AGENDA
CITY COUNCIL
NOVEMBER 4, 2025
CLOSED SESSION MEETING
5:00 PM
REGULAR MEETING
6:00 PM
NORWALK CITY HALL/COUNCIL CHAMBERS
Tony Ayala, Mayor
Jennifer Perez, Vice Mayor
Rick Ramirez, Councilmember
Margarita L. Rios, Councilmember
Ana Valencia, Councilmember
Public Comment: The public is encouraged to address City Council on any matter listed on the agenda or on any other matter within its jurisdiction subject to the rules of decorum described in Section 2.08.020 of the Norwalk Municipal Code. If you wish to address City Council, please complete a speaker card and hand the card to the Sergeant at Arms. City Council will hear public comment on items listed on the agenda during discussion of the matter and prior to a vote and on matters not listed on the agenda during the Oral Communications period.
Pursuant to provisions of the Brown Act, no action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The City Council may direct staff to investigate and/or schedule certain matters f or consideration at a future City Council meeting.
Please adhere to the following procedures when addressing the City Council: Comments should be limited to 3 minutes or less and
directed to the City Council as a whole and not directed to individual Councilmembers.
Americans with Disabilities Act: In compliance with the ADA, if you need special assistance to participate in a City meeting or other services offered by this City, please contact the City Clerk’s department, (562) 929 -5720. Assisted listening devices are available at this meeting. As k the City Clerk if you desire to use this device. Upon request, the agenda and documents in the agenda packet can be made available in appropriate alternative formats to persons with a disability. Notification of at leas t 48 hours prior to the meeting o r time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service.
Note: Any writings and/or documents provided to a majority of the City Council regarding any item on this agenda after it has been posted will also be made available for public inspection. Writings and/or documents are available for inspection in the City Clerk’s Department, during regular business hours, 8:00 a.m. to 6:00 p.m., Monday – Thursday and 8:00 a.m. to 5:00 p.m., every other Friday; telephone (562) 929-5720. You may also contact the City Clerk via e-mail at [email protected].
Gov. Code § 84308: Parties to any proceeding involving a license, permit, or other entitlement for use pending before the Ci ty Council must disclose any campaign contribution over $500 (aggregated) within the preceding 12 months made by the party, their agent, and those required to be aggregated with their contributions under Gov. Code § 82015.5. The disclosure must include the amount contributed and the name(s) of the contributor(s). "G.C. § 84308: Yes" on this agenda indicates that the item is subject to these regulations.
City Council, November 4, 2025 Page 2 of 5
CLOSED SESSION MEETING – 5:00 PM
CALL TO ORDER
Mayor Ayala
ROLL CALL
Theresa Devoy, CMC
City Clerk
ORAL COMMUNICATIONS FOR CLOSED SESSION MATTERS
CLOSED SESSION
I. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION PURSUANT TO GOVERNMENT CODE §54956.9(d)(2) – Significant exposure to litigation in one case.
II. CONFERENCE WITH REAL PROPERTY NEGOTIATOR PURSUANT TO GOVERNMENT CODE §54956.8, Assessor Parcel Numbers 8047-006-924 and 8047-006-925 (The Walk Project); Negotiating on behalf of the City: Jesus M. Gomez, City Manager; Negotiating Party: Primestor; Under Ne gotiation: Price and Terms of Payment.
III. PURSUANT TO GOVERNMENT CODE §54957.6; CONFERENCE WITH LABOR NEGOTIATOR.
Negotiating on behalf of the City: Jesus M. Gomez, City Manager; regarding negotiations with the Norwalk City Employees Association.
IV. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION PURSUANT TO GOVERNMENT CODE §54956.9(d)(2) in one case.
RECESS
REGULAR MEETING – 6:00 PM
CALL TO ORDER
Mayor Ayala
INVOCATION
Pastor Hector Gonzalez
Church of New Hope
FLAG SALUTE
Giovanni Armendarez
Southeast Academy High School
City Council, November 4, 2025 Page 3 of 5
ROLL CALL
Theresa Devoy, CMC
City Clerk
CLOSED SESSION REPORT
CITY COUNCIL COMMENTS
a. Report of City Council Travel
SPECIAL PRESENTATIONS
CITY MANAGER COMMENTS
1. State of the City 2025 Event Recap Video.
2. First Responders Luncheon 2025 Recap Video.
3. Halloween in Norwalk 2025 Recap Video.
4. Bi-Weekly Update.
CONSENT CALENDAR
Consent calendar items are considered routine matters which may be enacted by one motion and roll call vote.
Any item may be removed from the consent calendar and considered separately by City Council.
1. WAIVE READING IN FULL OF ALL ORDINANCES ON THE AGENDA Staff recommends City Council waive reading in full of all ordinances on the agenda and declare that said titles which appear on the public agenda shall be determined to have been read by title and further reading waived.
2. MEETING MINUTES
Staff recommends City Council approve the minutes of the meetings of October 17, 2025 and October 21, 2025. 825-04
3. PAYROLL FOR THE PERIOD SEPTEMBER 28, 2025 – OCTOBER 11, 2025 Staff recommends City Council approve gross payroll in the amount of $1,301,989.78; the payroll check numbers 38587 – 38596 and the voucher numbers 351191 – 351703 in the total net amount of $977,489.82 for the payroll period September 28, 2025 – October 11, 2025.
4. COMMERCIAL DEMANDS
Staff recommends City Council approve the warrant register period October 14,2025 – October 27,2025 , in the total amount of $4,489,939.04. 640
5. PLANNING COMMISSION SYNOPSIS - OCTOBER 22, 2025
No action is required.
City Council, November 4, 2025 Page 4 of 5
6. ORDINANCE NO. 25 -1760 - AMENDING TITLE 15 (BUILDINGS AND CONSTRUCTION) OF THE NORWALK MUNICIPAL CODE TO ADD CHAPTER 15.54 (ELECTRIC VEHICLE CHARGING) WHICH
SETS FORTH AN EXPEDITED, STREAMLINED PERMITTING PROCESS FOR ELECTRIC VEHICLE
CHARGING STATIONS
Staff recommend City Council accept for second reading and adopt Ordinance No. 25 -1760, AN ORDINANCE OF THE CITY OF NORWALK AMENDING TITLE 15 (BUILIDNGS AND CONSTRUCTION) OF THE NORWALK MUNICIPAL CODE TO ADD CHAPTER 15.54 (ELECTRIC VEHICLE CHARGING
STATIONS) WHICH SETS FORTH AN EXPEDITED, STREAMLINED PERMITTING PROCESS FOR ELECTRIC VEHICLE CHARGING SYSTEMS.
7. CONFIRM EMERGENCY WORK AT AQUATIC PAVILION
Staff recommend City Council authorize the City Manager to confirm the emergency service repair work at the Norwalk Aquatic Pavilion completed by Waterline Technologies, Inc. in the amount of $128,293.43.
8. PROJECT NO. 7934 - ACCEPT WORK FOR LOCAL STREETS REHABILITATION PROGRAM ZONE 7 ASPHALT IMPROVEMENTS, ENGINEER'S REPORT NO. 25-25
Staff recommends City Council accept the work of Manhole Adjusting, Inc. in the amount of $1,061,657.42 for Local Streets Rehabilitation Program Zone 7 Asphalt Improvements.
9. RESOLUTION NO. 25 -51 BUDGET AMENDMENT – ON-CALL CITYWIDE GRANT MANAGEMENT SERVICES, ENGINEERS REPORT NO. 25-24
Staff recommend City Council
a. adopt Resolution No. 25 -51, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NORWALK AUTHORIZING AN AMENDMENT TO THE FISCAL YEAR 2025/26 ADOPTED
BUDGET TO APPROPRIATE FUNDS FOR ON -CALL CITYWIDE GRANT MANAGEMENT SERVICES, in the amount of $50,000; and
b. approve agreements with Advanced Avant-Garde Corporation, Southstar Engineering & Consulting, Inc., and Blais & Associates, LLC to provide on-call grant management services for a term of three years from the date of execution, in an amount not-to-exceed $150,000 annually; and authorize the City Manager to execute the agreements, as well as any extensions or amendments, provided there is funding in the budget and it is within the City Manager’s signing authority, on behalf of the City, in a form approved by the City Attorney.
APPOINTMENTS
10. ADVISORY BODY APPOINTMENTS
Staff recommends City Council make appointments to fill the vacancies on the various Advisory Bodies for two-year terms expiring on December 31, 2026.
ORDINANCE AND RESOLUTIONS
11. ORDINANCE NO. 25 -1761 – ADOPTING THE 2025 CALIFORNIA BUILDING, RESIDENTIAL, FIRE,
WILDLAND-URBAN INTERFACE, PLUMBING, ELECTRICAL, MECHANICAL, ENERGY, EXISTING
BUILDING, AND GREEN BUILDING STANDARDS AND AMENDMENTS AND AMENDING THE
NORWALK MUNICIPAL CODE
Staff recommend City Council:
a. introduce for first reading by title only, Ordinance No. 25-1761, AN ORDINANCE OF THE CITY OF NORWALK ADOPTING BY REFERENCE THE 2025 EDITIONS OF THE CALIFORNIA BUILDING,
RESIDENTIAL, FIRE, WILDLAND -URBAN INTERFACE, PLUMBING, ELECTRICAL,
MECHANICAL, ENERGY, EXISTING BUILDING, AND GREEN BUILDING STANDARDS CODES AND RELATED MODEL CODES, WITH APPENDICES AND AMENDMENTS THERETO; AND AMENDING THE NORWALK MUNICIPAL CODE, and schedule for adoption; and b. set a public hearing date for November 18, 2025.
City Council, November 4, 2025 Page 5 of 5
12. RESOLUTION NO. 25-52 – APPROVING THE SECOND AMENDMENT TO THE GROUND LEASE, AN
EASEMENT AGREEMENT, AND COVENANTS, CONDITIONS, AND RESTRICTIONS FOR THE WALK
PROJECT SITE
Staff recommend City Council adopt Resolution No. 25-52, A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF NORWALK APPROVING THE SECOND AMENDMENT TO A GROUND LEASE BY AND BETWEEN THE CITY OF NORWALK AND PRIMESTOR NORWALK ENTERTAINMENT, LLC; AN EASEMENT AGREEMENT; AND COVENANTS, CONDITIONS, AND RESTRICTIONS; and authorize the City Manager to execute the Second Amendment to the Ground Lease Agreement, the Easement Agreement, and the Covenants, Conditions and Restrictions and any other ancillary documents and amendments in a form approved by the City Attorney.
ORAL COMMUNICATIONS
ADJOURNMENT
I hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City Hall bulletin board not less than 72 hours prior to the meeting. Dated October 31, 2025.
Theresa Devoy, CMC
City Clerk
20251017
825-04
M
INUTES OF SPECIAL MEETING
NORWALK CITY COUNCIL
NORWALK, CALIFORNIA
OCTOBER 17, 2025
Ma
yor Ayala called the special State of the City meeting to order at 11:15 a.m. in the conference room at the Doubletree Hotel , 13111 Sycamore Drive, Norwalk, California.
Responding to roll call were Councilmember Ramirez, Vice Mayor Perez , and Mayor Ayala. Councilmember Rios arrived after roll call. Councilmember Valencia w as absent. Also present were Jesus M. Gomez, City Manager ; and C hristel Zamudio , Deputy City Clerk.
PR
ESENTATIONS
Caren Spilsbury, Executive Director of the Norwalk Chamber of Commerce, provided a report on the Norwalk Chamber of Commerce. City Council received and filed.
C
aptain Richard Conti, Los Angeles County Sheriff’s Department provided a report on the Norwalk Sheriff’s Station. City Council received and filed.
Ma
yor Ayala shared videos and provided a presentation regarding the State of the City.
City Council received and filed.
O
RAL COMMUNICATIONS
T
here were no persons wishing to address City Council on the matters of this special meeting.
ADJ
OURNMENT
T
here being no further business to come before the City Council, the meeting was adjourned at 12:27 p.m.
___
_________________________
CHRISTEL ZAMUDIO
DEPUTY CITY CLERK
ATTEST:
___
_________________________
TONY AYALA
MAYOR
20251021
825-04
M
INUTES OF THE CLOSED SESSION AND REGULAR MEETINGS
NORWALK CITY COUNCIL
NORWALK, CALIFORNIA
OCTOBER 21, 2025
C
LOSED SESSION MEETING
Ma
yor Ayala called the meeting to order at 5:00 p.m. in the Council Chambers, Norwalk City Hall, 12700 Norwalk Boulevard, Norwalk, California. Responding to roll call were Councilmembers Ramirez and Rios, Vice Mayor Perez , and Mayor Ayala.
Councilmember Valencia was absent. Also present were Jesus M. Gomez, City Manager; Arnold M. Alvarez-Glasman, City Attorney; and Theresa Devoy, City Clerk.
ORAL COMMUNICATIONS FOR CLOSED SESSION MATTERS
Addressing City Council was Jack Cornejo on Item No. III.
CLOSED SESSION
C
ity Council immediately convened to closed session for discussion on the following matters:
I. CO
NFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION PURSUANT TO GOVERNMENT CODE §54956.9(d)(2) – Significant exposure to litigation in one case.
II. CO
NFERENCE WITH REAL PROPERTY NEGOTIATOR PURSUANT TO
GOVERNMENT CODE §54956.8, Assessor Parcel Numbers 8047- 006-924 and 8047-006-925 (The Walk Project); Negotiating on behalf of the City: Jesus M. Gomez, City Manager; Negotiating Party: Primestor; Under Negotiation: Price and Terms of Payment.
III. P
URSUANT TO GOVERNMENT CODE §54957.6; CONFERENCE WITH LABOR NEGOTIATOR. Negotiating on behalf of the City: Jesus M. Gomez, City Manager; regarding negotiations with the Norwalk City Employees Association.
R
ECESS
C
ity Council recessed at 5:47p.m. pending the commencement of the regular meeting.
RE
GULAR MEETING
Ma
yor Ayala called the meeting to order at 6:07 p.m. in the Council Chambers, Norwalk City Hall, 12700 Norwalk Boulevard, Norwalk, California. Responding to roll call were Councilmembers Ramirez, Rios, and Valenica, Vice Mayor Perez, and Mayor Ayala. Also Minutes of the Closed Session and Regular Meetings
Norwalk City Council
October 21, 2025
2 present were Jesus M. Gomez, City Manager; Arnold M. Alvarez-Glasman, City Attorney; and Theresa Devoy, City Clerk.
T
he invocation was delivered by Michael Gutierrez, Redeemer Covenant Church; followed by the flag salute, led by Ezabella Tizoc, Morrison Elementary School.
C
LOSED SESSION REPORT
T
he City Attorney indicated there was no reportable action taken on the matters discussed in closed session.
CI
TY COUNCIL COMMENTS
C
ouncilmember Rios recognized October as Breast Cancer Awareness Month and encouraged all to stay up to date on preventative care; highlighted the Paint the Town Pink campaign in support of the American Cancer Society and invited all to attend the Norwalk Chick-Fil-A fundraiser on October 22 nd to support this worthy cause; reported attending a youth event at Redeemer Covenant Church and the importance of providing support to the youth in the community. Councilmember Valencia reported on her attendance at the 40 th Annual Arturo Sanchez Halloween Parade; thanked staff and the Sanchez family for a great job; invited the community to visit the Norwalk Arts and Sports Complex to view a collection of photos and memorabilia from the many Arturo Sanchez Halloween Parades and to the City’s upcoming Halloween events. Vice Mayor Perez reported on her attendance at the Annual League of California Cities conference held at the Long Beach Convention C enter; announced the City’s Teen Alliance Program was awarded a Helen Putnam Award for Excellence; thanked staff and the community for a wonderful Halloween Parade; commented on the California Contract Cities monthly meeting and the “Women in Leadership” dinner meeting; congratulated staff and Mayor Ayala on a wonderful State of the City; and wished everyone a Happy Halloween. Mayor Ayala commented on the success of the Arturo Sanchez Halloween Parade and thanked staff and the Sanchez family for a successful event; and s hared that $15,000 dollars in scholarships were awarded to bands that participated in the parade.
SPEC
IAL PRESENTATIONS
C
ity Council recognized the American Cancer Society for their contributions.
C
ity Council recognized the Southeast Area Animal Control Authority on their 50 th Anniversary.
Minutes of the Closed Session and Regular Meetings
Norwalk City Council
October 21, 2025
3 CITY MANAGER COMMENTS
V
ideos were shared highlighting the Halloween Parade 2025 Recap, the State of the City, and the “Bi-Weekly Review.”
CO
NSENT CALENDAR
Consent calendar items are considered routine matters which may be enacted by one motion and roll call vote. Councilmember Perez moved and Councilmember Valencia seconded to approve the consent calendar as recommended. MOTION CARRIED BY THE FOLLOWING ROLL CALL VOTE:
A
YES: Councilmembers Ramirez, Rios, and Valencia, Vice Mayor Perez, and Mayor Ayala
NOES: None
ABSENT: None
W
AIVE READING IN FULL OF ALL ORDINANCES ON THE AGENDA - City Council waived reading in full of all ordinances on the agenda and declared that said titles which appear on the public agenda shall be determined to have been read by title and further reading waived.
M
EETING MINUTES
C
ity Council approved the minutes of the meetings of October 7, 2025. 825-04 P
AYROLL FOR THE PERIOD SEPTEMBER 14, 2025 – SEPTEMBER 27, 2025 City Council approved gross payroll in the amount of $1,345,430.90; the payroll Check Nos. 38572 – 38586 and the Voucher Nos. 350678 – 351190, in the total net amount of $981,977.23 for the payroll period September 14, 2025 – September 27, 2025. 630
CO
MMERCIAL DEMANDS
C
ity Council approved the warrant register period September 30, 2025 – October 13, 2025, in the total amount of $5,222,814.66. 640
P
LANNING COMMISSION SYNOPSIS - OCTOBER 8, 2025
N
o action was taken. 320
Minutes of the Closed Session and Regular Meetings
Norwalk City Council
October 21, 2025
4 AGREEMENT FOR BODY REPAIR AND PAINTING SERVICES FOR TRANSIT BUSES
AND HEAVY-DUTY VEHICLES AND EQUIPMENT
C
ity Council approved an agreement with ABC Bus, Inc. for body repair and painting for transit buses city -wide heavy-duty vehicles and equipment for the period of January 1, 2026 through June 30, 2029, with an option to extend annually for two additional o ne- year periods from July 1 through June 30 of each year thereafter for a total contract value of $325,000; and authorized the City Manager to execute the agreement and any amendments, provided there is funding in the budget and it is within the City Manag er’s signing authority, on behalf of the City, in a form approved by the City Attorney. 634-05
AMENDMENT NO. 3 TO MEMORANDUM OF UNDERSTANDING TO DEVELOP AND
IMPLEMENT A WATERSHED MANAGEMENT PROGRAM AND COORDINATED
INTEGRATED MONITORING PROGRAM FOR THE LOWER SAN GABRIEL RIVER
WATERSHED COMMITTEE
C
ity Council approved Amendment No. 3 to the Memorandum of Understanding with Gateway Water Management Authority (GWMA) to develop and implement a Watershed Management Program and Coordinated Integrated Monitoring Program for the Lower San Gabriel River Watershed Committee; to extend the term of the agreement through September 30, 2030; for an estimated average annual cost of $82,983 plus GWMA’s administration and indirect administrative fees, and authorized the City Manager to execute the amendment on behalf of the City, in a form approved by the City Attorney.
1070-04
A
PPOINTMENTS
ADV
ISORY BODY APPOINTMENTS
N
one. 200
O
RDINANCES AND RESOLUTIONS
O
RDINANCE NO. 25 -1760 - AMENDING TITLE 15 (BUILDINGS AND
CONSTRUCTION) OF THE NORWALK MUNICIPAL CODE RELATED TO ELECTRIC
VEHICLE CHARGING WHICH SETS FORTH AN EXPEDITED, STREAMLINED
PERMITTING PROCESS FOR ELECTRIC VEHICLE CHARGING STATIONS F
ollowing a report by Faye Yuan, Building and Safety Manager, Vice Mayor Perez moved and Councilmember Rios seconded to
a. introduce by title only Ordinance No. 25- 1760, AN ORDINANCE OF THE CITY OF NORWALK AMENDING TITLE 15 (BUILDINGS AND CONSTRUCTION) OF THE
NORWALK MUNICIPAL CODE RELATED TO ELECTRIC VEHICLE CHARGING Minutes of the Closed Session and Regular Meetings
Norwalk City Council
October 21, 2025
5 WHICH SETS FORTH AN EXPEDITED, STREAMLINED PERMITTING PROCESS FOR ELECTRIC VEHICLE CHARGING STATIONS, waived further reading and scheduled for adoption; and
b. considered and found the project exempt from CEQA pursuant to Section 15308.
M
OTION CARRIED BY THE FOLLOWING ROLL CALL VOTE:
A
YES: Councilmembers Ramirez, Rios, and Valencia, Vice Mayor Perez and Mayor Ayala
NOES: None
ABSENT: None
RESOLUTION NO. 25-50 – APPROVING AN AMENDED AND RESTATED PARKING
AGREEMENT
F
ollowing a report by Alex Hamilton, Interim Director of Community Development, Councilmember Ramirez moved and Councilmember Rios seconded to:
a. find that the Amended and Restated Parking Agreement is categorically exempt pursuant to the California Environmental Quality Act (“CEQA”) as this activity will not have a significant effect on the environment per Section 15301 Class 1 (Existing Facilities) of the CEQA Guidelines and CEQA Guidelines Section 15061(b)(3) – Common Sense Exemption in that it can be seen with certainty that there is no possibility that the Amended and Restated Parking Agreement may have a significant effect on the environment. None of the exceptions under CEQA Guidelines Section 15300.2 apply;
b. adopt Resolution No. 25-50, A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF NORWALK APPROVING AN AMENDED AND RESTATED PARKING
AGREEMENT; and
c. authorize the City Manager to execute the Amended and Restated Parking Agreement and any documents under the terms of the Agreement and such other ancillary documents, and any additional amendments provided there is funding in the budget, in a form approved by the City Attorney.
M
OTION CARRIED BY THE FOLLOWING ROLL CALL VOTE:
A
YES: Councilmembers Ramirez, Rios, and Valencia, Vice Mayor Perez and Mayor Ayala
NOES: None
ABSENT: None
Minutes of the Closed Session and Regular Meetings
Norwalk City Council
October 21, 2025
6 ORAL COMMUNICATIONS
A
ddressing City Council were Al Archuleta, Britney Spears, Andy G., Jack Cornejo, Brian Tindall, Hind Rijab, Lizette Romano, Clara Barton, Sophia Palafox, Kylie, Norwalk Resident, Anthony Armendarez, Tamora, and Caren Spilsbury.
ADJ
OURNMENT
T
here being no further business to come before City Council, the meeting was adjourned at 7:36 p.m.
___
_________________________
THERESA DEVOY, CMC
CITY CLERK
ATTEST:
___
_________________________
TONY AYALA
MAYOR
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Jana Stuard, Director of Finance/City Treasurer
Karmin Hernandez Persi, Financial Analyst
SUBJECT: PAYROLL FOR THE PERIOD SEPTEMBER 28, 2025 – OCTOBER 11, 2025 Background:
The City’s gross payroll cost for the period September 28, 2025 – October 11, 2025 totaling $1,301,989.78
Fiscal Impact:
N/A
Citizens Advised:
N/A
Strategic Plan 2023 Implementation:
N/A
Recommended Action:
Staff recommends City Council approve gross payroll in the amount of $1,301,989.78; the payroll check numbers 38587 – 38596 and the voucher numbers 351191 – 351703 in the total net amount of $977,489.82 for the payroll period September 28, 2025 – October 11, 2025.
Attachments:
N/A
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
1 COASTAL OCCUPATIONAL MEDICAL GROUP
POST-OFFER MEDICAL SCREENINGS
204110
$585.00
2 ANTHONY R JONES
SENIOR CENTER MUSICAL ENTERTAINMENT
204111
$1,200.00
3 ASSI SECURITY INC
CITY HALL SECURITY SEPTEMBER
204112
$250.00
4 AUTO CHLOR SYSTEM
CLEANING SOLUTIONS
204113
$597.25
5 BRANDON NGUYEN
ADULT LEAGUE REFUND
204114
$96.00
6 BRENNAN ESTIMATING SERVICES
NASC REPAIRS
204115
$1,705.00
7 C A T SPECIALTIES INC
COMMISSIONER POLOS
204116
$1,475.48
8 STATE OF CA DEPT OF GENERAL SERVICES
BSA REPORT JULY 2025-SEPTEMBER 2025
204117
$429.30
9 CUMMINS INC
PARTS AND SUPPLIES
204118
$560.92
10 DATA TICKET INC
CITATION SERVICES AUGUST 2025
204119
$1,043.00
11 TK SERVICES INC
AIR CONDITIONING PARTS
204120
$2,406.21
12 DEMI PEREZ
HALLOWEEN PARADE 2025
204121
$300.00
13 STATE OF CALIFORNIA
SMIP REPORT FEE JULY- SEPTEMBER
204122
$1,294.56
14 DRAW TAP GIS LLC
GIS CONSULTAION SERVICES
204123
$4,200.00
15 GALLS PARENT HOLDINGS LLC
UNIFORMS AND RELATED EQUIPMENT
204124
$383.22
16 GILLIG LLC
BUS PARTS
204125
$77.45
17 JESSICA BARGAS-JIMENEZ
NASC SECURITY DEPOSIT REFUND
204126
$500.00
18 JOSHUA'S WINDOWS & DOORS
BOARD UP SERVICES
204127
$7,950.00
19 KDC CONSTRUCTION
WASTE MANAGEMENT DEPOSIT REFUND
204128
$1,872.20
20 LUIS MENCOS
HALLOWEEN PARADE 2025
204129
$300.00
21 CHRISTOPHER M RODRIGUEZ
DJ SERVICES PUMPKIN FLOAT
204130
$350.00
22 MANHATTAN STITCHING COMPANY INC
FALL YOUTH COACH POLO
204131
$1,156.01
23 MARIA PENA
NASC CANCELLATION
204132
$2,842.50
24 MICHAEL JACKSON
NASC FIT CLASSES SEPTEMBER 2025
204133
$135.00
25 UNIFORM DEPOT INC
UNIFORM AND RELATED EQUIPMENT
204134
$270.39
26 MYERS & SONS HI-WAY SAFETY INC
TRAFFIC SIGNING
204135
$2,416.15
27 JALYSSA INC
TENANT CREDIT AND BACKGROUND REPORT
204136
$1,039.20
28 JOE'S SWEEPING INC
BUS STOP TRASH AND MAINTENANCE
204137
$27,996.81
29 NICHOLLS CONSULTING INC
RECYCLING CONSULTING SEPTEMBER
204138
$4,186.73
30 NORWALK CHAMBER OF COMMERCE
CITY CONTRIBUTION OCTOBER
204139
$3,458.34
31 NORWALK PRINTERS INC
FINANCE BUS CARDS
204140
$743.56
32 PRIORITY LANDSCAPE SERVICES LLC
AQUATIC PAVILLION CATEGORY 2 OCTOBER
204141
$61,311.08
33 MOBILE RELAY ASSOCIATES
MOBILE RADIO LEASE
204142
$5,850.00
34 RINCON CONSULTANTS INC
DTSC ENGAGEMENT AND REPORT
204143
$11,599.50
35 ROADLINE PRODUCTS INC USA
TRAFFIC SIGNING
204144
$1,613.30
36 ROBERTO REYES
WASTE MANAGEMENT DEPOSIT REFUND
204145
$1,000.00
37 ROSALEE SANTA ANA
CAPIO SUMMIT REIMBURSEMENT
204146
$110.80
38 RUDY PEREZ
CITATION DISMISSED REFUND
204147
$2,000.00
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
39 BARRY ROBINSON
YOUTH FOOTBALL JERSEY
204148
$3,283.81
40 WM CURBSIDE LLC
OIL PICKUPS
204149
$396.60
41 SUNWEST ENGINEERING CONSTRUCTORS
REGULATORY COMPLIANCE
204150
$1,835.85
42 THE ECOHEROSHOW LLC
ECOHERO SHOW
204151
$1,800.00
43 L V CROWN LLC
GOODS AND SERVICES
204152
$3,530.48
44 ULINE INC
ELECTRICAL CORD COVER
204153
$2,034.44
45 UNDERGROUND SERVICE ALERT OF SO CA
CA STATE REGISTRATION FEE
204154
$327.63
46 UNIFIRST CORPORATION
SUPPLIES CITYWIDE SEPTEMBER 2025
204155
$22.87
47 VANESSA RAMOS
FINANCE CONSULTING SERVICES
204156
$1,305.00
48 WATERLINE TECHNOLOGIES INC
SUPPLIES AND CHEMICALS
204157
$2,490.90
49 WEST COAST ARBORISTS INC
CITYWIDE TRIM AND TREE SERVICES
204158
$69,912.20
50 WESTERN STATES CONVERTERS &
PARTS FOR ALLISON TRANSMISSIONS
204159
$24.28
51 ALEX RODRIGUEZ JR
CHILD CARE STAGE 1 AUGUST 2025
204160
$2,929.97
52 ANGELA JESUSITA CARBAJAL
CHILD CARE STAGE 1
204161
$840.10
53 ROSA GABRIELA PAEZ CONTRERAS
CHILD CARE STAGE 1
204162
$1,384.48
54 DESTINEY XANTHINE BAUTISTA
CHILD CARE STAGE 1
204163
$968.46
55 EFROCINA HERNANDEZ
CHILD CARE STAGE 1
204164
$1,312.12
56 ERIKA FLORES
CHILD CARE STAGE 1
204165
$874.44
57 HECTOR FERREYRA NAVARRO
CHILD CARE STAGE 1
204166
$1,172.10
58 JUSTIN IVAN GONZALEZ
CHILD CARE STAGE 1
204167
$651.79
59 ALLEN FAMILY DAY CARE LLC
CHILD CARE STAGE 1 AUGUST 2025
204168
$2,235.28
60 LANITA LA TRELL JENKINS
CHILD CARE STAGE 1
204169
$1,936.92
61 MARCELA OVIEDO DE GONZALEZ
CHILD CARE STAGE 1
204170
$874.44
62 MARIANNE FRANCINE GONZALES
CHILD CARE STAGE 1
204171
$727.46
63 MARSHNEIL IRA HASTINGS
CHILD CARE STAGE 1
204172
$902.92
64 MARTHA RADILLO
CHILD CARE STAGE 1
204173
$874.43
65 NATALIE ROSE LEYVA
CHILD CARE STAGE 1
204174
$874.44
66 NEW HARVEST CHRISTIAN FELLOWSHIP
CHILD CARE STAGE 1
204175
$1,540.00
67 RODOLFO ROMERO JR
CHILD CARE STAGE 1
204176
$557.94
68 TRINITY LUTHERAN CHURCH
CHILD CARE STAGE 1
204177
$1,753.76
69 VANESSA MARIE CONTRERAS
CHILD CARE STAGE 1
204178
$1,968.15
70 ADAPT CONSULTING INC
OIL FUNNELS
204179
$1,702.29
71 ALPHACOMM INC
CABLING ADDITIONS
204180
$3,200.00
72 AMERICO MATTSON
NASC TAE KWON DOE FALL
204181
$917.00
73 ARTESIA BUILDING MATERIALS INC
SAND COMPACTION PILE
204182
$795.40
74 AUTO CHLOR SYSTEM
REPLENISH CLEANING SOLUTIONS
204183
$532.94
75 SULLY MILLER CONTRACTING CO
HOT MIX
204184
$651.47
76 BRENNAN ESTIMATING SERVICES
NASC REPAIRS
204185
$1,667.55
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
77 CHRISTIAN CAYETANO
PARK SECURITY DEPOSIT REFUND
204186
$500.00
78 CIVILTEC ENGINEERING INC
WELLS 10 PROJECT 7451 AUGUST
204187
$7,460.00
79 CJ CONCRETE CONSTRUCTION INC
RETENTION RELEASE PROJECT 3302-2425
204188
$24,217.30
80 CLINICAL LAB OF SAN BERNARDINO INC
WATER TESTING AUGUST 2025
204189
$1,792.50
81 CORELOGIC INC
GOODS AND SERVICES SEPTEMBER 2025
204190
$420.27
82 CLIFFORD D WHITE
REPAIR ASSEMBLY
204191
$1,445.00
83 DARRELL GILLCRESE
NASC SECURITY DEPOSIT REFUND
204192
$1,000.00
84 SOUTHERN CALIF SECURITY CENTERS INC
LOCK AND SECURITY SERVICES
204193
$208.17
85 HONEYCOTT INC
BEE REMOVAL SERVICES
204194
$235.00
86 DUNN-EDWARDS CORPORATION
PAINT SUPPLIES
204195
$5,759.81
87 EASTSIDE SERVICES INC
WINDOW WASHING TRANSIT
204196
$760.00
88 GALLS PARENT HOLDINGS LLC
UNIFORMS AND RELATED EQUIPMENT
204197
$354.86
89 GILLIG LLC
BUS PARTS
204198
$1,090.89
90 WW GRAINGER INC
MAINTENANCE MATERIALS
204199
$1,156.91
91 I-5 CONSORTIUM
FY26 CITY DOWNEY CENTER
204200
$30,000.00
92 ISABEL GIESER
KID JAZZ CLASS REFUND
204201
$69.00
93 JIMMY GOMEZ
LOCK PURCHASE REIMBURSEMENT
204202
$60.34
94 JIMNI SYSTEMS INC
EMERGENCY SERVICES SEPTEMBER 2025
204203
$47,413.59
95 JOE A GONSALVES & SON
LOBBYING FIRM SERVICES OCTOBER 2025
204204
$3,000.00
96 JOSE THEJAS
NASC SECURITY DEPOSIT REFUND
204205
$500.00
97 JUDGE NETTING INC
CABLE AND NET INSTALLATION
204206
$18,500.00
98 JULIO SANCHEZ
NASC SECURITY DEPOSIT REFUND
204207
$1,000.00
99 MADELINE PABLO
TAP REIMBURSEMENT
204208
$700.00
100
MARCELLE GREENIDGE
PARK SECURITY DEPOSIT REFUND
204209
$250.00
101
MARIA MENDOZA
NASC SECURITY DEPOSIT REFUND
204210
$500.00
102
PATRICK MARTIN
FRAME SIGNAGE PUBLIC SAFETY
204211
$50.00
103
MIRACLE RECREATION EQUIPMENT CO INC
HOLIFIELD SWING PARTS
204212
$2,034.55
104
UNIFORM DEPOT INC
