armbruster Goldsmith & Delvac LLP
12100 Wilshire Blvd., Suite 1600
Los Angeles, CA 90025
E-Mail: [email protected]
(b) To City. Any notice required or permitted to be given by Developer to City under this Agreement shall be in writing and delivered personally to the City Clerk or sent by courier or delivery service (and not the United States Postal Service), return receipt requested and with signature required, addressed as follows:

City of Montebello
1600 W Beverly Blvd
Montebello, CA 90640
Attention: Planning & Community Development Director
With a copy to:

Alvarez-Glasman & Colvin
13181 Crossroads Parkway North Suite 400 West Tower
City of Industry, CA 91746
Attn: Arnold M. Alvarez-Glasman, City Attorney
or such other address as City may designate in writing to Developer.

Notices provided pursuant to this Section shall be deemed received as of the earlier of (i) date of delivery as shown on the affidavit of personal service or the courier or delivery service receipt
or (ii) date receipt of e-mail notice is acknowledged.

16.13 Further Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable assistance to the other to the extent necessary to implement this Agreement.

Upon the request of either Party at any time, the other Party shall promptly execute, with acknowledgment or affidavit if reasonably required, and file or record such required instruments and writings and take any actions as may be reasonably necessary to implement this Agreement or to evidence or consummate the transactions contemplated by this Agreement.

16.14 Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter of this Agreement, and this Agreement supersedes all previous negotiations, discussions, and agreements between the Parties. No parol evidence of any prior or other agreement shall be permitted to contradict or vary the terms of this Agreement.

16.15 Recitals. The recitals in this Agreement constitute part of this Agreement and each Party shall be entitled to rely on the truth and accuracy of each recital as an inducement to enter into this Agreement.

16.16 Counterparts. This Agreement may be executed by the Parties in counterparts which counterparts shall be construed together and have the same effect as if all of the Parties had executed the same instrument.

22 16.17 Recording. The City Clerk shall cause a copy of this Agreement to be executed by City and recorded in the Official Records of Los Angeles County no later than ten (10) days after the Operative Date. The recordation of this Agreement is deemed a ministerial act and the failure of City to record this Agreement as required by this Section and the Development Agreement Statute does not make this Agreement void or ineffective.

16.18 Authority to Execute . The Persons executing this Agreement on behalf of the Parties hereto 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, (iv) the entering into of this Agreement does not violate any provision of any other Agreement to which said Party is bound, and (v) there is no litigation or legal proceeding which would prevent such Party from entering into this Agreement.
[Signatures on the following page(s)]

23 IN WITNESS WHEREOF , City and Developer have executed this Agreement on the date first above written.

MAGNA & MAGNA, INC. , a California
corporation

By:

Name: Mark D. Magna
Title: President
APPROVED AS TO FORM:

By: _
Arnold M. Alvarez-Glasman
City Attorney
CITY OF MONTEBELLO , a municipal
corporation
By:

Name: Rene Bobadilla
Title: City Manager
ATTEST:

By: ______________________________
Christopher Jimenez
City Clerk

EXHIBIT “A-1”
Legal Description (Project A Site)

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF

MONTEBELLO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL 1:

THE SOUTHERLY 49 FEET OF THE NORTHERLY 231 FEET OF THE WESTERLY ONE- HALF OF LOT 102 OF MONTEBELLO, IN THE CITY OF MONTEBELLO, AS PER MAP RECORDED IN BOOK 78, PAGE 19 OF MISCELLANEOUS RECORDS, IN THE OFFICE

OF THE COUNTY RECORDER OF SAID COUNTY, SAID DISTANCES BEING MEASURED FROM THE CENTER LINE OF POPLAR AVENUE, 60 FEET WIDE.

APN: 6347
-011-013

PARCEL 2:

THAT PORTION OF THE SOUTHERLY 99.00 FEET OF THE WESTERLY ONE HALF OF LOT 102 OF MONTEBELLO, IN THE CITY OF MONTEBELLO, AS PER MAP RECORDED IN BOOK 78, PAGE(S) 19 ET SEQ. OF MISCELLANEOUS RECORDS OF SAID COUNTY; WHICH LIES SOUTHWESTERLY OF THE NORTHEASTERLY 231.00 FEET OF SAID LOT AND NORTHWESTERLY OF THE FOLLOWING DESCRIBED LINE:

BEGINNING AT A POINT IN THE SOUTHERLY LINE OF LOT 102 DISTANT SOUTH 75°53’40 EAST 148.96 FEET FROM THE INTERSECTION OF SAID SOUTHERLY LINE WITH THE EASTERLY LINE OF A STRIP OF LAND UNIFORM DEPTH OF 100.00 FEET

EXTENDING THE EAST LINE OF POPLAR AVENUE FROM THE NORTH LINE OF WHITTIER AVENUE (NOW WHITTIER BOULEVARD) TO SAID LOT 102 AS DESCRIBED IN DEED RECORDED IN BOOK 2720, PAGE 129 OF DEEDS; THENCE NORTH 50°37’43” EAST 45.93 FEET; THENCE NORTH 19°26’30” EAST 62.36 FEET TO A POINT IN THE SOUTHERLY LINE OF THE NORTHERLY 231.00 FEET OF SAID LOT 102.

RESERVING UNTO THE GRANTOR, AN EASEMENT FOR WATERLINE PURPOSES OVER THE SOUTHERLY 5.00 FEET OF SAID LAND, SAID EASEMENT TO BE

APPURTENANT TO AND FOR THE BENEFIT OF THE LAND AND ANY PART OR

PORTION THEREOF, OWNED BY THE GRANTOR, ADJOINING SAID LAND ON THE EAST.

EXCEPT ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 500 FEET OR MORE FROM THE SURFACE OF THE

FOLLOWING DESCRIBED LAND, BUT WITHOUT THE RIGHT TO ENTER AND USE THE SURFACE OF THE SUBSURFACE LYING ABOVE A DEPTH OF 500 FEET FROM THE SURFACE THEREOF, AS GRANTED TO FAR WEST OIL CO., A LIMITED PARTNERSHIP, BY DEED RECORDED AUGUST 16, 1971 AS INSTRUMENT NO. 3237 AND 3239.

APN: 6347-011-019

PARCEL 3:

THAT PORTION OF LOT “B” OF MONTEBELLO, IN THE CITY OF MONTEBELLO,

COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 78, PAGE(S) 19 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHWEST CORNER OF LOT 102 OF SAID MONTEBELLO; THENCE SOUTH 75°53’40” EAST ALONG THE SOUTHERLY LINE OF SAID LOT 102, 300.00 FEET; THENCE SOUTHWESTERLY 277.94 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF THE LAND CONVEYED TO W. W. BLACK, BY DEED RECORDED IN BOOK 6621, PAGE 288 OF DEEDS; THENCE NORTHWESTERLY

ALONG THE NORTHERLY LINE THEREOF, AND PARALLEL WITH THE NORTHERLY LINE OF THE WHITTIER AVENUE 102.68 FEET TO THE WESTERLY LINE OF SAID LOT “B” BEING ALSO THE EASTERLY LINE OF POPLAR AVENUE; THENCE NORTHEASTERLY 169.70 FEET TO THE POINT OF BEGINNING.

EXCEPT THEREFROM THAT PORTION LYING SOUTHEASTERLY OF THE FOLLOWING DESCRIBED LINE:

BEGINNING AT SAID NORTHEAST CORNER OF THE LAND CONVEYED TO SAID W.

W. BLACK; THENCE NORTH 50°22’02” EAST 1.87 FEET; THENCE NORTH 56°48’03” EAST 45.04 FEET; THENCE NORTH 50°37’43” EAST 197.10 FEET TO THE SOUTHERLY LINE OF SAID LOT 102 DISTANT THEREON SOUTH 75°53’40” EAST 148.96 FEET

FROM THE INTERSECTION OF SAID SOUTHERLY LINE WITH THE EASTERLY LINE OF A STRIP OF LAND UNIFORM DEPTH OF 100.00 FEET EXTENDING ALONG THE

EAST LINE OF POPLAR AVENUE FROM THE NORTH LINE OF WHITTIER AVENUE (NOW WHITTIER BOULEVARD) TO SAID LOT 102, AS DESCRIBED IN THE DEED RECORDED IN BOOK 2720, PAGE 129 OF DEEDS.