UNIFORM AND RELATED EQUIPMENT
204213
$787.97
105
WATER REPLENISHMENT DISTRICT
WATER REPLENISH APRIL 2025
204214
$54,863.65
106
STEVE LOUDERBACK
ANTI GRAFFITI FILM
204215
$625.00
107
PATRICIA SANDOVAL
NASC ZUMBA CLASS FALL
204216
$163.80
108
PSOMAS
SEWER PLAN JULY-AUGUST
204217
$1,860.00
109
STEPHANIE ALVARADO
NASC SECURITY DEPOSIT REFUND
204218
$1,000.00
110
THE ADR COACH INC
HEARING OFFICER FEES
204219
$600.00
111
THE DOWNEY PATRIOT INC
PUBLIC HEARING NO 2025-01/25-48
204220
$195.75
112
TRI WEST MECHANICAL INC
CITY HALL BASEMENT REPAIRS
204221
$595.00
113
UNIFIRST CORPORATION
SUPPLIES CITYWIDE SEPTEMBER 2025
204223
$5,230.60
114
URBAN RESTORATION GROUP US INC
GRAFFITI REMOVAL SUPPLIES
204224
$3,196.13
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
115
URIEL RAMIREZ
NASC FOLK CLASS FALL
204225
$1,512.00
116
VASQUEZ & COMPANY LLP
FY25 ANNUAL AUDIT
204226
$19,600.00
117
W G ZIMMERMAN ENGINEERING INC
STAFF AUGMENTATION SEPTEMBER 2025
204227
$6,960.00
118
JIM WARINO
NASC MUSIC CLASS FALL
204228
$85.40
119
WEST COAST ARBORISTS INC
CITYWIDE TREE TRIMMING SERVICES
204229
$12,868.10
120
ADELA ESPINOZA GARCIA
CHILD CARE
204230
$1,556.07
121
AIDAN JAMES ZEPPUHAR
CHILD CARE
204231
$1,301.03
122
ARACELI GONZALEZ
CHILD CARE
204232
$3,112.14
123
AUDRIANNA NICOLE SCHUCK
CHILD CARE STAGE 3
204233
$274.92
124
ETELBINA DIAS
CHILD CARE STAGE 2
204234
$1,515.93
125
MARIA LOPEZ ESPINOSA
CHILD CARE STAGE 3
204235
$974.75
126
EVANGELINA ALICEA DE BONALES
CHILD CARE
204236
$1,102.58
127
FILADELFIA GODINEZ
CHILD CARE STAGE 3
204237
$1,748.88
128
FRED M. MAESTAS
CHILD CARE STAGE 2
204238
$1,363.26
129
GAUDENCIA O ROMERO ALONZO
CHILD CARE AUGUST 2025
204239
$1,027.92
130
GROWING TOGETHER LOPEZ DAY CARE
CHILD CARE STAGE 3
204240
$1,753.43
131
GUILLERMINA MARTINEZ
CHILD CARE STAGE 3
204241
$2,500.46
132
IRMA DEBRA CORELLA
CHILD CARE STAGE 2
204242
$1,585.90
133
JAVIER MEZA
CHILD CARE STAGE 2
204243
$681.63
134
JAYLENE ALEXA CENDEJAS
CHILD CARE
204244
$944.06
135
JOHN M RUIZ
CHILD CARE STAGE 2
204245
$656.05
136
JUDY ANN ALANIS
CHILD CARE
204246
$1,556.07
137
ALLEN FAMILY DAY CARE LLC
CHILD CARE STAGE 2 AUGUST 2025
204247
$6,737.12
138
MAOD INC
CHILD CARE STAGE 2
204248
$1,439.26
139
MARIA ALEJANDRINA GARCIA
CHILD CARE STAGE 2
204249
$586.05
140
MARIA ALICIA MURILLO
CHILD CARE
204250
$681.63
141
MARISA RAFAELA ZAMUDIO
CHILD CARE STAGE 3
204251
$681.63
142
MARTIN S. HINCH
CHILD CARE STAGE 2
204252
$4,573.73
143
MICHELLE YVETTE ORTIZ
CHILD CARE STAGE 2
204253
$557.94
144
RAQUEL SILVA
CHILD CARE
204254
$681.63
145
ROSALINA MAGRAMO RELLOSA
CHILD CARE STAGE 3
204255
$614.16
146
ROSALINDA M JAIMEZ
CHILD CARE STAGE 3
204256
$584.11
147
MARIA DEL CONSUELO RUIZ MADRIGAL
CHILD CARE STAGE 2
204257
$14,447.64
148
SILVER FLOWER CAMACHO
CHILD CARE STAGE 3
204258
$297.64
149
SONIA ALONSO
CHILD CARE STAGE 2 AUGUST 2025
204259
$840.10
150
THERESA MARIE DURANT
CHILD CARE STAGE 2
204260
$874.44
151
TRINITY LUTHERAN CHURCH
CHILD CARE STAGE 2
204261
$6,138.16
152
VERONICA RODRIGUEZ
CHILD CARE
204262
$3,275.13
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
153
GUADALUPE VILLAGRAN
CHILD CARE
204263
$2,524.99
154
AMERICAN CANCER SOCIETY INC
CANCER SOCIETY DONATION
204264
$3,000.00
155
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE APRIL 2024
204265
$3,294.66
156
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE JUNE 2025
204266
$4,221.65
157
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE OCTOBER 2024
204267
$2,388.54
158
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE NOVEMBER 2024
204268
$4,889.98
159
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE DECEMBER 2024
204269
$4,887.25
160
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE JANUARY 2025
204270
$4,790.70
161
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE FEBRUARY 2025
204271
$4,983.64
162
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE MARCH 2025
204272
$4,992.42
163
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE APRIL 2025
204273
$4,988.85
164
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE MAY 2025
204274
$4,988.85
165
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE JULY 2025
204276
$4,497.84
166
VERIZON BUSINESS NETWORK SERVICES
UTILITIES CITYWIDE AUGUST 2025
204278
$4,481.38
167
ASSI SECURITY INC
CARD READER INSTALLATION
204279
$4,975.90
168
SULLY MILLER CONTRACTING CO
HOT MIX
204280
$1,414.85
169
DISTRICT LODGE 947, IAMAW
EMPLOYEE UNION DUES
204281
$6,383.39
170
CARAHSOFT TECHNOLOGY CORPORATION
EMPLOYMENT AND INCOME VERIFICATION
204282
$437.54
171
COMMERCIAL PEST SERVICES
CAC PEST CONTROL SEPTEMBER
204283
$91.00
172
PEDESTAL CAPITAL II LLC
STATE OF THE CITY EVENT
204284
$15,483.27
173
FAIR HOUSING FOUNDATION
FAIR HOUSING SERVICE AUGUST 2025
204285
$2,085.71
174
FRANCHISE TAX BOARD
PAYROLL DEDUCTIONS ENDING 10/03/2025
204286
$749.00
175
GILLIG LLC
BUS PARTS
204287
$848.63
176
IVAN SALVATIERRA
DJ SERVICES
204288
$500.00
177
SO CALIF REGIONAL RAIL AUTHORITY
FARE MEDIA (REVENUE)
204289
$658.25
178
JALYSSA INC
TENANT CREDIT BACKGROUND
204290
$8.95
179
ONWARD ENGINEERING
BUS STOP IMPROVEMENT SEPTEMBER 2025
204291
$27,859.00
180
GJKG, INC
BUS OPERATOR ASSESSMENT SEPTEMBER
204292
$100.00
181
SUNWEST ENGINEERING CONSTRUCTORS
REGULATORY COMPLIANCE AND REPAIRS
204293
$412.00
182
PAPER DEPOT DOCUMENT DESTRUCTION
PAPER SHRED SERVICES
204294
$750.00
183
TRILLIUM ACQUISITION LLC
FUEL
204295
$12,896.56
184
US ARMOR CORPORATION
BALLISTIC VESTS AND SUPPLIES
204296
$900.40
185
VERDANT BRANDED INC
BUS OPERATOR POLOS
204297
$1,668.19
186
WATERLINE TECHNOLOGIES INC
EMERGENCY SERVICE MAY-SEPTEMBER
204298
$11,060.13
187
WAXIE'S ENTERPRISES LLC
CUSTODIAL SUPPLIES
204299
$97.04
188
WEST COAST ARBORISTS INC
PARKS AND CITY HALL TURF
204300
$12,201.30
189
ASHLEY MARIE LEVARIO
CHILD CARE STAGE 1
204301
$2,150.40
190
CARMEN DAVALOS
CHILD CARE STAGE 1
204302
$2,237.70
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
191
ELIZABETH L PIMENTEL
CHILD CARE STAGE 1
204303
$656.05
192
ERNESTO HERRERA
CHILD CARE STAGE 1
204304
$1,636.54
193
ALLEN FAMILY DAY CARE LLC
CHILD CARE STAGE 1
204305
$2,325.43
194
LIDISE DELGADO
CHILD CARE STAGE 1
204306
$968.46
195
NADINE MCGUIRE
CHILD CARE STAGE 1
204307
$1,346.79
196
NANCY MICHELLE SANCHEZ ROSAS
CHILD CARE STAGE 1
204308
$1,556.07
197
NEW HARVEST CHRISTIAN FELLOWSHIP
CHILD CARE STAGE 1
204309
$3,210.00
198
ROBERTO APARICIO
CHILD CARE STAGE 1
204310
$1,708.84
199
SAMIR HUMAYUN
CHILD CARE STAGE 1
204311
$3,793.77
200
SARAH CORRINE SMITH WHITSON
CHILD CARE STAGE 1
204312
$681.63
201
SUZANNA E RAMOS
CHILD CARE STAGE 1
204313
$667.01
202
VANESSA MARIE CONTRERAS
CHILD CARE STAGE 1
204314
$2,044.89
203
ANGELA GARNICA GARCIA
CHILD CARE STAGE 2
204315
$1,135.84
204
CAROLINE K MORENO
CHILD CARE
204316
$548.23
205
CHRISTINE MICHELLE SANDOVAL
CHILD CARE
204317
$663.36
206
DAVIT PETROSYAN
CHILD CARE STAGE 3
204318
$1,313.38
207
EVA LINDA MORENO
CHILD CARE
204319
$438.68
208
ALLEN FAMILY DAY CARE LLC
CHILD CARE STAGE 2
204320
$11,882.96
209
MARIA DEL CARMEN PEREZ
CHILD CARE STAGE 2
204321
$1,604.91
210
MARIA G RAMIREZ
CHILD CARE STAGE 3
204322
$714.98
211
MARIA JESUS VARGAS DE SANDOVAL
CHILD CARE STAGE 3
204323
$968.46
212
NADINE MCGUIRE
CHILD CARE STAGE 2
204324
$3,902.54
213
NEW HARVEST CHRISTIAN FELLOWSHIP
CHILD CARE STAGE 2
204325
$2,084.00
214
VALERIA SANDOVAL
CHILD CARE STAGE 3
204326
$1,556.07
215
VERONICA NICHOLE AMBRIZ
CHILD CARE STAGE 2
204327
$557.94
216
CWF INC
HALLOWEEN 2025 CANOPY RENTAL
204328
$2,302.30
217
ADRIANA RAMOS
NASC SECURITY DEPOSIT REFUND
204329
$500.00
218
ADVANTEC CONSULTING ENGINEERS INC
DESIGN SERVICES AUGUST 2025
204330
$27,612.88
219
SNC VETERINAY INC
FELINE NEUTER PROGRAM
204331
$1,206.00
220
AMERICAN WATERWORKS INC
PREVENTATIVE MAINTENANCE
204332
$492.80
221
ANDREW FRANCO
HALLOWEEN 2025 PARADE DJ SERVICE
204333
$1,500.00
222
ARACELI CABALLERO
NASC SECURITY DEPOSIT REFUND
204334
$1,000.00
223
ASSI SECURITY INC
SECURITY SYSTEM OCTOBER
204337
$250.00
224
BALTAZAR B ESTRADA
SENIOR CENTER HALLOWEEN DJ
204338
$675.00
225
TOURBILLON ENTERPRISES LLC
AUTOMOTIVE AND BUS BATTERY
204339
$1,017.58
226
BELINDA GOMEZ
NASC SECURITY DEPOSIT REFUND
204340
$500.00
227
SULLY MILLER CONTRACTING CO
HOT MIX
204341
$1,348.89
228
BRENNAN ESTIMATING SERVICES
FIRE ALARM SERVICES JULY
204342
$675.00
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
229
CINTAS CORPORATION NO 2
VEHICLE MAINTENANCE UNIFORMS
204343
$1,077.48
230
CLAUDIA GONZALEZ
PARK SECURITY DEPOSIT REFUND
204344
$500.00
231
COMMERCIAL PEST SERVICES
SENIOR CENTER
204345
$166.00
232
CRAFCO INC
ASPHALT
204346
$3,580.20
233
CUMMINS INC
CUMMINS SOFTWARE
204347
$3,376.29
234
HONEYCOTT INC
BEE REMOVAL JULY
204348
$395.00
235
MIKE CABRERA CORPORTATION
NORWALK NOW PRINT OCTOBER 2025
204349
$5,407.00
236
ERIKA RAMIREZ
WASTE MANAGEMENT DEPOSIT REFUND
204350
$1,779.75
237
FALCON FUELS INC
SUPPLY AND DELIVERY OF DIESEL
204351
$35,444.24
238
FERNANDO RENTERIA
NASC SECURITY DEPOSIT
204352
$900.00
239
ADMINISTRATIVE SERVICES CO-OP
PARATRANSIT DEMAND RESPONSE AUGUST
204353
$8,872.41
240
FRONTIER CALIFORNIA INC
UTILITIES CITYWIDE OCTOBER 2025
204354
$4,060.24
241
GILLIG LLC
BUS PARTS
204355
$1,353.98
242
WW GRAINGER INC
MAINTENANCE SUPPLIES
204356
$734.18
243
GREENCYCLE
PARKS LANDSCAPE SECTION
204357
$1,583.22
244
H&H AUTO PARTS WHOLESALE
SUPPLY AND DELIVERY OF AUTO
204358
$227.90
245
HINDERLITER DE LLAMAS & ASSOC
SALES AND TRANSACTION TAX QUARTER 1
204359
$1,015.59
246
INLAND KENWORTH US INC
SUPPLY AND DELIVERY OF BREAKS
204360
$1,338.07
247
JIMNI SYSTEMS INC
BI-ANNUAL MAINTENANCE AND REPAIRS
204361
$2,475.93
248
JMDIAZ INC
CONTRACT DESIGN SERVICES ZONE
204362
$6,687.52
249
JOHN YBARRA
COMPUTER LOAN
204363
$1,705.11
250
JORGE ARELLANO
WASTE MANAGEMENT DEPOSIT REFUND
204364
$1,477.00
251
JOSE LUIS VELASQUEZ JR
HALLOWEEN25 DJ SERVICES
204365
$500.00
252
JUAN CARLOS PARADA
NASC SECURITY DEPOSIT REFUND
204366
$500.00
253
JUDIT GUTIERREZ
NASC SECURITY DEPOSIT REFUND
204367
$1,000.00
254
COUNTY OF LA DEPT OF PUBLIC WORKS
INDUSTRIAL WASTE SERVICES
204368
$11,648.59
255
LIBERTY UTILITIES CORP
UTILITIES CITYWIDE SEPTEMBER 2025
204369
$57,495.70
256
LIBERTY UTILITIES CORP
UTILITY ASSISTANCE SOCIAL SERVICES
204370
$882.12
257
LILIANA MEDINA
NASC SECURITY REFUND
204371
$850.00
258
MARS ENVIRONMENTAL INC
SNACK BAR GREASE
204372
$566.10
259
MCMASTER-CARR SUPPLY COMPANY
MISCELLANEOUS SUPPLIES
204373
$145.85
260
MNS ENGINEERS INC
CONSULTING SERVICES SEPTEMBER 2025
204374
$2,212.50
261
UNIFORM DEPOT INC
BUS OPERATORS UNIFORMS
204375
$6,526.03
262
JOE'S SWEEPING INC
SHOPPING CART REMOVAL SEPTEMBER
204376
$1,604.28
263
GOVERNMENTJOBS.COM INC
EFORM SETUP SUBSCRIPTION
204377
$8,115.50
264
NORMESHA WILLIAMS
PARK SECURITY DEPOSIT REFUND
204378
$500.00
265
NORWALK LIONS CLUB
NASC SECURITY DEPOSIT REFUND
204379
$250.00
266
NORWALK PRINTERS INC
PUBLIC SAFETY BUS CARDS
204380
$324.65
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
267
NORWALK-LA MIRADA SCHOOL DIST
CONTRIBUTION RICK RAMIREZ
204381
$250.00
268
NORWALK-LA MIRADA SCHOOL DIST
CONTRIBUTION ANA VALENCIA
204382
$350.00
269
NORWALK-LA MIRADA SCHOOL DIST
CONTRIBUTION ANA VALENCIA
204383
$300.00
270
ORIGINAL WATERMEN INC
LIFEGUARD UNIFORMS
204384
$1,306.86
271
PEPPERTREE AUTO
MINOR REPAIRS AND SMOG TESTING
204385
$50.00
272
PROFESSIONAL PLOTTER TECHNOLOGIES
PLOTTER AND SCANNER SUPPLIES
204386
$717.00
273
R & R FIRE PROTECTION
FACILITY FIRE EXTINGUISHER SERVICING
204387
$1,527.00
274
RETURN TO WORK PARTNERS INC
ACCOMMODATION MEETINGS
204388
$721.50
275
S&J SUPPLY COMPANY
MISCELLANEOUS SUPPLIES
204389
$910.68
276
JOSE SANCHEZ
HALLOWEEN 2025 PHOTO BOOTH SERVICES
204390
$800.00
277
SCOTT FAZEKAS & ASSOCIATES
CONSULTING SERVICES SEPTEMBER 2025
204391
$5,367.15
278
SECTRAN SECURITY INC
CASH CARRIER SERVICES OCTOBER
204392
$2,017.19
279
INDUSTRIAL RADIO COMMUNICATION CORP
HALLOWEEN 2025 RADIO RENTALS
204393
$2,000.00
280
SOUTH BAY FORD LINCOLN INC
OFFSITE REPAIR SERVICES
204394
$806.00
281
DWWSB INC
MANUFACTURER TOYOTA PARTS
204395
$294.19
282
SOUTHERN CALIF EDISON COMPANY
UTILITIES CITYWIDE
204396
$21,757.24
283
SOUTHSTAR DCCM
CONSTRUCTION INSPECTION JULY 2025
204397
$242,511.00
284
STATE OF CALIFORNIA DEPT OF JUSTICE
EMPLOYEE FINGERPRINT SEPTEMBER 2025
204398
$160.00
285
STEPHANIE TAPIA
NASC SECURITY DEPOSIT REFUND
204399
$587.50
286
SUNSET SIGNS INC
WASTE MANAGEMENT DEPOSIT REFUND
204400
$5,000.00
287
RENTOKIL NORTH AMERICA INC
PEST CONTROL SERVICES SEPTEMBER
204401
$250.00
288
ULTIMATE ENTERTAINMENT
HALLOWEEN 2025 STAGE SERVICES
204402
$3,810.00
289
SOUTHERN CALIFORNIA GAS COMPANY
UTILITIES CITYWIDE
204403
$4,000.27
290
THE DOWNEY PATRIOT INC
ORDINANCE NO 25-1760
204404
$171.00
291
JUAN C TURCIOS
SERVICE AND INSTALLATION OCTOBER 2025
204405
$1,657.86
292
US ARMOR CORPORATION
BALLISTIC BULLETPROOF VEST
204406
$900.40
293
WAXIE'S ENTERPRISES LLC
CLEANING SUPPLIES FOR BUSES
204407
$1,323.86
294
WEST COAST ARBORISTS INC
ADDITIONAL TREE REMOVAL SERVICES
204408
$8,986.75
295
YMCA OF GREATER WHITTIER
CONTRIBUTION TONY AYALA
204409
$800.00
296
ERVY RODRIGUEZ
FITNESS CLASS INSTRUCTOR SEPTEMBER
V22347
$420.00
297
LOS ANGELES COUNTY SHERIFFS DEPT
CRIME SUPPRESSION JULY
V22348
$21,721.09
298
LUCRECIA EMPERATRIZ ARRIOLA
HOMEMAKING SENIOR GRANT
V22349
$320.00
299
MARIA DE LA LUZ MEDINA
RESPITE SENIOR GRANT
V22350
$80.00
300
NANCY GALICIA
HOMEMAKING SENIOR GRANT
V22351
$200.00
301
SHEYLA ALEMAN
HOMEMAKING SENIOR GRANT
V22352
$160.00
302
CENTRALSQUARE TECHNOLOGIES LLC
TIMEKEEPING SYSTEM ANNUAL MAINT
V22353
$50,944.00
303
THE ARROYO GROUP
HEART OF NORWALK AUGUST 2025
V22354
$13,925.53
304
THIENES ENGINEERING INC
CITYWIDE SURVEYING SEPTEMBER 2025
V22355
$4,210.00
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
305
VILMA BOLANOS DE BOLANOS
HOMEMAKING SENIOR GRANT
V22356
$60.00
306
SIEMENS MOBILITY INC
EMERGENCY REPAIRS
V22357
$17,834.76
307
KNOLLER MONTESSORI LLC
CHILD CARE STAGE 1
V22358
$3,232.26
308
ALEJANDRA PINEDA ROMERO
CHILD CARE STAGE 1
V22359
$1,115.88
309
ANNABEL MARIE CAMACHO
CHILD CARE STAGE 1
V22360
$1,325.99
310
ANTHONY BELLARD
CHILD CARE STAGE 1
V22361
$681.63
311
ANTONIA ESTHER ANTONIO ANZUETO
CHILD CARE STAGE 1
V22362
$656.06
312
ARIADNA RAYGOZA
CHILD CARE STAGE 1
V22363
$3,227.63
313
BENILDA SANTOS
CHILD CARE STAGE 1
V22364
$772.08
314
GROW AND LEARN CENTER
CHILD CARE STAGE 1
V22365
$7,604.22
315
BLANCA JUDITH LAMAS
CHILD CARE STAGE 1
V22366
$874.44
316
CARLA PATRICIA HERNANDEZ
CHILD CARE STAGE 1
V22367
$2,428.95
317
CAROL WOODS
CHILD CARE STAGE 1
V22368
$2,691.61
318
ANA CASTELLON
CHILD CARE STAGE 1
V22369
$1,250.23
319
CECILIA GARCIA
CHILD CARE STAGE 1
V22370
$1,432.38
320
IRENE DE LA VEGA
CHILD CARE STAGE 1
V22371
$1,250.23
321
DIAHN LYNETTE HOUSTON
CHILD CARE STAGE 1
V22372
$1,460.49
322
BEUSALICIA DIAZ CASTILLO
CHILD CARE STAGE 1
V22373
$1,752.82
323
ELIZABETH E PEREZ
CHILD CARE STAGE 1
V22374
$1,115.88
324
EUREKA FAYE LAURANT
CHILD CARE STAGE 1
V22375
$1,432.38
325
FABIOLA VENTURA
CHILD CARE STAGE 1
V22376
$1,842.90
326
LUZ A FELIX MEDINA
CHILD CARE STAGE 1
V22377
$6,447.13
327
MARIA EUGENIA FLORES
CHILD CARE STAGE 1
V22378
$772.44
328
OLIVIA GONZALEZ
CHILD CARE STAGE 1
V22379
$1,764.05
329
GRASIELA CUEVAS PEREZ
CHILD CARE STAGE 1
V22380
$1,460.49
330
GUADALUPE ARELLANO
CHILD CARE STAGE 1
V22381
$949.16
331
SHANNA SUE HUNTER
CHILD CARE STAGE 1
V22382
$3,644.35
332
MISS JAMIES DAYCARE
CHILD CARE STAGE 1
V22383
$1,250.23
333
JOYCE ANN TAYLOR
CHILD CARE STAGE 1
V22384
$1,748.88
334
SHELCO ENTERPRISE LLC
CHILD CARE STAGE 1
V22385
$26,216.88
335
JUAN JOSE LEMUS
CHILD CARE STAGE 1
V22386
$586.05
336
JUDITH GALVAN
CHILD CARE STAGE 1
V22387
$586.05
337
JULIE ANN BOUTTE
CHILD CARE STAGE 1
V22388
$1,661.28
338
KARLA YAMILETH ALFARO
CHILD CARE STAGE 1
V22389
$2,863.66
339
KATHERINE MARIE HERRERA
CHILD CARE STAGE 1
V22390
$2,632.59
340
KEISHA MARIE PARKER
CHILD CARE STAGE 1
V22391
$874.44
341
GUTIERREZ FAMILY CHILD CARE
CHILD CARE STAGE 1
V22392
$1,696.45
342
LUTGARDA MARIA ARMAS GONZALEZ
CHILD CARE STAGE 1
V22393
$798.04
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
343
MA DE LOS ANGELES REYES DE RODRIGUE
CHILD CARE STAGE 1
V22394
$586.05
344
MAGGIE RAMIREZ
CHILD CARE STAGE 1
V22395
$2,830.07
345
MARIA CRUZ MARTINEZ
CHILD CARE STAGE 1
V22396
$2,632.59
346
MARIA MAYELA RIVERA
CHILD CARE STAGE 1
V22397
$874.44
347
MARJANI WILLIAMS
CHILD CARE STAGE 1
V22398
$5,320.60
348
MARLA SHERICE JOHNSON
CHILD CARE STAGE 1
V22399
$1,936.92
349
MELISHA RENEE BINNS
CHILD CARE STAGE 1
V22400
$1,977.42
350
MIREYA PLASENCIA
CHILD CARE STAGE 1
V22401
$1,363.26
351
MARIA ELENA MONTERROSO
CHILD CARE STAGE 1
V22402
$936.28
352
PALOMARES FAMILY DAYCARE
CHILD CARE STAGE 1
V22403
$6,991.67
353
ELIA PEREZ
CHILD CARE STAGE 1
V22404
$1,564.96
354
MER ED LLC
CHILD CARE STAGE 1
V22405
$1,239.76
355
ROBERT ELIJAH HARRINGTON
CHILD CARE STAGE 1
V22406
$1,748.88
356
ROSA ALBINA RUIZ LOPEZ
CHILD CARE STAGE 1
V22407
$667.01
357
ROSA ELENA CASTANEDA
CHILD CARE STAGE 1
V22408
$2,209.19
358
ROSA TORRES
CHILD CARE STAGE 1
V22409
$798.04
359
ROSANA GRACIELA SUAREZ
CHILD CARE STAGE 1
V22410
$1,887.08
360
SABRINA JASMIN CARDENAS
CHILD CARE STAGE 1
V22411
$1,556.07
361
SHELLY ORDIWAY
CHILD CARE STAGE 1
V22412
$613.38
362
SHERON LOUISE BEDELL
CHILD CARE STAGE 1
V22413
$1,589.42
363
SINA SALEAPAGA
CHILD CARE STAGE 1
V22414
$1,612.09
364
MARIANA ANITA SINOHUI
CHILD CARE STAGE 1
V22415
$3,495.66
365
SOCORRO MARQUARDT
CHILD CARE STAGE 1
V22416
$4,687.30
366
STEPHANIE KAREN JOHNSON
CHILD CARE STAGE 1
V22417
$1,341.79
367
MARIA E FERNANDEZ SILVA
CHILD CARE STAGE 1
V22418
$6,459.99
368
THE LORDS CHILDREN MISSION
CHILD CARE STAGE 1
V22419
$2,534.15
369
TOYLAND FAMILY DAY CARE INC
CHILD CARE STAGE 1
V22420
$1,250.23
370
TRINIDAD SANCHEZ
CHILD CARE STAGE 1
V22421
$3,043.64
371
VICTORIA ESCOBEDO HURTADO
CHILD CARE STAGE 1
V22422
$874.44
372
BKF ENGINEERS
STORM WATER PLAN AUGUST-SEPTEMBER
V22423
$13,094.00
373
I COPY INC
DUPLICATION LEASE SEPTEMBER
V22424
$551.75
374
ANIYAH WILLIAMS
NASC KIDS TUMBLING CLASS FALL
V22425
$5,858.10
375
MARGARET B MEJIA
HOMEMAKING SENIOR GRANT
V22426
$160.00
376
MARIO ENRIQUE MERA
MANAGEMENT SERVICES PE 10-11-2025
V22427
$13,673.25
377
MRI SOFTWARE LLC
PHA PRO MODULE OCTOBER 2025
V22428
$895.50
378
ALMA J MADRIGAL
CHILD CARE
V22429
$5,414.12
379
KNOLLER MONTESSORI LLC
CHILD CARE STAGE 2
V22430
$5,297.63
380
ADRIANA JIMENEZ
CHILD CARE STAGE 3
V22431
$18,447.31
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
381
ALYSHA NICOLE ARCEO
CHILD CARE STAGE 3
V22432
$2,237.70
382
ALYSSA DARLENE LOMELI
CHILD CARE STAGE 3
V22433
$1,371.78
383
ANDREW RAMOS
CHILD CARE STAGE 3
V22434
$1,054.46
384
ANTHONY LENNIE DOSS
CHILD CARE STAGE 2
V22435
$1,337.68
385
BENILDA SANTOS
CHILD CARE STAGE 3
V22436
$10,019.20
386
MARIA L CORTEZ
CHILD CARE STAGE 3
V22437
$4,291.94
387
CARLOS TELLEZ RAMIREZ JR
CHILD CARE STAGE 3
V22438
$658.00
388
CARMEN ALCARAZ
CHILD CARE STAGE 2
V22439
$1,334.02
389
CARMEN MONTES
CHILD CARE STAGE 2
V22440
$1,115.88
390
ANA CASTELLON
CHILD CARE STAGE 3
V22441
$2,343.18
391
CHANEL JAYDEN REYES
CHILD CARE
V22442
$874.44
392
CHRISTINA RENEE GABRIEL
CHILD CARE STAGE 2
V22443
$663.07
393
CINDIRAE MICHELE RAMOS
CHILD CARE
V22444
$874.44
394
CLAUDIA VELASQUEZ
CHILD CARE
V22445
$586.05
395
JOYFUL LITTLE LEARNERS FAMILY
CHILD CARE
V22446
$1,384.48
396
CAROLINE CORRAL
CHILD CARE STAGE 3
V22447
$3,417.11
397
CRISTINA JULIETA HURTADO
CHILD CARE
V22448
$1,990.32
398
CYNTHIA MONIQUE HARRISON
CHILD CARE STAGE 3
V22449
$1,363.26
399
IRENE DE LA VEGA
CHILD CARE
V22450
$2,150.44
400
DELMY OFELIA SERMENO
CHILD CARE STAGE 3
V22451
$681.63
401
DESIREE CARCANO
CHILD CARE STAGE 2
V22452
$2,864.92
402
BEUSALICIA DIAZ CASTILLO
CHILD CARE
V22453
$7,449.07
403
ELIZABETH CARPINTEYRO
CHILD CARE STAGE 2
V22454
$4,892.00
404
ERIC CABRERA
CHILD CARE STAGE 3
V22455
$681.63
405
ERICA JEAN HOLGUIN
CHILD CARE STAGE 2
V22456
$2,491.68
406
ERIKA BARAJAS DIAZ
CHILD CARE
V22457
$2,846.31
407
ERNESTINA MARCIAL
CHILD CARE
V22458
$617.80
408
FELIPA SOTO
CHILD CARE
V22459
$840.10
409
LUZ A FELIX MEDINA
CHILD CARE
V22460
$7,186.67
410
MARIA EUGENIA FLORES
CHILD CARE STAGE 2
V22461
$8,089.10
411
CAROL GALVEZ
CHILD CARE STAGE 3
V22462
$4,776.47
412
GISHANI M RANAWEERA
CHILD CARE
V22463
$1,250.23
413
OLIVIA GONZALEZ
CHILD CARE
V22464
$4,530.72
414
GREGORY ALAN ECKENSBERGER JR
CHILD CARE
V22465
$1,556.07
415
GUILLERMINA MARTINEZ
CHILD CARE
V22466
$874.44
416
ERICKA MARIA TORRES
CHILD CARE STAGE 3
V22467
$7,901.70
417
SHANNA SUE HUNTER
CHILD CARE STAGE 3
V22468
$8,966.94
418
IMELDA HERRERA DE ESTEVEZ
CHILD CARE
V22469
$2,326.78
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
419
MISS JAMIES DAYCARE
CHILD CARE
V22470
$1,250.23
420
JASMINE GULAKOWSKI
CHILD CARE
V22471
$874.44
421
JAYLEEN DESTINEE SOSA
CHILD CARE STAGE 3
V22472
$656.05
422
JEANNETTE PATRICIA FLORES
CHILD CARE STAGE 2
V22473
$1,363.26
423
JESSICA YADIRA GRACIAN ORTIZ
CHILD CARE STAGE 3
V22474
$5,460.67
424
JOE L MARQUEZ
CHILD CARE STAGE 2
V22475
$1,143.99
425
SHELCO ENTERPRISE LLC
CHILD CARE STAGE 2
V22476
$52,588.31
426
KARLA YAMILETH ALFARO
CHILD CARE STAGE 2
V22477
$8,059.74
427
KASSANDRA RAELYNN SERRANO
CHILD CARE STAGE 2
V22478
$1,496.49
428
KRISTIN MICHELLE MUNOZ
CHILD CARE STAGE 3
V22479
$1,250.23
429
LAURA AGUILAR
CHILD CARE STAGE 2
V22480
$2,227.60
430
LETICIA BARBARA DIAZ GUERRA
CHILD CARE
V22481
$1,311.65
431
GUTIERREZ FAMILY CHILD CARE
CHILD CARE STAGE 3
V22482
$8,903.96
432
LISA DAWN GREGORY
CHILD CARE STAGE 3
V22483
$2,331.72
433
LOPEZ FAMILY HOME CHILD CARE INC
CHILD CARE STAGE 2
V22484
$13,990.32
434
MA SILVIA ELIZARRARAZ DIAZ
CHILD CARE STAGE 2
V22485
$6,299.04
435
MAGGIE RAMIREZ
CHILD CARE
V22486
$653.67
436
MARIA E HURTADO
CHILD CARE STAGE 3
V22487
$1,107.52
437
MARIA ELENA BENITEZ
CHILD CARE STAGE 2
V22488
$874.44
438
MARIA ERIKA MADRIGAL CEJA
CHILD CARE STAGE 3
V22489
$1,115.88
439
MARIA EXENIA ALVAREZ
CHILD CARE STAGE 3
V22490
$840.10
440
MARIA LOURDES GONZALEZ RUANO
CHILD CARE STAGE 3
V22491
$567.92
441
MARIAN N JAYASINGHE
CHILD CARE STAGE 3
V22492
$3,304.00
442
MARIO JOSEPH LOPEZ JR
CHILD CARE STAGE 3
V22493
$2,919.33
443
MARISELA SOTO
CHILD CARE
V22494
$1,460.49
444
PILAR MENDEZ
CHILD CARE STAGE 2
V22495
$7,671.76
445
MIREYA M ESPARZA
CHILD CARE
V22496
$714.98
446
MIRNA LAURA AMBRIZ
CHILD CARE
V22497
$557.94
447
MIROSLAVA ELIZARRARAZ DIAZ
CHILD CARE STAGE 3
V22498
$838.20
448
MARIA ELENA MONTERROSO
CHILD CARE STAGE 2
V22499
$9,617.50
449
NATALLY KRISTINE AGUILAR
CHILD CARE STAGE 3
V22500
$1,253.84
450
NAYANA SRIYANI WITHANA
CHILD CARE STAGE 2
V22501
$1,329.32
451
NORMA ANGELICA CASTELLANOS LOZANO
CHILD CARE STAGE 2
V22502
$1,508.68
452
PALOMARES FAMILY DAYCARE
CHILD CARE STAGE 3
V22503
$3,258.00
453
PATRICIA ALVARADO
CHILD CARE STAGE 3
V22504
$1,103.12
454
PATRICIA ARACELY MORENO
CHILD CARE
V22505
$1,426.28
455
ELIA PEREZ
CHILD CARE STAGE 2
V22506
$3,932.14
456
PETRA KIMBERLY CABRERA MUNOZ
CHILD CARE STAGE 2
V22507
$2,046.54
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
457
LAVISH HARRIS
CHILD CARE
V22508
$1,608.80
458
MER ED LLC
CHILD CARE STAGE 3
V22509
$7,748.47
459
RICARDO RAFAEL RAMIREZ
CHILD CARE
V22510
$614.16
460
RONALD QUIROS
CHILD CARE
V22511
$707.20
461
ROSA TORRES
CHILD CARE
V22512
$1,022.30
462
ROSA VASQUEZ DE CARRANZA
CHILD CARE
V22513
$874.44
463
ROSEMARY FLORES
CHILD CARE STAGE 2
V22514
$1,172.10
464
CYNTHIA C RUIZ
CHILD CARE STAGE 2
V22515
$6,160.04
465
LORETO CASTELLON
CHILD CARE STAGE 2
V22516
$11,433.99
466
SANDRA I MENDEZ
CHILD CARE
V22517
$2,783.10
467
SANDRA VILLA
CHILD CARE STAGE 3
V22518
$557.94
468
SENAIDA BARRAGAN
CHILD CARE STAGE 3
V22519
$681.63
469
SHELLY ORDIWAY
CHILD CARE STAGE 2
V22520
$1,022.43
470
MARIANA ANITA SINOHUI
CHILD CARE STAGE 2
V22521
$8,250.80
471
MARIA E FERNANDEZ SILVA
CHILD CARE
V22522
$11,036.93
472
THE LORDS CHILDREN MISSION
CHILD CARE STAGE 2
V22523
$10,701.77
473
TOYLAND FAMILY DAY CARE INC
CHILD CARE STAGE 3
V22524
$8,418.61
474
TRACY BERNADETTE ZARAGOZA
MARTINEZ
CHILD CARE
V22525
$2,269.49
475
VANESSA MOLLY DYCUS
CHILD CARE STAGE 2
V22526
$2,500.46
476
VANISHA MONIQUE BARRAGAN
CHILD CARE STAGE 3
V22527
$566.34
477
VICTORIA CANO
CHILD CARE
V22528
$1,137.78
478
VICTORIA ANN LECOCQ
CHILD CARE
V22529
$1,556.07
479
VILMA LABOY
CHILD CARE STAGE 2
V22530
$2,237.70
480
CALPERS
ACTIVE EMPLOYEE BENEFITS ADJUSTMENT
V22531
$522,184.26
481
CALIFORNIA PUBLIC EMPLOYEES
PERS CONTRIBUTION ENDING 09-13-2025
V22532
$357,470.95
482
CALIFORNIA STATE DISBURSTMENT UNIT
CHILD SUPPORT PAYMENT ENDING 09-27-2025
V22533
$2,315.00
483
EMPLOYMENT DEVELOPMENT DEPT
LEVY PROCEEDS 10-03-2025
V22534
$100.00
484
EMPLOYMENT DEVELOPMENT DEPT
STATE TAX PAYMENT PPE 09-27-2025
V22535
$49,048.09
485
FIDELITY NATIONAL TITLE
FIRST TIME HOMEBUYER PROGRAM
V22536
$200,000.00
486
EMPOWER/MASS MUTUAL
DEFERRED COMPENSATION PLAN 09-27-2025
V22537
$35,636.83
487
PACIFIC COAST TITLE COMPANY
FIRST TIME HOMEBUYER PROGRAM
V22538
$200,000.00
488
SOUTHERN CALIF EDISON COMPANY
UTILITIES CITYWIDE
V22539
$195,295.22
489
STANDARD INSURANCE COMPANY RV
BASIC LIFE INSURANCE AUGUST 2025
V22540
$5,733.18
490
TEXAS LIFE INSURANCE COMPANY
LIFE INSURANCE DEDUCTABLE SEPTEMBER
V22541
$13,063.85
491
UNITED STATES TREASURY-IRS
PAYROLL TAX ENDING 09-27-2025
V22542
$149,811.62
492
US BANK NATIONAL ASSOCIATION ND
CALCARD OFFSET SEPTEMBER 2025
V22543
$213,809.27
493
VISION SERVICE PLAN (CA)
VISION INSURANCE SEPTEMBER 2025
V22544
$4,224.18
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
494
ENTERPRISE FM TRUST
CITYWIDE VEHICLE LEASES
V22548
$100,721.95
495
BADGER METER INC
JULY AND SEPTEMBER SERVICES
V22555
$3,823.52
496
CENTRAL BASIN MUNICIPAL WATER DIST
IMPORTED WATER SEPTEMBER 2025
V22556
$187,415.35
497
FIRST TRANSIT INC
DIAL-A-RIDE
V22557
$86,406.01
498
LUCRECIA EMPERATRIZ ARRIOLA
HOMEMAKING SENIOR GRANT
V22558
$320.00
499
NANCY GALICIA
HOMEMAKING SENIOR GRANT
V22559
$200.00
500
SIEMENS MOBILITY INC
EMERGENCY REPAIRS
V22560
$11,526.13
501
GROW AND LEARN CENTER
CHILD CARE STAGE 1
V22561
$1,549.69
502
CALDERON FAMILY DAY CARE INC
CHILD CARE STAGE 1
V22562
$3,884.94
503
CHANDRIKA UDAYAN GAMARALALAGE
CHILD CARE STAGE 1
V22563
$1,250.23
504
CRYSTAL DIANE ADAMS
CHILD CARE STAGE 1
V22564
$673.10
505
DEBORAH ANNA CONEY REED
CHILD CARE STAGE 1
V22565
$557.94
506
ELENA ADALINA LOPEZ
CHILD CARE STAGE 1
V22566
$1,093.22
507
JACKELINE CHAVEZ MORENO
CHILD CARE STAGE 1
V22567
$681.63
508
JALEN EMON WALKER
CHILD CARE STAGE 1
V22568
$557.94
509
JASMIN ELIZABETH GOMEZ BACA
CHILD CARE STAGE 1
V22569
$2,005.65
510
LASHAWNAE ARSHANEQ SMITH
CHILD CARE STAGE 1
V22570
$1,370.56
511
NATANAEL JOSUE JACOBO
CHILD CARE STAGE 1
V22571
$1,730.04
512
VENDA BLACKWELL
CHILD CARE STAGE 1
V22572
$1,447.61
513
VILMA SOLEDAD FIGUEROA
CHILD CARE STAGE 1
V22573
$2,084.34
514
ADRIANA JIMENEZ
CHILD CARE STAGE 3
V22574
$2,115.40
515
ANDREA RENEE MORALES
CHILD CARE STAGE 2
V22575
$1,714.54
516
ANDRIA DANIELLE MATA
CHILD CARE STAGE 3
V22576
$1,363.26
517
BLANCA E GARZA
CHILD CARE STAGE 3
V22577
$1,432.38
518
BRASCANCELY CORDON
CHILD CARE
V22578
$874.44
519
BRIANNA MARIE GARSIA
CHILD CARE
V22579
$673.10
520
CALDERON FAMILY DAY CARE INC
CHILD CARE
V22580
$4,923.19
521
CARLOS TELLEZ RAMIREZ JR
CHILD CARE STAGE 3
V22581
$668.00
522
CHANDRIKA UDAYAN GAMARALALAGE
CHILD CARE
V22582
$2,085.67
523
DESTINY ALEXIS MORALES
CHILD CARE STAGE 2
V22583
$1,586.03
524
EMMA YOLANDA ORTEGA
CHILD CARE
V22584
$586.05
525
ESMERALDA VASQUEZ
CHILD CARE STAGE 3
V22585
$668.00
526
SHANNA SUE HUNTER
CHILD CARE STAGE 3
V22586
$5,732.23
527
JAIME PALAFOX
CHILD CARE STAGE 3
V22587
$3,143.09
528
JESSICA YADIRA GRACIAN ORTIZ
CHILD CARE
V22588
$1,596.08
529
JOSEPHINE GLORIA CAUDILLO
CHILD CARE
V22589
$668.08
530
JUAN LOMELI
CHILD CARE STAGE 2
V22590
$851.78
531
JUANITA MUNOZ
CHILD CARE
V22591
$874.44
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
Item
Count
Vendor Name
Description
Check
Number
Check Total
532
LAKENDRA GWEN RUDOLPH
CHILD CARE STAGE 2
V22592
$1,460.49
533
LAURE A CARDIEL
CHILD CARE
V22593
$1,055.38
534
MARIA EXENIA ALVAREZ
CHILD CARE STAGE 3
V22594
$725.45
535
MARISOL ORTEGA HERNANDEZ
CHILD CARE STAGE 3
V22595
$1,573.16
536
MARTA ELENA SOTELO RAMIREZ
CHILD CARE STAGE 3
V22596
$874.44
537
MARY AGUILAR
CHILD CARE STAGE 3
V22597
$714.98
538
NELSON JONATHAN REQUENA MORAN
CHILD CARE
V22598
$2,004.24
539
NICOLE CONTRERAS CARRASCO
CHILD CARE STAGE 3
V22599
$2,192.95
540
SHARIE MARIE BEITZ
CHILD CARE
V22600
$874.44
541
TAYLOR GENEVA SALHUS
CHILD CARE STAGE 3
V22601
$1,148.66
542
BADGER METER INC
AUGUST SERVICES
V22602
$54,562.60
543
FUEL PROS INC
FUELING STATION TRANSPORTATION
V22603
$250.00
544
I COPY INC
CITYWIDE COPY CHARGES
V22604
$3,184.16
545
I COPY INC
DUPLICATION LEASE OCTOBER 2025
V22605
$551.75
546
JONATHAN ROJAS
HALLOWEEN 2025 DJ SERVICES
V22606
$500.00
547
SIEMENS MOBILITY INC
EMERGENCY REPAIRS
V22607
$4,503.99
CITY OF NORWALK
FINAL WARRANT REGISTER
October 14, 2025 through October 27, 2025
*****Total Warrants**** $4,489,939.04
Notes:
Voided Check(s):
I hereby certify that the claim of demand covered by the above listed warrants have been audited as to accuracy and the funds are available for payment.
Jana Stuard, Finance Director
V22545, V22546, V22547, V22549, V22550, V22551, V22552, V22553, V22554 Digitally signed by Jana Stuard
Date: 2025.10.30 17:14:27 -07'00'
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Alex Hamilton, Interim Director of Community Development SUBJECT: PLANNING COMMISSION SYNOPSIS - OCTOBER 22, 2025 Background:
At its meeting of October 22, 2025, the Planning Commission reviewed the following application and took action as outlined below and in the attached Synopsis.
Planning Commission Action Final – N/A
Planning Commission Action Not Final
Zoning Text Amendment No. 2025-01
Fiscal Impact:
N/A
Citizens Advised:
N/A
Strategic Plan 2023 Implementation:
N/A
Recommended Action
No action is required.
City Council November 4, 2025
Planning Commission Synopsis – October 22, 2025 Page No. 2 1 5
9 5
Attachments:
Planning Commission Synopsis
SYNOPSIS
PLANNING COMMISSION
OCTOBER 22, 2025
SPECIAL MEETING
6:00 P.M.
NORWALK CITY HALL/COUNCIL CHAMBERS
Linda Lopez, Chair
Kim Apodaca, Vice Chair
Rosa Barragan, Planning Commissioner
Chris Macias, Planning Commissioner
Lisa Vernola-Salas, Planning Commissioner
Public Comment: The public is encouraged to address the Planning Commission on any matter listed on the agenda or on any other matter within its jurisdiction subject to the rules and proceedings described in Section 2.16.060 of the Norwalk Municipal Code. If you wish to address the Planning Commission, please complete the card that is provided at the rear entrance to Council Chambers and hand the card to the Secretary. The Planning Commission will hear public comment on items listed on the agenda during discussion of the matter and prior to a vote. The Planning Commission will hear public comment on matters not listed on the agenda during the Oral Communications period.
Pursuant to provisions of the Brown Act, no action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The Planning Commission may direct staff to investigate and/or schedule certain matters for consideration at a future Planning Commission meeting.
Please adhere to the following procedures when addressing the Planning Commission:
Comments should be limited to 3 minutes or less.
Comments should be directed to the Planning Commission as a whole and not directed to individual Planning Commission members.
Americans with Disabilities Act: In compliance with the ADA, if you need special assistance to participate in a City meeting or other services offered by this City, please contact the Community Development Department, (562) 929-5744. Assisted listening devices are available at this meeting. Ask the Secretary if you desire to use this device. Upon request, the agenda and documents in the agenda packet can be made available in appropriate alternative formats to persons with a disability. Notification of at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service.
Note: Any writings and/or documents provided to a majority of the Planning Commission regarding any item on this agenda after it has been posted will also be made available for public inspection.
Writings and/or documents are available for inspection in the Community Development Department, City Hall, 12700 Norwalk Boulevard during regular business hours, 8:00 a.m. to 6:00 p.m., Monday to Thursday and 8:00 a.m. to 5:00 p.m., every other Friday; telephone (562) 929-5744. You may also contact the City Clerk via e-mail at [email protected] Planning Commission Synopsis, October 22, 2025 Page 2 of 2 CALL TO ORDER 6:00 P.M.
FLAG SALUTE Commissioner Macias
ROLL CALL OF MEMBERS Commissioner Barragan, Commissioner Macias, Commissioner Vernola-Salas, Vice Chair Apodaca and Chair Lopez.
1. MEETING MINUTES – Staff recommends that the Planning Commission approve the minutes of the Special Planning Commission Meeting of October 8, 2025.
Planning Commission Action: Approved
PUBLIC HEARING
2. ZONING TEXT AMENDMENT NO. 2025-01
To amend various sections of Title 17 of the Norwalk Municipal Code (NMC) as it relates to residential development standards and uses and to update the City’s Accessory Dwelling Unit Ordinance to be in compliance with state law.
Environmental: Consider and find the project exempt from CEQA pursuant to Section 15061(b)(3) (Common Sense Exemption).
Staff Recommendation: That the Planning Commission:
(1) Adopt Resolution No. 25-14 to recommend approval to City Council for Zoning Text Amendment (ZTA) No. 2025-01; and
(2) Consider and find that the project is exempt from the California Environmental Quality Act pursuant to CEQA Guidelines Section 15061(b)(3) (Common Sense Exemption), where it can be seen with certainty there is no possibility that the activity in question may have significant effect on the environment.
Planning Commission Action: Approved staff’s recommendation by a vote of 5-0.
ORAL COMMUNICATIONS
Interim Director Hamilton shared that an appeal has been filed with the City Clerk on the Planning Commission’s approval of Precise Development Plan No. 2023-06, the Carmenita Industrial Warehouse project, and that the appeal is going to be considered by the City Council sometime in November.
ADJOURNMENT 6:40 p.m.
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Theresa Devoy, City Clerk
SUBJECT: ORDINANCE NO. 25-1760 - AMENDING TITLE 15 (BUILDINGS AND
CONSTRUCTION) OF THE NORWALK MUNICIPAL CODE TO ADD CHAPTER
15.54 (ELECTRIC VEHICLE CHARGING) WHICH SETS FORTH AN
EXPEDITED, STREAMLINED PERMITTING PROCESS FOR ELECTRIC
VEHICLE CHARGING STATIONS
Background:
The City Council, at its October 21, 2025 meeting, introduced Ordinance No. 25-1760 adding Chapter 15.54 (Electric Vehicle Charging) of the Norwalk Municipal Code (“NMC”) in compliance with Government Code §65850(a) to establish a streamlined process for Electric Vehicle Charging infrastructure. If adopted this evening, Ordinance No. 25-1760 will become effective December 5, 2025.
Fiscal Impact:
N/A
Citizens Advised:
N/A
Strategic Plan 2023 Implementation:
N/A
City Council November 4, 2025
Ordinance No. 25-1760 – Adding Chapter 15.54 to the
Norwalk Municipal Code for Electric Vehicle Charging
Page No. 2
1 4
6 3
Recommended Action:
Staff recommend City Council accept for second reading and adopt Ordinance No. 25-1760, AN ORDINANCE OF THE CITY OF NORWALK AMENDING TITLE 15 (BUILIDNGS AND CONSTRUCTION) OF THE NORWALK MUNICIPAL CODE TO ADD CHAPTER 15.54 (ELECTRIC VEHICLE CHARGING STATIONS) WHICH SETS FORTH AN EXPEDITED,
STREAMLINED PERMITTING PROCESS FOR ELECTRIC VEHICLE CHARGING SYSTEMS Attachments:
Ordinance No. 25-1760
ATTACHMENT NO. 1
ORDINANCE NO. 25-1760
AN ORDINANCE OF THE CITY OF NORWALK AMENDING TITLE 15
(BUILIDNGS AND CONSTRUCTION) OF THE NORWALK MUNICIPAL
CODE TO ADD CHAPTER 15.54 (ELECTRIC VEHICLE CHARGING
STATIONS) WHICH SETS FORTH AN EXPEDITED, STREAMLINED
PERMITTING PROCESS FOR ELECTRIC VEHICLE CHARGING
SYSTEMS
WHEREAS, the City of Norwalk (“City”) is a general law city, incorporated under the laws of the State of California; and
WHEREAS, the City adopts this Ordinance pursuant to the City’s General and police powers and property rights set forth under Government Code Sections 65850(a); and
WHEREAS, the City desires to amend Title 15 (“Buildings and Construction”) of the Norwalk Municipal Code (NMC) to add a new Chapter 15.54 (Electric Vehicle Charging Stations); and
WHEREAS, the State of California and the City of Norwalk have consistently promoted and encouraged the use of fuel-efficient electric vehicles; and WHEREAS, the State of California adopted Assembly Bill 1236, which requires local agencies to adopt an ordinance that creates an expedited and streamlined permitting process for electric vehicle charging systems; and WHEREAS, by the passage of Assembly Bill No. 1236 ("AB 1236") in 2015, Assembly Bill No. 970 ("AB 970") in 2021, and Assembly Bill No. 1291 ("AB 1291") in 2022, the State Legislature amended Section 65850.7 of the California Government Code to require every city, county, or city and county with a population less 200,000 residents to adopt an ordinance that creates an expedited, streamlined permitting process for "electric vehicle charging and hydrogen-fueling stations"; and WHEREAS, AB 1236, AB 970, and AB 1291 also require every city and county to administratively approve electric vehicle charging and hydrogen-fueling station permits in an expedited and timely manner, and it prohibits a city and county from denying an application for use permit unless it makes certain written findings; and WHEREAS, creation of an expedited, streamlined permitting process for electric vehicle charging stations would facilitate convenient charging of electric vehicles and help reduce the City’s reliance on environmentally damaging fossil fuels; and WHEREAS, the City Council has held a duly noticed public hearing and has considered all evidence and testimony offered at said hearing.
Ordinance No. 25-1760 Page 2 of 6
4 4
6 2
THE CITY COUNCIL OF THE CITY OF NORWALK DOES ORDAIN AS
FOLLOWS:
Section 1.The foregoing recitals are true and correct and incorporates said recitals fully into this Ordinance as substantive findings.
Section 2.Title 15 of the Norwalk Municipal Code is amended by adding Chapter 15.54 titled “Electric Vehicle Charging Stations” to read as set forth in Exhibit A, which is incorporated herein by this reference.
Section 3.Any provision of the Norwalk Municipal Code or appendices thereto, inconsistent with the provisions of this Ordinance, to the extent of such inconsistencies and no further, are hereby repealed or modified to that extent necessary to effect the provisions of this Ordinance.
Section 4.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 any 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 5.The proposed Ordinance will be in the public interest since it will enact and reflect the requirements of AB 1236 and establish a permit process for electric vehicle charging stations as required by State Law.
Section 6. Environmental Review. The Ordinance is exempt from additional review under the California Environmental Quality Act (Public Resources Code §§ 21000, et seq., “CEQA”) and CEQA Guidelines (14 California Code of Regulations §§ 15000, et seq.) because it establishes rules and procedures in compliance with recently-enacted State law; does not involve any commitment to a specific project which could result in a potentially significant physical impact on the environment; and constitutes an organizational or administrative activity that will not result in direct or indirect physical changes in the environment. Accordingly, the Ordinance does not constitute a “project” that requires environmental review (see specifically CEQA Guidelines § 15378(b)(2, 5).
In addition, because the Ordinance is proposed, in part, for protection of the environment, it is exempt from further review under CEQA Guidelines § 15308.
Section 7.Severability. If any section, clause or phrase of this Ordinance is for any reason held to be unconstitutional, or otherwise invalid, such decision shall not affect the validity of the remaining sections of this Ordinance. The City Council hereby declares that it would have passed this Ordinance and each section, subsection, sentence, clause and phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases may be declared unconstitutional or invalid.
Section 8.Certification. The City Clerk shall certify to the passage of this Ordinance and shall cause this Ordinance to be published or posted as required by law.
Ordinance No. 25-1760 Page 3 of 6
4 4
6 2
PASSED, APPROVED, AND ADOPTED this 4th day of November 2025. ______________________________
TONY AYALA
MAYOR
ATTEST:
______________________________
THERESA DEVOY, CMC
CITY CLERK
Ordinance No. 25-1760 Page 4 of 6
4 4
6 2
EXHIBIT A
“Title 15 BUILDINGS AND CONSTRUCTION
Chapter 15.54 ELECTRIC VEHICLE CHARGING STATIONS
15.54.010 Purpose
The purpose of this Chapter is to promote and encourage the use of electric vehicles by creating an expedited, streamlined permitting process for electric vehicle charging stations while promoting public health and safety and preventing specific adverse impacts in the installation and use of such charging stations. This Chapter is also purposed to comply with California Government Code Section 65850.7.
15.54.020 Definitions
(a) “Electric vehicle charging station” or “charging station” means any level of electric vehicle supply equipment station that is designed and built in compliance with Article 625 of the California Electrical Code, as it reads on the effective date of this Chapter, and delivers electricity from a source outside an electric vehicle into a plug-in electric vehicle.
(b) “Specific, adverse impact” means a significant, quantifiable, direct, and unavoidable impact, based on objective, identified, and written public health or safety standards, policies, or conditions as they existed on the date the application was deemed complete.
(c) “Electronic submittal” means the utilization of one or more of the following:
a. Electronic mail or email.
b. The internet.
c. Facsimile.
15.54.030 Expedited permitting process
Consistent with Government Code Section 65850.7, the Building Official shall implement an expedited, streamlined permitting process for electric vehicle charging stations, and adopt a checklist of all requirements with which electric vehicle charging stations shall comply with in order to be eligible for expedited review. The expedited, streamlined permitting process and checklist may refer to the recommendations contained in the most current version of the “Plug-In Electric Vehicle Infrastructure Permitting Checklist” of the “Zero-Emission Vehicles in California: Community Readiness Guidebook” as published by the Governor’s Office of Planning and Research. The City’s adopted checklist shall be published on the City’s website.
Ordinance No. 25-1760 Page 5 of 6
4 4
6 2
15.54.040 Permit application processing
(a) Prior to submitting an application for processing, the applicant shall verify that the installation of an electric vehicle charging station will not have specific, adverse impact to public health and safety and building occupants. Verification by the applicant includes but is not limited to: electrical system capacity and loads; electrical system wiring, bonding and overcurrent protection; building infrastructure affected by charging station equipment and associated conduits; areas of charging station equipment and vehicle parking.
(b) A permit application that satisfies the information requirements in the City’s adopted checklist shall be deemed complete and be promptly processed. Upon confirmation by the Building Official that the permit application and supporting documents meets the requirements of the City adopted checklist, and is consistent with all applicable laws and health and safety standards, the Building Official shall, consistent with Government Code Section 65850.7, approve the application and issue all necessary permits. Such approval does not authorize an applicant to energize or utilize the electric vehicle charging station until approval is granted by the City. If the Building Official determines that the permit application is incomplete, he or she shall issue a written correction notice to the applicant, detailing all deficiencies in the application and any additional information required to be eligible for expedited permit issuance.
(c) Consistent with Government Code Section 65850.7, the Building Official shall allow for electronic submittal of permit applications covered by this Ordinance and associated supporting documentations. In accepting such permit applications, the Building Official shall also accept electronic signatures on all forms, applications, and other documentation in lieu of a wet signature by any applicant.
15.54.050 Technical review
(a) It is the intent of this Ordinance to encourage the installation of electric vehicle charging stations by removing obstacles to permitting for charging stations so long as the action does not supersede the Building Official’s authority to address higher priority life-safety situations. If the Building Official makes a finding based on substantial evidence that the electric vehicle charging station could have a specific adverse impact upon the public health or safety, as defined in this Chapter, the City may require the applicant to apply for a use permit. (b) In the technical review of a charging station, consistent with Government Code Section 65850.7, the Building Official shall not condition the approval for any electric vehicle charging station permit on the approval of such a system by an association, as that term is defined by Civil Code Section 4080.
Ordinance No. 25-1760 Page 6 of 6
4 4
6 2
15.54.060 Electric vehicle charging station installation requirements (a) Electric vehicle charging station equipment shall meet the requirements of the California Electrical Code, the Society of Automotive Engineers, the National Electrical Manufacturers Association, and accredited testing laboratories such as Underwriters Laboratories, and rules of the Public Utilities Commission or a Municipal Electric Utility Company regarding safety and reliability. (b) Installation of electric vehicle charging stations and associated wiring, bonding, disconnecting means and overcurrent protective devices shall meet the requirements of Article 625 and all applicable provisions of the California Electrical Code.
(c) Installation of electric vehicle charging stations shall be incorporated into the load calculations of all new or existing electrical services and shall meet the requirements of the California Electrical Code. Electric vehicle charging equipment shall be considered a continuous load.
(d) Anchorage of either floor-mounted or wall-mounted electric vehicle charging stations shall meet the requirements of the California Building or Residential Code as applicable per occupancy, and the provisions of the manufacturer’s installation instructions. Mounting of charging stations shall not adversely affect building elements.”
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Ozzie Ramos, Deputy City Manager
Allan Perdomo, Director of Recreation and Park Services Damian Rosales, Public Services Superintendent
Gabriela Garcia, Senior Management Analyst
SUBJECT: CONFIRM EMERGENCY WORK AT AQUATIC PAVILION
Background:
The Aquatic Pavilion pool experienced a pump and filtration system failure that rendered the pool system inoperable. These critical components required immediate emergency action to protect public health and safety and avoid prolonged facility closure. Waterline Technologies, Inc., the City’s contractor for pool maintenance and chemical supplies for lap and wader pools at the Aquatic Pavilion, was utilized for the aforementioned repairs. During this period, Public Services staff drained the pool, scrubbed the interior walls, replaced main drain covers, and refilled the pool water.
Repairs were completed during a four-week shutdown to restore the system to operational status. The pool was rendered fully operational on September 12. The following work was performed:
Rebuild the pump using new seals and install the rotating assembly into the pump housing.
Installed and bolted the pump housing and installed a new (Love-Joy) coupling connected to the motor.
Removed two 8” gear-driven isolation valves and installed two new isolation valves. Dove the pool to remove plugs from the main drain, flood the pump, and confirm start-up with no leaks.
Removed air from the filters, performed backwash cycles, and restored them to service. Installed influent manifolds in all three filters and secured plumbing with new stainless hardware.
City Council November 4, 2025
Confirm Emergency Repair Work Page No. 2
1 5
8 9
Installed and tightened man-way covers for all three filters. Restarted the main pump, ran backwash cycles, and confirmed heater functionality. Installed eight new main drain covers.
Invoice Repairs Amount
5762015 Butterfly Valve Replacement $ 3,377.31
5761206 Filter Media Replacement $ 41,057.44
5763345 Circulation Pump Rebuild $ 8,726.74
5759360 Pool Heater Replacement $ 54,162.89
5760681 Heater Venting Replacement $ 7,852.03
5762592 Motor Rebuild $ 11,060.13
5759379 Main Drain Covers Replacement $2,056.89
Total $ $128,293.43
The Fiscal Year (FY) 2025/26 General Fund budget has an allocation of $112,000 for this work; however the work extended beyond anticipated costs.
Fiscal Impact:
The department will request a budget amendment to the general fund during the midyear process to address the shortfall of $16,293.43.
Citizens Advised:
N/A
Strategic Plan 2023 Implementation:
The recommended action will further the City’s Strategic Plan Goal 2.1 – Re-invest in existing and aging infrastructure.
Recommended Action:
Staff recommend City Council authorize the City Manager to confirm the emergency service repair work at the Norwalk Aquatic Pavilion completed by Waterline Technologies, Inc. in the amount of $128,293.43
Attachments:
N/A
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Ozzie Ramos, Deputy City Manager
Mario Mera, Engineering Division Manager
Run Chen, P.E., PMP, Principal Civil Engineer
Andrew Del Carpio, Assistant Engineer
Nathan Garcia, Assistant Engineer
SUBJECT: PROJECT NO. 7934 - ACCEPT WORK FOR LOCAL STREETS REHABILITATION PROGRAM ZONE 7 ASPHALT IMPROVEMENTS,
ENGINEER'S REPORT NO. 25-25
Background:
On February 18, 2025, City Council awarded the construction contract to Manhole Adjusting, Inc. in the amount of $968,669.90 for the Local Streets Rehabilitation Program (LSRP) Zone 7 Asphalt Improvements – Project No. 7934. A contingency in the amount of $145,300.49 was included for the subject project.
The project work scope involved application of Cape Seal, Slurry Seal to the streets, grinding of existing pavement, removal and replacement of asphalt at localized repairs, removal and replacement of curb and gutter, and restoration of traffic striping, legends, and crosswalks. The final project cost was $1,061,657.42.
The project was completed satisfactorily on October 2, 2025.
Fiscal Impact:
The project was funded through Fiscal Year 2024/25 approved/available Measure M, Measure R, Proposition C, and Street Renovation Fund in the amount of $1,061,657.42, which is the total project cost. No General Fund Monies were used for this project. Unexpended funds are available for reprogramming.
City Council November 4, 2025
Accept Project No. 7934 – LSRP Zone 7
Asphalt Improvements
Page No. 2
1 5
7 6
Citizens Advised:
N/A.
Strategic Plan 2023 Implementation:
The recommended action will further the City’s Strategic Plan Goal 2: Work in Partnership with Our Community to Achieve Safe and Livable Neighborhoods; Objective 1 – Re-invest in existing and aging infrastructure.
Recommended Action:
Staff recommends City Council accept the work of Manhole Adjusting, Inc. in the amount of $1,061,657.42 for Local Streets Rehabilitation Program Zone 7 Asphalt Improvements.
Attachments:
N/A.
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Ozzie Ramos, Deputy City Manager
Mario Mera, Engineering Division Manager
Run Chen, P.E., Principal Civil Engineer
Furkan Cetinkale, Associate Engineer
Nathan Garcia, Assistant Engineer
SUBJECT: RESOLUTION NO. 25-51 BUDGET AMENDMENT – ON-CALL CITYWIDE GRANT MANAGEMENT SERVICES, ENGINEERS REPORT NO. 25-24
Background:
Annually, the City’s Engineering Division oversees its Capital Improvement Program which encompasses over $100 million in infrastructure improvements. To support infrastructure enhancements, the City relies on various restricted and grant funding sources to ensure the City can fund these vital improvements.
To ensure the City can apply for, be awarded with, and oversee the management of these various restricted and grant funding sources, staff has identified the need for grant management services. These services will supplement the work staff is doing to secure public infrastructure improvements, seek new funding sources, and manage the post-award compliance requirements set forth by various granting agencies.
On June 3, 2025, the City released Request for Proposal (“RFP”) No. 25-818 to solicit proposals for On-Call Grant Management Services with the intent to develop a shortlist of qualified firms.
Services requested included grant research efforts, grant writing/applications, and post-award compliance. A total of 16 proposals were received and scored by an evaluation committee comprised of City staff based on the criteria set forth in the RFP document..
City Council November 4, 2025
Resolution No. 25-51 – Grant Management Services –
Budget Amendment
Page No. 2
1 4
6 3
The top three highest scoring firms were selected for placement on the City’s shortlist:
Shortlisted Firms
1 Advanced Avant-Garde Corporation
2 Southstar Engineering & Consulting, Inc.
3 Blais & Associates, LLC
Staff is seeking approval to enter into individual agreements with the selected firms in an amount not-to-exceed $150,000 annually, per firm. The firms shall provide the above services on an “on- call” basis for various task orders throughout the minimum three-year term.
Fiscal Impact:
Funding to support the grant management services was not included in the Fiscal Year 2025/26 budget, requiring an amendment to the budget. Resolution No. 25-51 includes an appropriation in the amount of $50,000 from the City’s General Fund to support the grant research and application efforts. Post-award compliance services will be incorporated into future capital improvement project budgets at the time of award. The agreements with the selected firms will be for an amount not-to-exceed $150,000 annually. Individual Task Orders for specific on-call services will be issued under the agreements, with appropriate funding allocations identified and included at the time of Task Order authorization.
Citizens Advised:
N/A
Strategic Plan 2023 Implementation:
The recommended actions will further the City’s Strategic Plan Goal 2: Invest in Street Infrastructure.
Recommended Action:
Staff recommend City Council
a. adopt Resolution No. 25-51, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NORWALK AUTHORIZING AN AMENDMENT TO THE FISCAL YEAR 2025/26
ADOPTED BUDGET TO APPROPRIATE FUNDS FOR ON-CALL CITYWIDE GRANT MANAGEMENT SERVICES, in the amount of $50,000; and
b. approve agreements with Advanced Avant-Garde Corporation, Southstar Engineering & Consulting, Inc., and Blais & Associates, LLC to provide on-call grant management services for a term of three years from the date of execution, in an amount not-to-exceed $150,000 annually; and authorize the City Manager to execute the agreements, as well as any extensions or amendments, provided there is funding in the budget and it is within City Council November 4, 2025
Resolution No. 25-51 – Grant Management Services –
Budget Amendment
Page No. 3
1 4
6 3
the City Manager’s signing authority, on behalf of the City, in a form approved by the City Attorney.
Attachments:
Resolution No. 25-51
RESOLUTION NO. 25-51
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NORWALK AUTHORIZING AN AMENDMENT TO THE FISCAL YEAR 2025/26
ADOPTED BUDGET TO APPROPRIATE FUNDS FOR ON-CALL GRANT
MANAGEMENT SERVICES
WHEREAS, the City Council has determined there is a need to identify grant management opportunities to support infrastructure improvements; and WHEREAS, there is no current appropriation for these services; and WHEREAS, the City Council desires to amend the FY 25/26 budget to allocate $50,000 of general fund monies to commence the on-call grant management services.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF NORWALK HEREBY DETERMINES, FINDS, AND RESOLVES AS FOLLOWS:
Section 1. The City Manager is authorized to make the following appropriation and prepare the necessary budget amendment for the following account:
Account Number Increase Decrease
From: 101-0480 $50,000
To: 101-30-3104-2080 $50,000
Section 2. The Mayor, or presiding officer, is hereby authorized to affix his/her signature to this Resolution signifying its adoption by the City Council of the City of Norwalk and the City Clerk, or her duly appointed assistant, is directed to attest thereto.
APPROVED AND ADOPTED on this 4th day of November 2025.
TONY AYALA
MAYOR
ATTEST:
THERESA DEVOY, CMC
CITY CLERK
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Theresa Devoy, City Clerk
SUBJECT: ADVISORY BODY APPOINTMENTS
Background:
With the exception of the Planning Commission (which is commensurate with the appointing Councilmember’s term) and five members of the Art in Public Places Commission (which is established in the Norwalk Municipal Code), Advisory Body terms are for two years following a City election. Advisory Body terms are from January 1, of odd years to December 31, of even years.
There are vacancies on several Advisory Bodies: Art in Public Places (3), Historical Heritage (6), International Friendship (1), Public Safety (4), Senior Citizens (1), and the Youth Commission (14). The Youth Commission has one member at this time. The age range for the Youth Commission is between 13 to 18 years of age. Each City Councilmember has three appointments.
Two of the vacancies on the Art in Public Places Committee are appointed based on Norwalk Municipal Code §15.44.060, and require consensus of the entire City Council. Any Councilmember may nominate an individual who falls into one of the two categories:
Business/Community College Representative and at-large Community Representative.
Fiscal Impact:
N/A
Citizens Advised:
Citizens are notified of Advisory Body vacancies through posting of vacancy notices and the Advisory Body term list, both of which are posted on the City’s website and at City Hall.
City Council November 4, 2025
Advisory Body Appointments Page No. 2
1 5
6 9
Strategic Plan 2023 Implementation:
N/A
Recommended Action:
Staff recommends City Council make appointments to fill the vacancies on the various Advisory Bodies for two-year terms expiring on December 31, 2026.
Attachments:
Advisory Body List
COMMISSIONER TERMS As of 11/04/2025
C:\PGCompilerServiceRelease\temp\norwalk\MeetingId_1057\Packet\Docx\12944\4461\1.docx
“Vacancies “at-a-glance”
AYALA PEREZ RAMIREZ RIOS VALENCIA
Historical Heritage (2)
Public Safety
Youth (3)
Historical Heritage
Youth (3)
Art in Public Places
Historical Heritage
International
Friendship
Senior Citizens
Public Safety (2)
Youth (3)
Historical Heritage (2)
Public Safety
Youth (2)
Youth (3)
Members of all City boards, commissions or committees shall be for at least six months prior to appointment, residents of the City of Norwalk, business owners in the City of Norwalk, or property owners in the City of Norwalk.
Commissioner Advisory Body Appointee Present Term
Vega, Luis Art In Public Places Committee Outside Auth w/Expertise in Art Indefinite Vacant Art in Public Places Committee Community Rep Indefinite Vacant Art in Public Places Committee Bus./Community College Rep Indefinite Lopez, Linda Art in Public Places Committee Planning Appointee 12/13/22-12/08/26 Juan, Victor Art in Public Places Committee P&R Appointee 1/21/25-12/31/26 Apodaca, Kim Art in Public Places Committee Perez 1/21/25-12/31/26 Armendarez, Vanessa Art in Public Places Committee Rios 8/19/25-12/31/26 LeGaspi, Natalie Art in Public Places Committee Ayala 4/1/25-12/31/26 Solis, Pilar Art in Public Places Committee Valencia 1/21/25-12/31/26 Vacant Art in Public Places Committee Ramirez -12/31/26 Ang, David Community Promotion Commission Valencia 1/21/25-12/31/26 Garcia, Steve Community Promotion Commission Ayala 3/18/25-12/31/26 Leon, Armida Community Promotion Commission Ramirez 1/21/25-12/31/26 Lopez, Natalie Community Promotion Commission Perez 8/5/25-12/31/26 Sanchez Jr, Arturo Community Promotion Commission Rios 2/4/25-12/31/26 Vacant Historical Heritage Commission Ayala -12/31/26
Vacant Historical Heritage Commission Ayala -12/31/26
Vacant Historical Heritage Commission Perez -12/31/26
Vacant Historical Heritage Commission Ramirez -12/31/26 Vacant Historical Heritage Commission Rios -12/31/26
Vacant Historical Heritage Commission Rios -12/31/26
Corona, Gina Historical Heritage Commission Perez 9/16/25-12/31/26 Greenidge, Marcelle Historical Heritage Commission Valencia 1/21/25-12/31/26 Hernandez, Alex Historical Heritage Commission Ramirez 1/21/25-12/31/26 Pavon, Claudia Carolina Historical Heritage Commission Valencia 1/21/25-12/31/26 Vacant International Friendship Commission Ramirez -12/31/26 Carbajal, Maria International Friendship Commission Valencia -12/31/26 Flores, Sylvia International Friendship Commission Ayala 1/21/25-12/31/26 Gomez, Guadalupe International Friendship Commission Rios 10/7/25-12/31/26 Solis, Analisa International Friendship Commission Perez 1/21/25-12/31/26 Armendarez, Anthony Parks & Recreation Commission Rios 2/4/25-12/31/26 Berberabe, Francisco Parks & Recreation Commission Perez 1/21/25-12/31/26 Carbajal, Maria Parks & Recreation Commission Valencia 8/5/25-12/31/26 Hernandez, Alejandra Parks & Recreation Commission Rios 2/4/25-12/31/26 Juan, Victor Parks & Recreation Commission Ayala 1/21/25-12/31/26 King, David Parks & Recreation Commission Perez 1/21/25-12/31/26 COMMISSIONER TERMS As of 11/04/2025
C:\PGCompilerServiceRelease\temp\norwalk\MeetingId_1057\Packet\Docx\12944\4461\1.docx
Commissioner Advisory Body Appointee Present Term
Martinez, Briana Parks & Recreation Commission Ayala 1/21/25-12/31/26 Moreno, Antoinette Parks & Recreation Commission Ramirez 2/18/25-12/31/26 Valenzuela, Don Parks & Recreation Commission Valencia 1/21/25-12/31/26 Yanez, Monique Parks & Recreation Commission Ramirez 2/18/25-12/31/26 Apodaca, Kimberly Planning Commission Perez 12/13/22-12/08/26 Barragan, Rosa Planning Commission Rios 12/10/24-12/12/28 Lopez, Linda Planning Commission Ayala 12/13/22-12/08/26 Macias, Chris Planning Commission Valencia 1/21/24-12/12/28 Salas-Vernola, Lisa Planning Commission Ramirez 12/10/24-12/12/28 Vacant Public Safety Commission Ayala -12/31/26
Vacant Public Safety Commission Ramirez -12/31/26 Vacant Public Safety Commission Ramirez -12/31/26
Vacant Public Safety Commission Rios -12/31/26
Apodaca, Kim Public Safety Commission Perez 1/21/25-12/31/26 Greenidge, Marcelle Public Safety Commission Valencia 1/21/25-12/31/26 Hoskins, Patricia Public Safety Commission Valencia 1/21/25-12/31/26 LeGaspi, Richard Public Safety Commission Ayala 1/21/25-12/31/26 Rodriguez, Dr. Stephanie Public Safety Commission Perez 1/21/25-12/31/26 Rosoff, Michael Public Safety Commission Rios 1/21/25-12/31/26 Vacant Senior Citizens Commission Ramirez -12/31/26
Contreras, Rachel Senior Citizens Commission Rios 3/4/25-12/31/26 Serrano, Esperanza Senior Citizens Commission Perez 1/21/25-12/31/26 Tasker, Angela Senior Citizens Commission Ayala 1/21/25-12/31/26 Valenzuela, Laura Senior Citizens Commission Valencia 1/21/25-12/31/26 Acosta, Scherise Social Services Commission Ramirez 1/21/25-12/31/26 Barth, Phyllis Social Services Commission Perez 1/21/25-12/31/26 Casillas, Millie Social Services Commission Ramirez 1/21/25-12/31/26 Cerezo, Angeles Honorato Social Services Commission Rios 4/1/25-12/31/26 Greenidge, Marcelle Social Services Commission Perez 1/21/25-12/31/26 LeGaspi, Natalie Social Services Commission Valencia 4/15/25-12/31/26 LeGaspi, Richard Social Services Commission Valencia 1/21/25-12/31/26 Reyes-Castro, Elfega Arely Social Services Commission Ayala 1/21/25-12/31/26 Santos, Alondra Social Services Commission Rios 4/1/25-12/31/26 Tasker, Angela Social Services Commission Ayala 1/21/25-12/31/26 Obi, Brandon Youth Commission Rios 3/18/25-12/31/26
Vacant Youth Commission Ayala -12/31/26
Vacant Youth Commission Ayala -12/31/26
Vacant Youth Commission Ayala -12/31/26
Vacant Youth Commission Perez -12/31/26
Vacant Youth Commission Perez -12/31/26
Vacant Youth Commission Perez -12/31/26
Vacant Youth Commission Ramirez -12/31/26
Vacant Youth Commission Ramirez -12/31/26
Vacant Youth Commission Ramirez -12/31/26
Vacant Youth Commission Rios -12/31/26
Vacant Youth Commission Rios -12/31/26
Vacant Youth Commission Valencia -12/31/26
Vacant Youth Commission Valencia -12/31/26
Vacant Youth Commission Valencia -12/31/26
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Alex Hamilton, Interim Director of Community Development Faye Yuan, Building & Safety Manager
SUBJECT: ORDINANCE NO. 25-1761 – ADOPTING THE 2025 CALIFORNIA BUILDING,
RESIDENTIAL, FIRE, WILDLAND-URBAN INTERFACE, PLUMBING,
ELECTRICAL, MECHANICAL, ENERGY, EXISTING BUILDING, AND GREEN
BUILDING STANDARDS AND AMENDMENTS AND AMENDING THE
NORWALK MUNICIPAL CODE
Background:
The California Building Standards Commission (CBSC) is responsible for adopting and publishing the building codes used for construction within the state. The International Building Code, published approximately every three years by the International Code Council (ICC), serves as the model code referenced by California. The CBSC makes state-specific amendments to the International Building Code and publishes the California Building Standards Code, Title 24 of the California Code of Regulations.