EXCEPT ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 500 FEET OR MORE FROM THE SURFACE OF THE

APN: 6347-012
-008

EXHIBIT “A-2”
Legal Description (Project B Site)

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF

MONTEBELLO IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL A:

LOT 8, OF TRACT NO. 7783, IN THE CITY OF MONTEBELLO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 99, PAGE 60 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

APN: 6346-020-012
PARCEL B:

LOT 10, OF TRACT NO. 7783, IN THE CITY OF MONTEBELLO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 99, PAGE 60 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

APN: 6346-020-013

27 EXHIBIT “B-1”
Site Plan
(Project A Site)

28 EXHIBIT “B-2”
Site Plan
(Project B Site)

29 EXHIBIT “C-1”
Form of Affordable Housing Covenant
(Project A)

30 RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Montebello
1600 W. Beverly Blvd.

Montebello, CA 90640
Attn: Director of Planning and Community Development

WITH COPY TO:

Magna & Magna, Inc.
1520 Washington Blvd. #100
Montebello, CA 90640
Attention: Mark D. Magna

SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt from recording fees pursuant to Government Code
Section 27383

PROJECT A

AFFORDABLE HOUSING REGULATORY AGREEMENT

AND

DECLARATION OF RESTRICTIVE COVENANTS

Between

THE CITY OF MONTEBELLO,

a municipal corporation

(“City”)

and

MAGNA & MAGNA, INC.,

a California corporation

(“Developer”)

31 Development Agreement Exhibit C-1

AFFORDABLE HOUSING REGULATORY AGREEMENT

AND DECLARATION OF RESTRICTIVE COVENANTS

This Affordable Housing Regulatory Agreement and Declaration of Restrictive Covenants (this “Agreement”) is entered into for reference purposes as of ______________, 20__ (the “Effective Date”), by and between the CITY OF MONTEBELLO, a California municipal corporation (“City”) and MAGNA & MAGNA, INC., a California corporation (“Developer”). City and Developer are individually referred to herein as a “Party” and collectively as the “Parties.”

R E C I T A L S

A. Developer holds a legal or equitable interest in certain real property which is located in the City of Montebello, and are more particularly described in the “Legal Description of Property” attached hereto as Exhibit A (Project A Site) as shown on the “Site Map” attached hereto as Exhibit B .

B. In 2021, Developer submitted an application to City for the development of a residential housing project consisting of the development and construction of 140 residential apartment units within a 73,807 square foot development site on the Project A Site (“Project A”) and 16 units within a 12,500 square foot development site on the Project B Site (“Project B”) (collectively Project A and Project B are referred to as the “Project”), of which, thirty (30) units within Project A and two (2) units within Project B shall be restricted to and available at affordable rent, adjusted for household size, to Lower Income Households (as defined in California Health and Safety Code Section 50079.5 and as periodically published by the California Department of Housing and Community Development for a term of fifty-five years (55).

C. On _____________, 20___, the City Council adopted, Ordinance No. ________________ approving a development agreement dated __________, 20__ pursuant to Government Code Sections 65864 et seq. authorizing the development of the Project affording the Developer greater project latitude, flexibility, development certainty, and vested rights to complete the Project in exchange for certain public benefits provided to the City (the “Development Agreement”).

D. As a material consideration for the long term assurances, vested rights, and other City obligations provided by the Development Agreement and as a material inducement to City to enter into the Development Agreement, Developer offered and agreed to provide the Affordable Units, among other public benefits, pursuant to Section 4.3 of the Development Agreement.

E. To ensure the continued affordability of the Affordable Units for the Term, this Agreement shall be executed and recorded against the Property prior to the recordation of any parcel map or final subdivision map or issuance of building permits for the Project, whichever occurs first.

F. The purpose of this Agreement is to restrict the occupancy and rents of the Affordable Units for the benefit of Lower Income Households as set forth in this Agreement. The Parties intend the covenants set forth in this Agreement to run with the land and to be binding upon Developer and Developer’s successors and assigns for the full term of this Agreement.

32 A G R E E M E N T

NOW THEREFORE , in consideration of the foregoing, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows.

1. Definitions. The following terms have the meanings set forth in this Section wherever used in this Agreement or the attached exhibits:

“Adjusted for Family Size Appropriate for the Unit” means, in the absence of pertinent federal statutes applicable to the Project, adjusted for a household of one person in the case of a studio unit, two persons in the case of a one-bedroom unit, three persons in the case of a two-bedroom unit, four persons in the case of a three-bedroom unit, and one additional person for every additional bedroom thereafter.

“Affordable Housing Occupancy Date” means the date of issuance by City of a certificate of occupancy for the residential apartment units on the Property, to be memorialized by the Parties through execution and recordation of the Certificate of Completion.

“Affordable Units” means the thirty (30) income restricted, multi-family residential rental units for occupancy by Lower Income Households..

“Applicable Laws” means all applicable laws, ordinances, statutes, codes, orders, decrees, rules, regulations, official policies, standards and specifications (including any ordinance, resolution, rule, regulation, standard, official policy, condition, or other measure) of the United States, the State of California, the County of Los Angeles, City of Montebello, or any other political subdivision in which the Project is located, and of any other political subdivision, agency or instrumentality exercising jurisdiction over City, Developer, or the Project.

“Affordable Rent”
means a monthly Rent that does not exceed one-twelfth of thirty percent (30%) times 60 percent (60%) of the AMI, Adjusted for Family Size Appropriate for the Unit or, for Lower Income Households with a Gross Income that is greater than 60% of AMI, one-twelfth of thirty percent (30%) times the household’s actual Gross Income. For purposes of this definition, “Rent” includes a reasonable utility allowance for utilities, including garbage collection, sewer, water, electricity, gas and other heating, cooking and refrigeration fuel, but not telephone service, Internet, or cable or subscription TV plus other fees and charges required to be paid by tenants of the Affordable Units on a non-optional basis.

“Area Median Income” or “AMI” means the median income for the County of Los Angeles, California, adjusted for the actual number of persons in the applicable household, as determined by HUD pursuant to Section 8 of the United States Housing Act of 1937 and as published from time to time by HCD in Section 6932 of Title 25 of the California Code of Regulations or successor provision published pursuant to California Health and Safety Code Section 50093(c).

“Certificate of Compliance” means the form attached hereto as Exhibit C.

“City” means the City of Montebello, a California municipal corporation.

“City Documents” means the Development Agreement and this Agreement.

“City’s Authorized Representative” means the Director of Planning and Community Development, or his or her designee.

“Claims” is defined in Section 21.

33 “Developer” means Magna & Magna, Inc. or its assignee.

“Effective Date” means the date set forth in the first paragraph of this Agreement.

“Gross Income” means the combined, gross, pre-tax income of all adult occupants of the applicant household, as calculated under California Code of Regulations, Title 25, Section 6914.

“HCD” means the State of California Department of Housing and Community Development.

“HUD”
means the U.S. Department of Housing and Urban Development.

“Indemnitees” is defined in Section 21.

“Lower Income Households” shall have the meaning defined in California Health and Safety Code Section 50079.5 and as periodically published by the California Department of Housing and Community Development.

“Management Agreement”
is defined in Section 17.b.

“Market Rate Unit” means a unit that is not restricted for rent or sale to a particular affordability level.

“Marketing and Management Plan” or “Plan” is defined in Section 17.f.

“Party” or “Parties”
respectively means City and Developer individually or collectively.

“Project” is defined in Recital B.

“Property” is defined in Recital A.

“Property Manager” is defined in Section 17.b.

“Regulations” means Title 25 of the California Code of Regulations.

“Tenant” shall mean a household occupying an Affordable Unit.

“Term” means the term of this Agreement, commencing upon the Effective Date and ending on the Termination Date.

“Termination Date” is the date that is fifty-five (55) years after the Affordable Housing Occupancy Date.

2. Use and Affordability Restrictions. Developer hereby covenants and agrees, for itself and its successors and assigns, that the Affordable Units shall be used solely in compliance with the Development Agreement and Development Plans as the term is defined under Section 1.18 of the Development Agreement, and the requirements set forth herein. Developer represents and warrants that it has not entered into any agreement that would restrict or compromise its ability to comply with the occupancy and affordability restrictions set forth in this Agreement, and Developer covenants that it shall not enter into any agreement that is inconsistent with such restrictions without the express written consent of City.

34 3. Construction of Affordable Units .

a. The Parties intend that all of the Affordable Units shall be constructed concurrently with, or earlier than the construction of the Market Rate Units of Project A. City’s Authorized Representative may approve, in its sole discretion (which may be withheld for any reason), a modified construction schedule if this timing requirement will create unreasonable delays in the issuance of certificates of occupancy for Market Rate Units and if the Developer provides satisfactory assurance, as approved by the City’s Authorized Representative, that the Affordable Units will be completed prior to completion of all of the Market Rate Units. Each Affordable Unit shall be inspected by the City prior to occupancy to determine that it meets the construction and other standards required by this Agreement.

b. The design, appearance, and general quality of the Affordable Units shall be consistent with the design review standards that are part of the Development Plan and shall be of the same level of materials and finishes as Project A’s Market Rate Units.

4. Unit Size Mix for Affordable Units. The Developer shall provide Affordable Units in accordance with the following unit size mix:

Affordable
Units
Singles 0
1 Bdrm 7
2 Bdrm 22
3 Bdrm 1
Total Units 30

5. Income Mix for Affordable Units. A minimum of thirty (30) Affordable Units shall be made available for rent to Lower Income Households or lower in accordance with Section 6, below.

6. Lower Income Restrictions.

a. Affordability Requirements. For a term of fifty-five (55) years commencing upon the Affordable Housing Occupancy Date, each Affordable Unit shall be rented at an Affordable Rent to (or if vacant, available for occupancy by) a Lower Income Household. Notwithstanding the foregoing, to the extent permitted by law, if a subsidy program under Section 8 of the Housing Act of 1937, as amended, or any other comparable subsidy program, is available to a Tenant or prospective Tenant, Developer may accept and participate in the subsidy program (voucher), and rent the Affordable Unit at the rental rate established by and permitted under the program as defined by HUD, as adjusted for household size. The Tenant’s portion of the rent shall not exceed an Affordable Rent, however the Tenant’s portion can be less. The amount of rent Developer may receive through the subsidy program can exceed the Affordable Rent, however it shall not be less.

b. Household Income Increases. If upon recertification of an Affordable Unit Tenant’s Gross Income, Developer determines that such Tenant’s Gross Income has increased and exceeds the qualifying income for a Lower Income Household, then upon the expiration of such Tenant’s lease and following sixty (60) days’ notice, and if so permitted by local and state law, such tenant shall be required to vacate the unit and Developer shall rent the unit to a Lower Income Household

35 (or, in the alternative, Owner may increase the rent to market-rate rent for the Affordable Unit and designate another unit as an Affordable Unit and rent that unit to a Lower Income Household, provided that a comparable unit is then available) to restore the affordability mix required by this Agreement. In addition, should a Tenant’s Gross Income exceed the qualifying income for a Lower Income Household, and should this section cause the Tenant’s Rent to exceed the requirements of this Agreement, Developer shall still be deemed in compliance with this Agreement until such time as Tenant is required to move out pursuant to this Agreement, at which point the Affordable Unit shall be rented as an Affordable Unit as needed to restore the affordability mix required by this Agreement.

8. No Condominium Conversion. To the extent permitted by law, in the event that Developer converts Project A to condominium or cooperative tenantship or sells condominium or cooperative rights to Project A or any part thereof during the Term of this Agreement, the Affordable Units shall remain rental units under the terms of this Agreement during the Term of this Agreement.

9. Tenant Certification. For each Affordable Unit, prior to the initial occupancy of such Affordable Unit, and upon each successive lease or annual lease renewal for such Affordable Unit thereafter for the remainder of the term of this Agreement, Developer or Developer’s authorized agent shall obtain from that household a written certificate containing all of the following in such format and with such supporting documentation as City may reasonably require:

(i) The identity of each household member; and
(ii) The total household Gross Income.

Developer shall retain such certificates for not less than three (3) years, and upon City’s request, shall provide copies of such certificates to City and make the originals available for City inspection.

10. Affordable Unit Occupancy. In the Affordable Units, no fewer than one occupant shall be allowed per bedroom, unless a reasonable accommodation is required pursuant to state or federal fair housing laws. A studio shall count as a one-bedroom unit for the purposes of these occupancy requirements. If no Lower Income Households apply within sixty (60) days of an Affordable Unit being available that meet these occupancy standards, the City shall, upon request of Developer, grant exceptions to the occupancy standards, but only to the extent such exceptions are consistent with Applicable Laws, and do not increase City’s obligations or liabilities under this Agreement, or diminish or impair City’s rights and remedies under this Agreement.

11. Annual Report; Inspections. By not later than April 1 of each year during the term of this Agreement, commencing with the year following the year of the Affordable Housing Occupancy Date (reflecting information from the year of the Affordable Housing Occupancy Date), Developer shall submit an annual report (“Annual Report”) to City in a form reasonably satisfactory to City, together with Developer’s certification that the Affordable Units are in compliance with the requirements of this Agreement. The Annual Report shall, at a minimum, include the following information for each Affordable Unit: (i) unit number; (ii) number of bedrooms; (iii) current rent and other charges; (iv) dates of any vacancies during the previous year; (v) number of people residing in the unit; (vi) total gross household income of residents; (vii) documentation of source of household income; and (viii) the information required by Section 9, above. Upon the written request of City and not less than four (4) business days’ prior written notice, and at no expense to Developer, Developer shall allow City’s Authorized Representative to inspect and copy all records documenting the source of household income.

12. Non-Discrimination; Compliance with Fair Housing Laws.

36 a. Preference for Displaced and Local Residents. In order to ensure that there is an adequate supply of affordable housing within the City of Montebello for residents and employees of businesses within the City, to the extent permitted by law and consistent with the program regulations for funding sources used for development of the Affordable Units, within the pool of eligible applicants, Developer shall endeavor to give priority to qualified households with members who live or work in the city limits of Montebello. In the event there are fewer applicants for the Affordabl e Units that meet the criteria specified in this paragraph than there are available Affordable Units, such units shall be made available to members of the general public who are qualified Lower Income Households. Notwithstanding the foregoing, in the event of a conflict between this provision and the provisions of Section 42 of the Internal Revenue Code of 1986, as amended, the provisions of such Section 42 shall control if such provisions apply to the project due to Affordable Unit financing sources.

b. Fair Housing. Developer shall comply with state and federal fair housing laws in the marketing and rental of the Affordable Units. With respect to the Affordable Units, Developer shall accept as tenants, on the same basis as all other prospective tenants, persons who are recipients of federal certificates or vouchers for rent subsidies pursuant to the existing Section 8 program or any successor thereto.

13. Non-Discrimination. Developer shall not restrict the rental, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Affordable Units on the basis of race, color, religion, creed, sex, sexual orientation, disability, marital status, ancestry, or national origin of any person. Developer covenants for itself and all persons claiming under or through it, and this Agreement is made and accepted upon and subject to the condition that there shall be no discrimination against or segregation of any person or group of persons on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (1) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Affordable Units, nor shall Developer or any person claiming under or through Developer establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants, sublessees or vendees in, of, or for the Affordable Units.

14. Reporting Requirements; Access to Information; Inspections.

a. Maintenance of Records. Developer shall maintain Affordable Unit tenant leases, income certifications and other matters related to the leasing of the Affordable Units for a period of not less than three (3) years after the final date of occupancy by the tenant. Records related to compliance with this Agreement must be kept accurate and up- to-date. City shall notify Developer of any records it deems insufficient. Developer shall have thirty (30) calendar days from such notice to correct any specified reasonable deficiency in the records, or, if more than thirty (30) days shall be reasonably necessary to correct the deficiency, Developer shall begin to correct the deficiency within thirty (30) days and diligently pursue the correction of the deficiency as soon as reasonably possible.

b. Access to Records; Inspections.

(i) Developer shall provide City and its authorized agents and representatives reasonable access to any books, documents, papers and records associated with the Affordable Units for the purpose of making audits, examinations, excerpts and transcriptions in connection with monitoring compliance with this Agreement, during normal business

37 hours of Developer, upon the City’s written request and not less than four (4) business days’ prior written notice, and at no expense to Developer.

(ii) With four (4) business days’ prior written notice, during normal business hours and as often as may be deemed necessary, and at no expense to Developer, City and its authorized agents and representatives shall be permitted access to and the right to examine the Affordable Units and to interview tenants and employees of the Affordable Units, for the purpose of verifying compliance with applicable regulations and compliance with the conditions of this Agreement.