Building and Safety activities are regulated and controlled very closely by State Law and local ordinances. The CBSC adopted and published the 2025 edition of the California Code of Regulations Title 24, otherwise known as the 2025 California Codes. As mandated by state law, cities must enforce these codes for all construction after January 1, 2026.
The California Codes are applicable to all occupancies throughout the state, whether or not the local government takes an affirmative action to adopt these standards. California law takes a straightforward approach to amendments by local governments:
The governing body of the local government must make express findings that amendments to the building standards are necessary due to local climatic, topographic or geologic conditions. The local amendments may only provide for a more restrictive building standard than that contained in the California Codes.
City Council November 4, 2025
Ordinance No. 25-1761 – Adopting California Building
Codes
Page No. 2
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6 3
The administrative provisions of the California Codes may also be amended, provided they are found to be equivalent to the provisions outlined in the Codes. The local amendments and the express findings must be filed with the California Building Standards Commission.
In accordance with these requirements, staff has identified the climatic, geologic, and topographic conditions within the City’s region that necessitate amendments to the California Codes. These findings include the hot dry Santa Ana wind conditions, the occasional heavy winter rains that follow the dry seasonal weather, the City’s location within a highly active seismic area, the soils potential for liquefaction, the density of development, and existing traffic circulation and congestion.
Most of the changes and modifications are the same or substantially similar to those that the City has adopted for previous codes. The modifications to the California Codes contain vital provisions regarding administrative procedures, roofing materials, seismic requirements, foundation requirements, pool safety barriers and other matters necessitated by the City’s exposure to the above climatic, geologic, and topographic conditions.
Some of the significant changes to the 2025 California Building Standards Codes:
California Building Code:
Automatic sprinkler systems are required to be installed in Group B, F-1, M and S-1 occupancies that have lithium-ion or lithium-metal battery systems. Guards required on retaining walls.
Public-occupancy temporary structures added which allows for up to one year of installation.
California Residential Code:
Building Integrated Photovoltaic system (BIPV) criteria has been added. The thickness of required under slab vapor retarders has returned to 6 mil.
California Wildland-Urban Interface Code:
Introduces Part 7: the California Wildland-Urban Interface Code.
This new part integrates California Residential Code section R337, California Building Code chapter 7A, and California Fire Code Chapter 49 to strengthen wildfire resilience in areas where development meets wildland.
California Energy Code:
Updates mandatory U-factor 0.40 for fenestration in all climate zones. Updates mandatory BESS-ready applies to newly constructed single-family buildings with dwelling unit electrical service over 125A.
Requires electric readiness for newly constructed commercial kitchens. Expanded PV Solar and battery requirements to certain occupancy types.
City Council November 4, 2025
Ordinance No. 25-1761 – Adopting California Building
Codes
Page No. 3
1 4
6 3
Adoption Process:
Government Code §50022.1, et seq., authorizes the adoption by reference of the codes specified in this ordinance. When adopting a code by reference, State law requires that the City Council schedule a Public Hearing after first reading of the ordinance. The Public Hearing can occur in conjunction with the second reading of the ordinance. Pursuant to Government Code Section 50022.3, the notice of the Public Hearing must be published once a week for two successive weeks, with at least five days intervening between the respective publication dates.
Copies of the California Building Codes have been deposited with the City Clerk for public review until adoption and shall be kept in the Building & Safety office after the adoption pursuant to Government Code §50022.6.
Environmental Review:
The California Environmental Quality Act (CEQA) does not apply to continuing administrative activities or organizational activities of government that will not result in specific direct or indirect physical changes in the environment, or to the creation of government funding mechanisms or other governmental fiscal activities that do not result in potential environmental impacts. Public Resources Code Section 21065 and State CEQA Guidelines Sections 15378(b)(2) and (b)(5). The draft ordinance makes various technical changes to the existing regulations in the form of local administrative, climate, geologic or topographical changes. On that basis, the draft ordinance is not subject to CEQA.
Fiscal Impact:
Training costs and the purchase of new code books for Building & Safety staff is included in FY 2025/26 budget.
Citizens Advised:
Notice of the Public Hearing posted on October 31, 2025.
Strategic Plan 2023 Implementation:
N/A
Recommended Action:
Staff recommend City Council:
a. introduce for first reading by title only, Ordinance No. 25-1761, AN ORDINANCE OF THE CITY OF NORWALK ADOPTING BY REFERENCE THE 2025 EDITIONS OF THE
CALIFORNIA BUILDING, RESIDENTIAL, FIRE, WILDLAND-URBAN INTERFACE,
PLUMBING, ELECTRICAL, MECHANICAL, ENERGY, EXISTING BUILDING, AND
GREEN BUILDING STANDARDS CODES AND RELATED MODEL CODES, WITH City Council November 4, 2025
Ordinance No. 25-1761 – Adopting California Building
Codes
Page No. 4
1 4
6 3
APPENDICES AND AMENDMENTS THERETO; AND AMENDING THE NORWALK MUNICIPAL CODE, and schedule for adoption; and
b.set a public hearing date for November 18, 2025.
Attachments:
Ordinance No. 25-1761
ORDINANCE NO. 25-1761
AN ORDINANCE OF THE CITY OF NORWALK ADOPTING BY
REFERENCE THE 2025 EDITIONS OF THE CALIFORNIA BUILDING,
RESIDENTIAL, FIRE, WILDLAND-URBAN INTERFACE, PLUMBING,
ELECTRICAL, MECHANICAL, ENERGY, EXISTING BUILDING AND
GREEN BUILDING STANDARDS CODES AND RELATED MODEL
CODES, WITH APPENDICES AND AMENDMENTS THERETO; AND
AMENDING THE NORWALK MUNICIPAL CODE
THE CITY COUNCIL OF THE CITY OF NORWALK HEREBY ORDAINS AS FOLLOWS:
Section 1. Sections 15.04.020 and 15.04.040 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A,” attached hereto and incorporated herein by this reference.
Section 2. Sections 15.06.020 and 15.06.040 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A.”
Section 3. Sections 15.08.020 and 15.08.030 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A.”
Section 4. New Sections 15.10.020 and 15.10.030 of the Norwalk Municipal Code are added to read as shown in Exhibit “A.”
Section 5. Sections 15.12.020 and 15.12.040 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A.”
Section 6. Sections 15.16.020, 15.16.050 and 15.16.160 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A.” Section 7. Sections 15.20.020 and 15.20.175 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A.”
Section 8. Sections 15.24.020 and 15.24.040 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit "A."
Section 9. New Sections 15.26.020 of the Norwalk Municipal Code is added to read as shown in Exhibit "A."
Section 10. Sections 15.28.020 and 15.28.050 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A.”
Ordinance No. 25-1761 Page 2 of 15
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Section 11. Section 15.30.020 and 15.30.050 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A.”
Section 12. Sections 15.32.050.1, 15.32.050.7.1, 15.32.050.7.2, 15.32.050.7.3,
15.32.060.3, and 15.32.080.6 of the Norwalk Municipal Code are hereby amended to read as shown in Exhibit “A.”
Section 13. All inconsistencies between building standards set forth in the California Building Code, California Residential Code, California Fire Code, California Wildland-urban Interface Code, California Plumbing Code, California Electrical Code, California Mechanical Code, California Energy Code, California Existing Building Code and California Green Building Standards Code as adopted by this Ordinance and Parts 2, 2.5, 3, 4, 5, 6, 7, 9, 10, and 11 of Title 24 of the California Code of Regulations are changes, modifications, amendments, additions or deletions thereto authorized by California Health and Safety Code Sections 17958.5 and 17958.7 Section 14. The changes and modifications to the California Building Code, California Residential Code, California Fire Code, California Wildland-urban Interface Code, California Plumbing Code, California Electrical Code, California Mechanical Code, California Existing Building Code, and California Green Building Standards Code that have been enacted by this Ordinance are reasonably necessary because of local climate, characterized by hot, dry summers, followed by strong Santa Ana winds and heavy winter rains, the location in Southern California and the relatively flat terrain of the City subject to geologic instability, and certain topographic conditions, including traffic and circulation congestion presently existing in the City and the placement of fire stations relative to multiple occupancy buildings and roads in the City.
Section 15. To the extent the provisions of this Ordinance are substantially the same as previous provisions of the Norwalk Municipal Code, these provisions shall be construed as continuations of those provisions and not as new enactments. Nothing in this Ordinance, nor the adoption of this Ordinance, shall excuse any violation of Title 15 of the Norwalk Municipal Code, occurring prior to the effective date hereof.
Section 16. This Ordinance shall be effective 30 days from the date of adoption, but the provisions shall not be operative until January 1, 2026.
Section 17. If any section, clause or phrase of this Ordinance is for any reason held to be unconstitutional, or otherwise invalid, such decision shall not affect the validity of the remaining sections of this Ordinance. The City Council hereby declares that it would have passed this Ordinance and each section, subsection, sentence, clause and phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases may be declared unconstitutional.
Section 18. The City Clerk shall certify to the passage of this Ordinance and shall cause this Ordinance to be published or posted as required by law.
Ordinance No. 25-1761 Page 3 of 15
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PASSED, APPROVED AND ADOPTED on this _____day of _________ 2025.
TONY AYALA
MAYOR
ATTEST:
THERESA DEVOY, CMC
CITY CLERK
Ordinance No. 25-1761 Page 4 of 15
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EXHIBIT “A”
Title 15
BUILDINGS AND CONSTRUCTION
“15.04.020 Building Code adopted.
Except as hereinafter provided, the California Building Code, 2025 Edition, based on the 2024 International Building Code as published by the International Code Council, including Appendices I and J thereto, is adopted by reference and incorporated herein as though fully set forth herein and shall constitute the Building Code of the City. A copy of the 2025 California Building Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.04.040 Amendments.
Notwithstanding the provisions of Subsection 15.04.020 the California Building Code is hereby amended as follows:
A. Division II (Scope and Administration) of Chapter 1 is hereby deleted.
B. Table 1505.1 is hereby amended, by the deletion of Table 1505.1 and the addition of a new Table 1505.1 thereto, to read as follows:
TABLE 1505.1a
MINIMUM ROOF COVERING CLASSIFICATIONS
TYPES OF CONSTRUCTION
IA IB IIA IIB IIIA IIIB IV VA VB
A A A A A A A A A
For SI: 1 foot = 304.8 mm, 1 square foot = 0.0929 m2.
a. Unless otherwise required in accordance with the California Wildland-Urban Interface Code.
C. Section 1505.1.2 is hereby amended, by the deletion of the entire section and the addition of a new section thereto, to read as follows:
1505.1.2 Roof coverings within all other areas other than Fire Hazard Severity Zone or a Wildland-Urban Interface (WUI). The entire roof covering of every existing structure where more than 50 percent of the total roof area is replaced within any one-year period, the entire roof covering of every new structure, and any roof covering applied in the alteration, repair or replacement of the roof of every existing structure, shall be a fire-retardant roof covering that is at least Class A.
Ordinance No. 25-1761 Page 5 of 15
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D. Section 1613.8 is hereby added to Chapter 16 to read as follows:
1613.8 Suspended Ceilings. Minimum design and installation standards for suspended ceilings shall be determined in accordance with the requirements of Section 2506.2.1 of this Code and this section.
1613.8.1 Scope. This part contains special requirements for suspended ceilings and lighting systems. Provisions of Section 13.5.6 of ASCE 7 shall apply except as modified herein.
1613.8.2 General. The suspended ceilings and lighting systems shall be limited to 6 feet (1829 mm) below the structural deck unless the lateral bracing is designed by a licensed engineer or architect.
1613.8.3 Sprinkler Heads. All sprinkler heads (drops) except fire-resistance-rated floor/ceiling or roof/ceiling assemblies, shall be designed to allow for free movement of the sprinkler pipes with oversize rings, sleeves or adaptors through the ceiling tile. Sprinkler heads and other penetrations shall have a 2 inch (51mm) oversize ring, sleeve, or adapter through the ceiling tile to allow for free movement of at least 1 inch (25.4 mm) in all horizontal directions. Alternatively, a swing joint that can accommodate 1 inch (25.4 mm) of ceiling movement in all horizontal directions is permitted to be provided at the top of the sprinkler head extension.
Sprinkler heads penetrating fire-resistance-rated floor/ceiling or roof/ceiling assemblies shall comply with Section 714 of this Code.
E. Section 1807.1.4 Permanent wood foundation systems is hereby amended, by adding a paragraph as follows:
Permanent wood foundation systems shall not be used for structures assigned to Seismic Design Category D, E, or F.
F. Section 1807.1.6 Prescriptive design of concrete and masonry foundation walls is amended, by adding a paragraph as follows:
Prescriptive design of concrete and masonry foundation walls shall not be used for structures assigned to seismic design category D, E, or F.
G. Section 3109.2 is amended by the deletion of the entire section and the addition of a new section thereto, to read as follows:
3109.2 Construction permit; safety features required. New or remodel pools or spas, at a private single-family home, shall have an enclosure complying with the amended California Residential Code Appendix CI.
Ordinance No. 25-1761 Page 6 of 15
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15.06.020 Residential Code adopted.
Except as hereinafter provided, the California Residential Code, 2025 Edition, based on the 2024 International Residential Code as published by the International Code Council, including Appendices BF Patio Covers and CI Swimming Pool Safety Act thereto is adopted by reference and incorporated herein as though fully set forth herein and shall constitute the Residential Code of the City. A copy of the 2025 California Residential Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.06.040 Amendments.
Notwithstanding the provisions of Section 15.06.020 the California Residential Code is hereby amended as follows:
A. Division II Administration of Chapter 1 is hereby deleted.
B. Table R301.2 is hereby amended, by the deletion of Table R301.2(1) and the addition of a new Table R301.2 thereto, to read as follows:
C. TABLE R301.2 -- CLIMATIC AND GEOGRAPHIC DESIGN CRITERIA Wind Design Subject To Damage
From
Groun
d
Sno
w
Load
o
Speed
d
(mph)
Topograp
hic
effectsk
Speci
al
wind
regionl
Windbor
ne debris
zonem
Seismic
Design
Categor
yf Weatherin
ga
Frost
line
depthb
Termite
c
Ice Barrier
Underlayme
nt
Requiredh
Flood
Hazard
sg
Air
Freezin
g
Indexi
Mean
Annua
l
Tempj
Zero 95 Yes Yes No D2 or E Negligible 12-24” Very
Heavy No Yes Zero 63
MANUAL J DESIGN CRITERIAn
Elevation
Altitude
correction
factore
Coincident wet
bulb
Indoor winter design
relative humitity
Indoor design dry-
bulb temperature
Outdoor winter
design dry-bulb
temperature
Heating
Temperature
Difference
97 -- 69 -- -- -- --
Latitude Daily range Summer
design gains
Indoor summer
design relative
humitity
Indoor summer
design dry-bulb
temperature
Outdoor summer
design dry-bulb
temperature
Cooling
Temperature
Difference
34 26 50% RH 11 -- -- --
For SI: 1 pound per square foot = 0.0479 kPa, 1 mile per hour = 0.447 m/s. a. Weathering may require a higher strength concrete or grade of masonry than necessary to satisfy the structural requirements of this code. The weathering column shall be filled in with the weathering index (i.e., "negligible," "moderate" or "severe") for concrete as determined from the Weathering Probability Map [Figure R301.2(1)].
The grade of masonry units shall be determined from ASTM C 34, C 55 , C 62, C 73, C 90, C 129, C 145, C 216 or C 652.
b. The frost line depth may require deeper footings than indicated in Figure R403.1(1).
The jurisdiction shall fill in the frost line depth column with the minimum depth of footing below finish grade.
Ordinance No. 25-1761 Page 7 of 15
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c. The jurisdiction shall fill in this part of the table to indicate the need for protection depending on whether there has been a history of local subterranean termite damage. d. The jurisdiction shall fill in this part of the table with the wind speed from the basic wind speed map [Figure R30l.2( 2)]. Wind exposure category shall be determined on a site- specific basis in accordance with Section R301.2.1.4.
e. The jurisdiction shall fill in this section of the table to establish the design criteria using Table 10A from ACCA Manual J or established criteria determined by the jurisdiction.
f. The jurisdiction shall fill in this part of the table with the seismic design category determined from Section R301.2.2.1.
g. See City's FIRM maps for Flood Hazard Locations.
h. In accordance with Sections R905.1.2, R905.4.3.1 , R905.5.3.1, R905.6.3.1, R905.7.3.1 and R905.8.3.1, where there has been a history of local damage from the effects of ice damming, the jurisdiction shall fill in this part of the table with "YES." Otherwise, the jurisdiction shall fill in this part of the table with "NO." i. The jurisdiction shall fill in this part of the table with the 100-year return period air freezing index (BF-days) from Figure R403.3(2) or from the l00-year (99%) value on the National Climatic Data Center data table "Air Freezing Index- USA Method (Base 32°)" at www.ncdc.noaa.gov/fpsf.htrnl.
j. The jurisdiction shall fill in this part of the table with the mean annual temperature from the National Climatic Data Center data table "Air Freezing Index-USA Method (Base 32°F)" at www.ncdc.noaa.gov/fpsf.html.
k. In accordance with Section R301.2.1.5, where there is local historical data documenting structural damage to buildings due to topographic wind speed-up effects, the jurisdiction shall fill in this part of the table with "YES. " Otherwise, the jurisdiction shall indicate "NO" in this part of the table.
l. In accordance with Figure R301.2(4)A, where there is local historical data documenting unusual wind conditions, the jurisdiction shall fill in this part of the table with “YES” and identify any specific requirements. Otherwise, the jurisdiction shall indicate “NO” in this part of the table.
m. In accordance with Section R301.2.1.2, the jurisdiction shall indicate the wind-borne debris wind zone(s). Otherwise, the jurisdiction shall indicate “NO” in this part of the table.
n. The jurisdiction shall fill in these sections of the table to establish the design criteria using Table 1a or 1b from ACCA Manual J or established criteria determined by the jurisdiction.
o. The jurisdiction shall fill in this section of the table using the Ground Snow Loads in Figure R301.2 (3).
D. Section R302.1 is hereby amended, by adding the following text to Exception 3:
Such structures must comply with the setback requirements of the City zoning ordinance and the Fire Code.
E. Section R313.1 is hereby amended, by the deletion of the entire section and the addition of a new section thereto, to read as follows:
Ordinance No. 25-1761 Page 8 of 15
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R313.1 Minimum height. Habitable rooms shall have a ceiling height of not less than 7 feet 6 inches (2286 mm). Hallways, kitchens, bathrooms, laundry rooms, and storage rooms shall have a ceiling height of not less than 7 feet (2134mm).
Exceptions:
1. If any room in a building has a sloped ceiling, the prescribed ceiling height for the room is required in one-half of the area thereof. Any portion of the room measuring less than 5 feet (1524mm) from the finished floor to the ceiling shall not be included in any computation of the minimum floor area thereof.
2. Bathrooms shall have a minimum ceiling height of 6 feet 8 inches (2032mm) at the center of the front clearance area for fixtures in accordance with the Plumbing Code. A shower or tub equipped with a showerhead shall have a minimum ceiling height of 6 feet 8 inches (2032mm) above a minimum area 30 inches (762mm) by 30 inches (762mm) at the showerhead. The ceiling height above any fixture shall be such that the fixture is capable of being used for its intended purpose.
F. Section R404.2 Wood foundation walls is hereby amended by adding a paragraph as follows:
Wood foundation walls shall not be used for structures located in Seismic Design Category D0, D1 or D2.
G. Section R902.1 is hereby amended, by the deletion of the entire section and the addition of a new section thereto, to read as follows:
R902.1 Roofing covering materials. Roofs shall be covered with materials as set forth in Sections R904 and R905. A minimum Class A roofing shall be installed in areas designated by this section. Class A roofing required by this section to be listed shall be tested in accordance with UL 790 or ASTM E108.
Exceptions:
1. Class A roof assemblies include those with coverings of brick, masonry and exposed concrete roof deck.
2. Class A roof assemblies also include ferrous or copper shingles or sheets, metal sheets and shingles, clay or concrete roof tile, or slate installed on noncombustible decks.
H. Section R902.1.2 is hereby amended, by the deletion of the entire section and the addition of a new section thereto, to read as follows:
R902.1.2 Roof coverings in all other areas other than Fire Hazard Severity Zones or a Wildland-Urban Interface (WUI) area. The entire roof covering of every existing structure where more than 50 percent of the total roof area is replaced within any one-year period, the entire roof covering of every new structure, and any roof covering applied in the alteration, repair or replacement of Ordinance No. 25-1761 Page 9 of 15
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the roof of every existing structure, shall be a fire-retardant roof covering that is at least Class A.
I. Section R902.2 is hereby amended, by the deletion of the first sentence in its entirety and the addition of a new first sentence, to read as follows:
R902.2 Fire-retardant-treated shingles and shakes. Fire-retardant-treated wood shakes and shingles are wood shakes and shingles complying with UBC Standard 15-3 or 15-4 which are impregnated by the full-cell vacuum-pressure process with fire-retardant chemicals, and which have been qualified by UBC Standard 15-2 or ASTM E108 or UL 790 for use on Class A roofs.
J. Appendix CI, amend section 115922(a) as follows:
Except as provided in Section 115925 when a building permit is issued for the construction of a new swimming pool or spa or the remodeling of an existing swimming pool or spa at a private single-family home, the respective swimming pool or spa shall be equipped with item (1) below AND at least one additional following seven drowning prevention features:
K. Appendix CI, amend section 115922(a) (1) as follows:
An enclosure that meets the requirements of 115923 and isolates the swimming pool and spa from the private single-family home. Any walls of the residential structure or accessory structures used to complete the isolation enclosure must have door openings equipped with protection as required in 115925 (a) #4 or #5.
Any such door protection device provided for this purpose may not be used to comply with the second drowning prevention feature requirement.
L. Appendix CI, amend section 115922(a) (2) by adding the following sentence:
The mesh fencing setback shall be not less than 20 inches from the water’s edge.
M. Appendix CI, amend section 115923(e) by adding the following paragraph:
In order to be considered non-climbable, the following minimum standards shall apply:
a. The maximum opening formed by a chain link fence shall be not more than 1 ¼”.
b. There shall be a clear zone of not less than 36” between the exterior of the enclosure and any permanent structures or equipment such as pumps, filters, and heaters that can be used to climb the enclosure.
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15.08.020 Fire Code adopted.
Except as hereinafter provided, the California Fire Code, 2025 Edition, based on the 2024 International Fire Code as published by the International Code Council, including Appendices B through J thereto, is adopted by reference and incorporated herein as though fully set forth herein and shall constitute the Fire Code of the City. A copy of the 2025 California Fire Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.08.030 Amendments. Notwithstanding the provisions of Subsection 15.08.020, the Fire Code is hereby amended as follows:
A. Section 101.1 is hereby amended, by the deletion of the entire section and the addition of a new section thereto, to read as follows:
101.1 Title.
These regulations shall be known as the Fire Code of the City of Norwalk, hereinafter referred to as “this code.”
B. Section 101.2.2 is hereby added to Part 1 of Division II of Chapter 1 as follows:
101.2.2 Fire protection and fire hydrant standards.
The requirements of this code relating to fire hydrant systems, water supply, fire equipment access, posting of fire equipment access, parking, lot identification, weed abatement, and combustible brush and vegetation on a common area that represents an imminent fire hazard, debris abatement, combustible storage abatement including flammable liquid storage, hazardous material storage and use, open flame and open burning, and burglar bars, shall apply at State regulated mobile home and special occupancy parks within the jurisdiction of the City of Norwalk as per California Health and Safety Code Sections 18691 and 18873.5.
C. Section 101.3 of the Fire Code is hereby amended by adding a second and third paragraph to read as follows:
This code shall not be construed to hold the city or county, or any fire protection district, or any officer, employee or agent thereof responsible for any damage to persons or property by reason of any inspection authorized herein or by reason of the issuance or non-issuance of any permit authorized herein, and/or for any action or omission in connection with the application and/or enforcement of this code. By adopting the provisions of this code, the city or county, or any fire protection district, does not intend to impose on itself, its employees or agents any mandatory duties of care toward persons and property within its jurisdiction so as to provide a basis of civil liability for damages.
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This section is declaratory of existing law and is not to be construed as suggesting that such was not the purpose and intent of previous code adoptions.
15.10.020 Wildland-urban Interface Code adopted.
Except as hereinafter provided, the California Wildland-urban Interface Code, 2025 Edition, based on the 2024 International Wildland-urban Interface Code as published by the International Code Council, including the appendices thereto, is hereby adopted by reference and incorporated herein as though fully set forth herein and shall constitute the Wildland-urban Interface Code of the City. A copy of the 2025 Wildland- urban Interface Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.10.030 Amendments.
Notwithstanding the provisions of Subsection 15.10.020, the California Wildland- urban Interface Code is hereby amended by deleting Division II (Scope and Administration) of Chapter 1.
15.12.020 Plumbing Code adopted.
Except as hereinafter provided, the California Plumbing Code, 2025 Edition, based on the 2024 Uniform Plumbing Code as published by the International Association of Plumbing and Mechanical Officials, including the appendices A through S thereto, is hereby adopted by reference and incorporated herein as though fully set forth herein and shall constitute the Plumbing Code of the City. A copy of the 2025 California Plumbing Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.12.040 Amendments.
Notwithstanding the provisions of Subsection 15.12.020, the California Plumbing Code is hereby amended by deleting Division II (Administration) of Chapter 1.
15.16.020 Electrical Code adopted.
Except as hereinafter provided, the California Electrical Code, 2025 Edition, based on the 2024 National Electrical Code as published by the National Fire Protection Association is hereby adopted by reference and is incorporated herein as though fully set forth herein and shall constitute the Electrical Code of the City. A copy of the California Electrical Code, 2025 Edition, has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.16.050 Amendments.
Ordinance No. 25-1761 Page 12 of 15
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Notwithstanding the provisions of Subsection 15.16.020, the Electrical Code is hereby amended as follows:
A. Articles 89.108.4 through 89.108.10 are hereby deleted.
15.16.160 Time Limit. Delete the entire section and add a new section thereto, to read as follows:
Every permit issued under the provisions of this Code shall expire by limitation and become null and void if the work authorized by such permit is not commenced within 12 months from the date of such permit, or if the work authorized by such permit is suspended or abandoned at any time after the work is commenced, for a period of one hundred eight (180) days or more. Before such work can be commenced or recommenced, a new permit shall first be obtained and the fee therefor shall be one-half the amount required for a new permit for such work, provided no changes have been made or will be made in the original plans and specifications of such work; and provided, further, that the new permit is obtained no later than one year from the date of the expired permit, or the duration of suspension or abandonment has not exceeded one year.
Any permittee holding an unexpired permit may apply for an extension of time within which work may commence under that permit. The Building Official is authorized to grant, in writing, one or more extensions of time for periods not more than one hundred eighty (180) days each. The extensions shall be requested in writing and justifiable cause demonstrated. The fee as established by resolution of the City Council shall be paid for each permit extension.
In order to renew a permit after expiration, except as provided for above, the permittee shall pay the fee as established by resolution of the City Council.
15.20.175 Swimming pool enclosures and safety devices. Delete Paragraphs B & C and replace with a new paragraph as follows:
B. Private Swimming Pools. New or remodel pools or spas, at a private single-family home, shall have an enclosure complying with the amended California Residential Code, Appendix CI.
15.24.020 Mechanical Code adopted .
Except as hereinafter provided, California Mechanical Code, 2025 Edition, based on the 2024 Uniform Mechanical Code as published by the International Association of Plumbing and Mechanical Officials, including the appendices thereto, is hereby adopted by reference and incorporated herein as though fully set forth herein and shall constitute the Mechanical Code of the City. A copy of the 2025 California Mechanical Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
Ordinance No. 25-1761 Page 13 of 15
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15.24.040 Amendments.
Notwithstanding the provisions of Subsection 15.24.020, the Mechanical Code is hereby amended by deleting Division II (Administration) of Chapter 1.
15.26.020 Energy Code adopted.
Except as hereinafter provided, the California Energy Code, 2025 Edition, including the appendices thereto, is hereby adopted by reference and incorporated herein as though fully set forth herein and shall constitute the Energy Code of the City. A copy of the 2025 California Energy Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.28.020 Existing Building Code adopted.
Except as hereinafter provided, the California Existing Building Code, 2025 Edition, based on the 2024 International Existing Building Code as published by the International Code Council, hereby adopted by reference and is incorporated herein as though fully set forth herein and shall constitute the Existing Building Code of the City for regulating existing buildings in the City. A copy of the 2025 California Existing Building Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.28.050 Amendments.
Notwithstanding the provisions of Subsection 15.28.020, the Existing Building Code is hereby amended by deleting Division II (Scope and Administration) of Chapter 1.
15.30.020 Green Building Standards Code adopted.
Except as hereinafter provided, the California Green Building Standards Code, 2025 Edition, as published by the International Code Council, is hereby adopted by reference and incorporated herein as though fully set forth herein and shall constitute the Green Building Standards Code of the City. A copy of the 2025 California Green Building Standards Code has been deposited in the office of the Building Official and shall be, at all times, maintained by the Building Official for use and examination by the public.
15.30.050 Amendments.
Section 202 is hereby amended, by the addition of the following definition, to read as follows:
Sustainability. Consideration of present development and construction impacts on the community, the economy, and the environment without compromising the needs of the future.
Ordinance No. 25-1761 Page 14 of 15
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15.32.050.1 Work exempt from permit. Delete section A and add a new section thereto to read as follows:
A. Building.
1. One-story detached accessory structures to an R-3 occupancy less than ten (10) feet in height, used as tool and storage sheds, playhouses and similar uses, such as portable shade structures, provided the floor area does not exceed one hundred twenty (120) square feet (11 m 2). Such structures must comply with the setback requirements of the City zoning ordinance and the Fire Code.
2. Wood, chain link or tubular steel fences or masonry walls, other than swimming pool barriers, not over six feet (1,829 mm) high.
3. Oil derricks.
4. Retaining walls that are not over four feet (1,219 mm) in height measured from the bottom of the footing to the top of the wall, unless supporting a surcharge or impounding Class I, II or III A liquids, or within thirty (30) inches from a property line.
5. Water tanks supported directly on grade if the capacity does not exceed five thousand (5,000) gallons (18,925 L) and the ratio of height to diameter or width does not exceed 1.5:1.
6. Sidewalks and driveways not more than thirty (30) inches (762 mm) above adjacent grade, and not over any basement or story below, or within thirty (30) inches from a property line, and are not part of a required exit, means of egress or an accessible route.
7. Painting, papering, carpeting, tiling that is not part of a tub or shower enclosure, cabinets, counters and similar finish work that does not involve electrical, mechanical, or plumbing work.
8. Temporary motion picture, television and theater stage sets and scenery.
9. Prefabricated swimming pools accessory to a Group R-3 occupancy that are less than eighteen (18) inches (457.2 mm) deep, do not exceed five thousand (5,000) gallons (18,925L) and are installed entirely above ground.
10. Shade cloth structure for nursery or agricultural purposes, not including service systems.
11. Swings and other playground equipment accessory to detached one- and two- family dwellings.
Ordinance No. 25-1761 Page 15 of 15
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12. Window awnings supported by an exterior wall that do not project more than fifty-four (54) inches (1,372 mm) from the exterior wall and do not require additional support Group R-3 and U occupancies.
13. Non-fixed and movable fixtures, cases, racks, counters and partitions not over five feet, nine inches (1,753 mm) in height.
Unless otherwise exempted, separate plumbing, electrical, and mechanical permits will be required for the above-exempted items.
15.32.050.7.1 Requesting extension of an unexpired permit. Delete the section in its entirety and add a new section thereto, to read as follows:
Any permittee holding an unexpired permit may apply for an extension of time within which permittee may commence work under that permit when he or she is unable to commence or recommence work within the time required by this section for good and satisfactory reasons. The Building Official is authorized to grant, in writing, one or more extensions of time for periods not more than 180 days each. The extension shall be registered in writing and justifying cause demonstrated. Permits extended not be subject to new regulations adopted after issuance of the permit. The fee as established by resolution of the City Council shall be paid for each permit extension.
15.32.050.7.2 Requesting renewal of a permit that has been expired for less than one hundred eighty days. Delete the section in its entirety and add a new section thereto, to read as follows:
15.32.050.7.2 Requesting reactivation of an expired permit. The fee as established by resolution of the City Council shall be paid for each permit reactivation.
15.32.050.7.3 Requesting renewal of a permit that has been expired for one hundred eighty days or more. Delete the section in its entirety.
15.32.060.3 Examination of documents. Delete the section in its entirety.
15.32.080.6 Fee Refunds. Delete the entire section and add a new section thereto, to read as follows:
The Building Official may authorize refunding of any fee paid hereunder, which was erroneously paid or collected. The Building Official may authorize refunding of the permit fee as established by resolution of the City Council.
Permit and plan check fees will be refunded in their entirety when inadvertently paid for a project outside the jurisdiction of the City of Norwalk or as duplicate fees, except that no refund will be made if one year has elapsed from the date of payment.
City Council Agenda Report
November 4, 2025
TO: Honorable City Council
FROM: Jesus M. Gomez, City Manager
BY: Alex Hamilton, Interim Director of Community Development SUBJECT: RESOLUTION NO. 25-52 – APPROVING THE SECOND AMENDMENT TO THE
GROUND LEASE, AN EASEMENT AGREEMENT, AND COVENANTS,
CONDITIONS, AND RESTRICTIONS FOR THE WALK PROJECT SITE
Background:
The Ground Lease Agreement between the City and Primestor Norwalk Entertainment. LLC (“Primestor”) was approved in October 2022 (“Original Ground Lease”). The City leased a portion of City Property, including but not limited to the Surface Parking Area, to Primestor for the development and construction of a mixed use development (the “Project”) consisting of (i) approximately three hundred seventy-four (374) residential units; (ii) approximately 94,398 square feet of commercial uses, which may include, but not be limited to, food and beverage establishments, retail, health and wellness facilities, and grocery or supermarket uses; and (iii) approximately 119,643 square feet of ground-floor open space/plaza area that is publicly accessible but privately maintained and operated. The City Council subsequently approved the First Amendment to the Ground Lease in January 2025.
Analysis:
A. Second Amendment to Ground Lease (“Second Amendment”) The Second Amendment proposes to amend the Original Ground Lease in order to: (i) acknowledge and confirm that the Affordable Housing Parcel has been released from the Premises under the Ground Lease. Under the terms of the Original Ground Lease, it was anticipated that portions of the Project would be released from the Original Ground Lease to facilitate the financing and development of individual components of the Project. Following the said release, the Affordable Housing Parcel will be subject to an affordable housing ground lease; (ii) increase the area of the Premises under the Original Ground Lease to include the area adjacent to the City Hall building; and (iii) apply a rent credit against first and second year rent
City Council November 4, 2025
Resolution No. 25-52 – Second Amendment to Ground
Lease; an Easement Agreement and Covenants,
Conditions and Restrictions
Page No. 2
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payments consistent with the terms of the Exclusive Negotiation Agreement previously entered into by and between the City and Primestor (“ENA”).
In addition, the Second Amendment also adds property adjacent to the City Hall building measuring approximately 5,615 square feet to the Premises under the Original Ground Lease which will be improved and incorporated into the Project’s community serving plaza.
Lastly, the Second Amendment also amends the Original Ground Lease to provide for the reimbursement of certain Project entitlement costs incurred by Primestor in accordance with the terms of the ENA as a credit against the first and second year rent. Under the Second Amendment, Primestor would be entitled to a rent credit of $500,000 in year 1 and $397,747.25 rent credit in year 2 for Project entitlement costs.
B. Easement Agreement
The City and Primestor desire to enter into an Easement Agreement in order to grant certain non-exclusive rights in, on, over, under, across, and through the easement area on the City Hall Parcel (as shown below) to Primestor to develop and construct improvements within the easement area that will be seamlessly integrated with the Project’s community plaza. After completion, Primestor will be responsible for ongoing maintenance of the easement area improvements.
C. Declaration of Covenants, Conditions, and Restrictions (“CC&R”) Also for City Council’s consideration is the Declaration of CC&Rs for the common areas within the Project that will be shared by the City and the Project’s commercial and residential
City Council November 4, 2025
Resolution No. 25-52 – Second Amendment to Ground
Lease; an Easement Agreement and Covenants,
Conditions and Restrictions
Page No. 3
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components such as the community plaza, all sidewalks, driveways, landscape and other improvements (excluding buildings).
The CC&R is a legal document establishing a set of legal rules and terms that govern how the Project common areas will be used and maintained and the duties and obligations of the parties. The CC&R ensures that the Project common areas are managed and well maintained for the life of the Project. CC&Rs are very common tools for all master planned development types from residential condominiums, office, retail, and industrial developments that have single or multiple common ownership interests in the project.