(iii) Matters discovered by City shall not be disclosed to third parties unless required by law or unless otherwise resulting from or related to the pursuit of any remedies or the assertion of any rights of City hereunder subject to any right of Developer to seek a protective order to prevent the disclosure of any confidential or privileged information.

15. Term of Agreement.

a. Term of Restrictions. This Agreement shall commence upon the Effective Date and shall remain in effect until the Termination Date.

b. Effectiveness Survives Conveyance of Property. This Agreement shall remain effective and fully binding on all portions of the Property for the full term hereof, regardless of any sale, assignment, transfer, refinancing, or conveyance of the Affordable Units or Project A or any part thereof or interest therein.

c. Reconveyance. Upon the termination of this Agreement, the Parties agree to execute and record appropriate instruments to release and discharge this Agreement; provided, however, the execution and recordation of such instruments shall not be necessary or a prerequisite to the termination of this Agreement upon the expiration of the Term.

16. Binding Upon Successors; Covenants to Run with the Land. Developer hereby subjects its interest in the Affordable Units to the covenants and restrictions set forth in this Agreement. City and Developer hereby declare their express intent that the covenants and restrictions set forth herein shall be deemed covenants running with the land and shall be binding upon and inure to the benefit of the heirs, administrators, executors, successors in interest, transferees, and assigns of Developer and City, regardless of any sale, assignment, refinancing, conveyance or transfer of the Affordable Units, or any part thereof or interest therein, whether a change in interest occurs voluntarily or involuntarily, by operation of law or otherwise, except as expressly released by City. Any successor- in-interest to Developer, including without limitation any purchaser, transferee or lessee of the Affordable Units (other than the tenants of the individual Affordable Units) shall be subject to all of the duties and obligations imposed hereby for the full term of this Agreement. Each and every contract, deed, lease or other instrument affecting or conveying the Affordable Units or any part thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, restrictions, duties and obligations set forth herein, regardless of whether such covenants, restrictions, duties and obligations are set forth in such contract, deed, lease or other instrument. If any such contract, deed, lease or other instrument has been executed prior to the date hereof, Developer hereby covenants to obtain and deliver to City an instrument in recordable form signed by the parties to such contract, deed, lease or other instrument pursuant to which such parties acknowledge and accept this Agreement and agree to be bound hereby.

38 Developer agrees for itself and for its successors that in the event that a court of competent jurisdictio n determines that the covenants herein do not run with the land, such covenants shall be enforced as equitable servitudes against the Affordable Units in favor of City.

Without limiting the generality of the foregoing, Developer and City hereby declare their understanding and intent that:

(i) The covenants and restrictions contained in this Agreement shall be construed as covenants running with the land pursuant to California Civil Code section 1468 and not as conditions which might result in forfeiture of title by Developer;

(ii) The burden of the covenants and restrictions set forth in this Agreement touch and concern the Property in that the Developer’s legal interest in the Property and all improvements thereon are rendered less valuable thereby; and

(iii) The benefit of the covenants and restrictions set forth in this Agreement touch and concern the land by enhancing and increasing the enjoyment and use of the Property by the Affordable Unit tenants.

(iv) All covenants and restrictions contained herein without regard to technical classification or designation shall be binding upon Developer and its successors in interest for the benefit of the City, and such covenants and restrictions shall run in favor of the City for the entire period during which such covenants and restrictions shall be in force and effect, without regard to whether the City is an owner of any land or interest therein to which such covenant and restrictions relate.

17. Project Construction; Property Management; Repair and Maintenance; Marketing.

a. Management Responsibilities. Developer shall be responsible for all management functions with respect to the Affordable Units, including without limitation the selection of tenants, certification and recertification of household income and eligibility, evictions, collection of rents and deposits, maintenance, landscaping, routine and extraordinary repairs, replacement of capital items, and security. City shall have no responsibility for construction, rehabilitation, management, repair, maintenance or marketing of the Affordable Units.

b. Management Entity. If Developer enters into a separate property management agreement (“ Management Agreement ”) with a property management company or other organization in order to manage the Affordable Units (including leasing, property management, maintenance and repair services, and reporting obligations) and ensure that Developer’s obligations under this Agreement with respect to the Affordable Units are satisfied (“Property Manager”), the Management Agreement shall not relieve Developer of its primary responsibility for proper performance of management duties. The Property Manager shall have the requisite skill and experience to implement the Marketing and Management Plan required under Section 17.f. of this Agreement.

c. Management Policies. Developer shall adopt and implement written management policies with respect to the Affordable Units that comply with the provisions of this Agreement. The Developer shall provide copies of its management policies to City upon their initial adoption and thereafter upon the City’s written request.

39 d. Repair, Maintenance and Security. Throughout the term of this Agreement, Developer shall at its own expense, maintain the Affordable Units in good physical condition, in good repair, and in decent, safe, sanitary, habitable and tenantable living conditions in conformity with all applicable state, federal, and local laws, ordinances, codes, and regulations. Without limiting the foregoing, Developer agrees to maintain the Affordable Units (including without limitation, the residential units, common areas, landscaping, driveways, parking areas and walkways) in a condition free of all waste, nuisance, debris, unmaintained landscaping, graffiti, disrepair, abandoned vehicles/appliances, and illegal activity, and shall take all reasonable steps to prevent the same from occurring on the Affordable Units. Developer shall prevent and/or rectify any physical deterioration apart from reasonable wear and tear of the Affordable Units and Project A and shall make all repairs, renewals and replacements necessary to keep the Affordable Units and the improvements located therein in good condition and repair. Developer shall provide adequate security measures for Project A, including without limitation, the installation of adequate lighting and deadbolt locks.

e. Additional Requirements. All construction work and professional services for the Affordable Units shall be performed by persons or entities licensed or otherwise authorized to perform the applicable work or service in the State of California if required under local law. To the extent allowed by state and federal laws, Developer shall limit the installation of satellite dish, antenna and other such equipment to screened locations on the Affordable Unit buildings as approved by City. Developer shall diligently work to resolve complaints related to noise, parking, litter or other neighborhood concerns.

f. Marketing and Management Plan. Prior to the issuance of a certificate of occupancy for the residential apartment units on the Property, Developer shall adopt and implement and transmit to the City a plan for marketing and managing the Affordable Units (the “ Marketing and Management Plan” or “Plan”). The Marketing and Management Plan shall address in detail how Developer plans to market the Affordable Units to prospective Lower Income Households in accordance with fair housing laws and this Agreement, Developer’s tenant selection criteria, and how Developer plans to certify the eligibility of Lower Income Households. The Plan shall also describe the management team and shall address how Developer and the management entity plan to manage and maintain the Affordable Units. The Developer shall provide a copy of the Marketing and Management Plan to City upon its initial adoption, and thereafter upon the City’s written request and in connection with material modifications to the Marketing and Management Plan. Developer shall abide by the terms of the Marketing and Management Plan in marketing, managing, leasing, and maintaining the Affordable Units and the Project.

g. Fees, Taxes, and Other Levies. Developer shall be responsible for payment of all fees, assessments, taxes, charges, liens and levies applicable to the Affordable Units, including without limitation possessory interest taxes, if applicable, imposed by any public entity, and shall pay such charges prior to delinquency. However, Developer shall not be required to pay any such charge so long as (a) Developer is contesting such charge in good faith and by appropriate proceedings, (b) Developer maintains reserves adequate to pay any contested liabilities, and (c) on final determination of the proceeding or contest, Developer immediately pays or discharges any decision or judgment rendered against it, together with all costs, charges and interest. Developer shall have all rights under Applicable Law to appeal the valuation of Project A (including but not limited to the Affordable Units, any improvements, fixtures or appurtenances, and any personal property) for tax purposes, and nothing herein shall be deemed to preclude Developer from applying for a Welfare Exemption or other taxation relief as a result of the affordability and public benefit provided by the Affordable Units.

40 h. Property Damage or Destruction. If any part of the Affordable Units are damaged or destroyed, Developer shall repair or restore the same, consistent with the occupancy and rent restriction requirements set forth in this Agreement, provided that insurance proceeds are available to be applied to such repairs or restoration within such period and the repair or restoration is financially feasible. Such work shall be commenced as soon as reasonably practicable after the damage or loss occurs and shall be completed within one year thereafter or as soon as reasonably practicable, provided that insurance proceeds are available to be applied to such repairs or restoration within such period and the repair or restoration is financially feasible. During such time that lenders providing financing for the construction of the Project impose requirements that differ from the requirements of this Section the requirements of such lenders and investors shall prevail.

18. Recordation; Subordination. This Agreement shall be recorded in the Official Records of County of Los Angeles no later than the date on which the final subdivision map for the Project is recorded or issuance of building permits for the Project. Developer hereby represents, warrants and covenants that with the exception of easements of record, absent the written consent of City, this Agreement shall not be subordinated in priority to any lien (other than those pertaining to taxes or assessments), encumbrance, or other interest in the Affordable Units. The City shall not unreasonably withhold its consent to subordinate this Agreement to the deeds of trust and regulatory agreements required by Developer’s construction and permanent lenders (each a “Senior Interest”) in a form reasonably approved by the City, if the subordination request meets the following conditions:

(i) All of the proceeds of loans related to the proposed Senior Interest, less any transaction costs, must be used to provide construction and/or permanent financing for the Affordable Units or the Project.

(ii) The subordination agreement(s) must be structured to minimize the risk that this Agreement would be extinguished as a result of a foreclosure by the proposed lender of a Senior Interest (each a “Senior Lender”) or other holder of the Senior Interest. To satisfy this requirement, the subordination agreement must provide the City with adequate rights to cure any defaults by Developer, including: (i) providing the City or its successor with copies of any notices of default in the same manner as provided to Developer at the same time or promptly thereafter such notice is provided to the Developer; and (ii) providing the City with a cure period of at least thirty (30) days to cure any default.

(iii) The subordination does not require the consent of the Senior Lender prior to the City exercising remedies available to the City under this Agreement.

19. No Impairment of Lien. No violation or breach of the covenants, conditions, restrictions, provisions or limitations contained in this Agreement shall defeat or render invalid or in any way impair the lien or charge of any mortgage, deed of trust or other financing or security instrument; provided, however, that any successor in interest to the Affordable Units shall be bound by such covenants, conditions, restrictions, limitations and provisions, whether such successor’s title was acquired by foreclosure, deed in lieu of foreclosure, trustee’s sale or otherwise.

20. Default and Remedies.

a. Events of Default. An Event of Default shall arise hereunder if Developer fails to perform any obligation under this Agreement and fails to cure such default within thirty (30) days after the City has notified the Developer in writing of the default, or if the default cannot be cured

41 within thirty (30) days, has failed to commence to cure within thirty (30) days and thereafter diligently pursued such cure and completed such cure within a reasonable time.

b. Remedies. Upon the occurrence of an Event of Default and its continuation beyond any applicable cure period, City may proceed with any of the following remedies:

i. Bring an action for equitable relief seeking the specific performance of the terms and conditions of this Agreement, and/or enjoining, abating, or preventing any violation of such terms and conditions, and/or seeking declaratory relief;

ii. For violations of obligations with respect to rents for residential units in the Affordable Units, impose as liquidated damages a charge in an amount equal to the actual amount collected in excess of the Affordable Rent; and/or

iii. Pursue any other remedy allowed under the City Documents or at law or in equity.

Each of the remedies provided herein is cumulative and not exclusive. City may exercise from time to time any rights and remedies available to it under Applicable Law or in equity, in addition to, and not in lieu of, any rights and remedies expressly provided in this Agreement. Any failure or delay by City in asserting any of its rights or remedies, including specific performance, as to any Event of Default shall not operate as a waiver of any default or of any such rights or remedies or deprive City of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies.

21. Indemnity. To the fullest extent permitted by law, Developer shall indemnify, defend and hold City and its elected and appointed officers, officials, employees, agents, consultants, contractors and representatives (collectively, the “Indemnitees”) harmless from and against all liability, loss, cost, expense (including without limitation attorneys’ fees and costs of litigation), claim, demand, action, suit, judicial or administrative proceeding, penalty, deficiency, fine, order, and damage (all of the foregoing collectively “Claims”) arising directly or indirectly, in whole or in part, as a result of or in connection with Developer’s performance of or any failure to perform any obligation as and when required by this Agreement. Developer’s indemnification obligations under this Section 21 shall not extend to Claims resulting solely from the gross negligence or willful misconduct of Indemnitees. The provisions of this Section 21 shall survive the expiration or earlier termination of this Agreement.

22. Expenses. Developer agrees to pay an annual monitoring fee for compliance with this Agreement, which fee shall initially be $20 per Affordable Unit per year, as may be modified by resolution of the City Council which is in force and effect for a similar class of affordable units.

23. Miscellaneous.

a. Amendments. This Agreement may be amended or modified only by a written instrument signed by both Parties and recorded in the Official Records of The County of Los Angeles.

b. No Waiver. Any waiver by City of any term or provision of this Agreement must be in writing. No waiver shall be implied from any delay or failure by City to take action on any breach or default hereunder or to pursue any remedy allowed under this Agreement or Applicable Law. No failure or delay by City at any time to require strict performance by Developer of any provision of this Agreement or to exercise any election contained herein or any right, power or remedy hereunder

42 shall be construed as a waiver of any other provision or any succeeding breach of the same or any other provision hereof or a relinquishment for the future of such election.

c. Notices. Except for any notice, demand or communication required under applicable law to be given in another matter, all notices, demands and communications to be sent pursuant to this Agreement shall be made in writing, and sent to the parties at their respective addresses specified below or to such other address as a party may designate by written notice delivered to the other parties in accordance with this Section. All notices, demands or communications shall be sent by personal delivery or by reputable overnight delivery service (which provides a delivery receipt) (and not by the United States Postal Service)postage prepaid, and, if to Developer, also by e-mail. Any notice, demand or communication shall be deemed given, received, made or communicated as of the earlier of the date personal delivery is effected or, if sent in the manner herein specified, on the delivery date or date delivery is refused by the addressee, or, if sent to Developer by e-mail, the date receipt of e-mail notice is acknowledged. Either party may change its address at any time by giving written notice of such change to City or Developer as the case may be, in the manner provided herein, at least ten (10) days prior to the date such change is desired to be effective.

Any notice to be delivered to Developer shall be addressed as follows:

To Developer: Magna & Magna, Inc.
1520 Washington Blvd. #100
Montebello, CA 90640
Attention: Mark D. Magna
E-Mail: [email protected]

With copy to: Mark Armbruster
Armbruster Goldsmith & Delvac LLP
12100 Wilshire Blvd., Suite 1600
Los Angeles, CA 90025
E-Mail: [email protected]

Any notice to be delivered to City shall be addressed as follows:

To City: City of Montebello
1600 W Beverly Blvd
Montebello, CA 90640
Attention: Planning & Community Development Director

With copy to: Alvarez-Glasman & Colvin
13181 Crossroads Parkway
North Suite 400 West Tower
City of Industry, CA 91746
Attn: Arnold M. Alvarez-Glasman, City Attorney
E-Mail: [email protected]

d. Further Assurances. The Parties shall execute, acknowledge and deliver to the other such other documents and instruments, and take such other actions, as either shall reasonably request as may be necessary to carry out the intent of this Agreement.

e. Parties Not Co-Venturers; Independent Contractor; No Agency Relationship.

Nothing in this Agreement is intended to or shall establish the Parties as partners, co-venturers, or

43 principal and agent with one another. The relationship of Developer and City shall not be construed as a joint venture, equity venture, partnership or any other relationship. City neither undertakes nor assumes any responsibility or duty to Developer (except as expressly provided in this Agreement) or to any third party with respect to the Project. Developer and its employees are not employees of City but rather are, and shall always be considered independent contractors. Furthermore, Developer and its employees shall at no time pretend to be or hold themselves out as employees or agents of City.