The CC&R is set up to allow for Primestor to assume the responsibilities for all maintenance obligations and then offset set costs as part of the “operating expenses”. The final amount of offset will be subject to City and Primestor annual review of expenses that would be applied against base rent paid to the City by Primestor.
Environmental:
The City Council certified the Final Environmental Impact Report for the Project on October 4, 2022 through City Council Resolution No. 22-57 (“FEIR”), which evaluated the environmental impacts associated with development and implementation of the Project. The Second Amendment to the Ground Lease, Easement Agreement, and the CC&R are actions associated with the implementation of the Project and are within the scope of the FEIR and none of the conditions set forth under California Environmental Quality Act (“CEQA”) Guidelines Section 15162 requiring the preparation of a subsequent EIR have been met. Therefore, pursuant to CEQA Guidelines Sections 15162 and 15168(c)(2), no further environmental review is required.
Fiscal Impact:
The City will receive sales taxes, property taxes, and percentage rent payments from the Mixed- Use Project. All revenue receipts including net percentage rent payments will be subject to annual review and approval of a financial statement submitted every calendar year pursuant to the terms of the Ground Lease.
Citizens Advised:
N/A
City Council November 4, 2025
Resolution No. 25-52 – Second Amendment to Ground
Lease; an Easement Agreement and Covenants,
Conditions and Restrictions
Page No. 4
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Strategic Plan 2023 Implementation:
The recommended action will further the City’s Strategic Plan Goal 3: Build Public Destinations and implement the adopted Specific Plan.
Recommended Action:
Staff recommend City Council adopt Resolution No. 25-52, A RESOLUTION OF THE CITY
COUNCIL OF THE CITY OF NORWALK APPROVING THE SECOND AMENDMENT TO A
GROUND LEASE BY AND BETWEEN THE CITY OF NORWALK AND PRIMESTOR NORWALK ENTERTAINMENT, LLC; AN EASEMENT AGREEMENT; AND COVENANTS, CONDITIONS, AND RESTRICTIONS; and authorize the City Manager to execute the Second Amendment to the Ground Lease Agreement, the Easement Agreement, and the Covenants, Conditions and Restrictions and any other ancillary documents and amendments in a form approved by the City Attorney.
Attachments:
1. Resolution No. 25-52
2. Second Amendment to the Ground Lease
3. Easement Agreement
4. Declaration of Covenants, Conditions, and Restrictions ATTACHMENT NO. 1
RESOLUTION NO. 25-52
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NORWALK
APPROVING THE SECOND AMENDMENT TO A GROUND LEASE BY
AND BETWEEN THE CITY OF NORWALK AND PRIMESTOR
NORWALK ENTERTAINMENT, LLC; AN EASEMENT AGREEMENT ;
AND COVENANTS, CONDITIONS, AND RESTRICTIONS
WHEREAS, the City entered into that certain ground lease agreement by and between the City of Norwalk and Primestor Norwalk Entertainment, LLC (“Developer”) dated December 19, 2022 (the “Original Agreement”), as amended by that First Amendment to Ground Lease dated as of March 31, 2025 (“First Amendment”) and together with the Original Agreement collectively referred to as the “Original Ground Lease”) to facilitate the development thereof with a mixed use development consistent with the Norwalk Entertainment District – Civic Center Specific Plan (the “Project”); and
WHEREAS, in accordance with Section 2.6 of the Original Ground Lease, Developer assigned to Residences at the Walk, LP (“Affordable Housing Developer”) all of Developer’s rights, title, and interests in, to and under the Ground Lease with respect to the portion of the premises identified as Parcel 7 (the “Affordable Housing Parcel”), in order to facilitate the development of the Affordable Housing Parcel with a fifty -six (56) unit multifamily housing development consisting of not less than fifty-three (53) income restricted residential units plus one (1) manager’s unit (the “Affordable Housing Project”); and
WHEREAS, City and Affordable Housing Developer executed that certain Restricted Residential Ground Lease (the “Affordable Housing Ground Lease”), pursuant to which City leases the Affordable Housing Parcel to Affordable Housing Developer for the development of the Affordable Housing Project;
WHEREAS, Developer will develop the portion of the Premises under the Original Ground Lease with a community serving plaza, plus all sidewalks, driveways, landscaping, and other improvements from time to time existing upon the exterior portions of the Plaza Parcel, but excluding all Buildings;
WHEREAS, the City desires to enter into the Declaration of C ovenants, Conditions, and Restrictions, which establish easements for the benefit of the Project and creates a plan for the maintenance, operation, and governance of the common plaza areas of the Project (“CC&R”);
WHEREAS, pursuant to Article 28 of the Original Ground Lease, City has notified Tenant of its decision to lease a portion of the City Hall Parcel measuring approximately 5,615 square feet , as depicted on Exhibit A (the “City Hall Adjacent Area”), and Tenant has notified City of its election to lease a portion of the City Hall Parcel from City, on the terms and conditions set forth in the Ground Lease;
WHEREAS, the City also desires to grant to Developer certain non- exclusive easement rights in, on, over, under, across, and through the City Hall Parcel, but excluding Resolution No. 25-52 Page 2 of 8
the City Hall Building itself to develop certain improvements on the City Hall Parcel and to provide for certain maintenance obligations and responsibilities, as depicted in Exhibit B (“City Hall Parcel Easement”);
WHEREAS, p ursuant to Section 4 of the ENA (as defined in the Original Ground Lease), Tenant has submitted Entitlement Cost Invoices to City evidencing Entitlement Costs incurred by Primestor Development, Inc., a Nevada corporation, an affiliate of Developer and City desires to reimburse Developer a portion of the Entitlement Cost Invoices consistent with the ENA as by applying a credit against Developer’s obligation to pay Base Rent for the First Rent Year and Second Rent Year;
WHEREAS, the Developer desires to utilize State Density Bonus Law, which allows developers to build more housing units than normally permitted by local zoning laws if they include a certain percentage of affordable housing units within their development; and
WHEREAS, the Parties now desire to amend the Original Ground Lease in order to:
(i) acknowledge and confirm that the Affordable Housing Parcel has been released from the Premises under the Ground Lease; (ii) increase the area of the Premises under the Ground Lease to include the City Hall Adjacent Area; (iii) apply the Rent Credit against Base Rent for the First Rent Year and Second Rent Year; and (iv) make such other modifications and amendments to the Original Ground Lease.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF NORWALK HEREBY DETERMINES, FINDS, AND RESOLVES AS FOLLOWS:
Section 1. The foregoing recitals are true and correct and are hereby incorporated as substantive findings in this Resolution.
Section 2. The City Council certified the Final EIR for the Project on October 4 , 2022, through City Council Resolution No. 22-57 (“FEIR”), which evaluated the environmental impacts associated with development and implementation of the Project . The Second Amendment to the Ground Lease, Easement Agreement, and the CC&R are actions associated with the implementation of the Project and are within the scope of the FEIR and none of the conditions set forth under CEQA Guidelines Section 15162 requiring the preparation of a subsequent EIR have been met. Therefore, pursuant to CEQA Guidelines Sections 15162 and 15168(c)(2), no further environmental review is required.
Section 3. The City Council hereby finds that the Second Amendment to the Ground Lease, Easement Agreement, and the CC&R are consistent the overall policies, goals, and objectives of the City’s General Plan, adopted specific plans, and the Norwalk Municipal Code based on the facts and findings set forth City Council Resolution No. 22 -58, which are incorporated and made a part of herein. In addition, the Second Amendment to the Ground Lease, Easement Agreement, and the CC&R are consistent with the goals and policies of the City’s Housing Element by facilitating: (1) the development of market -rate and affordable housing supply to meet the needs projected for the City ; (2) p rovide a variety of housing opportunities for all income groups of the City; (3) attain a housing market where all families can find adequate housing within their financial means ; and (4) achieve an assisted housing supply that provides a full range of affordable ownership and rental housing opportunities.
Resolution No. 25-52 Page 3 of 8
Section 4. The City Council further finds Second Amendment to the Ground Lease, Easement Agreement, and the CC&R assist in maximizing local economic development and housing goals as follows: (i) creation of local, well-paid, and skilled and trained construction jobs at prevailing rates in connection with the Residential and Commercial Projects, (ii) creation of well -paid new commercial retail jobs once the Project is completed; (iii) the generation of new property and sales tax revenue and lease rent that may be used to provide vital City services for the residents of the City , businesses and their employees, and visitors to the City, (iv) generate provide new amenities for the residents of the City and serve as a regional commercial destination in the southeast Los Angeles County area as well as an economic node and priority opportunity site, (v) assist meeting the City’s regional housing goals through the construction of the residential units consisting of affordable and market rate units, and (vi) creation of improved, publicly accessible open space for gatherings.
Section 5. The City Council hereby approves (i) Second Amendment to the Ground Lease, (ii) the Easement Agreement, and (iii) the CC&R. The City Manager or designee are hereby authorized and directed to execute Second Amendment to the Ground Lease, Easement Agreement, and the CC&R along with any side letters or agreements necessary to effectuate the intent of the any of the approved agreements set forth under this Resolution and such amendments, revisions, insertions, and omissions therein as the City Manager or his designee may require consistent with the intent of this Resolution and in a form approved by the City Attorney.
Section 6. The City Council further authorizes the City Manager or his designee prepare, execute, or record (or cause to be recorded) any and all ancillary documents, agreements, instruments, certificates, or amendments, in a form approved by the City Attorney, related to the Second Amendment to the Ground Lease, Easement Agreement, and the CC&R consistent with the intent of this Resolution.
Section 7. The City Clerk shall certify the adoption of this Resolution and it shall go into effect immediately upon its adoption.
Section 8. The Mayor, or presiding officer, is hereby authorized to affix his signature to this Resolution sign ifying its adoption by the City Council of the City of Norwalk and the City Clerk, or her duly appointed assistant, is directed to attest thereto.
APPROVED AND ADOPTED by the City Council of the City of Norwalk this 4th day of November 2025.
______________________________
TONY AYALA
MAYOR
ATTEST:
_______________________________
THERESA DEVOY, CMC
CITY CLERK
949.474.1960
15535 Sand Canyon Ave, Suite 100
Irvine, California 92618
fuscoe.com
Legal Description and Map of City Hall Adjacent Area
Exhibit A
Resolution No. 25-52
EASEMENT
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\Const Esmt\1321-008constesmt_exA.docx THAT PORTION OF LOT IV (4), IN SECTION 18, TOWNSHIP 3 SOUTH, RANGE 11 WEST, IN
THE RANCHO SANTA GERTUDES, IN THE CITY OF NORWALK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 1 AT PAGE 502 OF
MISCELLANEOUS RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE CENTERLINE INTERSECTION OF IMPERIAL HIGHWAY AND NORWALK BOULEVARD AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 257, PAGE 95, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE ALONG THE CENTERLINE OF SAID NORWALK BOULEVARD SOUTH 00°19'23" EAST, 378.10 FEET;
THENCE LEAVING SAID CENTERLINE, NORTH 89°40'37" EAST, 50.00 FEET TO THE
EASTERLY RIGHT-OF-WAY LINE OF SAID NORWALK BOULEVARD, ALSO BEING THE WESTERLY LINE OF THAT GRANT DEED RECORDED MAY 3, 2013, AS INSTRUMENT NUMBER 20130668029 OF OFFICIAL RECORDS OF SAID COUNTY RECORDER AND A POINT ON THE SOUTHERLY LINE OF PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001 RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY SHOWN AS “S89°51'55"E 324.85’” ON SAID SOUTHERLY LINE ALSO BEING THE TRUE POINT OF BEGINNING;
THENCE SOUTH 89°51'55" EAST, 49.78 FEET;
THENCE SOUTH 00°19'05" EAST, 100.81 FEET;
THENCE SOUTH 89°39'15" WEST, 19.72 FEET;
THENCE SOUTH 00°19'05" EAST, 31.44 FEET;
THENCE NORTH 89°39'15" EAST, 19.72 FEET;
THENCE SOUTH 00°19'05" EAST, 96.54 FEET;
THENCE NORTH 89°39'15" EAST, 95.80 FEET;
THENCE SOUTH 00°19'05" EAST, 16.97 FEET;
THENCE NORTH 89°39'15" EAST, 129.25 FEET;
THENCE SOUTH 00°19'05" EAST, 42.39 FEET TO THE SOUTHERLY LINE OF SAID GRANT DEED;
THENCE ALONG SAID SOUTHERLY LINE, SOUTH 89°39'59" WEST, 58.84 FEET; THENCE NORTH 00°19'05" WEST, 25.44 FEET;
Resolution No. 25-52
EASEMENT
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\Const Esmt\1321-008constesmt_exA.docx THENCE SOUTH 89°39'15" WEST, 44.31 FEET;
THENCE SOUTH 00°19'05" EAST, 1.32 FEET;
THENCE SOUTH 89°39'15" WEST, 63.57 FEET;
THENCE NORTH 00°19'05" WEST, 1.43 FEET;
THENCE SOUTH 89°39'15" WEST, 30.23 FEET;
THENCE SOUTH 00°19'05" EAST, 25.52 FEET TO THE SOUTHERLY LINE OF SAID GRANT DEED;
THENCE ALONG SAID SOUTHERLY LINE, SOUTH 89°39'59" WEST, 77.85 FEET TO SAID
EASTERLY RIGHT -OF-WAY LINE AND THE WESTERLY RIGHT -OF-WAY LINE OF SAID GRANT DEED;
THENCE ALONG SAID EASTERLY RIGHT-OF-WAY LINE AND SAID WESTERLY RIGHT-OF- WAY LINE NORTH 00°19'23" WEST, 288.51 FEET TO THE TRUE POINT OF BEGINNING.
THE ABOVE DESCRIBED PARCEL CONTAINS 21,458 SQUARE FEET OR 0.453 ACRES, MORE OR LESS.
AS SHOWN ON PLAT OF EASEMENT , ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
THIS DESCRIPTION WAS PREPARED BY ME, OR UNDER MY DIRECTION, IN CONFORMANCE WITH THE PROFESSIONAL LAND SURVEYORS’ ACT.
J. MARTY SMITH, P.L.S. 8070
DATE PREPARED: 10/08/2025
Resolution No. 25-52
LICENSED LAND SURVEYOR
STATE OF CALIFORNIA8070
J. MARTY
SMITH
949.474.1960
15535 Sand Canyon Ave, Suite 100
Irvine, California 92618
fuscoe.com
Resolution No. 25-52
949.474.1960
15535 Sand Canyon Ave, Suite 100
Irvine, California 92618
fuscoe.com
Resolution No. 25-52
241353613.5
238437-10002
-1-
SECOND AMENDMENT TO GROUND LEASE
This Second Amendment to Ground Lease (this “ Amendment”), dated as of ______________, 2025 (the “Effective Date ”), is entered into by and between the City of Norwalk, a California municipal corporation ( “City”) and Primestor Norwalk Entertainment, LLC, a Delaware limited liability company (“Tenant”). Each of City and Tenant are occasionally referred to herein as a “Party” and collectively as the “Parties.”
RECITALS
A. City and Tenant are parties to that certain Ground Lease dated as of December 19, 2022, a copy of which is attached hereto as Exhibit A (the “Original Agreement”), as amended by that certain First Amendment to Ground Lease dated as of March 31, 2025, a copy of which is attached hereto as Exhibit B (the “First Amendment” and together with the Original Agreement, the “Original Ground Lease”), pursuant to which the City leases certain real property owned by the City to Tenant, as more particularly identified therein (the “Premises”). The Original Ground Lease, as amended by this Amendment , shall be referred to herein as the “ Ground Lease .” Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Original Ground Lease.
B. Pursuant to that certain Assignment and Assumption of Ground Lease dated _________ (the “Assignment and Assumption Agreement ”) executed by and between Tenant and Residences at the Walk, LP, a California limited partnership (“ Affordable Housing Developer”), and in accordance with Section 2.6 of the Original Ground Lease, Tenant assigned to Affordable Housing Developer all of Tenant’s rights, title, and interests in , to and under the Ground Lease with respect to the portion of the Premises identified as Parcel 7 (the “ Affordable Housing Parcel”), in order to facilitate the development of the Affordable Housing Parcel with a fifty-six (56) unit multifamily housing development consisting of not less than fifty- three (53) income restricted residential units plus one (1) manager’s unit (the “ Affordable Housing Project”).
C. On ________, 2025 (the “Affordable Lease Effective Date”), City and Affordable Housing Developer executed that certain Restricted Residential Ground Lease (the “ Affordable Housing Ground Lease ”), pursuant to which City leases the Affordable Housing Parcel to Affordable Housing Developer for the development of the Affordable Housing Project.
D. Pursuant to Article 28 of the Original Ground Lease, City has notified Tenant of its decision to lease a portion of the City Hall Parcel, as depicted on Exhibit C (the “City Hall Adjacent Area”), and Tenant has notified City of its election to lease a portion of the City Hall Parcel from City, on the terms and conditions set forth in the Ground Lease.
E. Pursuant to Section 4 of the ENA (as defined in the Original Ground Lease), Tenant has submitted Entitlement Cost Invoices (as defined in the ENA) to City evidencing Entitlement Costs incurred by Primestor Development, Inc., a Nevada corporation (“Developer”), an Affiliate of Tenant in an amount exceeding two million dollars ( $2,000,000), and City has agreed to reimburse Developer for a portion of such Entitlement Costs , in the amount of eight hundred ninety-seven thousand seven hundred forty- seven and 25/100 dollars ($897,747.25) (the “Rent ATTACHMENT NO. 2
241353613.5
238437-10002
-2-
Credit”), by applying a credit against Tenant’s obligation to pay Base Rent for the First Rent Year and Second Rent Year, as set forth in this Amendment. Pursuant to the Assignment Agreement, Tenant will assign to Affordable Housing Developer the obligation to pay one hundred dollars ($100) of the Base Rent to be paid in the Second Rent Year, as set forth herein.
F. The Parties desire to amend the Original Ground Lease in order to: (i) acknowledge and confirm that the Affordable Housing Parcel has been released from the Premises under the Ground Lease; (ii) increase the area of the Premises under the Ground Lease to include t he City Hall Adjacent Area; (iii) apply the Rent Credit against Base Rent for the First Rent Year and Second Rent Year; and (iv) make such other modifications and amendments to the Original Ground Lease, all on the terms and conditions set forth herein.
AGREEMENT
NOW, THEREFORE, in consideration of the Recitals set forth above, which are hereby incorporated herein by reference, and the mutual covenants and conditions contained in this Amendment, and for other good and valuable consideration, the receipt and sufficiency of whi ch are hereby acknowledged, City and Tenant agree as follows:
1. City Hall Adjacent Area. City hereby leases to Tenant, and Tenant hereby leases from City pursuant to the authority under Article 28 of the Original Ground Lease, the City Hall Adjacent Area, upon and subject to all of the covenants and conditions set forth in the Ground Lease. Commencing on the Effective Date, the City Hall Adjacent Area shall be added to the Premises under the Ground Lease and all references to the “Premises” under the Ground Lease shall be deemed to include the City Hall Adjacent Area.
2. Description of the Premises. City hereby acknowledges and agrees that, effective as of the Affordable Lease Effective Date, (a) the Affordable Housing Parcel has been released from the Premises under the Ground Lease and (b) that the City Hall Adjacent Area will be added to the portion of the Premises identified as Parcel 9 on Exhibit B of the First Amendment, such that the Premises will now include the area of the City Hall Adjacent Area and Parcel 9 together as a new Parcel 10, as described in Exhibit D-1 and depicted in Exhibit D-2. As of the Effective Date, Exhibit B to the First Amendment, which depicts and describes the Premises, is hereby deleted in its entirety, and the Premises shall be amended and restated in its entirety to consist of the real property described and depicted in Exhibit E attached hereto, which ( x) excludes the Affordable Housing Parcel and (y) includes the City Hall Adjacent Area.
3. Application of Rent Credit. City hereby agrees that the Rent Credit shall be applied to Tenant’s obligation to pay Base Rent, as follows:
(a) The amount of five hundred thousand dollars ($500,000) shall be credited against Base Rent for the First Rent Year , and no additional Base Rent for the First Rent Year shall be due and payable by Tenant; and (b) The amount of three hundred ninety- seven thousand seven hundred forty- seven and 25/100 dollars ($397,747.25) shall be credited against Base Rent for the Second Rent Year, and Tenant shall be obligated to pay, in advance, 241353613.5
238437-10002
-3-
the amount of one hundred two thousand two hundred fifty-two and 75/100 dollars ($102,252.75) for the Second Rent Year.
4. The Original Ground Lease Remains in Full Force and Effect. Except as amended by this Amendment, the Original Ground Lease remains in full force and effect, and the terms thereof, as modified by this Amendment, are hereby ratified and confirmed by the Parties. In the event of any inconsistency between the terms of the Original Ground Lease and the terms of this Amendment, the terms of this Amendment shall prevail and control. The Parties each hereby agree that, as of the date hereof, neither Party is in default under the Original Ground Lease, and, without limiting the foregoing, any default, violation or failure under the Original Ground Lease shall, as of the full execution and delivery of this Amendment, be deemed cured in full.
5. Counterparts. This Amendment may be signed in multiple counterparts each of which shall be deemed an original, but all of which shall, taken together, be but one and the same instrument. This Amendment may be delivered by facsimile or electronic mail.
6. Entire Agreement. This Amendment reflects, supersedes and merges all the prior agreements and negotiations of the Parties with respect to its subject matter, and contains their entire agreement with respect to the subject matter set forth herein. [Signatures on next page]
Signature Page
241353613.5
238437-10002
I
N WITNESS WHEREOF, the Parties have executed and delivered this Amendment as of the Effective Date.
“CI
TY”
CITY OF NORWALK,
a California municipal corporation
B
y:
Jesus Gomez
City Manager
AP
PROVED AS TO FORM:
By:
Arnold M. Alvarez Glasman
City Attorney
“T
ENANT”
PRIMESTOR NORWALK ENTERTAINMENT, LLC,
a Delaware limited liability company
B
y: Primestor Development, Inc.,
a Nevada corporation
By:
Arturo Sneider
Founding Partner and CEO
E
xhibit A
241353613.5
238437-10002
Exhibit A
O
riginal Agreement
[s
ee attached]
E
xhibit B
241353613.5
238437-10002
E
xhibit B
F
irst Amendment
[
see attached]
E
xhibit C
241353613.5
238437-10002
E
xhibit C
C
ity Hall Adjacent Area
[
see attached]
949.474.196015535 Sand Canyon Ave, Suite 100Irvine, California 92618fuscoe.com E
xhibit D-1
241353613.5
238437-10002
Exhibit D-1
D
escription of Parcel 10
[
see attached]
E
xhibit D-2
241353613.5
238437-10002
Exhibit D-2
D
epiction of Parcel 10
[
see attached]
PARCEL 10
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\Parcel 10\1321-008PCL10_exA.docx PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001
IN THE CITY OF NORWALK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY, TOGETHER WITH THOSE PORTIONS OF LOT IV (4), IN SECTION 18, TOWNSHIP 3 SOUTH, RANGE 11 WEST, IN THE RANCHO SANTA GERTRUDES, AS PER MAP RECORDED IN BOOK 1 AT PAGE 502 OF MISCELLANEOUS RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:
PARCEL A
BEGINNING AT THE CENTERLINE INTERSECTION OF IMPERIAL HIGHWAY AND NORWALK BOULEVARD AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 257, PAGE 95, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE ALONG THE CENTERLINE OF SAID NORWALK BOULEVARD SOUTH 00°19'23" EAST, 378.10 FEET;
THENCE LEAVING SAID CENTERLINE, NORTH 89°40'37" EAST, 50.00 FEET TO THE
EASTERLY RIGHT-OF-WAY LINE OF SAID NORWALK BOULEVARD, ALSO BEING THE WESTERLY LINE OF THAT GRANT DEED RECORDED MAY 3, 2013, AS INSTRUMENT NUMBER 20130668029 OF OFFICIAL RECORDS OF SAID COUNTY RECORDER AND A POINT ON THE SOUTHERLY LINE OF PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001 RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY SHOWN AS “S89°51'55"E 324.85’” ON SAID SOUTHERLY LINE;
THENCE ALONG SAID SOUTHERLY LINE OF SAID PARCEL 9, SOUTH 89°51'55" EAST,
49.78 FEET TO THE TRUE POINT OF BEGINNING;
THENCE SOUTH 00°19'05" EAST, 4.25 FEET;
THENCE NORTH 89°39'15" EAST, 249.58 FEET;
THENCE SOUTH 00°19'05" EAST, 77.05 FEET;
THENCE NORTH 89°39'15" EAST, 24.86 FEET TO THE WESTERLY LINE OF SAID PARCEL 9 AND A POINT HEREINAFTER REFERRED TO AS POINT A;
THENCE ALONG SAID WESTERLY LINE, NORTH 00°08'05" EAST, 78.99 FEET TO THE SOUTHERLY LINE OF SAID PARCEL 9;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE, NORTH 89°51'55" WEST, 275.07 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL 10
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\Parcel 10\1321-008PCL10_exA.docx
PARCEL B
BEGINNING AT THE HEREINBEFORE DESCRIBED POINT A,
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL 9, SOUTH 00°08'05" WEST, 97.32 FEET TO THE TRUE POINT OF BEGINNING;
THENCE LEAVING THE WESTERLY LINE, SOUTH 89°39'15" WEST, 28.23 FEET; THENCE SOUTH 00°19'05" EAST, 50.67 FEET;
THENCE SOUTH 89°39'15" WEST, 20.40 FEET;
THENCE SOUTH 00°19'05" EAST, 58.87 FEET TO THE SOUTHERLY LINE OF SAID GRANT DEED;
THENCE ALONG SAID SOUTHERLY LINE , NORTH 89°39'59" EAST, 47.76 FEET TO SAID WESTERLY LINE OF PARCEL 9;
THENCE ALONG SAID WESTERLY LINE, SOUTH 00°08'05" WEST, 109.55 FEET TO THE TRUE POINT OF BEGINNING.
THE ABOVE DESCRIBED PARCEL CONTAINS 67,755 SQUARE FEET OR 1.555 ACRES, MORE OR LESS.
AS SHOWN ON PLAT OF PARCEL 10 , ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
THIS DESCRIPTION WAS PREPARED BY ME, OR UNDER MY DIRECTION, IN CONFORMANCE WITH THE PROFESSIONAL LAND SURVEYORS’ ACT.
J. MARTY SMITH, P.L.S. 8070
DATE PREPARED: 10/08/2025
LICENSED LAND SURVEYOR
STATE OF CALIFORNIA8070
J. MARTY
SMITH
949.474.1960
15535 Sand Canyon Ave, Suite 100
Irvine, California 92618
fuscoe.com
949.474.196015535 Sand Canyon Ave, Suite 100Irvine, California 92618fuscoe.com E
xhibit E
241353613.5
238437-10002
Exhibit E
D
escription of Premises
[
see attached]
GROUND LEASE PREMISES
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\ground premises\1321-008groundpremises.docx PARCEL 1, 2, 3, 4, 5, 6, AND 8 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025 -0001 IN THE CITY OF NORWALK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY.
TOGETHER WITH
PARCEL 10
PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001
IN THE CITY OF NORWALK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY, TOGETHER WITH THOSE PORTIONS OF LOT IV (4), IN SECTION 18, TOWNSHIP 3 SOUTH, RANGE 11 WEST, IN THE RANCHO SANTA GERTRUDES, AS PER MAP RECORDED IN BOOK 1 AT PAGE 502 OF MISCELLANEOUS RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:
PARCEL A
BEGINNING AT THE CENTERLINE INTERSECTION OF IMPERIAL HIGHWAY AND NORWALK BOULEVARD AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 257, PAGE 95, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY; THENCE ALONG THE CENTERLINE OF SAID NORWALK BOULEVARD SOUTH 00°19'23" EAST, 378.10 FEET;
THENCE LEAVING SAID CENTERLINE, NORTH 89°40'37" EAST, 50.00 FEET TO THE
EASTERLY RIGHT-OF-WAY LINE OF SAID NORWALK BOULEVARD, ALSO BEING THE WESTERLY LINE OF THAT GRANT DEED RECORDED MAY 3, 2013, AS INSTRUMENT NUMBER 20130668029 OF OFFICIAL RECORDS OF SAID COUNTY RECORDER AND A POINT ON THE SOUTHERLY LINE OF PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001 RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY SHOWN AS “S89°51'55"E 324.85’” ON SAID SOUTHERLY LINE;
THENCE ALONG SAID SOUTHERLY LINE OF SAID PARCEL 9, SOUTH 89°51'55" EAST,
49.78 FEET TO THE TRUE POINT OF BEGINNING;
THENCE SOUTH 00°19'05" EAST, 4.25 FEET;
THENCE NORTH 89°39'15" EAST, 249.58 FEET;
THENCE SOUTH 00°19'05" EAST, 77.05 FEET;
GROUND LEASE PREMISES
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\ground premises\1321-008groundpremises.docx THENCE NORTH 89°39'15" EAST, 24.86 FEET TO THE WESTERLY LINE OF SAID PARCEL 9 AND A POINT HEREINAFTER REFERRED TO AS POINT A;
THENCE ALONG SAID WESTERLY LINE, NORTH 00°08'05" EAST, 78.99 FEET TO THE SOUTHERLY LINE OF SAID PARCEL 9;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE, NORTH 89°51'55" WEST, 275.07 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL B
BEGINNING AT THE HEREINBEFORE DESCRIBED POINT A,
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL 9, SOUTH 00°08'05" WEST, 97.32 FEET TO THE TRUE POINT OF BEGINNING;
THENCE LEAVING THE WESTERLY LINE, SOUTH 89°39'15" WEST, 28.23 FEET; THENCE SOUTH 00°19'05" EAST, 50.67 FEET;
THENCE SOUTH 89°39'15" WEST, 20.40 FEET;
THENCE SOUTH 00°19'05" EAST, 58.87 FEET TO THE SOUTHERLY LINE OF SAID GRANT DEED;
THENCE ALONG SAID SOUTHERLY LINE , NORTH 89°39'59" EAST, 47.76 FEET TO SAID WESTERLY LINE OF PARCEL 9;
THENCE ALONG SAID WESTERLY LINE, SOUTH 00°08'05" WEST, 109.55 FEET TO THE TRUE POINT OF BEGINNING.
THIS DESCRIPTION WAS PREPARED BY ME, OR UNDER MY DIRECTION, IN CONFORMANCE WITH THE PROFESSIONAL LAND SURVEYORS’ ACT.
J. MARTY SMITH, P.L.S. 8070
DATE PREPARED: 10/20/2025
J
.
M
ARTY
SMITH
,
P.L.S. 8070
DATE PREPARED:
1 0
/
20 /
202
5 -1-
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
Primestor Norwalk Entertainment, LLC
9950 Jefferson Blvd., Building 2
Culver City, California 90232
Attn: David Abasta
SPACE ABOVE RESERVED FOR RECORDER'S USE
This document is exempt from documentary transfer tax pursuant to Section 11922 of the Revenue and Taxation Code and is being recorded pursuant to Sections 6103 and 27383 of the California Government Code.
EASEMENT AGREEMENT
This EASEMENT AGREEMENT ( this “Agreement”), dated as of _______________, 2025 (the “Effective Date”), is executed by and between THE CITY OF NORWALK, a California municipal corporation (“ City”), and PRIMESTOR NORWALK ENTERTAINMENT, LLC , a Delaware limited liability company (“Developer”). Each of City and Developer are occasionally referred to herein as a “Party” and collectively, as the “Parties.”
RECITALS
A. City is the fee owner of certain real property located in the City of Norwalk, County of Los Angeles, State of California, more particularly described on Exhibit A (the “City Property”).
B. A certain portion of the City Property, as more particularly described on Exhibit B- 1 and depicted on Exhibit B -2 (the “City Hall Parcel”), is currently improved with that certain building located at 12700 Norwalk Boulevard, Norwalk, California (the “City Hall Building”).
C. Pursuant to that certain Ground Lease by and between City and Developer dated December 19, 2022 (the “Original Ground Lease”), as amended by that certain First Amendment to Ground Lease dated March 31, 2025 ( the “First Amendment”) and by that certain Second Amendment to Ground Lease dated ______ (the “Second Amendment,” and collectively with the Original Ground Lease, and the First Amendment, the “Ground Lease”), City leases to Developer, and Developer leases from City, a portion of the City Property, as more particularly described on Exhibit C (the “Premises”). The Premises do not include the City Hall Parcel.
D. In accordance with the Ground Lease, Developer intends to construct, operate and maintain a mixed-use development (the “Project”) on the City Property. The Project will include certain improvements on the City Hall Parcel (the “Easement Plaza Improvements”).
E. Pursuant to that certain Restricted Residential Ground Lease dated _____________, by and between City and Residences at the Walk LP, a California limited partnership (“ Affordable Housing Developer”), an affiliate of Developer, City leases to ATTACHMENT NO. 3
-2-
Affordable Housing Developer, and Affordable Housing Developer leases from City, a portion of the City Property, as more particularly described on Exhibit D (the “ Affordable Housing Premises”), for the construction, operation and maintenance of a multifamily residential development (the “Affordable Housing Project”).
F. The Parties desire to enter into this Agreement in order to provide Developer with rights in, on, over, under, across, and through an area of the City Hall Parcel, as more particularly described on Exhibit E (the “ Easement Area”), in order to develop the Easement Plaza Improvements, and to provide for certain maintenance obligations and allocate certain responsibilities with respect thereto.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing Recitals, which are hereby incorporated into this Agreement as if set forth in full herein, mutual covenants, promises and undertakings contained herein, and for other good and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, the Parties hereby as follows:
1. Easement.
1.1 Grant of Easement. City hereby grants to Developer , for the use by and benefit of Developer and its Permittees, an irrevocable, perpetual , non-exclusive easement (the “Easement”)
in, on, over, under,
and across the Easement Area to construct, maintain, repair, operate, replace, reconstruct, relocate, remove, use, and occupy the Easement Plaza Improvements and all incidental uses related thereto.
Without limiting the foregoing, Developer shall have the right to grant to Affordable Housing Developer, and any successor owner of the Affordable Housing Project, and their employees, agents, representatives, contractors, subcontractors, consultants, customers, family, guests, invitees, tenants, licensees, and concessionaires a non-exclusive easement, license, or other similar right, in, on, over, across, and through the Easement Area for purposes of accessing and using the Easement Plaza Improvements.
1.2 No Public Dedications . No easement or other right granted in this Agreement is intended to, nor shall it, constitute a dedication to the public of any property on the City Hall Parcel or create any public right-of-way thereon, unless specifically provided for in this Agreement or agreed to in writing by City with respect to the City Hall Parcel.
1.3 Enforceability. The Easement, covenants and Restrictions granted and established in this Agreement, and to be reserved in the future as required pursuant to this Agreement, shall be an enforceable equitable servitude upon the City Hall Parcel and shall be binding on City and its successors and assigns.
2. Reservation of Rights by City.
2.1 City hereby expressly reserves, and does not convey to Developer , any right, title, or interest in or to the Easement Area, except as specifically set forth in this Agreement.
Without limiting the foregoing, City reserves the right to (collectively, the “Reserved Rights”):
-3-
2.1.1 Use of Easement Area. Continue to use, occupy, and enjoy the Easement Area for any purpose that does not unreasonably interfere with Grantee’s rights under this Easement.
2.1.2 Access and Utilities . Construct, install, use, maintain, repair, replace, and remove landscaping, utilities, driveways, or other improvements within the Easement Area, provided such activities do not materially impair or obstruct Developer ’s exercise of its easement rights under this Agreement.
2.1.3 Further Grants. Grant additional easements, licenses, or rights -of- way over, under, or across the Easement Area, provided such grants are compatible with, and do not materially impair or interfere with Developer’s use of the Easement Area under this Agreement, and provided City provides Developer with not less than thirty (30) days prior written notice of any such grant.
2.1.4 Enforcement. Enforce compliance with the terms, conditions, and limitations of this Easement and to exercise any rights not expressly granted to Developer herein.
2.2 In exercising the Reserved Rights, City shall not intentionally and/or materially (a) overburden the Easement Area, or (b) impair or interfere with Developer’s use and operation of the Easement Area, or access to or from the Easement Area, or within the Easement Area, and shall use, and shall cause all City Parties (as defined in Section 6.1) to use, commercially reasonable efforts to coordinate any activities to be performed on or from the Easement Area with Developer, so as to minimize the impact of such activities on usage of the Easement Area by Developer. City shall exercise the Reserved Rights at its sole cost and expense.
3. Covenant Running with the Land. This Agreement shall constitute a covenant and agreement running with the land and shall be recorded in the Official Records against the City Hall Parcel and shall benefit and burden such property, the Parties, and their respective successors and assigns. There are no third-party beneficiaries to this Agreement.
4. No Interference; Cooperation. The Parties shall cooperate fully and in good faith, and coordinate their respective activities, to minimize any potential interference with the timely completion of the construction of the Easement Plaza Improvements and accomplish all of the activities contemplated in this Agreement.
5. Compliance with Legal Requirements . Developer shall comply with all Legal Requirements in connection with its use, occupation, control, and enjoyment of the Easement Area.
City shall not use the City Hall Parcel in any manner or for any purpose, and/or take or fail to take any action, that (a) adversely affects the operation of the Easement Plaza Improvements , and/or (b) causes the Easement Plaza Improvements and/ or the Easement Area to be in violation or noncompliance with any Legal Requirements.
6. Indemnity.
6.1 Developer Indemnification. Developer shall indemnify, defend and hold harmless (“Indemnify”) the City and its respective elected officials, boards and commissions, officers, agents, consultants, contractors, employees, volunteers, attorneys, agents, trustees, -4-
successors and assigns (collectively, the “ City Parties”) from and against all Claims arising directly or indirectly from (a) Developer ’s use, occupancy or operation of the Easement Plaza Improvements and (b) any act or omission by Developer that constitutes (i) a breach or default of any Developer obligation under this Agreement, and/or (ii) gross negligence or willful misconduct by Developer in connection with the use, operation, repair and/or maintenance by Developer of the Easement Area. Notwithstanding the foregoing, Developer shall not be liable to any City Party for property damage and/or bodily injury to the extent that such damage or injury is caused by the gross negligence or willful misconduct of any City Party.
6.2 City Indemnification. City shall Indemnify Developer, its affiliates, and their respective partners, members, managers, shareholders, trustees, beneficiaries, attorneys, agents, heirs, representatives, successors and assigns, and any individual (employee, officer, partner, director, manager, member, commissioner or board member), employed by or acting on behalf of any of the above entities (collectively, the “Developer Parties”) from and against all Claims arising directly or indirectly from (a) the City’s use, occupancy or operation of the City Hall Parcel, (b) activities affecting the Easement Area, including but not limited to Claims arising directly or indirectly from the City’s exercise of the Reserved Rights, and (c) any act or omission by the City that constitutes (i) a breach or default of any City obligation under this Agreement , and/or (ii) gross negligence or willful misconduct by the City in connection with the use, operation, repair and/or maintenance of the City Hall Parcel. Notwithstanding the foregoing, the City shall not be liable to any Developer Parties for property damage and/or bodily injury to the extent that such damage or injury is caused by the gross negligence or willful misconduct of any Developer Party.
7. Defaults and Remedies. City’s failure to perform or observe any of the covenants, provisions or conditions contained in this Agreement to be performed or observed on its part shall constitute a “City Breach.” Each City Breach shall become a default under this Agreement (“City Default”) if:
7.1 such City Breach has a material impact upon the Developer’s access to the Easement Plaza Improvements and/or the Project or its respective quiet enjoyment and use of any portion thereof and (a) such City Breach (i) can be cured using commercially reasonable efforts within seventy-two (72) hours after City’s receipt of written notice from Developer describing the nature of such City Breach in detail, and (ii) such City Breach is not cured within such seventy- two (72) hour period, or (b) such City Breach (i) cannot reasonably be cured within a seventy-two (72) hour period, and (ii) City fails to commence to cure such City Breach reasonably promptly upon receipt of written notice from Developer describing the nature of such City Breach in detail or thereafter fails to continue to make diligent and reasonable efforts to cure such City Breach; or
7.2 such City Breach does not have a material impact upon the Developer ’s access to the Easement Plaza Improvements and/or the Project or its respective quiet enjoyment and use thereof and (a) such City Breach (i) can be cured using commercially reasonable efforts within sixty (60) days after City’s receipt of written notice from Developer describing the nature of such City Breach in detail, and (ii) such City Breach is not cured within such sixty (60) day period, or (b) such City Breach (i) cannot reasonably be cured within a sixty (60) day period, and (ii) City fails to commence to cure such City Breach reasonably promptly upon receipt of written -5-
notice from Developer describing the nature of such City Breach in detail or thereafter fails to continue to make diligent and reasonable efforts to cure such City Breach.
8. Remedies. In the event of a City Default, Developer shall have any and all remedies available at law and in equity (including, without limitation, the right to seek injunctive relief).
10. Waiver of Breach or Default. No waiver by Developer of any City Breach or City Default shall constitute a waiver of any other City Breach or City Default, whether of the same or any other covenant or condition hereunder.
12. Termination. This Agreement shall terminate if the Parties mutually agree to terminate this Agreement in writing. Upon termination of this Agreement, the Parties shall execute and cause to be recorded in the Official Records an instrument terminating this Agreement.
13. Assignment. This Agreement may not be assigned by any Party and any purported assignment by any Party of this Agreement or such Party’s rights or obligations hereunder, without the written consent of the other Party, shall be null and void, except that (a) the terms, obligations, covenants and agreements of this Agreement shall run with the land and inure to the benefit of and be binding upon the Parties and their respective successors and assigns, and (b) consent of the other Party is not necessary for an assignment of this Agreement that runs with the land.
Notwithstanding the foregoing or anything contained in this Agreement to the contrary, Developer shall have the right, without the consent of City, to assign its right, title, and interest in this Agreement to any person or entity to which Developer sells, assigns or otherwise transfers its ownership interest in the Project.
14. Representations and Warranties. Each of City and Developer hereby represents and warrants as to itself:
14.1 Such Party is bound by this Agreement and it has the full right, power and authority to enter into this Agreement and perform all of its obligations hereunder and neither this Agreement nor the performance of its obligations hereunder is in violation of any agreement or instruments to which it is a party or by which it is bound;
14.2 Such Party has the right to duly perform all of its obligations hereunder free from obligation to any other party; and
14.3 The individuals executing this Agreement and the instruments refer enced herein on behalf of such Party and the partners, members, officers or trustees of such Party, if any, have the legal power, right, and actual authority to bind such Party to the terms and conditions of those documents.
15. Notices. All notices shall be in writing and either (a) personally served at the appropriate address (including by means of professional messenger service or recognized overnight delivery service, provided that any such delivery is confirmed by written receipts signed on behalf of the receiving Party or by adequate proof of service), (b) deposited in the United States mail, postage prepaid, certified or registered mail, return receipt requested, or (c) nationally -6-
recognized overnight courier, addressed to the appropriate addressee and shall be deemed received and effective upon actual receipt or refusal of delivery. All addresses of the Parties for receipt of any notice to be given pursuant to this Agreement are as follows:
If to Developer:
Primestor Norwalk Entertainment, LLC
9950 Jefferson Blvd., Building 2
Culver City, CA 90232
Attn: David Abasta
If t
o City:
City of Norwalk
12700 Norwalk Blvd.
Norwalk, CA 90605
Attn: City Manager
with a copy to:
Alvarez-Glasman & Colvin
13181 Crossroads Pkwy. North
Suite 400 – West Tower
Industry, CA 91746
Attn: Arnold M. Alvarez-Glasman, City Attorney
Any Party may change its notice addresses by providing written notice to the other Party in the manner for giving notices as set forth above.
16. Definitions of Certain Capitalized Terms . As used in this Agreement, the following capitalized terms have the following meanings:
16.1 “Claim” means any claim (including but not limited to workers compensation claims), loss, demand, action, liability, penalty, fine, judgment, lien, forfeiture, cost, expense, damage, or collection cost (including reasonable fees of attorneys, consultants, and experts related to any Claim).
16.2 “Day” or “day” means a calendar day, unless otherwise specified.
16.3 “Governmental Authority” means any federal, state, county, municipal, and local governmental, and quasi -governmental body or authority having or exercising jurisdiction over any Party or any portion of the Project or the Easement Area.
16.4 “Legal Requirements” means all of the following, even if unforeseen or extraordinary, to the extent affecting or applicable to (a) Developer; (b) City; (c) all or any portion of the Easement Area; or (d) the use, occupancy, possession, construction, operation, maintenance, improvement, alteration, repair, or restoration of the Easement Plaza Improvements or the Easement Area: (i) all present and future laws, statutes, requirements, ordinances, orders, -7-
judgments, regulations, resolutions, covenants, restrictions, administrative or judicial determinations, of every Governmental Authority and of every court or agency claiming jurisdiction over Developer , the Easement Plaza Improvements , or the Easement Area, whether enacted or in effect as of the Effective Date or thereafter, including, but not limited to, California Labor Code §§ 1720 et seq. (to the extent applicable to any Developer activity), environmental laws, zoning laws, building codes and regulatio ns and those laws relating to accessibility to, usability by, and discrimination against, disabled individuals; and (ii) all covenants, restrictions, and conditions now or hereafter of record.
16.5 “Official Records ” means the Official Records of the County of Los Angeles, California, as maintained by the County Recorder of the County of Los Angeles.
16.6 “Permittees” means the officers, directors, employees, agents, contractors, subcontractors, licensees, customers, visitors, invitees, tenants, and concessionaires of each Party.
16.7 “Person” means and includes an individual, partnership, firm, association, limited liability company, government agency, joint venture, corporation, or any other form of entity, private or public with the power and authority to act and conduct business on its own behalf.
16.8 “Restrictions” means the limitations, restrictions, reservations, agreements, rights, easements, conditions, obligations, and covenants set forth herein.
17. Miscellaneous Provisions.
17.1 Amendments. This Agreement may not be modified or amended in whole or in part except by an instrument in writing duly executed and acknowledged by both of the Parties. No oral amendments, supplements or modifications shall be effective to bind any Party.
17.2 Invalidity of Provision. If any provision or provisions of this Agreement or of any amendment hereto, or the application thereof to any Person and/or any circumstance(s), shall be held by a court of competent jurisdiction to be invalid, void or illegal, the remaining provisions hereof and/or the application of such provision(s) to any Person and/or any circumstance(s) other than those as to which it is held to be invalid, void or illegal, shall nevertheless remain in full force and effect so long as the original intent of the Parties is effectuated to the maximum extent permitted by law and not be affected thereby.
17.3 Constructive Notice and Acceptance. Every Party , lessee and occupant who now or hereafter owns or acquires any right, title or interest in or to any portion of the City Hall Parcel or the Easement Plaza Improvements located thereon is and shall be conclusively deemed to have consented and agreed to this Agreement, whether or not any reference to this Agreement is contained in the instrument by which such Party, lessee or occupant acquired such right, title or interest.
17.4 General Rules of Interpretation . Words and phrases contained herein shall be construed according to the context and the approved usage of the English language, but technical words and phrases, and such others as have acquired a peculiar and appropriate meaning by law, or are defined in this Agreement, are to be construed according to such technical, peculiar, and appropriate meaning or definition. Whenever the context requires, all words used in the -8-
singular will be construed to have been used in the plural, and vice versa, and each gender will include any other gender. As used in this Agreement, the word “includes or “including” means including without limitation, the word “or” is not exclusive and the words “herein,” “hereof,” “hereto” and hereunder refer to this Agreement as a whole unless the context otherwise requires, and references herein: (a) to articles, paragraphs, sections and exhibits mean the articles, paragraphs, sections and exhibits which are part of this Agreement as amended, supplemented or modified from time to time to the extent permitted by the provisions thereof and by this Agreement, (b) to an agreement, instrument or other document means such agreement, instrument or other document as amended, supplemented or modified from time to time to the extent permitted by the provisions thereof and by this Agreement, and (c) to a statute means such statute as amended, supplemented or replaced from time to time. The exhibits, schedules, addenda, and attachments which are attached to this Agreement are made a part of this Agreement.
17.5 No Partnership. Neither anything contained in this Agreement, nor any acts of the Parties, shall be deemed or construed by any Person to create the relationship of principal and agent, or of partnership, or of joint venture, or of any association between the Parties.
17.6 Cooperation; Further Actions. The Parties shall cooperate fully with each other in order to promptly and fully carry out the terms and provisions of this Agreement. Each Party shall from time to time execute and deliver such other agreements, documents or instruments and take such other actions as may be reasonably necessary or desirable to effectuate the terms of this Agreement.
17.7 Governing Law. This Agreement is made with respect to real property located in the State of California and shall be construed, interpreted and applied in accordance with the laws of that State, without regard to conflict of law’s provisions. The venue for all Claims and suits shall be Los Angeles County, California.
17.8 No Merger. Neither this Agreement nor any portion hereof shall be extinguished by merger through the operation of law alone, but only by a recorded instrument specifically so providing.
17.9 Time of Essence. Time is of the essence with respect to the performance of each of the covenants and agreements contained in this Agreement.
17.10 Section Headings. The section headings contained in this Agreement are for convenience and identification only and shall not be deemed to limit or define the contents of the sections to which they relate.
17.11 Interpretation. No inference in favor of or against either Party shall be drawn from the fact that such P arty has drafted any portion of this Agreement. The P arties have all participated substantially in the negotiation, drafting and revision of this Agreement with representation by legal counsel and such other advisers as they have deemed appropriate.
17.12 Waivers. Any Party from time to time may waive any of its rights under this Agreement without effecting a waiver with respect to any subsequent occurrences or transactions hereunder. Except as otherwise provided in this Agreement, all waivers, consents or approvals under this Agreement must be in writing to be effective, and the failure or delay on the -9-
part of any Party in exercising any right, power or remedy hereunder shall not operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or remedy preclude any other or further exercise thereof or the exercise of any other right, power or remedy hereunder.
17.13 Attorneys’ Fees. In the event there is litigation between the Parties regarding this Agreement, the party prevailing therein shall be entitled to recover reasonable attorneys’ fees, costs, and expenses incurred in connection with the prosecution or defense of such action from the non- prevailing party, including without limitation costs incurred in connection with the perfection, collection or enforcement of any judgment.
17.14 Entire Agreement . This Agreement, together with the documents described and referred to herein, contains all of the agreements of the Parties with regard to the transactions contemplated hereby, and supersedes all prior agreements, understandings and negotiations, whether written or oral.
17.15 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original and all of which taken together shall be deemed to be one and the same document.
[signatures on next page]
241276813.2
238437-10002
IN WITNESS WHEREOF, the P arties have caused this Agreement to be duly executed as of the date first written above.
“PRIMESTOR”:
PRIMESTOR NORWALK ENTERTAINMENT,
LLC, a Delaware limited liability company
B
y: Primestor Development, Inc., a Nevada
corporation
By:
Name:
Title :
“CI
TY”:
CITY OF NORWALK, a California municipal
corporation
By:
Name:
Title :
AP
PROVED AS TO FORM:
By:
Name:
Title:
241276813.2
238437-10002
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
)
COUNTY OF LOS ANGELES )
O
n ____________________, 202_, before me, ____________________________, a Notary Public, personally appeared _______________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
241276813.2
238437-10002
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
)
COUNTY OF LOS ANGELES )
O
n ____________________, 202_, before me, ____________________________, a Notary Public, personally appeared _______________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
241276813.2
238437-10002 Exhibit D
EXHIBIT D
Affordable Housing Premises
241276813.2
238437-10002
EXHIBIT E
Description of Easement Area
Exhibit A
241276813.2
238437-10002
EXHIBIT A
Legal Description of City Property
PARCEL 11
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\Parcel 11\1321-008PCL11_exA.docx THAT PORTION OF LOT IV (4), IN SECTION 18, TOWNSHIP 3 SOUTH, RANGE 11 WEST, IN
THE RANCHO SANTA GERTUDES, IN THE CITY OF NORWALK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 1 AT PAGE 502 OF
MISCELLANEOUS RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE CENTERLINE INTERSECTION OF IMPERIAL HIGHWAY AND NORWALK BOULEVARD AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 257, PAGE 95, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
THENCE ALONG THE CENTERLINE OF SAID NORWALK BOULEVARD SOUTH 00°19'23" EAST, 378.10 FEET;
THENCE LEAVING SAID CENTERLINE, NORTH 89°40'37" EAST, 50.00 FEET TO THE
EASTERLY RIGHT-OF-WAY LINE OF SAID NORWALK BOULEVARD, ALSO BEING THE WESTERLY LINE OF THAT GRANT DEED RECORDED MAY 3, 2013, AS INSTRUMENT NUMBER 20130668029 OF OFFICIAL RECORDS OF SAID COUNTY RECORDER AND A POINT ON THE SOUTHERLY LINE OF PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001 RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY SHOWN AS “S89°51'55"E 324.85’” ON SAID SOUTHERLY LINE ALSO BEING THE TRUE POINT OF BEGINNING;
THENCE ALONG SAID SOUTHERLY LINE, SOUTH 89°51'55" EAST, 49.78 FEET;
THENCE LEAVING SAID SOUTHERLY LINE, SOUTH 00°19'05" EAST, 4.25 FEET;
THENCE NORTH 89°39'15" EAST, 249.58 FEET;
THENCE SOUTH 00°19'05" EAST, 77.05 FEET;
THENCE NORTH 89°39'15" EAST, 24.86 FEET TO THE WESTERLY LINE OF SAID PARCEL 9;
THENCE ALONG SAID WESTERLY LINE, SOUTH 00°08'05" WEST, 97.32 FEET;
THENCE LEAVING SAID WESTERLY LINE, SOUTH 89°39'15" WEST, 28.23 FEET;
THENCE SOUTH 00°19'05" EAST, 50.67 FEET;
THENCE SOUTH 89°39'15" WEST, 20.40 FEET;
THENCE SOUTH 00°19'05" EAST, 56.87 FEET TO THE SOUTHERLY LINE OF SAID GRANT DEED;
PARCEL 11
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\Parcel 11\1321-008PCL11_exA.docx THENCE ALONG SAID SOUTHERLY LINE, SOUTH 89°39'59" WEST, 274.79 FEET TO SAID
EASTERLY RIGHT -OF-WAY LINE OF NORWALK BOULEVARD AND EASTERLY LINE OF SAID GRANT DEED;
THENCE ALONG SAID EASTERLY RIGHT -OF-WAY LINE AND EASTERLY LINE OF SAID GRANT DEED, NORTH 00°19'23" WEST, 288.51 FEET TO THE TRUE POINT OF BEGINNING.
THE ABOVE DESCRIBED PARCEL CONTAINS 85,925 SQUARE FEET OR 1.973 ACRES, MORE OR LESS.
AS SHOWN ON PLAT OF PARC EL 11, ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
THIS DESCRIPTION WAS PREPARED BY ME, OR UNDER MY DIRECTION, IN CONFORMANCE WITH THE PROFESSIONAL LAND SURVEYORS’ ACT.
J. MARTY SMITH, P.L.S. 8070
DATE PREPARED: 10/08/2025
LICENSED LAND SURVEYORSTATE OF CALIFORNIA8070J. MARTYSMITH 949.474.196015535 Sand Canyon Ave, Suite 100Irvine, California 92618fuscoe.com
949.474.196015535 Sand Canyon Ave, Suite 100Irvine, California 92618fuscoe.com
Exhibit B-2
241276813.2
238437-10002
EXHIBIT B-2
Description of City Hall Parcel
GROUND LEASE PREMISES
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\ground premises\1321-008groundpremises.docx PARCEL 1, 2, 3, 4, 5, 6, AND 8 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025 -0001 IN THE CITY OF NORWALK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY.
TOGETHER WITH
PARCEL 10
PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001
IN THE CITY OF NORWALK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY, TOGETHER WITH THOSE PORTIONS OF LOT IV (4), IN SECTION 18, TOWNSHIP 3 SOUTH, RANGE 11 WEST, IN THE RANCHO SANTA GERTRUDES, AS PER MAP RECORDED IN BOOK 1 AT PAGE 502 OF MISCELLANEOUS RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:
PARCEL A
BEGINNING AT THE CENTERLINE INTERSECTION OF IMPERIAL HIGHWAY AND NORWALK BOULEVARD AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 257, PAGE 95, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
THENCE ALONG THE CENTERLINE OF SAID NORWALK BOULEVARD SOUTH 00°19'23" EAST, 378.10 FEET;
THENCE LEAVING SAID CENTERLINE, NORTH 89°40'37" EAST, 50.00 FEET TO THE
EASTERLY RIGHT-OF-WAY LINE OF SAID NORWALK BOULEVARD, ALSO BEING THE WESTERLY LINE OF THAT GRANT DEED RECORDED MAY 3, 2013, AS INSTRUMENT NUMBER 20130668029 OF OFFICIAL RECORDS OF SAID COUNTY RECORDER AND A POINT ON THE SOUTHERLY LINE OF PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001 RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY SHOWN AS “S89°51'55"E 324.85’” ON SAID SOUTHERLY LINE;
THENCE ALONG SAID SOUTHERLY LINE OF SAID PARCEL 9, SOUTH 89°51'55" EAST,
49.78 FEET TO THE TRUE POINT OF BEGINNING;
THENCE SOUTH 00°19'05" EAST, 4.25 FEET;
THENCE NORTH 89°39'15" EAST, 249.58 FEET;
THENCE SOUTH 00°19'05" EAST, 77.05 FEET;
GROUND LEASE PREMISES
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\ground premises\1321-008groundpremises.docx THENCE NORTH 89°39'15" EAST, 24.86 FEET TO THE WESTERLY LINE OF SAID PARCEL 9 AND A POINT HEREINAFTER REFERRED TO AS POINT A;
THENCE ALONG SAID WESTERLY LINE, NORTH 00°08'05" EAST, 78.99 FEET TO THE SOUTHERLY LINE OF SAID PARCEL 9;
THENCE CONTINUING ALONG SAID SOUTHERLY LINE, NORTH 89°51'55" WEST, 275.07 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL B
BEGINNING AT THE HEREINBEFORE DESCRIBED POINT A,
THENCE ALONG THE WESTERLY LINE OF SAID PARCEL 9, SOUTH 00°08'05" WEST, 97.32 FEET TO THE TRUE POINT OF BEGINNING;
THENCE LEAVING THE WESTERLY LINE, SOUTH 89°39'15" WEST, 28.23 FEET;
THENCE SOUTH 00°19'05" EAST, 50.67 FEET;
THENCE SOUTH 89°39'15" WEST, 20.40 FEET;
THENCE SOUTH 00°19'05" EAST, 58.87 FEET TO THE SOUTHERLY LINE OF SAID GRANT DEED;
THENCE ALONG SAID SOUTHERLY LINE , NORTH 89°39'59" EAST, 47.76 FEET TO SAID WESTERLY LINE OF PARCEL 9;
THENCE ALONG SAID WESTERLY LINE, SOUTH 00°08'05" WEST, 109.55 FEET TO THE TRUE POINT OF BEGINNING.
AS SHOWN ON PLAT OF GROUND PREMISES , ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
THIS DESCRIPTION WAS PREPARED BY ME, OR UNDER MY DIRECTION, IN CONFORMANCE WITH THE PROFESSIONAL LAND SURVEYORS’ ACT.
J. MARTY SMITH, P.L.S. 8070
DATE PREPARED: 10/27/2025
949.474.196015535 Sand Canyon Ave, Suite 100Irvine, California 92618fuscoe.com LICENSED LAND SURVEYORSTATE OF CALIFORNIA8070J. MARTYSMITH
241276813.2
238437-10002 Exhibit C
EXHIBIT C
Premises
Exhibit B-1
241276813.2
238437-10002
EXHIBIT B-1
Description of City Hall Parcel
EASEMENT
LEGAL DESCRIPTION
M:\Mapping\1321\008\Legals\Const Esmt\1321-008constesmt_exA.docx THAT PORTION OF LOT IV (4), IN SECTION 18, TOWNSHIP 3 SOUTH, RANGE 11 WEST, IN
THE RANCHO SANTA GERTUDES, IN THE CITY OF NORWALK, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 1 AT PAGE 502 OF
MISCELLANEOUS RECORDS, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:
BEGINNING AT THE CENTERLINE INTERSECTION OF IMPERIAL HIGHWAY AND NORWALK BOULEVARD AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 257, PAGE 95, ON FILE IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY;
THENCE ALONG THE CENTERLINE OF SAID NORWALK BOULEVARD SOUTH 00°19'23" EAST, 378.10 FEET;
THENCE LEAVING SAID CENTERLINE, NORTH 89°40'37" EAST, 50.00 FEET TO THE
EASTERLY RIGHT-OF-WAY LINE OF SAID NORWALK BOULEVARD, ALSO BEING THE WESTERLY LINE OF THAT GRANT DEED RECORDED MAY 3, 2013, AS INSTRUMENT NUMBER 20130668029 OF OFFICIAL RECORDS OF SAID COUNTY RECORDER AND A POINT ON THE SOUTHERLY LINE OF PARCEL 9 OF GRANT OF WAIVER AND CERTIFICATE OF COMPLIANCE CC NO. 2025-0001 RECORDED MAY 28, 2025 AS INSTRUMENT NO. 20250353813 OF OFFICIAL RECORDS OF SAID COUNTY SHOWN AS “S89°51'55"E 324.85’” ON SAID SOUTHERLY LINE ALSO BEING THE TRUE POINT OF BEGINNING;
THENCE SOUTH 89°51'55" EAST, 49.78 FEET;
THENCE SOUTH 00°19'05" EAST, 100.81 FEET;
THENCE SOUTH 89°39'15" WEST, 19.72 FEET;
THENCE SOUTH 00°19'05" EAST, 31.44 FEET;
THENCE NORTH 89°39'15" EAST, 19.72 FEET;
THENCE SOUTH 00°19'05" EAST, 96.54 FEET;
THENCE NORTH 89°39'15" EAST, 95.80 FEET;
THENCE SOUTH 00°19'05" EAST, 16.97 FEET;
THENCE NORTH 89°39'15" EAST, 129.25 FEET;
THENCE SOUTH 00°19'05" EAST, 42.39 FEET TO THE SOUTHERLY LINE OF SAID GRANT DEED;
THENCE ALONG SAID SOUTHERLY LINE, SOUTH 89°39'59" WEST, 58.84 FEET;
THENCE NORTH 00°19'05" WEST, 25.44 FEET;
EASEMENT
LEGAL DESCRIPTION
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THENCE SOUTH 89°39'15" WEST, 44.31 FEET;
THENCE SOUTH 00°19'05" EAST, 1.32 FEET;
THENCE SOUTH 89°39'15" WEST, 63.57 FEET;
THENCE NORTH 00°19'05" WEST, 1.43 FEET;
THENCE SOUTH 89°39'15" WEST, 30.23 FEET;
THENCE SOUTH 00°19'05" EAST, 25.52 FEET TO THE SOUTHERLY LINE OF SAID GRANT DEED;
THENCE ALONG SAID SOUTHERLY LINE, SOUTH 89°39'59" WEST, 77.85 FEET TO SAID
EASTERLY RIGHT -OF-WAY LINE AND THE WESTERLY RIGHT -OF-WAY LINE OF SAID GRANT DEED;
THENCE ALONG SAID EASTERLY RIGHT-OF-WAY LINE AND SAID WESTERLY RIGHT-OF- WAY LINE NORTH 00°19'23" WEST, 288.51 FEET TO THE TRUE POINT OF BEGINNING.
THE ABOVE DESCRIBED PARCEL CONTAINS 21,458 SQUARE FEET OR 0.453 ACRES, MORE OR LESS.
AS SHOWN ON PLAT OF EASEMENT , ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
THIS DESCRIPTION WAS PREPARED BY ME, OR UNDER MY DIRECTION, IN CONFORMANCE WITH THE PROFESSIONAL LAND SURVEYORS’ ACT.
J. MARTY SMITH, P.L.S. 8070
DATE PREPARED: 10/08/2025
LICENSED LAND SURVEYORSTATE OF CALIFORNIA8070J. MARTYSMITH 949.474.196015535 Sand Canyon Ave, Suite 100Irvine, California 92618fuscoe.com
949.474.196015535 Sand Canyon Ave, Suite 100Irvine, California 92618fuscoe.com 240579601.16
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RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
Primestor Norwalk Entertainment, LLC
9950 Jefferson Blvd., Building 2
Culver City, California 90232
Attn: David Abasta
SPACE ABOVE RESERVED FOR RECORDER’S USE
DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS
AND
ESTABLISHMENT OF EASEMENTS
FOR
NORWALK ENTERTAINMENT DISTRICT MIXED-USE DEVELOPMENT
(PLAZA)
ATTACHMENT NO. 4
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i
TABLE OF CONTENTS
Page
ARTICLE 1 DEFINITIONS .......................................................................................................... 3 ARTICLE 2 EASEMENTS ........................................................................................................ 11
2.1 Ownership and Easements ................................................................................ 11
2.2 Limitations.......................................................................................................... 11
2.3 Non-Exclusive Easements for Access to and from Master Project ..................... 11
2.4 Non-Exclusive Easements for Access to and from Affordable Housing Project ............................................................................................................... 11
2.5 Non-Exclusive Easements for Use of Plaza Improvements Area ....................... 12
2.6 Non-Exclusive Parking Easement ...................................................................... 12
2.7 Temporary Construction Easement .................................................................... 12
2.8 Individual Nature of Easements ......................................................................... 12
2.9 Ownership: No Separate Transfer ...................................................................... 12
2.10 Duration of Easements; Rights of Permitted Users and Benefited Parties ............................................................................................................... 12
2.11 Limitations on Easement Rights ......................................................................... 13 ARTICLE 3 OPERATION AND MANAGEMENT ...................................................................... 14
3.1 Operation and Management .............................................................................. 14
3.2 Powers of the Common Area Manager .............................................................. 14
3.3 Duties of the Common Area Manager ................................................................ 15 ARTICLE 4 OWNER APPROVALS .......................................................................................... 16
4.1 Approval Rights ................................................................................................. 16
4.2 Major Decisions ................................................................................................. 16
4.3 Requirements for Consent by Owners ............................................................... 17
4.4 Resolution of Disputes ....................................................................................... 17 ARTICLE 5 MAINTENANCE .................................................................................................... 17
5.1 Maintenance ...................................................................................................... 17
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5.2 Commencement of Maintenance Obligations ..................................................... 17
5.3 Maintenance Obligations .................................................................................... 17
5.4 Willful or Negligent Acts or Omissions ................................................................ 18
5.5 Take-Over Rights ............................................................................................... 19
5.6 Manner of Maintenance ..................................................................................... 19 ARTICLE 6 PAYMENTS, ASSESSMENTS, BUDGETS AND LIENS ....................................... 20
6.1 Personal Obligation for Assessments; Creation of Lien for Assessments ..................................................................................................... 20
7.1 Purpose of Assessments ................................................................................... 21
7.2 Annual Operating Budget and Assessment Commencement Date .................... 21
7.3 Regular Assessments ........................................................................................ 22
7.4 Updated Budget; Special Assessments ............................................................. 22
7.5 Compliance Assessments .................................................................................. 22
7.6 Allocable Shares and Allocation of Assessments; Welfare Exemption; Plaza Improvements .......................................................................................... 22
7.7 Late Payment ..................................................................................................... 23
7.8 Notice and Assessment Installment Due Dates .................................................. 23
7.9 Collection of Assessments ................................................................................. 23
7.10 Reconciliation and Audit Rights .......................................................................... 25
7.11 Subordination of Lien to Mortgages ................................................................... 25
7.12 No Offsets .......................................................................................................... 25
7.13 Transfer of Leasehold Interest ........................................................................... 26
7.14 Failure to Levy Assessments ............................................................................. 26
7.15 Additional Remedies .......................................................................................... 26 ARTICLE 8 USE RESTRICTIONS ............................................................................................ 26
8.1 Compliance with Applicable Laws and Project Entitlements and Requirements .................................................................................................... 26
8.2 No Changes to Entitlements .............................................................................. 26
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8.3 Variances and Conditional Use Permits ............................................................. 26
8.4 Further Subdivisions .......................................................................................... 26
8.5 Occupants and Permitted Users ........................................................................ 27
8.6 Insurance Requirements .................................................................................... 27
8.7 Hazardous Materials .......................................................................................... 27
8.8 Refuse Removal ................................................................................................ 27
8.9 Emissions .......................................................................................................... 27
8.10 Non-Smoking ..................................................................................................... 27
8.11 Oil and Mineral Rights ........................................................................................ 27
8.12 Drainage and Use of Project Drainage Facilities ................................................ 28
8.13 Signage ............................................................................................................. 28
8.14 Trash Disposal ................................................................................................... 28
8.15 Use Restrictions ................................................................................................. 28
8.16 Construction Work ............................................................................................. 28 ARTICLE 9 DESIGN APPROVALS AND CONSTRUCTION .................................................... 29
9.1 Non-Applicability ................................................................................................ 29
9.2 Design Review Requirements ............................................................................ 29
9.3 Design and Construction Guidelines .................................................................. 30
9.4 Performance of Construction ............................................................................. 31
9.5 Conflict With Applicable Laws ............................................................................ 32
9.6 Separation of Work ............................................................................................ 32
9.7 Liability ............................................................................................................... 32 ARTICLE 10 INSURANCE ....................................................................................................... 32
10.1 Property/Casualty Insurance .............................................................................. 32
10.2 Liability Insurance .............................................................................................. 32
10.3 Provisions Applicable to Insurance Requirements.............................................. 33
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10.4 Claims ................................................................................................................ 33
10.5 Unavailability of Insurance ................................................................................. 34
10.6 Right of Owner to Procure Insurance ................................................................. 34
10.7 Owner’s Insurance Obligations .......................................................................... 34 ARTICLE 11 CASUALTY ......................................................................................................... 35
11.1 Repair and Reconstruction ................................................................................. 35
11.2 Repair to Plaza Improvements Area................................................................... 36
11.3 Repair Work ....................................................................................................... 36
11.4 Cooperation ....................................................................................................... 36
11.5 Completion of Repairs ....................................................................................... 37 ARTICLE 12 CONDEMNATION ............................................................................................... 37
12.1 Taking of Property .............................................................................................. 37
12.2 Temporary Takings ............................................................................................ 37
12.3 Restoration ........................................................................................................ 37 ARTICLE 13 RIGHTS OF MORTGAGEES AND TAX CREDIT INVESTORS ........................... 38
13.1 Conflict ............................................................................................................... 38
13.2 Subordination of Lien to Mortgages; Liability for Unpaid Assessments ............... 38
13.3 Mortgagee Protection ......................................................................................... 38
13.4 Voting Rights on Default .................................................................................... 38
13.5 Right to Furnish Information ............................................................................... 38
13.6 Notice and Cure for Mortgagees and Tax Credit Investor ................................... 38 ARTICLE 14 AMENDMENTS AND SUPPLEMENTARY DECLARATIONS ............................. 39
14.1 Amendments ...................................................................................................... 39
14.2 Reliance on Amendments .................................................................................. 39
14.3 Supplementary Declarations .............................................................................. 39
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ARTICLE 15 TERM AND ENFORCEMENT ............................................................................. 39
15.1 Term .................................................................................................................. 39
15.2 Enforcement and Nonwaiver .............................................................................. 39
15.3 Operational Disputes ......................................................................................... 40 ARTICLE 16 COVENANTS OF COOPERATION ..................................................................... 41
16.1 No Discrimination ............................................................................................... 41
16.2 Estoppel Certificates .......................................................................................... 41
16.3 Exchange of Information .................................................................................... 41
16.4 Limitation on Liability .......................................................................................... 41 ARTICLE 17 GENERAL PROVISIONS .................................................................................... 42
17.1 Headings ........................................................................................................... 42
17.2 Severability ........................................................................................................ 42
17.3 Cumulative Remedies; No Waiver ..................................................................... 42
17.4 Adjustments for Inflation ..................................................................................... 42
17.5 Liberal Construction ........................................................................................... 42
17.6 Notice ................................................................................................................ 42
17.7 Joint and Several Liability .................................................................................. 42
17.8 Number; Gender ................................................................................................ 43
17.9 Exhibits; Schedules ............................................................................................ 43
17.10 Statutory References ......................................................................................... 43
17.11 Conflict ............................................................................................................... 43
17.12 Indemnity ........................................................................................................... 43
17.13 Binding Effect ..................................................................................................... 43
17.14 Third Party Beneficiaries .................................................................................... 43
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DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS
AND ESTABLISHMENT OF EASEMENTS
FOR
NORWALK ENTERTAINMENT DISTRICT MIXED-USE DEVELOPMENT
(PLAZA)
THIS DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AND
ESTABLISHMENT OF EASEMENTS FOR NORWALK ENTERTAINMENT DISTRICT MIXED - USE DEVELOPMENT (PLAZA) (this “Declaration”) is made as of the ___ day of ________, 2025 by PRIMESTOR NORWALK ENTERTAINMENT LLC, a Delaware limited liability company (“Master Project Owner”), RESIDENCES AT THE WALK LP, a California limited partnership (“Affordable Housing Project Owner ”), and collectively with the Master Project Owner, the “Owners”), THE CITY OF NORWALK, a Calif ornia municipal corporation (the “ City”), with reference to the facts set forth below. Each of the Owners and the City are occasionally referred to herein as the “Parties” and individually as a “Party.”
RECITALS
All initially capitalized terms used but not defined in the Recitals shall have the meanings set forth in Article 1.
A. The City is the owner of certain real property located in the City of Norwalk, County of Los Angeles, State of California, more particularly described on Exhibit A, (the “City Property”), a portion of which is currently improved with the City’s City Hall building.
B. The City and Master Project Owner are parties to that certain Ground Lease dated December 19, 2022 (the “ Original Agreement”), as amended by that certain First Amendment to Ground Lease dated March 19, 2025 (the “ First Amendment” and together with the Original Agreement, the “Original Ground Lease”), and by that certain Second Amendment to Ground Lease dated _____, 2025 (the “ Second Amendment” and together with the Original Ground Lease, the “Ground Lease”). Pursuant to the Original Ground Lease, the City ground leased to the Master Project Owner a portion of the City Property (the “ Original Premises”), for the development of a mixed-use development (the “Original Project”) consisting of (i) approximately three hundred seventy-four (374) residential units; (ii) approximately ninety -four thousand three hundred ninety-eight (94,398) square feet of commercial uses, which may include, but not be limited to, food and beverage establishments, retail, health and wellness facilities, and grocery or supermarket uses; and (iii) approximately one hundred nineteen thousand six hundred forty-three (119,643) square feet of ground- floor open space/plaza area that is publicly accessible but privately maintained and operated. Portions of the Original Project are to be constructed on portions of the City Property that are outside of the Original Premises.
C. Pursuant to that certain [ Assignment and Assumption of Ground Lease dated ______], and in accordance with Section 2.6 of the Original Ground Lease, Master Project Owner assigned to Affordable Housing Project Owner all of Master Project Owner’s rights, title, and interest in, to and under the Original Ground Lease with respect to the portion of the Original Premises identified as Parcel 7 (the “Affordable Housing Premises”) with an affordable housing project (the “Affordable Housing Project” and together with the Master Project, the “ Project”) consisting of fifty-six (56) residential units, including not less than fifty-three (53) income restricted residential units and one (1) manager’s unit. The term “Master Project” shall refer to the Original Project less the improvements that constitute the Affordable Housing Project.
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2 D. Pursuant to that certain [Restricted Residential Ground Lease dated _______], by and between Affordable Housing Project Owner and the City (the “Affordable Housing Ground Lease”), the City ground leased the Affordable Housing Premises to the Affordable Housing Project Owner for the development of the Affordable Housing Project.