Except as City may specify in writing, Developer shall not have any authority to act as an agent of City or to bind City to any obligation.

f. Action by City. Except as may be otherwise specifically provided herein, whenever any approval, notice, direction, consent or request by City is required or permitted under this Agreement, such action shall be in writing, and such action may be given, made or taken by City’s Authorized Representative or by any person who shall have been designated by City’s Authorized Representative, without further approval by the City Council.

g. No Third Party Beneficiaries. This Agreement is not intended to be for the benefit of any person other than the parties and their permitted successors and assigns.

h. Non-Liability of City and City Officials, Employees and Agents. No member, official, employee or agent of City shall be personally liable to Developer or any successor in interest, in the event of any default or breach by City, or for any amount of money which may become due to Developer or its successor or for any obligation of City under this Agreement.

i. Headings; Construction; Statutory References. The headings of the sections and paragraphs of this Agreement are for convenience only and shall not be used to interpret this Agreement. The language of this Agreement shall be construed as a whole according to its fair meaning and not strictly for or against any Party. All references in this Agreement to particular statutes, regulations, ordinances or resolutions of the United States, the State of California, or the City of Montebello shall be deemed to include the same statute, regulation, ordinance or resolution as hereafter amended or renumbered, or if repealed, to such other provisions as may thereafter govern the same subject.

j. Time is of the Essence. Time is of the essence in the performance of this Agreement.

k. Governing Law; Venue. This Agreement shall be construed in accordance with the laws of the State of California without regard to principles of conflicts of law. Any action to enforce or interpret this Agreement shall be filed and heard in the Superior Court of The County of Los Angeles, California or in the Federal District Court for the Northern District of California.

l. Attorneys’ Fees and Costs. If any legal or administrative action is brought to interpret or enforce the terms of this Agreement, the prevailing party shall be entitled to recover all reasonable attorneys’ fees and costs incurred in such action.

m. Severability. If any provision of this Agreement is held invalid, illegal, or unenforceable by a court of competent jurisdiction, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired thereby.

n. Entire Agreement; Exhibits. This Agreement contains the entire agreement of Parties with respect to the subject matter hereof and supersedes all prior oral or written agreements between the Parties with respect thereto. Exhibits A-1 and A-2, Exhibits B-1 and B-2, and Exhibit C attached hereto are incorporated herein by this reference.

44 o. 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.

[Signatures on the following page(s)]

45 IN WITNESS WHEREOF , the Parties have executed this Affordable Housing Regulatory Agreement and Declaration of Restrictive Covenants as of the date first written above.

MAGNA & MAGNA, INC. a California
corporation (“Developer”)

By: ____________________________________
Mark D. Magna
President

CITY OF MONTEBELLO, a municipal
corporation (“City”)

By: ____________________________________
René Bobadilla
City Manager

APPROVED AS TO FORM:

By: ____________________________________
Arnold M. Alvarez-Glasman
City Attorney

ATTEST:

By: ____________________________________
Christopher Jimenez
City Clerk

[Principal Signatures to be notarized]

46 Exhibit A
to Development Agreement Exhibit C-1

Legal Description
(Project A Site)

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF MONTEBELLO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL 1:

THE SOUTHERLY 49 FEET OF THE NORTHERLY 231 FEET OF THE WESTERLY ONE-HALF OF LOT 102 OF MONTEBELLO, IN THE CITY OF MONTEBELLO, AS PER MAP RECORDED IN BOOK 78, PAGE 19 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF

SAID COUNTY, SAID DISTANCES BEING MEASURED FROM THE CENTER LINE OF POPLAR AVENUE, 60 FEET WIDE.

APN: 6347-011-013

PARCEL 2:

POPLAR AVENUE FROM THE NORTH LINE OF WHITTIER AVENUE (NOW WHITTIER BOULEVARD) TO SAID LOT 102 AS DESCRIBED IN DEED RECORDED IN BOOK 2720, PAGE 129 OF DEEDS; THENCE NORTH 50°37’43” EAST 45.93 FEET; THENCE NORTH 19°26’30” EAST 62.36 FEET TO A POINT IN THE SOUTHERLY LINE OF THE NORTHERLY 231.00 FEET OF SAID LOT 102.

RESERVING UNTO THE GRANTOR, AN EASEMENT FOR WATERLINE PURPOSES OVER THE SOUTHERLY 5.00 FEET OF SAID LAND, SAID EASEMENT TO BE APPURTENANT TO AND FOR

THE BENEFIT OF THE LAND AND ANY PART OR PORTION THEREOF, OWNED BY THE GRANTOR, ADJOINING SAID LAND ON THE EAST.

EXCEPT ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 500 FEET OR MORE FROM THE SURFACE OF THE FOLLOWING DESCRIBED LAND,

BUT WITHOUT THE RIGHT TO ENTER AND USE THE SURFACE OF THE SUBSURFACE LYING ABOVE A DEPTH OF 500 FEET FROM THE SURFACE THEREOF, AS GRANTED TO FAR WEST OIL CO., A LIMITED PARTNERSHIP, BY DEED RECORDED AUGUST 16, 1971 AS INSTRUMENT NO. 3237 AND 3239.

APN: 6347-011-019

47 PARCEL 3:

THAT PORTION OF LOT “B” OF MONTEBELLO, IN THE CITY OF MONTEBELLO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 78, PAGE(S) 19 OF

MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:

THENCE NORTHWESTERLY ALONG THE NORTHERLY LINE THEREOF, AND PARALLEL WITH THE NORTHERLY LINE OF THE WHITTIER AVENUE 102.68 FEET TO THE WESTERLY LINE OF SAID LOT “B” BEING ALSO THE EASTERLY LINE OF POPLAR AVENUE; THENCE NORTHEASTERLY 169.70 FEET TO THE POINT OF BEGINNING.

EXCEPT THEREFROM THAT PORTION LYING SOUTHEASTERLY OF THE FOLLOWING DESCRIBED LINE:

BEGINNING AT SAID NORTHEAST CORNER OF THE LAND CONVEYED TO SAID W. W. BLACK; THENCE NORTH 50°22’02” EAST 1.87 FEET; THENCE NORTH 56°48’03” EAST 45.04 FEET; THENCE NORTH 50°37’43” EAST 197.10 FEET TO THE SOUTHERLY LINE OF SAID LOT 102 DISTANT THEREON SOUTH 75°53’40” EAST 148.96 FEET FROM THE INTERSECTION OF SAID

SOUTHERLY LINE WITH THE EASTERLY LINE OF A STRIP OF LAND UNIFORM DEPTH OF 100.00 FEET EXTENDING ALONG THE EAST LINE OF POPLAR AVENUE FROM THE NORTH LINE OF WHITTIER AVENUE (NOW WHITTIER BOULEVARD) TO SAID LOT 102, AS DESCRIBED IN THE DEED RECORDED IN BOOK 2720, PAGE 129 OF DEEDS.

EXCEPT ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 500 FEET OR MORE FROM THE SURFACE OF THE FOLLOWING DESCRIBED LAND,

APN: 6347-012-008

48 Exhibit B
to Development Agreement Exhibit C-1

49 Exhibit C
to Development Agreement Exhibit C-1

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Montebello
1600 W. Beverly Blvd.

Montebello, CA 90640
Attn: Director of Planning and Community Development

WITH COPY TO:

Magna & Magna, Inc.
1520 Washington Blvd. #100
Montebello, CA 90640
Attention: Mark D. Magna

SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt from recording fees pursuant to Government Code
Section 27383

CERTIFICATE OF COMPLETION
(PROJECT A)

THIS CERTIFICATE OF COMPLETION (“Certificate of Completion”) is made by the CITY OF MONTEBELLO, California municipal corporation (“City”), in favor of MAGNA & MAGNA, INC., a California corporation (“Developer”), as of the date set forth below.

RECITALS

A. City and Developer have entered into that certain Affordable Housing Regulatory Agreement (“Agreement”) dated ___________, 20__, concerning the development of affordable multifamily rental housing on certain real property situated in the City of Montebello, California, as more fully described in Exhibit A attached hereto and made a part hereof (the “Property”). The Agreement was recorded in the Official Records of The County of Los Angeles on _______________, 20__, as Instrument No.__________________.

B. As referenced in Section 1 of the Agreement, the Affordable Housing Occupancy Date shall mean the date of issuance by City of a certificate of occupancy for the residential apartment units on the Property, as memorialized in a Certificate of Completion to be executed by City and Developer and recorded in the Official Records of The County of Los Angeles.

NOW, THEREFORE, City and Developer hereby agree as follows:

1. City has issued to Developer a certificate of occupancy for the residential apartment units on the Property as of _______________, 20__. Accordingly, as provided in the Agreement, the Affordable Housing Occupancy Date shall mean _______________, 20__ and the Termination Date shall mean _________________, 20__.