E. Pursuant to the Second Amendment, the City and Master Project Owner confirmed that, upon execution of the Affordable Housing Ground Lease, the Affordable Housing Premises were released from the Original Premises and that the Original Premises were expanded to include an additional portion of the City Property, such that the ground leased premises include Parcels 1, 2, 3, 4, 5, 6, 8, and 10, as more particularly described in the Second Amendment (the “Ground Lease Premises”).
F. As part of the Master Project, the Master Project Owner will develop a portion of the Ground Lease Premises, as depicted on Exhibit C attached hereto (the “Ground Lease Plaza Improvements Area”), with a plaza, sidewalks, driveways, landscaping, and other improvements from time to time (the “Ground Lease Plaza Improvements”), including but not limited to a paseo in the area depicted on Exhibit C (the “Paseo”), but excluding all Buildings (defined below) thereon and all improvements located within any Building; provided, however, Ground Lease Plaza Improvements shall not include improvements within the Ground Lease Premises dedicated for Master Project Owner’s exclusive and/or dedicated use consistent with the Specific Plan and other associated City approvals.
G. Pursuant to that certain Easement Agreement dated _______2025, by and between Master Project Owner and the City (the “Easement Agreement”), the City has provided Master Project Owner with an irrevocable, perpetual, non-exclusive easement in, on, over, and across a portion of
the City Property, as more particularly identified on Exhibit B (the “City Easement Area”) for the development, construction, use, operation, and maintenance of certain parking and plaza improvements for the Master Project (collectively, the “ Easement Plaza Improvements”), including but not limited to a surface parking lot in the area depicted in Exhibit C (the “Retail Parking Area”), sidewalks, driveways, landscaping, and other improvements from time to time.
The Ground Lease Plaza Improvements together with the Easement Plaza Improvements shall be referred to herein as the “ Plaza Improvements.” The City Easement Area together with the Ground Lease Plaza Improvement Area shall be referred to herein as the “Plaza Improvements Area.”
H. This Declaration establishes easements for the benefit of the Ground Lease Premises and the Affordable Housing Premises subject to the covenants, restrictions, reservations, and limitations contained herein. This Declaration shall be liberally construed t o effectuate its purpose of creating a flexible plan for the maintenance, operation and governance of the Plaza Improvements Area. To achieve these goals and to ensure a flexible governance structure, further rights, obligations, allocations, easements and other matters affecting the Plaza Improvements Area may be identified in Supplementary Declarations recorded in the future.
DECLARATION
NOW, THEREFORE, in consideration of the foregoing Recitals, which are hereby incorporated into this Declaration as if set forth in full herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, each of the Declarants declare that their respective interests in the City Property, as applicable, shall be, held, conveyed, hypothecated, encumbered, leased, rented, used and occupied subject to the following
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3 limitations, restrictions, easements, covenants, conditions, liens and charges, all of which are declared and agreed to be in furtherance of a plan of ownership as described in California Civil Code Section 6562 et seq., and all of which are declared and agreed to be for the purpose of enhancing, maintaining and protecting the value and attractiveness of the City Property and the improvements thereon. All of the limitations, restrictions, easements, covenants, conditions, liens and charges herein shall run with the land, shall be binding on and inure to the benefit of all Parties and their respective successors and assigns under, as applicable, the Ground Leases, shall be enforceable equitable servitudes and covenants running with the land and shall be binding on and inure to the benefit of the Parties and their respective successors in interest.
ARTICLE 1
DEFINITIONS
Unless the context otherwise specifies or requires, or except as expressly specified in this Declaration, the terms defined in this Article shall, for all purposes of this Declaration, have the meanings specified herein.
1.1 “Actual Expenses” has the meaning set forth in Section 6.11.1.
1.2 “Additional Charges” means costs, fees, charges and expenditures, including, without limitation, reasonable attorneys’ fees and costs and interest actually incurred in collecting and/or enforcing payment of Assessments by the Common Area Manager and, to the extent specifically authorized hereunder, fines and similar charges.
1.3 “Affiliate” means with respect to a specified Person, any other Person that directly, or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with, the specified Person. “Control”, as used herein, is defined as possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a Person, whether through the ownership of voting securities, by contract, or otherwise.
1.4 “Affordable Housing Ground Lease” has the meaning set forth in Recital D.
1.5 “Affordable Housing Premises” has the meaning set forth in Recital C.
1.6 “Affordable Housing Project” has the meaning set forth in Recital C.
1.7 “Affordable Housing Project Owner” has the meaning set forth in the Preamble.
1.8 “Allocable Share ” means the respective percentage of Common Expenses allocated and charged to each Party as set forth on Schedule 1.8, as the same may be adjusted for particular expense items in any Annual Operating Budget in accordance with the terms and conditions of this Declaration.
1.9 “Alteration Work” has the meaning set forth in Section 8.2.
1.10 “Annual Operating Budget” means an annual operating budget prepared by the Common Area Manager and approved by the Parties in accordance with Article 6 below, with respect to all reasonably anticipated costs and expenses relating to the maintenance, repair, and operation of the Plaza Improvements and other services provided by the Common Area Manager for the overall benefit of the Parties and the Master Project.
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4 1.11 “Applicable Laws” means the applicable laws, regulations, rules, orders and/or ordinances of any Governmental Agencies having jurisdiction over the City Property, now in effect or as hereafter promulgated.
1.12 “Applicable Rate” means the rate of interest chargeable under this Declaration equal to the rate of ten percent (10%) per annum, but not to exceed the maximum rate allowed by Applicable Laws.
1.13 “Assessment Commencement Date” has the meaning set forth in Section 6.3.2.
1.14 “Assessments” means the assessments levied by the Common Area Manager after the Assessment Commencement Date to cover the Common Expenses pursuant to Article 6 or other assessments permitted to be levied under this Declaration, including the Assessments described below.
1.14.1 “Regular Assessments” means the regular Assessments that are levied pursuant to Article 6.
1.14.2 “Special Assessments” has the meaning set forth in Article 6.
1.14.3 “Compliance Assessments” has the meaning set forth in Article 6.
1.15 “Authorized Users ” means each of the respective employees, consultants, contractors, students, subcontractors, representatives and agents of a Party.
1.16 “Budget Disapproval Notice” has the meaning set forth in Section 6.3.1.
1.17 “Building” means any building that is part of the Master Project or the Affordable Housing Project.
1.18 “Casualty” means any damage to any of the Project Improvements resulting from an event such as fire, unusual weather causing damage, thefts, riots, vandalism, terrorism or other similar causes.
1.19 “City” means the City of Norwalk, California.
1.20 “City Easement Area” has the meaning set forth in Recital G.
1.21 “City Property” has the meaning set forth in Recital A.
1.22 “Claims” means all claims, actions, demands, liabilities, damages, costs, penalties, forfeitures, losses and/or expenses, including, without limitation, reasonable attorneys’ fees and costs and the costs and expenses of enforcing any indemnification, defense or hold harmless obligations under this Declaration and/or the Ground Leases.
1.23 “Common Area Manager” means Master Project Owner, and its successors and assigns as applicable, in its capacity as manager of the Plaza Improvements pursuant to and in accordance with the terms and conditions of this Declaration.
1.24 “Common Expenses” means the costs and expenses incurred by the Common Area Manager for the maintenance, repair, operation, and services provided by the Common Area Manager with respect to the Plaza Improvements Area, which shall be levied based upon the
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5 Parties’ applicable Allocable Shares and/or as set forth in the Annual Operating Budget (as updated and approved from time to time in accordance with this Declaration). Common Expenses may include, without limitation, the following:
1.24.1 expenses incurred for the maintenance, management, operation, repair and replacement of the Plaza Improvements, and any other areas and facilities which are expressly required to be maintained by the Common Area Manager under this Declaration or for which services are expressly required to be provided by the Common Area Manager under this Declaration;
1.24.2 expenses incurred for the maintenance, management, operation, repair and replacement of all fixtures, equipment and installations, included in the Plaza Improvements Area;
1.24.3 expenses incurred for any services provided by the Common Area Manager relating to any portion of the Plaza Improvements Area;
1.24.4 expenses incurred in complying with ongoing operational requirements of the Project Entitlements and Applicable Laws as they relate to the Plaza Improvements Area;
1.24.5 expenses incurred to cover due but unpaid Assessments and to enforce the collection of such Assessments, which recovered funds, less costs of collection, shall be credited to the expenses incurred;
1.24.6 reasonable operating and replacement reserves for the Plaza Improvements, to the extent set forth in an Annual Operating Budget adopted pursuant to the terms and conditions of this Declaration;
1.24.7 expenses incurred for any Utility Facilities serving the Plaza Improvements Area;
1.24.8 expenses incurred for any patrols or security provided for the Plaza Improvements Area;
1.24.9 expenses incurred for any pest control or similar services provided by the Common Area Manager with respect to any portion of the Plaza Improvements Area;
1.24.10 expenses of maintenance, repair and replacement and for performing any inspections required by Governmental Requirements for any Project Drainage Facilities;
1.24.11 expenses of insurance obtained and maintained by the Common Area Manager with respect to the Plaza Improvements Area (including such costs related to any Master Policy), as required under this Declaration; and
1.24.12 expenses of any other services or items designated in the Annual Operating Budget or incurred by the Common Area Manager in connection with the repair and maintenance of the Plaza Improvements Area (consistent with an approved Annual Operating Budget or Updated Budget, as applicable, or due to an emergency).
1.25 “Compliance Assessment” has the meaning set forth in Section 6.6.
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6 1.26 “Conditional Use Permit” has the meaning set forth in Section 7.3.
1.27 “Constructing Party” has the meaning set forth in Section 8.2.
1.28 “Contracting Party” has the meaning set forth in Section 5.6.3.
1.29 “CPI” means the United States Department of Labor, Bureau of Labor Statistics Consumer Price Index for All Urban Consumers (CPl-U), Los Angeles, California, All Items, Base 1982-1984=100 (the “Index”), published by the United States Department of Labor, Bureau of Labor Statistics. If at any time the Index does not exist in the format recited herein, the Owners shall mutually agree, in their reasonable discretion, on a substitute index.
1.30 “CPI Increase” has the meaning set forth in Section 6.3.1.
1.31 “Declarants” means, collectively, Master Project Owner (with respect to the Ground Lease Premises) and Affordable Housing Project Owner (with respect to the Affordable Housing Premises), and the City (with respect to the City Easement Area).
1.32 “Declaration” has the meaning set forth in the Preamble.
1.33 “Design and Construction Guidelines” means the design and construction standards, guidelines and procedures which shall be unanimously adopted by the Owners and any amendments or supplements thereto that are unanimously approved by the Owners.
1.34 “Easement” has the meaning set forth in Recital G.
1.35 “Easement Agreement” has the meaning set forth in Recital G.
1.36 “Easement Plaza Improvements” has the meaning set forth in Recital G.
1.37 “Eligible Holder” means any Mortgagee with respect to a Mortgage encumbering a Leasehold Interest in and to the Ground Lease Premises or the Affordable Housing Premises who has given written notice to the Parties specifying its name, address and the property encumbered by its Mortgage and requesting written notice of certain events specified in Article
12. Any Mortgagee of a Mortgage as of the date of recordation of this Declaration is an Eligible Holder and no further notice shall be required to be delivered by such Mortgagee.
1.38 “Emergency” means any situation, condition or event which threatens imminent damage or injury to Persons or any portion of the Plaza.
1.39 “Emergency Expense Situation” has the meaning set forth in Section 6.5.
1.40 “Equipment Rooms” means all the rooms and areas within the Plaza containing equipment for the operation and use of the Plaza.
1.41 “Fire Life Safety System ” means any fire life safety equipment and facilities serving any portion of the Plaza, including, without limitation, fire panels and the fire sprinkler system, the fire water storage tank, the fire pump equipment, fire monitoring system, fire alarm system, and related equipment and facilities.
1.42 “First Amendment” has the meaning set forth in Recital B.
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7 1.43 “Fiscal Year” means a calendar year, unless the Declarants agree, in their reasonable discretion, on a different fiscal accounting and reporting period, in which case Fiscal Year means the period so selected by the Declarants.
1.44 “Governmental Agencies” means each federal, state, county, city or local governmental or quasi -governmental authority, entity or body (or any departmental agency thereof) exercising jurisdiction over a particular subject matter or any portion of the City Property.
1.45 “Governmental Requirements” means all Applicable Laws and other applicable rules, regulations, orders, ordinances, subdivision requirements, zoning restrictions, and all other applicable requirements (including all applicable requirements to have or to obtain permits) of any Governmental Agencies which are applicable to the City Property, or any portion thereof.
1.46 “Ground Lease” or “Ground Leases” has the meaning set forth in Recital B.
1.47 “Ground Lease Premises” has the meaning set forth in Recital E.
1.48 “Ground Lease Plaza Improvements” has the meaning set forth in Recital F.
1.49 “Ground Lease Plaza Improvements Area” has the meaning set forth in Recital F.
1.50 “Hazardous Materials” means any substance, material or waste which is or becomes (a) regulated by any governmental authority because of its toxicity, ignitability, corrosivity or reactivity; or (b) defined as a “hazardous substance,” “extremely hazardous substance,” “hazardous waste,” “extremely hazardous waste,” “restricted hazardous waste,” “Non-RCRA hazardous waste,” “RCRA hazardous waste,” “recyclable material,” “mixed waste,” “medical waste” or similar material under any applicable federal, state or local statute or regulation promulgated thereunder. Hazardous Material shall expressly exclude substances routinely used in the construction, operation, and maintenance of a housing development or commercial (retail and/or office) development, provided that such substances are used in full compliance with all Applicable Laws and Governmental Requirements governing or applicable to such substances.
1.51 “Insurance Proceeds” has the meaning set forth in Section 10.1.1.
1.52 “Insurance Trustee” has the meaning set forth in Section 9.4.2.
1.53 “Insured Property” has the meaning set forth in Section 9.1.
1.54 “Lease” or “Leases” means any lease, sublease, license or other agreement whereby a Person acquires rights to use or occupy any portion of a Ground Lease Premises or the Affordable Housing Premises.
1.55 “Leasehold Interest” means an Owner’s interest in a Ground Lease.
1.56 “Lessee” means any tenant or lessee holding the right to occupy a portion of the Ground Lease Premises or the Affordable Housing Premises pursuant to a Lease.
1.57 “Liability Insurance” has the meaning set forth in Section 9.2.
1.58 “Maintenance Commencement Date” has the meaning set forth in Section 5.2.
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8 1.59 “Maintenance Obligations” means the obligations of the Declarants to perform (a) all maintenance, repair, demolition, and replacement obligations imposed under Governmental Requirements, the Project Entitlements and this Declaration, and (b) any other commonly accepted maintenance, repair and replacement practices in furtherance of the Maintenance Standards.
1.60 “Maintenance Standards” means the standards required to maintain the Plaza Improvements Area in a condition of maintenance and repair consistent with similar public plazas serving projects similar to the Master Project in the Los Angeles metropolitan area, and in compliance with Applicable Laws, Governmental Requirements, the Project Entitlements, the Ground Leases, and this Declaration.
1.61 “Major Decisions” means the decisions requiring the approval of all Parties as described in Section 4.2 below.
1.62 “Management Company” means any property management company engaged by Common Area Manager, with the unanimous approval of all Parties, to provide services and/or coordinate the performance of the obligations of Common Area Manager under this Declaration, which Management Company may be an Affiliate of either Declarant or of any other Owner.
1.63 “Master Policy” has the meaning set forth in Section 9.3.1.
1.64 “Master Project” has the meaning set forth in Recital C.
1.65 “Master Project Owner” has the meaning set forth in the Preamble.
1.66 “Mortgage” means any duly recorded mortgage or deed of trust encumbering a Leasehold Interest in and to the Ground Lease Premises and/or the Affordable Housing Premises.
1.67 “Mortgagee” means each mortgagee or beneficiary of a Mortgage.
1.68 “Notice of Delinquent Assessment” has the meaning set forth in Section 6.10.4.
1.69 “Occupant” means: (i) with respect to each Owner, each Lessee and any other Person entitled by a Lease to use and occupy or operate any portion of the Ground Lease Premises or the Affordable Housing Premises, and any other Authorized User of an Owner, and (ii) City.
1.70 “Official Records” means the Official Records for Los Angeles County.
1.71 “Operational Dispute” has the meaning set forth in Section 14.3.
1.72 “Operational Dispute Notice” has the meaning set forth in Section 14.3.
1.73 “Original Agreement” has the meaning set forth in Recital B.
1.74 “Original Ground Lease” has the meaning set forth in Recital B.
1.75 “Original Premises” has the meaning set forth in Recital B.
1.76 “Original Project” has the meaning set forth in Recital B.
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9 1.77 “Owner” or “Owners” has the meaning set forth in the Preamble.
1.78 “Parcel” or “Parcels” means the Ground Lease Premises, the Affordable Housing Premises, and the City Hall Parcel.
1.79 “Parties” or “Party” has the meaning set forth in the Preamble.
1.80 “Paseo” has the meaning set forth in Recital F.
1.81 “Permitted Users ” means all Occupants and any Person whose presence is approved by or is at the request of any Party or Lessee, including, without limitation, the respective employees, agents, contractors, customers, family, guests, invitees, tenants and licensees and concessionaires of a Party or Lessee. Unless the context otherwise requires, Permitted Users include Authorized Users.
1.82 “Person” means a natural individual or any legal entity recognized under California law and which is in good standing in the State of California, including a foreign entity which has qualified to do business in the State of California. When the word “person” is not capitalized, the word refers only to natural persons.
1.83 “Plans and Specifications” has the meaning set forth in Section 8.3.8.
1.84 “Plaza Events” has the meaning set forth in Section 2.5.
1.85 “Plaza Improvements” has the meaning set forth in Recital G.
1.86 “Plaza Improvements Area” has the meaning set forth in Recital G.
1.87 “Plaza Welfare Exemption” has the meaning set forth in Section 6.7.
1.88 “Project” has the meaning set forth in Recital B.
1.89 “Project Drainage Facilities” means any drainage facilities, including pumps and any related equipment and improvements, if any, serving the Plaza.
1.90 “Project Entitlements” means all approvals, licenses, consents, conditions of approval, encroachments and other restrictions granted or imposed by the City, County, or other agencies with jurisdiction over the Plaza Improvements Area.
1.91 “Project Improvements” or “Improvements” means any or all, as the context requires, of the improvements constructed within and as part of the Plaza Improvements ARea, including, without limitation, the Plaza Improvements, and any walkways, landscaped and hardscaped areas (including any planters), sidewalks, driveways, ramps, amenities, irrigation systems, poles, signs, exterior lighting and light standards, antennae, generators, stairwells, elevators, equipment and Equipment Rooms, any Fire Life Safety System, railings, ramps and Utility Facilities, and any replacements, additions, repairs or alterations thereto of any kind whatsoever.
1.92 “Project Rules” means any reasonable rules and regulations that are consistent with the terms of this Declaration, and any amendments and/or supplements thereto, which are determined by Master Project Owner, in Master Project Owner’s sole and absolute discretion.
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10 The Parties hereby acknowledge and agree that the Project Rules will contain specific rules for the Retail Parking Area, Plaza Improvements Area, and Plaza Events, including but not limited to restrictions on hours of use and closures thereof, as well as when Plaza Events may occur, and requirements limiting amplified sound, and frequency of events.
1.93 “Project Signage” means any way-finding signage, directional signage and other signage at any time located in the Plaza Improvements Area.
1.94 “Property Insurance” has the meaning set forth in Section 9.1.
1.95 “Reconciliation” has the meaning set forth in Section 6.11.1.
1.96 “Retail Parking Area” has the meaning set forth in Recital G.
1.97 “Reviewing Party” has the meaning set forth in Section 8.2.
1.98 “Second Amendment” has the meaning set forth in Recital B.
1.99 “Special Assessments” has the meaning set forth in Section 6.5.
1.100 “Specific Plan” means the Norwalk Entertainment District – Civic Center Specific Plan.
1.101 “Supplementary Declaration” means any supplementary declaration signed by all Parties and recorded by the Declarant in the Official Records to do any or all of the following:
(a) further describe or delineate other elements, restrictions or easements applicable to the Plaza Improvements Area; (b) reflect any adjustments made to the Allocable Shares in accordance with the terms and conditions of this Declaration; (c) impose obligations or requirements required by Governmental Agencies or to conform this Dec laration to any requirements of Governmental Agencies or Applicable Laws; (d) revise, supplement or amend any exhibits or schedules to this Declaration, or any previously recorded Supplementary Declarations to correct errors or omissions; (e) make corrections to the provisions of this Declaration or any previously recorded Supplementary Declarations including any exhibits attached to this Declaration; and/or (f) for any of the other purposes for which a Supplementary Declaration may be recorded under this Declaration.
1.102 “Take-Over Notice” has the meaning set forth in Section 5.5.
1.103 “Take-Over Owner” has the meaning set forth in Section 5.5.
1.104 “Take-Over Period” has the meaning set forth in Section 5.5.
1.105 “Take-Over Rights” means the rights of an Owner (but not City) to take -over the Maintenance Obligations otherwise being performed by the Common Area Manager pursuant to this Declaration.
1.106 “Tax Credit Investor” means, collectively and individually, the limited partner of each of the Affordable Housing Project Owner.
1.107 “Updated Budget” has the meaning set forth in Section 6.5.
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11 1.108 “Utility Facilities” means all utility, communication, heating and ventilation and other similar facilities including, without limitation, intake and exhaust systems, any back flow preventers, ducting systems for ventilation and utility services, water systems, sanitary sewer systems, natural gas systems, electrical systems, fire life safety systems, exhaust fans, vaults and switchgears, heating, ventilation and air conditioning systems (including, without limitation, all machinery controls and vents relating thereto), emergency generators, central utility services and all other utility systems, communications and data transmission facilities, conduits, cabling and facilities servicing the Master Project and/or Affordable Housing Project, which are situated in, on, over and under the Plaza Improvements Area.
1.109 “Work” or “Construction Work” means, after substantial completion of the initial construction of the Project Improvements, any construction, alteration, repair, restoration, rebuilding, demolition, removal and razing thereof, including, without limitation, in connection with any of the easements granted by the Declaration with respect to any portion of the Plaza Improvements Area. Unless otherwise provided for herein, “Work” shall not include any work or construction with respect to any Building or the interior thereof.
ARTICLE 2
EASEMENTS
2.1 Ownership and Easements. Each of the easements and licenses reserved or granted in this Declaration shall be deemed established upon recordation of this Declaration, but shall commence on the date a temporary or final certificate of occupancy has been issued by the City for the initial Project Improvements (to the extent applicable)). Each of the easements established hereunder shall be deemed to be covenants running with the land for the use and benefit of the Parties, as applicable, and shall benefit the Owners and their respective successors and assigns with respect to the Ground Lease Premises and/or the Affordable Housing Premises.
2.2 Limitations. All of the easements and licenses described in this Article 2 are subject to the limitations set forth in this Declaration.
2.3 Non-Exclusive Easements for Access to and from Master Project . Master Project Owner hereby grants to each Party, for such Party’s benefit and the benefit of such Party’s Permitted Users, a non-exclusive easement appurtenant to each Owner’s respective Leasehold Interest in, on, over, through and across publicly accessible areas within the Ground Lease Premises for pedestrian ingress and egress to and from the Buildings on the Master Project or Affordable Housing Project, all subject to the limitations, restrictions, and other applicable terms and conditions of this Declaration, including all applicable Project Rules. Notwithstanding the foregoing, Master Project Owner reserves the right to relocate, close and/or restrict access to any portion of the Ground Lease Premises for its exclusive and/or dedicated use, in its sole and absolute discretion.
2.4 Non-Exclusive Easements for Access to and from Affordable Housing Project. Affordable Housing Project Owner hereby grants to each Party, for such Party’s benefit and the benefit of such Party’s Permitted Users, a non-exclusive easement appurtenant to each Owner’s respective Leasehold Interest in, on, over, through and across publicly accessible areas within the Affordable Housing Premises for pedestrian ingress and egress to and from the Buildings on the Affordable Housing Project or the Master Project, al l subject to the limitations, restrictions, and other applicable terms and conditions of this Declaration, including all applicable Project Rules. Notwithstanding the foregoing, Affordable Housing Project Owner reserves the
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12 right to relocate, close and/or restrict access to any portion of the Affordable Housing Premises for its exclusive and/or dedicated use, in its sole and absolute discretion.
2.5 Non-Exclusive Easements for Use of Plaza Improvements Area. Master Project Owner hereby grants to each Party, for such Party’s benefit and for the benefit of such Party’s Permitted Users, a non- exclusive easement appurtenant to each Owner’s respective Leasehold Interest in, on, over, through and across the Plaza Improvements Area for pedestrian ingress and egress to and from the Buildings on the Master Project or Affordable Housing Project, to access and use the Improvements provided from time to time within the Plaza Improvements Area, including to attend plaza events organized by Master Project Owner, as described on Schedule 2.5 (“Plaza Events”), all subject to the limitations, restrictions, and other applicable terms and conditions of this Declaration, including all applicable Project Rules. Notwithstanding the foregoing, Master Project Owner reserves the right to relocate, close and/or restrict access to any portion of the Plaza Improvements Area for its exclusive and/or dedicated use, in Master Project Owner’s sole and absolute discretion.
2.6 Non-Exclusive Parking Easement. Master Project Owner hereby grants to the Affordable Housing Project Owner,
a non-exclusive easement
in, on, over, across and through the Retail Parking Area, for the purpose of vehicular parking in, on, and at the Retail Parking Area, and for vehicular and pedestrian ingress and egress to and from the Retail Parking Ar ea and the Affordable Housing Premises, subject to the limitations, restrictions, and other applicable terms and conditions of this Declaration, including all applicable Project Rules.
2.7 Temporary Construction Easement. Each of Master Project Owner, Affordable Housing Project Owner, and the City hereby grants to each Owner and their respective successors and assigns easements a non -exclusive, temporary easement for access to, and ingress and egress over and across, the Ground Lease Premises, Affordable Housing Premises, or the City Easement Area, as applicable, and to the extent reasonably necessary to undertake and complete the work of completing the initial development and construction of the improvements comprising the Master Project and/or the Affordable Housing Project, as applicable, subject to the limitations, restrictions, and other applicable terms and conditions of this Declaration, including all applicable Project Rules.
2.8 Individual Nature of Easements. Each of the above described easements and licenses specified above shall constitute individual, distinct and separate easements that are appurtenant to the benefitted Leasehold Interest as applicable.
2.9 Ownership: No Separate Transfer . Ownership of a Leasehold Interest shall include any exclusive or non- exclusive easement or easements appurtenant to such Leasehold Interest, as applicable, as described in this Declaration. Each of the easements reserved or granted in this Declaration shall be deemed to be established upon recordation of this Declaration and shall thereafter be deemed to be covenants running with the land (as applicable) for the use and benefit of the Parties as set forth herein. None of the easements described above shall be conveyed, transferred, assigned, or encumbered separately from Party’s respective interest in the City Property, as applicable, to which they are appurtenant.
2.10 Duration of Easements; Rights of Permitted Users and Benefited Parties.
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13 2.10.1 Duration of Easements. Each easement established herein shall exist by virtue of this Declaration, without the necessity of confirmation by any other document. Likewise, upon the termination of any easement (in whole or in part) or its release in respect of all or any part of any Parcel or Leasehold Interest as provided in this Declaration, the easements contained herein shall survive such termination and the Parties shall execute any instruments to memorialize such easements. Upon the request of any other Party, each Party will also sign and acknowledge a document, in form and substance reasonably approved by each Party, memorializing the existence (including the location and any conditions), or confirming prior termination (in whole or in part) or release (in whole or in part), as the case may be, of any easement.
2.10.2 Rights to Permit Occupants and Permitted Users to Exercise Easement and License Rights. Unless otherwise provided in this Declaration, each easement established herein shall be used by the Parties as an appurtenance to and for the benefit of the benefitted Leasehold Interest and applicable underlying real property, and solely for, the purpose of using and operating the benefited Leasehold Interest and applicable underlying real property(s) as provided in this Declaration. The foregoing notwithstanding, each Party may permit, from time to time, its Permitted Users to exercise certain of the easement rights set forth in this Article 2 provided that no such permission shall authorize a use of the easements in excess of the uses authorized under this Declaration or that conflicts with any provisions of this Declaration, the Ground Leases, Applicable Laws, and/or Governmental Requirements, or result in the grant of any easement rights to any Permitted User. Any such permission shall not relieve the Party of its duties and obligations with respect thereto. None of the easements established in this Declaration or any of the other provisions of this Declaration are intended to grant any rights to any members of the public or to be a gift or dedication for public use.
2.10.3 Benefitted Parties. Each easement granted pursuant to the provisions hereof is expressly for the benefit of the applicable Leasehold Interest, and the applicable Leasehold Interest so benefited shall be the dominant estate and the Ground Lease Premises, Affordable Housing Premises, and City Easement Area upon which such easement is located shall be the servient estate, but where only a portion thereof is bound and burdened, or benefited, by a particular easement, only that portion so bound and burdened, or benefited, as the case may be, shall be deemed to be the servient or dominant tenement, as the case may be.
2.11 Limitations on Easement Rights. The easement rights herein granted or reserved, including, without limitation, each and all of the easement rights enumerated above in the separate sections of this Article 2, are granted and reserved expressly subject to the limitations set forth below.
2.11.1 Matters of Record . Each of the easements and licenses granted and reserved hereunder is subject to all covenants, conditions, restrictions, encumbrances, easements, dedications, and rights of way, if any, set forth in any matters of record as of the time of recordation hereof in the Official Records and any of the Project Entitlements recorded against the Ground Lease Premises, the Affordable Housing Premises, the City Hall Parcel, and/or the Leasehold Interests.
2.11.2 Project Entitlements, Ground Leases . Each of the easements and licenses granted and reserved herein are subject to the Project Entitlements and to the Ground Leases affecting the applicable parcel that are in effect as of the Effective Date or amendments thereto. Notwithstanding the foregoing, the expiration, amendment, or termination of any Project Entitlement or Ground Leases shall not, by itself, terminate or impair the easements or licenses
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14 granted herein, except to the extent expressly required by such Project Entitlement or Ground Lease.
2.11.3 Exercise of Rights. All of the easements granted herein are subject to the rights of any Owner to exercise any rights and obligations granted under this Declaration.
2.11.4 Limitation on Access Rights in Connection with Maintenance and Repair. The Common Area Manager may temporarily relocate, close or restrict access to any portion of the Plaza Improvements Area ( including any areas subject to exclusive and/or dedicated use), subject to such conditions as may be reasonably necessary in connection with the exercise of any construction, maintenance, repair or replacement obligations under this Declaration, for such limited periods of time reasonably necessary to facilitate such activities and provided that commercially reasonable measures are implemented to minimize any interference which such closure or restriction may have on the impacted Party(ies).
2.11.5 Casualty. The easement rights granted or reserved herein are subject to any interruption or impairment during any period of repair and or rebuilding as provided under Article 10.
2.11.6 Use and Operation. Each Party shall use commercially reasonable efforts (taking into account the nature of the rights which are being exercised) and shall cause their Permitted Users to exercise the easement rights granted or reserved in this Article 2 in a manner which will not unreasonably and adversely impact or disrupt the use of the Plaza by any other Party.
2.11.7 Project Rules. All of the easement and other rights under this Article 2 are subject to the rules, regulations and guidelines set forth in the Project Rules.
ARTICLE 3
OPERATION AND MANAGEMENT
3.1 Operation and Management. The Plaza Improvements Area shall be maintained, repaired, managed, and operated by the Master Project Owner in accordance with the terms and conditions of this Declaration and Applicable Laws; provided the Parties hereby acknowledge that the Master Project Owner has the right to delegate its obligations hereunder to the Common Area Manager, and has elected to do so.
3.2 Powers of the Common Area Manager. Subject to the limitations set forth in this Declaration, the Common Area Manager shall have the powers necessary to exercise its rights and obligations under this Declaration. The powers of the Common Area Manager shall include the power and duties set forth below.
3.2.1 Performance of Duties . The Common Area Manager shall have the power to undertake all of the express duties required under Section 3.3 below to be done by the Common Area Manager.
3.2.2 Enforcement. The Common Area Manager shall have the power to enforce the restrictions and obligations set forth in this Declaration which rights of enforcement are in addition to the enforcement rights of the Parties set forth in Section 14.2.
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15 3.2.3 Provide Services. The Common Area Manager shall have the power to engage Persons necessary for the effective operation and maintenance of the Plaza Improvements Area; provided that such Persons are engaged at rates, and upon terms, that would ordinarily be entered into with unaffiliated parties. Any Management Company selected by the Common Area Manager may be an Affiliate of either Declarant provided that such Persons are engaged at rates, and upon terms, that would ordinarily be entered into with unaffi liated parties.
3.2.4 Restrict Access for Maintenance . The Common Area Manager shall have the right and authority to temporarily restrict access on or to any portion of the Plaza Improvements Area to the extent reasonably required for purposes of facilitating maintenance, repair or replacement, or otherwise performing its obligations hereunder.
3.2.5 Easements and Rights of Way. The Common Area Manager shall have the power to exercise any of the easement and other rights granted to it under Article 2, including, without limitation, the right to grant licenses to its Permitted Users to the extent necessary for the performance of the obligations and services of the Common Area Manager under this Declaration.
3.2.6 Delegation of Powers. The Common Area Manager shall have the power to delegate its rights, authority and powers, in whole or in part, under this Declaration to professional managers, committees, officers or consultants, as may reasonably be deemed necessary by the Common Area Manager in order to perform its obligations and services under this Declaration, subject to the prior written approval of all Parties, which approval shall not be unreasonably withheld, conditioned, or delayed.
3.3 Duties of the Common Area Manager . In addition to the powers enumerated above and its other duties set forth in this Declaration, the Common Area Manager has the obligation to perform each of the duties set forth below.
3.3.1 Applicable Laws and Governmental Requirements. In connection with the performance of its duties and obligations and exercise of rights under this Declaration, the Common Area Manager shall comply with all Applicable Laws and Governmental Requirements, including, without limitation, all the Project Entitlements.
3.3.2 Security Services. To the extent included in the Annual Operating Budget, the Common Area Manager shall engage the services of a security service company to provide security service for the Plaza Improvements Area; provided, however, the provision by the Common Area Manager of any security personnel or security equipment shall not constitute a warranty or representation by the Common Area Manager as to security and in no event shall the Common Area Manager be liable for injury to persons or property as a r esult of incidents on any portion of the Plaza Improvements Area.
3.3.3 Assessments. The Common Area Manager shall establish, levy and collect Assessments in accordance with Article 6 and shall enforce payment of such Assessments in accordance with the provisions of this Declaration. The Common Area Manager shall allocate Common Expenses based upon the Allocable Shares and consistent with the approved Annual Operating Budget. For the Affordable Housing Project, in no event shall the Assessments for Common Expenses controllable by Common Area Manager increase by more than five percent (5%) in each Fiscal Year without the prior written consent of the Affordable Housing Project Owner.
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16 3.3.4 Operation and Maintenance. The Common Area Manager shall perform all of the Maintenance Obligations required to be performed by the Common Area Manager under this Declaration with respect to the Plaza Improvements Area.
3.3.5 Insurance and Casualty. The Common Area Manager shall obtain and maintain the insurance described in Article 9 and shall coordinate any rebuilding in the event of a Casualty as provided in and subject to the provisions of Article 10.
3.3.6 Annual Operating Budget . In accordance with Article 6 , the Common Area Manager shall prepare the Annual Operating Budget, reconciliations, balance sheets and operating statements for the maintenance, repair, operation and management of the Plaza Improvements Area and the Common Expenses incurred by Common Area Manager in connection with performing its obligations and services under this Declaration.
ARTICLE 4
OWNER APPROVALS
4.1 Approval Rights . Whenever approval of the Parties is required under this Declaration, unless expressly set forth otherwise in this Declaration (i) such approvals shall not be unreasonably withheld, conditioned, or delayed, and (ii) such approval shall require approval of the majority of the Parties based on their respective Allocable Shares as set forth in as set forth on Schedule 1.8. Notwithstanding the foregoing, nothing in this Declaration shall be interpreted to require a Party to consent or give suc h Party’s approval to matters resulting in such Party relinquishing rights or benefits set forth in this Declaration. Any disapproval of or failure of consent to any matter hereunder shall be in writing and shall state in reasonable detail the reason or reasons therefor.
4.2 Major Decisions . Notwithstanding anything to the contrary set forth in this Declaration, and without limiting any restrictions and requirements set forth elsewhere in this Declaration, the Common Area Manager shall not take any of the actions set forth below without the prior written consent of all Parties:
4.2.1 Use and Operation. Except for any restrictions contemplated under the Project Entitlements, Governmental Requirements or required to comply with Applicable Laws, the imposition, elimination, or modification of any requirements, or the exercise of any rights, power, or authority, the effect of which is to materially and adversely restrict or impact the use or operation of the Project Improvements, the businesses operating within the Plaza Improvements Area, the residential tenants of either the Master Project or the Affordable Housing Project, or which would otherwise materially and adversely impact (i) an Owner’s ability to use and operate its Parcel, or (ii) any Party’s financial obligations under this Declaration;
4.2.2 Insurance Requirements. Any action to eliminate or materially reduce or increase (unless required under the Ground Leases) insurance coverage required to be maintained by the Owners and/or Common Area Manager under Article 9;
4.2.3 Mortgagee/Tax Credit Investor Rights . Any action to eliminate or materially reduce any of the rights of any Mortgagees or Tax Credit Investors under Article 12 hereof (which shall only require the approval of all Owners and the approval of all Mortgagees instead of all Parties);
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17 4.2.4 Common Area Manager . Selection or replacement of Common Area Manager;
4.2.5 Budgets; Special Assessments. Any approvals of any Annual Operating Budget, Updated Budget, and/or Special Assessments; and/or
4.2.6 Additional Provisions. Any other action that, pursuant to the express terms and conditions of this Declaration, requires the approval of all Owners or Parties, as applicable.