50 2. This Certificate of Completion shall not be deemed or construed to constitute evidence of compliance with or satisfaction of any obligation of Developer to any holder of a mortgage, or any insurer of a mortgage, securing money loaned to finance the construction and development of the Project (as defined in Section 1 of the Agreement) or any portion thereof. This Certificate of Completion is not a notice of completion as referred to in Section 8182 of the California Civil Code.

[Signatures on the following page(s)]

51 IN WITNESS WHEREOF, City and Developer have executed this Certificate of Completion this _______ day of __________________, 20__.

MAGNA & MAGNA, INC. a California
corporation (“Developer”)

By: ____________________________________
Mark D. Magna
President

CITY OF MONTEBELLO, a municipal
corporation (“City”)

By: ____________________________________
René Bobadilla
City Manager

APPROVED AS TO FORM:

By: ____________________________________
Arnold M. Alvarez-Glasman
City Attorney

ATTEST:

By: ____________________________________
Christopher Jimenez
City Clerk

[Principal Signatures to be Notarized]

52 Exhibit A
to Certificate of Completion

Legal Description
(Project A Site)

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF MONTEBELLO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL 1:

THE SOUTHERLY 49 FEET OF THE NORTHERLY 231 FEET OF THE WESTERLY ONE-HALF OF LOT 102 OF MONTEBELLO, IN THE CITY OF MONTEBELLO, AS PER MAP RECORDED IN BOOK 78, PAGE 19 OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF

SAID COUNTY, SAID DISTANCES BEING MEASURED FROM THE CENTER LINE OF POPLAR AVENUE, 60 FEET WIDE.

APN: 6347-011-013

PARCEL 2:

RESERVING UNTO THE GRANTOR, AN EASEMENT FOR WATERLINE PURPOSES OVER THE SOUTHERLY 5.00 FEET OF SAID LAND, SAID EASEMENT TO BE APPURTENANT TO AND FOR

THE BENEFIT OF THE LAND AND ANY PART OR PORTION THEREOF, OWNED BY THE GRANTOR, ADJOINING SAID LAND ON THE EAST.

EXCEPT ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 500 FEET OR MORE FROM THE SURFACE OF THE FOLLOWING DESCRIBED LAND,

53 APN: 6347-011-019

PARCEL 3:

THAT PORTION OF LOT “B” OF MONTEBELLO, IN THE CITY OF MONTEBELLO, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 78, PAGE(S) 19 OF

MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:

EXCEPT THEREFROM THAT PORTION LYING SOUTHEASTERLY OF THE FOLLOWING DESCRIBED LINE:

EXCEPT ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES LYING BELOW A DEPTH OF 500 FEET OR MORE FROM THE SURFACE OF THE FOLLOWING DESCRIBED LAND,

APN: 6347-012-008

54 EXHIBIT “C-2”
Form of Affordable Housing Covenant
(Project B)

55 RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Montebello
1600 W. Beverly Blvd.

Montebello, CA 90640
Attn: Director of Planning and Community Development

WITH COPY TO:

Magna & Magna, Inc.
1520 Washington Blvd. #100
Montebello, CA 90640
Attention: Mark D. Magna

SPACE ABOVE THIS LINE FOR RECORDER'S USE
Exempt from recording fees pursuant to Government Code
Section 27383

PROJECT B

AFFORDABLE HOUSING REGULATORY AGREEMENT

AND

DECLARATION OF RESTRICTIVE COVENANTS

Between

THE CITY OF MONTEBELLO,

a municipal corporation

(“City”)

and

MAGNA & MAGNA, INC.,

a California corporation

(“Developer”)

56 Development Agreement Exhibit C-2

AFFORDABLE HOUSING REGULATORY AGREEMENT

AND DECLARATION OF RESTRICTIVE COVENANTS

R E C I T A L S

G. Developer holds a legal or equitable interest in certain real property which is located in the City of Montebello, and are more particularly described in the “Legal Description of Property” attached hereto as Exhibit A (Project B Site) as shown on the “Site Map” attached hereto as Exhibit B.

H. In 2021, Developer submitted an application to City for the development of a residential housing project consisting of the development and construction of 140 residential apartment units within a 73,807 square foot development site on the Project A Site (“Project A”) and 16 units within a 12,500 square foot development site on the Project B Site ((“Project B”) (Project A and Project B are collectively referred to as the “Project”), of which, thirty (30) units within Project A and two (2) units within Project B shall be restricted to and available at affordable rent, adjusted for household size, to Lower Income Households (as defined in California Health and Safety Code Section 50079.5 and as periodically published by the California Department of Housing and Community Development for a term of fifty-five years (55).

I. On _____________, 20___, the City Council adopted, Ordinance No. ________________ approving a development agreement dated __________, 20__ pursuant to Government Code Sections 65864 et seq. authorizing the development of the Project affording the Developer greater project latitude, flexibility, development certainty, and vested rights to complete the Project in exchange for certain public benefits provided to the City (the “Development Agreement”).

J. As a material consideration for the long term assurances, vested rights, and other City obligations provided by the Development Agreement and as a material inducement to City to enter into the Development Agreement, Developer offered and agreed to provide the Affordable Units, among other public benefits, pursuant to Section 4.3 of the Development Agreement.

K. To ensure the continued affordability of the Affordable Units for the Term, this Agreement shall be executed and recorded against the Property prior to the recordation of any parcel map or final subdivision map or issuance of building permits for the Project, whichever occurs first.

L. The purpose of this Agreement is to restrict the occupancy and rents of the Affordable Units for the benefit of Lower Income Households as set forth in this Agreement. The Parties intend the covenants set forth in this Agreement to run with the land and to be binding upon Developer and Developer’s successors and assigns for the full term of this Agreement.

57 A G R E E M E N T

NOW THEREFORE , in consideration of the foregoing, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows.

1. Definitions. The following terms have the meanings set forth in this Section wherever used in this Agreement or the attached exhibits:

“Affordable Units” means the two (2) income restricted, multi-family residential rental units for occupancy by Lower Income Households.

“Applicable Laws” means all applicable laws, ordinances, statutes, codes, orders, decrees, rules , regulations, official policies, standards and specifications (including any ordinance, resolution, rule, regulation, standard, official policy, condition, or other measure) of the United States, the State of California, the County of Los Angeles, City of Montebello, or any other political subdivision in which the Project is located, and of any other political subdivision, agency or instrumentality exercising jurisdiction over City, Developer, or the Project.

“Certificate of Compliance” means the form attached hereto as Exhibit C.

“City” means the City of Montebello, a California municipal corporation.

“City Documents” means the Development Agreement and this Agreement.

“City’s Authorized Representative” means the Director of Planning and Community Development, or his or her designee.

“Claims” is defined in Section 21.

58 “Developer” means Magna & Magna, Inc. or its assignee.

“Effective Date” means the date set forth in the first paragraph of this Agreement.

“Gross Income” means the combined, gross, pre-tax income of all adult occupants of the applicant household, as calculated under California Code of Regulations, Title 25, Section 6914.

“HCD” means the State of California Department of Housing and Community Development.

“HUD”
means the U.S. Department of Housing and Urban Development.

“Indemnitees” is defined in Section 21.

“Management Agreement”
is defined in Section 17.b.

“Market Rate Unit” means a unit that is not restricted for rent or sale to a particular affordability level.

“Marketing and Management Plan” or “Plan” is defined in Section 17.f.

“Party” or “Parties”
respectively means City and Developer individually or collectively.

“Project” is defined in Recital B.

“Property” is defined in Recital A.

“Property Manager” is defined in Section 17.b.

“Regulations” means Title 25 of the California Code of Regulations.

“Tenant” shall mean a household occupying an Affordable Unit.

“Term” means the term of this Agreement, commencing upon the Effective Date and ending on the Termination Date.

“Termination Date” is the date that is fifty-five (55) years after the Affordable Housing Occupancy Date.

59 3. Construction of Affordable Units .

a. The Parties intend that all of the Affordable Units shall be constructed concurrently with, or earlier than the construction of the Market Rate Units of the Project. City’s Authorized Representative may approve, in its sole discretion (which may be withheld for any reason), a modified construction schedule if this timing requirement will create unreasonable delays in the issuance of certificates of occupancy for Market Rate Units and if the Developer provides satisfactory assurance, as approved by the City’s Authorized Representative, that the Affordable Units will be completed prior to completion of all of the Market Rate Units. Each Affordable Unit shall be inspected by the City prior to occupancy to determine that it meets the construction and other standards required by this Agreement. Upon the issuance of a certificate of occupancy by the City, the Parties shall execute and record the Certificate of Compliance.

4. Unit Size Mix for Affordable Units. The Developer shall provide Affordable Units in accordance with the following unit size mix:

Affordable
Units
Singles 0
1 Bdrm 0
2 Bdrm 1
3 Bdrm 1
Total Units 2

5. Income Mix for Affordable Units. A minimum of two (2) Affordable Units shall be made available for rent to Lower Income Households or lower in accordance with Section 6, below.

6. Lower Income Restrictions.

60 (or, in the alternative, Owner may increase the rent to market-rate rent for the Affordable Unit and designate another unit as an Affordable Unit and rent that unit to a Lower Income Household, provided that a comparable unit is then available) to restore the affordability mix required by this Agreement. In addition, should a Tenant’s Gross Income exceed the qualifying income for a Lower Income Household, and should this section cause the Tenant’s Rent to exceed the requirements of this Agreement, Developer shall still be deemed in compliance with this Agreement until such time as Tenant is required to move out pursuant to this Agreement, at which point the Affordable Unit shall be rented as an Affordable Unit as needed to restore the affordability mix required by this Agreement.

8. No Condominium Conversion. To the extent permitted by law, in the event that Developer converts the Project to condominium or cooperative tenantship or sells condominium or cooperative rights to the Project or any part thereof during the Term of this Agreement, the Affordable Units shall remain rental units under the terms of this Agreement during the Term of this Agreement.

(iii) The identity of each household member; and
(iv) The total household Gross Income.

10. Affordable Unit Occupancy. In the Affordable Units, no fewer than one occupant shall be allowed per bedroom, unless a reasonable accommodation is required pursuant to state or federal fair housing laws. A studio shall count as a one-bedroom unit for the purposes of these occupancy requirements. If n o Lower Income Households apply within sixty (60) days of an Affordable Unit being available that meet these occupancy standards, the City shall, upon request of Developer, grant exceptions to the occupancy standards, but only to the extent such exceptions are consistent with Applicable Laws, and do not increase City’s obligations or liabilities under this Agreement, or diminish or impair City’s rights and remedies under this Agreement.

12. Non-Discrimination; Compliance with Fair Housing Laws.

61 a. Preference for Displaced and Local Residents. In order to ensure that there is an adequate supply of affordable housing within the City of Montebello for residents and employees of businesses within the City, to the extent permitted by law and consistent with the program regulations for funding sources used for development of the Affordable Units, within the pool of eligible applicants, Developer shall endeavor to give priority to qualified households with members who live or work in the city limits of Montebello. In the event there are fewer applicants for the Affordable Units that meet the criteria specified in this paragraph than there are available Affordable Units, such units shall be made available to members of the general public who are qualified Lower Income Households. Notwithstanding the foregoing, in the event of a conflict between this provision and the provisions of Section 42 of the Internal Revenue Code of 1986, as amended, the provisions of such Section 42 shall control if such provisions apply to the project due to Affordable Unit financing sources.

14. Reporting Requirements; Access to Information; Inspections.

b. Access to Records; Inspections.

62 hours of Developer, upon the City’s written request and not less than four (4) business days’ prior written notice, and at no expense to Developer.

15. Term of Agreement.

a. Term of Restrictions. This Agreement shall commence upon the Effective Date and shall remain in effect until the Termination Date.

63 Developer agrees for itself and for its successors that in the event that a court of competent jurisdiction determines that the covenants herein do not run with the land, such covenants shall be enforced as equitable servitudes against the Affordable Units in favor of City.

Without limiting the generality of the foregoing, Developer and City hereby declare their understanding and intent that:

17. Project Construction; Property Management; Repair and Maintenance; Marketing.

64 d. Repair, Maintenance and Security. Throughout the term of this Agreement, Developer shall at its own expense, maintain the Affordable Units in good physical condition, in good repair, and in decent, safe, sanitary, habitable and tenantable living conditions in conformity with all applicable state, federal, and local laws, ordinances, codes, and regulations. Without limiting the foregoing, Developer agrees to maintain the Affordable Units (including without limitation, the residential units, common areas, landscaping, driveways, parking areas and walkways) in a condition free of all waste, nuisance, debris, unmaintained landscaping, graffiti, disrepair, abandoned vehicles/appliances, and illegal activity, and shall take all reasonable steps to prevent the same from occurring on the Affordable Units. Developer shall prevent and/or rectify any physical deterioration apart from reasonable wear and tear of the Affordable Units and the Project and shall make all repairs, renewals and replacements necessary to keep the Affordable Units and the improvements located therein in good condition and repair. Developer shall provide adequate security measures for the Project, including without limitation, the installation of adequate lighting and deadbolt locks.

f. Marketing and Management Plan. Prior to the issuance of a certificate of occupancy for the residential apartment units located on the Project A Site Developer shall adopt and implement a plan for marketing and managing the Affordable Units (the “Marketing and Management Plan” or “Plan”). The Marketing and Management Plan shall address in detail how Developer plans to market the Affordable Units to prospective Lower Income Households in accordance with fair housing laws and this Agreement, Developer’s tenant selection criteria, and how Developer plans to certify the eligibility of Lower Income Households. The Plan shall also describe the management team and shall address how Developer and the management entity plan to manage and maintain the Affordable Units. The Developer shall provide a copy of the Marketing and Management Plan to City upon its initial adoption, and thereafter upon the City’s written request and in connection with material modifications to the Marketing and Management Plan. Developer shall abide by the terms of the Marketing and Management Plan in marketing, managing, leasing, and maintaining the Affordable Units and the Project.

g. Fees, Taxes, and Other Levies. Developer shall be responsible for payment of all fees, assessments, taxes, charges, liens and levies applicable to the Affordable Units, including without limitation possessory interest taxes, if applicable, imposed by any public entity, and shall pay such charges prior to delinquency. However, Developer shall not be required to pay any such charge so long as (a) Developer is contesting such charge in good faith and by appropriate proceedings, (b) Developer maintains reserves adequate to pay any contested liabilities, and (c) on final determination of the proceeding or contest, Developer immediately pays or discharges any decision or judgment rendered against it, together with all costs, charges and interest. Developer shall have all rights under Applicable Law to appeal the valuation of the Project (including but not limited to the Affordable Units, any improvements, fixtures or appurtenances, and any personal property) for tax purposes, and nothing herein shall be deemed to preclude Developer from applying for a Welfare Exemption or other taxation relief as a result of the affordability and public benefit provided by the Affordable Units.

65 h. Property Damage or Destruction. If any part of the Affordable Units are damaged or destroyed, Developer shall repair or restore the same, consistent with the occupancy and rent restriction requirements set forth in this Agreement, provided that insurance proceeds are available to be applied to such repairs or restoration within such period and the repair or restoration is financially feasible. Such work shall be commenced as soon as reasonably practicable after the damage or loss occurs and shall be completed within one year thereafter or as soon as reasonably practicable, provided that insurance proceeds are available to be applied to such repairs or restoration within such period and the repair or restoration is financially feasible. During such time that lenders providing financing for the construction of the Project impose requirements that differ from the requirements of this Section the requirements of such lenders and investors shall prevail.

(iii) The subordination does not require the consent of the Senior Lender prior to the City exercising remedies available to the City under this Agreement.

20. Default and Remedies.

66 within thirty (30) days, has failed to commence to cure within thirty (30) days and thereafter diligently pursued such cure and completed such cure within a reasonable time.

b. Remedies. Upon the occurrence of an Event of Default and its continuation beyond any applicable cure period, City may proceed with any of the following remedies:

iii. Pursue any other remedy allowed under the City Documents or at law or in equity.

22. Expens es. Developer agrees to pay an annual monitoring fee for compliance with this Agreement, which fee shall initially be $20 per Affordable Unit per year, as may be modified by resolution of the City Council which is in force and effect for a similar class of affordable units.

23. Miscellaneous.

a. Amendments. This Agreement may be amended or modified only by a written instrument signed by both Parties and recorded in the Official Records of The County of Los Angeles.

67 shall be construed as a waiver of any other provision or any succeeding breach of the same or any other provision hereof or a relinquishment for the future of such election.