4.3 Requirements for Consent by Owners. Except as expressly provided otherwise in this Declaration, to the extent that the consent of any of the Parties is expressly required under this Declaration, the Parties shall have twenty (20) business days from receipt of request of written notice to provide notice of approval or disapproval of the item for which consent is required. If a Party fails to respond within such twenty (20) business day period and a reminder notice is provided to the Party which states: “THE FAILURE TO RESPOND WITHIN TEN (10) BUSINESS
DAYS OF RECEIPT OF THIS NOTICE SHALL CONSTITUTE APPROVAL OF THE MATTER FOR WHICH APPROVAL IS REQUESTED” and if the Party fails to respond within such additional ten (10) business day period, then the matter shall be deemed approved. If a Party delivers a notice of disapproval, such notice shall state with reasonable specificity, the basis for disapproval.
Any third (3
rd) party approval that a Party is required to obtain prior to giving its approval or consent hereunder, whether from a Lessee, a Mortgagee, a Tax Credit Investor, or otherwise, shall be the obligation, at its sole cost and expense, of the applicable Party that is required to obtain such third (3
rd) party approval, and the other Parties shall not be liable for such Party’s failure to obtain any such required third (3rd) party approvals.
4.4 Resolution of Disputes . Any dispute relating to any Party approvals required under this Declaration, including those set forth above, shall be Operational Disputes and shall be resolved in accordance with the terms and conditions of Article 14.
ARTICLE 5
MAINTENANCE
5.1 Maintenance. Unless the context otherwise requires, as used in this Article 5, “maintenance,” “maintain” or “maintaining” means the operation, inspection, maintenance, repair, restoration and replacement of the areas and facilities designated for maintenance. To the extent repair, restoration or replacement is required as a result of a Casualty, then the repair, restoration and replacement shall be governed by the provisions of Article 10 . All maintenance shall be performed in conformance with the Maintenance Standards and in substantial compliance with the terms and conditions of this Declaration, the Project Entitlements, Applicable Laws and all Governmental Requirements.
5.2 Commencement of Maintenance Obligations. The Maintenance Obligations of the Common Area Manager shall commence upon the substantial completion of construction of the initial Project Improvements (the “Maintenance Commencement Date”).
5.3 Maintenance Obligations. The Common Area Manager shall maintain the Plaza Improvements Area in conformance with the standards and obligations set forth in this Declaration. The Common Expenses incurred by the Common Area Manager shall be allocated to each Party in accordance with its respective Allocable Share, except for any particular expense items which may be allocated in a different manner in accordance with the express terms and
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18 conditions of this Declaration. Without limiting the foregoing, the Common Area Manager shall perform the Maintenance Obligations described below.
5.3.1 Project Signage. The Common Area Manager shall clean and maintain any Project Signage. Any signage which is for the benefit solely of a Party (e.g., signs designating the name of a Party) shall be maintained by such Party at its sole cost and expense in accordance with the terms and conditions of this Declaration. Any signage placed on the Plaza shall be subject to Master Project Owner’s reasonable discretion.
5.3.2 Plaza Improvements Area. The Common Area Manager shall maintain the Plaza Improvements Area in a clean and attractive condition, including the regular removal of trash, and the sweeping and power washing of any hardscape within the Plaza Improvements Area. The obligations for maintenance of the Plaza Improvements Area include, but are not limited to, the Maintenance Obligations described below. (a) Landscaped Areas. The Common Area Manager shall maintain all landscaping and planters in the Plaza Improvements Area in a healthy condition and in conformance with any water quality requirements imposed by any Governmental Agency, and shall replace diseased vegetation as may be necessary from time to time. (b) Project Furniture and Equipment. The Common Area Manager shall maintain any furniture and equipment located within the Plaza Improvements Area from time to time, including without limitation, benches, seating areas and any receptacles for trash or other debris.
(c) Lighting Fixtures. The Common Area Manager shall maintain any lighting fixtures that are part of the Plaza Improvements Area. (d) Graffiti Removal . The Common Area Manager shall promptly remove or cause to be removed any graffiti on any portion of the Plaza Improvements Area.
5.3.3 Project Drainage Facilities. The Common Area Manager shall maintain any Project Drainage Facilities in good working order, free of debris and obstructions, and in accordance with all Applicable Laws, and Governmental Requirements, as applicable.
5.3.4 Interior; Gates/Doors . The Common Area Manager shall maintain all floors, ramps, driveways, parking spaces and areas, walkways, and other interior portions of the vehicular parking areas, including maintenance and repair of all striping and any gates and doors (including entry systems).
5.3.5 Other Obligations. The Common Area Manager shall perform all such other actions which it reasonably deems necessary to preserve and protect the Plaza Improvements Area in accordance with the general purposes specified in this Declaration and the Project Entitlements.
5.4 Willful or Negligent Acts or Omissions . Notwithstanding the obligation of the Common Area Manager to maintain the Plaza Improvements Area and any other areas, if the need for maintenance of such areas or facilities is caused by the willful or negligent act or omission of a Party or its Permitted Users, and if the cost of the repair is not covered by the insurance required to be obtained by the Common Area Manager under this Declaration or is less than the deductible amount under any such insurance policy, the responsible Party shall be responsible
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19 for the uninsured cost or deductible portion thereof, and shall reimburse the other Party(ies) or the Common Area Manager (as applicable) for all costs incurred within fifteen (15) business days after receipt of a statement therefor from the other Party(ies) or the Common Area Manager pursuant to the terms of this Declaration. If a Party or its Permitted Users causes damage to the Project Improvements, then, notwithstanding anything to the contrary set forth in this Declaration, such Party shall be liable for any uninsured cost or deductible portion of the costs and expenses actually incurred by the other Party(ies) and/or the Common Area Manager resulting from such damage.
5.5 Take-Over Rights. Notwithstanding the obligations of the Common Area Manager to perform all of the Maintenance Obligations for the Plaza Improvements Area, if the Common Area Manager fails in the performance of such obligations or services as and when required under this Declaration, the other Owners (but not City) shall have the right to send the Common Area Manager a notice of its default and Common Area Manager shall have ten (10) business days after receipt of such written notice to cure such failure; provided if such cure reasonably requires more than ten (10) business days to complete, then Common Area Manager shall have such additional time as is reasonably required so long as it commenced meaningful cure efforts prior to the end of such ten (10) bus iness day period and thereafter diligently completes such cure; provided if such cure is not reasonably capable of being completed within thirty (30) days after receipt of written notice of a default, then Common Area Manager shall provide written notice t o the Owners informing them of the additional time that is reasonably needed to complete such cure, and shall thereafter provide no less than monthly written updates to the Owners until such time as such cure is completed. If Common Area Manager does not complete such cure within the time periods set forth above, then one or more of the other Owners (but not City), in addition to their other rights and remedies under this Declaration and/or Applicable Laws, may elect to take-over and assume the obligation to perform the Maintenance Obligations of the Common Area Manager, or the performance of any services provided by the Common Area Manager pursuant to this Declaration, which exercise of such rights is referred to herein as the “Take-Over Right(s).” If one or more Owners (but not City) elect to exercise their respective Take-Over Right (which Owner(s) are referred to herein as the “Take-Over Owners”), the Take- Over Owner(s) shall deliver written notice to the Common Area Manager which specifies the Maintenance Obligations that such Take-Over Owner(s) elect to take over (“Take-Over Notice”) and the period of time when the Take-Over Owner(s) will be performing the Maintenance Obligations on behalf of Common Area Manager (the “ Take-Over Period”). If the Take-Over Owner(s) exercise the Take-Over Rights then they shall be obligated to provide the Common Area Manager with appropriate evidence of insurance, and all maintenance, repair, replacement, management and inspection records and any other documentation related to maintenance, management, repair replacement and inspection performed during the Take-Over Period, and shall, during their Take- Over Period, be entitled to receive all applicable payments (including Assessments) that would otherwise be payable to Common Area Manager during such time, and to exercise all rights and remedies under this Declaration relating to any Party’s failure to make any such payments as and when due hereunder, such that the Take -Over Owner(s) are able to perform such duties and obligations of the Common Area Managers. All maintenance, management and inspection contracts entered into by the Take -Over Owner(s) shall be assignable to the Common Area Manager and the Common Area Manager may, in its sole and absolute discretion, elect to accept an assignment of such contracts. The Take-Over Owner(s) shall have the right to engage a third party to perform the Maintenance Obligations and other services so long as such third party charges a price that is reasonable, competitive, and fair to the Take- Over Owner(s) for the performance of such Maintenance Obligations.
5.6 Manner of Maintenance.
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20 5.6.1 Maintenance Obligation. All Maintenance Obligations or providing of services required to be performed by the Common Area Manager with respect to the Plaza Improvements Area, or otherwise under this Declaration, shall be performed in a first -class and workmanlike manner in accordance with the Maintenance Standards. All maintenance shall be performed, to the extent reasonably practicable, in such a manner as to minimize any noise, vibration, particulates and dust infiltration or other disturbances which would unreasonably disturb Occupants of the Buildings in the Master Project or the Affordable Housing Project.
5.6.2 Replacement. When replaced, Project Improvements shall be replaced with materials at least equal to the quality of the materials being repaired or replaced so as to maintain the architectural and aesthetic harmony of the Plaza Improvements Area and the Master Project as a whole in conformance with the Maintenance Standards.
5.6.3 Duty to Protect Against Mechanics’ Liens . In performing their respective obligations for maintenance as provided in this Declaration or in exercising any easement rights under this Declaration, each Party (for the purposes of this paragraph, the “Contracting Party”, as applicable) shall promptly pay all costs, expenses, liabilities and liens arising out of or in any way connected with contracts for any service, labor or materials provided or supplied for the construction of any Project Improvements authori zed or undertaken by the Contracting Party. The Contracting Party shall not cause or permit any mechanic’s lien to be filed against any portion of the City Property not owned by the Contracting Party for labor or materials alleged to have been furnished or delivered to the City Property by the Contracting Party. If any Contracting Party causes a lien to be filed, such Contracting Party shall: (a) within ten (10) business days after notice to such Contracting Party by any Owner(s), either cause the lien to be discharged or, if acceptable to the affected Owner and its Mortgagees, post a bond which protects the title of each of the affected Owner’s Leasehold Interest or City’s Contingent Interest, as applicable; (b) indemnify, protect, defend and hold harmless the other Owners, their Mortgagees and Parties from any Claims by reason of any such lien; and (c) pay all expenses actually incurred by the other Owner, their respective Mortgagees and Parties in connection therewith, including, without limitation, reasonable attorneys’ fees and costs of defending against the foregoing Claims by the other Owner(s) and Parties, and any costs of enforcing this indemnity.
ARTICLE 6
PAYMENTS, ASSESSMENTS, BUDGETS AND LIENS
6.1 Personal Obligation for Assessments; Creation of Lien for Assessments .
Each Party shall pay to the Common Area Manager its Allocable Share of Assessments levied hereunder. All Assessments permitted to be levied pursuant to this Declaration, together with all Additional Charges attributable thereto, shall be a continuing lien upon the Party’s Leasehold Interest in such Parcel, the lien to be effective upon recordation of a Notice of Delinquent Assessments (as hereinafter defined), with any such lien and any recording thereof in all events subject to the applicable terms and conditions (including limitations) set forth in this Declaration.
Each such Assessment, together with all Additional Charges, shall be the personal obligation of the Person who was the Owner of the Parcel at the time the Assessment fell due and shall bind such Person’s heirs, devisees, personal representatives, successors and assigns. No assumption of personal liability by a successor Party shall relieve any Party from personal liability for delinquent Assessments that were due during the prior Party’s period of ownership. If more than one Person was the Owner of a Leasehold Interest in the Ground Lease Premises or the Affordable Housing Premises, the personal obligation to pay such Assessment shall be both joint and several. No Owner of a Leasehold Interest shall be exempt from liability for Assessments by
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21 waiver of the use of any of the Project Improvements or by the destruction or abandonment of the improvements that are subject to such Leasehold Interest.
ARTICLE 7
7.1 Purpose of Assessments. The Assessments levied by the Common Area Manager shall be used to perform the obligations and duties of the Common Area Manager under this Declaration and for such other purposes as provided for in this Declaration.
7.2 Annual Operating Budget and Assessment Commencement Date.
7.2.1 No later than October 1st of each calendar year, commencing within the year of achievement of substantial completion, the Common Area Manager shall submit to the Parties a detailed proposed Annual Operating Budget for the upcoming calendar year. Each Annual Operating Budget shall be prepared in accordance with the provisions of this Declaration and Applicable Laws. Each Party hereby acknowledges and agrees that is has received a preliminary draft of the initial Annual Operating Budget, and further agrees that such initial draft is subject to revision and further subject to approval by the Parties in accordance with the applicable terms and conditions of this Declaration. Each Party shall have the right, within thirty (30) days following receipt of a proposed Annual Operating Budget, to review the same and provide written notice to the Common Area Manager of its approval or its disapproval, provided that any disapproval notice (a “Budget Disapproval Notice”) shall set forth in reasonable detail the reasons for such disapproval and the changes required for approval, and provided further that no approval shall be unreasonably withheld, conditioned or delayed. If a Party properly delivers a Budget Disapproval Notice, then within ten (10) business days after receipt of the Budget Disapproval Notice the Common Area Manager shall address the reasons for disapproval set forth in the Budget Disapproval Notice and provide a revised proposed Annual Operating Budget to all Parties. Each Party shall have ten (10) business days from receipt of the revised proposed Annual Operating Budget to respond by written notice in the same manner as provided above with respect to the original proposed Annual Operating Budget. All Parties and the Common Area Manager shall mutually cooperate in good faith to promptly resolve any disapproved items in a proposed Annual Operating Budget and generate an Annual Operating Budget reasonably acceptable to all Parties. Time is of the essence with respect to the delivery of any Budget Disapproval Notice and any subsequent objections, and any failure to properly object in writing in accordance with the provisions above shall be deemed approval by a Party. If for any reason the Parties have not all agreed upon (or be deemed to have agreed upon) a new Annual Operating Budget prior to the beginning of the new calendar year, the approved Annual Operating Budget for the prior year, plus an increase equal to the percentage increase (but not decrease) in the local Consumer Price Index during the prior year (the ”CPI Increase”), shall be used until the new Annual Operating Budget is approved pursuant to this paragraph. Upon approval of the new Annual Operating Budget by all Parties, Assessments shall be retroactive to the first day of the Fiscal Year. If the amount paid utilizing the approved Annual Operating Budget for the prior year (plus any CPI Increase) exceeds the new Annual Operating Budget, the Common Area Manager shall apply such excess amounts against Assessments to be levied as of the date of the new Annual Operating Budget approval and for the following months until the excess amounts are applied in full. If the amount paid utilizing the approved Annual Operating Budget for the prior year (plus any CPI Increase) shall be less than the new Annual Operating Budget, the Parties shall pay the balance of such deficiency within thirty (30) days after the date of the new Annual Operating Budget approval. If the Parties are unable, despite good faith and commercially reasonable efforts, to agree upon an Annual Operating Budget by March 31 st of any calendar
year, it shall be an Operational Dispute (defined below) subject to arbitration under Section 14.3.
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22 7.2.2 A Party’s obligation to pay Regular Assessments levied under this Declaration shall commence upon the first day of the first month after the Maintenance Commencement Date ( “Assessment Commencement Date” ). Special Assessments and Compliance Assessments may be levied by Common Area Manager as and when required by the pursuant to this Declaration, subject to the Parties’ approval rights set forth herein.
7.3 Regular Assessments. Regular Assessments shall be payable in equal monthly installments. Regular Assessments shall be established based upon the approved Annual Operating Budget for the applicable Fiscal Year and shall be levied based upon the Allocable Share for the applicable Common Expenses.
7.4 Updated Budget; Special Assessments. If at any time the Common Area Manager reasonably determines that the estimated Common Expenses set forth in an approved Annual Operating Budget will not be adequate to pay all Common Expenses for a calendar year, the Common Area Manager shall promptly provide written notice thereof and an updated proposed Annual Operating Budget (an ”Updated Budget”) to each of the Parties for review and approval in the same manner for the initial review and approval of an Annual Opera ting Budget as set forth in Section 6.3.1 above. To the extent that an Updated Budget approved by the Parties includes Common Expenses in excess of those set forth in an Approved Operating Budget, then the Common Area Manager shall be permitted to levy a special assessment ( “Special Assessments”) in order to raise the funds set forth in the approved Updated Budget. Special Assessments shall be allocated in the same manner as Regular Assessments based upon the Parties’ respective Allocable Shares. Pending approval of any Updated Budget the Common Area Manager shall comply with the agreed upon Annual Operating Budget; provided if there is an Emergency Expense Situation (defined below) and an Updated Budget has not yet been approved, then Common Area Manager may, in its reasonable discretion, incur such expenses as may be reasonably required to mitigate the Emergency Expense Situation with prior notice to the Parties (which notice may be delivered by email). The term “Emergency Expense Situation” means a situation which, if not immediately addressed, would be reasonably expected to pose a threat to cause serious bodily harm, material property damage, or a material violation of Applicable Laws or the terms and conditions of a Ground Lease.
7.5 Compliance Assessments. The Common Area Manager may levy an assessment (“Compliance Assessment”) against any Party who causes or whose Permitted Users cause a violation of Applicable Laws, or Government Requirements, where such violation results in Common Area Manager incurring any costs or expenses to cure such violation. Such Compliance Assessmen t may include all reasonable costs incurred by the Common Area Manager in curing the violation, including Additional Charges as applicable.
7.6 Allocable Shares and Allocation of Assessments; Welfare Exemption; Plaza Improvements. All Regular Assessments set forth in the Annual Operating Budget and any Special Assessments set forth in any approved Updated Budget shall be determined and assessed based upon the Annual Operating Budget or Updated Budget, as applicable, agreed upon by the Parties. Notwithstanding the foregoing or any other provision of this Declaration to the contrary, if and to the extent that the Plaza Improvements Area receives a welfare exemption from ad valorem property taxes (a “ Plaza Welfare Exemption ”), then although the entire ad valorem property taxes actually payable with respect to the Plaza Improvements Area shall be included for the purpose of calculating the applicable Assessments, the entire amount of the Plaza Welfare Exemption actually received will be allocated solely to the Affordable Housing Project and not shared pro rata among the Declarant, Owners, or any other Parties.
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23 7.7 Late Payment. If a Party shall fail to pay such Party’s Allocable Share or any other amounts due under this Declaration within fifteen (15) business days after the due dates specified herein, and if such amounts remain delinquent for a period in excess of ten (10) business days after written notice to the delinquent Party, then (i) interest may be charged on the delinquent amount at the Applicable Rate commencing from the expiration of such 10 -business day period until the payment has been made, and (ii) Additional Charges actually incurred, including reasonable costs of collection and reasonable attorneys’ fees and costs, shall be levied by the Common Area Manager, together with a late fee in an amount equal to five percent (5%) of the delinquent payment.
7.8 Notice and Assessment Installment Due Dates. The due dates for the payment of Regular Assessments normally shall be the first day of each month. The Common Area Manager may require Special Assessments to be payable in one payment or in installments. The Common Area Manager shall provide at least thirty (30) days’ prior notice of any Special Assessment, which notice shall specify the date for the payment of such Special Assessments.
In connection with the levy of any Compliance Assessment, the Common Area Manager shall specify, in a notice provided to the Party, the date for the payment of the Compliance Assessments (which shall be no later than fifteen (15) business days after such notice is received by the affected Party). Each installment of Assessments shall become delinquent if not paid within fifteen (15) business days after its due date, and shall be subject to the provisions of Section 6.8 above.
7.9 Collection of Assessments. The rights set forth below shall be expressly subject to Section 6.13 and Article 12 below with respect to protections of Mortgagees and Tax Credit Investors.
7.9.1 Right to Enforce. The right to collect and enforce Assessments is vested in the Common Area Manager. The Common Area Manager may enforce the remedies set forth in this Section 6.10 by commencement and maintenance of a suit at law or in equity, or may pursue the other remedies provided for hereunder including the right to pursue foreclosure by judicial proceedings or through the exercise of the power of sale pursuant to Section 6.10.5, and enforce the lien rights created.
7.9.2 Notice of Assessments and Foreclosure. The Common Area Manager shall distribute a written notice to the defaulting Party regarding Assessments and foreclosure as set forth in California Civil Code Section 6812.1 during the sixty (60) day period immediately preceding the beginning of the firs t Fiscal Year, or portion thereof, after the Maintenance Commencement Date and must simultaneously provide a copy of any such notice to all Eligible Holders.
7.9.3 Delinquent Assessments. In collecting delinquent Assessments, the Common Area Manager shall comply with the requirements of this Declaration and California law, including, without limitation, California Civil Code Sections 6800 et. seq.
7.9.4 Creation of Lien. If there is a delinquency in the payment of any approved Assessment or installments of approved Assessments, any amounts that are delinquent for a period of more than sixty (60) days after written notice to the defaulting Party, together with any Additional Charges, shall be a lien against such Leasehold Interest upon the recordation in the Official Records of a notice of delinquent Assessment (“Notice of Delinquent Assessment”) as provided in, and subject to the requirements of, California Civil Code Sections 6800 et. seq ; provided, however, that any such assessment lien shall be subject and subordinate to (i) liens for
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24 taxes and other public charges which by Applicable Law are expressly made superior, (ii) all Mortgages recorded prior to the date of recordation of said notice of lien, and to all amendments and modifications to any Mortgages, regardless of when made, and to all advances, whether obligatory, optional or protective, pursuant to documents or obligations secured by any Mortgages, regardless of when made and regardless of whether any such Mortgage has been subordinated to this Declaration, and (iii) all leases entered into, whether or not recorded, prior to the date of recordation of said notice of lien. All liens recorded subsequent to the recordation of the notice of lien described herein shall be junior and subordinate to any assessment lien. Upon the timel y curing by the defaulting Party (or by its Mortgagees or Tax Credit Investors, as applicable, on its behalf) of any default for which a notice of lien was recorded, the party recording same shall record an appropriate release of such notice of lien and assessment lien. For sake of clarification, the Parties hereby agree that an “approved” Assessment shall mean an Assessment approved by the Parties pursuant to the applicable terms and conditions of this Article 6 , and/or an Assessment that is approved pursuant to the dispute resolution provisions of Section 14.3.
7.9.5 Notice of Default; Foreclosure. If the Common Area Manager is entitled to file a lien as provided above, the Common Area Manager may record a Notice of Delinquent Assessment and, subject to the requirements and limitations of this Declaration and those set forth in California Civil Code Sections 6800 et. seq. including Sections 6812 and 6814, may cause the Leasehold Interest with respect to which a Notice of Delinquent Assessment has been recorded to be sold either in the same manner as a sale is conducted under California Civil Code Sections 2924, 2924b and 2924c, or through judicial foreclosure, and as provided in the California Civil Code. However, as a condition precedent to the holding of any such sale under Section 2924c, appropriate publication shall be made, any Eligible Holder must be given at least sixty (60) days’ prior written notice thereof, and any Eligible Holder must be given at least sixty (60) days to cure such default. In connection with any such sale, the Common Area Manager is authorized to appoint a trustee for purposes of conducting the sale. If a delinquency is cured before sale of the Leasehold Interest, or before completing a judicial foreclosure, or if it is determined that a lien previously recorded against a Leasehold Interest was recorded in error, the Common Area Manager shall apply payments and follow the procedures set forth in California Civil Code Section 6800 et. seq., as applicable. The Common Area Manager, acting on behalf of the Parties, shall have the power to bid upon the Leasehold Interest at foreclosure sale and to acquire, hold, lease, mortgage and convey the Leasehold Interest and vote as the holder of the Leasehold Interest. Notwithstanding the foregoing provisions of this Section 6.10.5 or those contained in Section 6.10.4 or elsewhere in this Declaration, the Parties hereby agree that (i) any liens shall be subject and subordinate to any then-existing financing or other liens and the related rights of any Mortgagee (and Tax Credit Investors if applicable), (ii) with respect to any Leasehold Interest, shall be further subject to the rights of City and any other ground lessor, (iii) no foreclosure action whatsoever may be commenced without the prior written consent of the Eligible Holders, (iv) until the defaulting Party (and its Mortgagees and Tax Credit Investors, as applicable), and the City being given at least sixty (60) days’ prior written notice, and (v) until the Eligible Holders have been given at least sixty (60) days to cure.
7.9.6 Application of Payments. Any payments of sums due under this Article 6 shall first be applied to Assessments owed by the Party making such payment, and only after Assessments owed by such Party have been paid in full shall the payments be applied to the Additional Charges owed by such Party. If any Party requests a receipt after payment of a delinquent Assessment, the Common Area Manager shall provide a receipt which sets forth the date of payment and the individual who received such payment.
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25 7.10 Reconciliation and Audit Rights.
7.10.1 Reconciliation. Within ninety (90) days after the end of each Fiscal Year, or portion thereof the Common Area Manager shall provide each Party with a statement setting forth the actual Common Expenses paid by the Common Area Manager for the operation and maintenance of the Plaza and performance of its other obligations hereunder and such Party’s applicable Allocable Share (such statement and supporting data are collectively called the “Reconciliation”). The Reconciliation shall separately identify cost categories for the various Common Expenses and the applicable Allocable Shares. If the amount paid by a Party for such Fiscal Year shall have exceeded the expenses incurred by the Common Area Manager for the applicable Allocable Shares ( “Actual Expenses”), the Common Area Manager may refund the excess to the Parties at the time the Reconciliation is delivered or apply such amounts against Assessments to be levied for the next Fiscal Year. If the amount paid for such Fiscal Year shall be less than the Actual Expenses, the Party shall pay the balance of such Party’s Allocable Share to the Common Area Manager within sixty (60) days after receipt of such Reconciliation, it being understood and agreed that the sixty (60) day period only establishes the period for payment and is not to be construed as an acceptance of the Reconciliation.
7.10.2 Audit Rights. Within two (2) years after the date of receipt of a Reconciliation, the Parties shall each have the right to audit the books and records pertaining to the Common Expenses for the Fiscal Year covered by such Reconciliation. In connection therewith, the Common Area Manager shall cause to be maintained at its offices or at the Los Angeles County offices of any Management Company it engages to perform its services hereunder, all books and records pertaining to the operation and maintenance of the Plaza Improvements Area. Such Parties shall notify the Common Area Manager of their intent to audit at least fifteen (15) business days prior to the designated audit date. Any such audit shall be provided to the Common Area Manager upon completion. In the event that such audit shall disclose any error in the determination of the Common Expenses, or the allocation thereof to a Party, leading to an overestimate or underestimate of the Assessment of any Party, then an appropriate adjustment shall be made f orthwith. Notwithstanding anything to the contrary, the approval of a prior Reconciliation, or any line item comprising a part thereof, shall not be a waiver of a Party’s right to challenge subsequent Reconciliations regarding such line item. The cost of any audit shall be assumed by the auditing Party or Parties unless such Party or Parties shall be entitled to a refund in excess of three percent (3%) of the amount calculated by the Common Area Manager as such Party or Parties’ Allocable Share for the applicable Fiscal Year, in which case the Common Area Manager shall pay the reasonable cost of such audit. The Common Area Manager shall retain the right to dispute the results of such audit for a period of sixty (60) days following receipt of such audit, and the Common Area Manager’s election not to contest the results of such audit during the sixty (60) day period shall be deemed acceptance of such audit. If any dispute remains thirty (30) days after receipt by the Parties of the Common Area Manager’s written notice of such dispute, then such dispute shall be deemed to be an Operational Dispute which shall be resolved pursuant to Section 14.3.
7.11 Subordination of Lien to Mortgages. In addition to the provisions of Article 12 below, the lien of Assessments herein shall be subordinate to any Mortgage, and shall in no way affect the rights of any Mortgagee.
7.12 No Offsets. All Assessments shall be payable in the amounts specified by the particular Assessment and no offsets against such amounts shall be permitted for any reasons, including, without limitation, a claim that the Common Area Manager is not properly exercising its duties of maintenance, operation or enforcement.
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26 7.13 Transfer of Leasehold Interest . After transfer or sale of a Leasehold Interest, the transferring Party shall not be liable for any Assessment levied on such Party or the Party’s Leasehold Interest after the date of such transfer of ownership and written notice of such transfer is delivered to the other Parties. The selling Party shall still be responsible for all Assessments and charges levied on its Leasehold Interest prior to any such transfer.
7.14 Failure to Levy Assessments. The omission by the Common Area Manager to levy the Assessments hereunder before the expiration of any Fiscal Year, for that or the next Fiscal Year, shall not be deemed either a waiver or modification in any respect of the provisions of this Declaration or a release of the Parties from the obligation to pay the Assessments or any installment thereof for that or any subsequent Fiscal Year, but the Assessment levied for the preceding Fiscal Year shall continue until a new Assessment is determined.
7.15 Additional Remedies. In addition to the remedies set forth above in this Article 6 or set forth elsewhere in this Declaration with respect to a Party’s failure to pay an Assessment in full as and when due hereunder, where such payment remains delinquent for more than ninety (90) days after written notice, then each Declarant shall have the right to suspend the defaulting Party’s rights to use any portion of the Plaza Improvements Area may take all reasonable steps to prevent the continued use of the Plaza Improvements Area by such defaulting Party. In addition to any indemnities set forth elsewhere in this Declaration, in such instance a defaulting Party shall indemnify, defend, and hold the non -defaulting Parties harmless from and against any and all Claims relating to the exercise of such remedies so long as they are exercised in accordance with Applicable Laws.
ARTICLE 8
USE RESTRICTIONS
8.1 Compliance with Applicable Laws and Project Entitlements and Requirements. Each Party shall comply with, and such Parties shall use commercially reasonable efforts to ensure that its Permitted Users comply with, all Applicable Laws, the Project Entitlements, and the applicable Ground Leases relative to their use of the Plaza I mprovements Area. No illegal activities shall be conducted within the Plaza Improvements Area. The Plaza Improvements Area shall be used and operated in accordance with the provisions of this Declaration, the Project Entitlements, Applicable Laws.
8.2 No Changes to Entitlements. No applications or requests for amending, revising or otherwise changing the zoning, land use or other regulations affecting the Plaza Improvements Area shall be made by any Party without the prior written approval of the Owners.
8.3 Variances and Conditional Use Permits. No Owner shall submit an application for a conditional use permit or variance for their respective portion of the Plaza Improvements Area (“Conditional Use Permit”) unless such application is approved by all of the Owners in their reasonable discretion prior to submittal to the applicable Governmental Agency. Each Owner shall be responsible for all costs incurred in obtaining and satisfying requirements imposed under a Conditional Use Permit for its portion of the Plaza Improvements Area. Any Owner obtaining a Conditional Use Permit for its portion of the Plaza Improvements Area shall provide such Conditional Use Permit to the other Owners and each of the Owners shall have the right to enforce the terms of the Conditional Use Permit.
8.4 Further Subdivisions. In no event may any Declarant further subdivide its Parcel without the approval of all of the Owners.
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27 8.5 Occupants and Permitted Users. Each Party is responsible for the compliance by its Lessees and Occupants, and each of their Permitted Users, with all the obligations and restrictions in this Declaration, including, without limitation, the use restrictions set forth in this Article 7.
8.6 Insurance Requirements. The Parties shall not, without the prior written approval of the Owners, do anything that would materially increase the premiums of any policy of insurance maintained by any Declarant or other Owner or would render any portion of the Plaza Improvements Area uninsurable, or create any valid defense to any Owner’s right to collect Insurance Proceeds (as hereinafter defined), or cause any insurance policy to be cancelled, or cause a refusal to renew the same.
8.7 Hazardous Materials . No Party shall, and no Party shall allow any of its Occupants and other Permitted Users to, release, generate, use, store, dump, transport, handle or dispose of any Hazardous Materials within the City Property in violation of Applicable Laws or otherwise permit the presence of any Hazardous Material on, under, or about the City Property in violation of Applicable Laws. If Hazardous Materials are released within the City Property in violation of any Applicable Laws and such release occ urred as a direct or indirect result of a Party’s or such Party’s Permitted Users’ use, handling, storage or transportation of such Hazardous Materials, such Party shall be solely responsible and liable for the prompt cleanup and remediation of any resulting contamination and will indemnify, protect, defend and hold the other Parties harmless from any and all Claims suffered by or incurred by such parties.
8.8 Refuse Removal. All waste, recycling, packing materials, debris and other refuse (except for Hazardous Materials, which shall be governed by the provision of Section 7.7) shall promptly be removed from the Plaza Improvements Area, in compliance with all Governmental Requirements.
8.9 Emissions. No use shall be permitted on or within any portion of the City Property which: (a) emits unreasonable amounts of dust, debris, dirt, cinders, fumes, odors, radiation, gases, or vapors; (b) discharges contaminated liquid or solid wastes or other toxic, noxious or harmful matter into the atmosphere or any Utility Facilities of the Master Project or the Affordable Housing Project, which may adversely affect (i) the health or safety of persons or (ii) the use or enjoyment of the Master Project and/ or the Affordable Housing Project or any part thereof; or (c) causes obstructions to the Project Drainage Facilities. The foregoing shall not include emissions resulting from work permitted to be performed hereunder so long as appropriate construction practices are adhered to and so long as the Person performing the work conforms to the requirements of this Declaration.
8.10 Non-Smoking. The Master Project and the Affordable Housing Project are non - smoking projects and no smoking shall be permitted in any Project Exterior Areas or any portion of the Plaza Improvements Area.
8.11 Oil and Mineral Rights. No oil drilling, oil development operations, oil refining, quarrying, or mining operations of any kind shall be permitted upon or in any portion of the City Property nor, subsequent to the recording of this Declaration, shall oil wells, tanks, tunnels, or mineral excavations or shafts be installed upon the surface of any portion of the City Property or within five hundred feet (500’) below the surface of such portion of the City Property. No derrick or other structure designed for use in boring for water, oil or natural gas shall be erected, maintained or permitted upon any portion of the City Property.
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28 8.12 Drainage and Use of Project Drainage Facilities.
8.12.1 Compliance With Requirements Regarding Stormwater Pollution. The Parties shall not discharge or allow their respective agents and employees to discharge any toxic chemicals or hydrocarbon compounds such as gasoline, motor oil, anti -freeze, solvents, paints, paint thinners, detergents, pet waste, and such other ma terials and pollutants into any of the Project Drainage Facilities or any other portions of the City Property including any system that connects to the Project Drainage Facilities or any other portions of the City Property. The disposal of such pollutants and materials into the Project Drainage Facilities or any other portions of the City Property may result in significant penalties and fines and such Party shall be responsible for any activities by such Party or by such Party’s Permitted Users of such pollutants and materials into the Project Drainage Facilities or any other portions of the City Property, and shall indemnify, protect, defend and hold the other Parties harmless from and against any Claims arising from a violation of this restriction. The Parties shall at all times perform all maintenance that may be imposed by any water quality management plan that may affect the City Property, if any.
8.12.2 Project Drainage Facilities. Each Party and Occupant shall not commit any act that would materially damage or interfere with the operation of any of the filters or other aspects of the Project Drainage Facilities, or divert or otherwise cause drainage to occur or flow other than through the Project Drainage Facilities. Each Party shall cooperate with each other Party to prevent damage or obstructions to the Project Drainage Facilities. Any modification to the Project Drainage Facilities shall not materially result in an increase in the flow of water into the Project Drainage Facilities in a manner which will overburden such Project Drainage Facilities or cause a material change in the operation or use of the Project Drainage Facilities.
8.13 Signage. Signage on the Plaza Improvements Area shall (a) comply with the requirements of Applicable Laws and the Project Entitlements and (b) be installed and maintained in a manner consistent with the requirements of the Project Rules.
8.14 Trash Disposal . Trash, garbage or other waste shall be deposited in the appropriate trash rooms or other receptacles.
8.15 Use Restrictions. Any use restrictions with respect to any Parcel shall be limited to those restrictions, if any, under Applicable Laws or Governmental Requirements and there are no additional use restrictions set forth in this Declaration. The Declarants each hereby agree to comply with, and to cause all of their respective Permitted Users to comply with, any use restrictions that apply to their respective Parcel, as well as any that apply to the Plaza Improvements Area as a whole.
8.16 Construction Work.
8.16.1 Performance of Work. All work being performed by either Declarant on its respective Parcel, after the initial Construction Work, shall be performed: (a) during the time frames permitted in the Design and Construction Guidelines and in a manner that does not unreasonably impair or unreasonably interfere with the use, operation, occupancy or enjoyment or ingress to and egress from any portion of any Project Improvements located thereon by any Party or its Permitted Users; (b) in a good and workmanlike manner ; (c) in conformity with this Declaration, the Project Entitlements, and all Governmental Requirements; (d) in a manner so that all safety measures reasonably required to protect the Parties and their respective Permitted Users from injury or damage that m ay be caused by or result from such Construction Work are taken; (e) so as not to cause any unreasonable disruption on any portion of the Master Project or
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29 the Affordable Housing Project through the placement or operation of any equipment, construction materials, debris or loose dirt related to such work; and (f) in accordance with Plans and Specifications (as hereinafter defined) approved pursuant to the ter ms of Article 8 . Upon commencement of any Work, a Declarant shall diligently pursue the Work to completion. Any damage occurring to any portion of the City Property as a result of Construction Work shall be the responsibility of the Declarant performing such Construction Work or causing such Construction Work to be performed and shall be repaired by such Declarant promptly upon the completion of such Construction Work , at such Declarant’s sole cost and expense, to the same condition as existed immediately prior to such Work.
8.16.2 Dust. Dust from all Construction Work shall be controlled at all times by watering down the construction site or by any other method permitted under Governmental Requirements and approved by any Governmental Agencies in connection with the issuance of a const ruction permit (to the extent such approval is required). Each Owner shall prevent construction debris from entering into any of the Project Drainage Facilities. The Owner on whose behalf such Construction Work is being performed shall be responsible at its sole cost and expense for keeping all portions of the Plaza Improvements Area if affected by the Work (or causing the same to be kept) reasonably clean and free of dust, debris and mud caused by such Construction Work on a daily basis.
8.16.3 Orderly Site. Any Person performing any Construction Work shall keep the exterior portions of the Plaza Improvements Area affected by such Construction Work in a neat and orderly condition during construction periods; provided, however, that normal construction activities and parking in connection with Construction Work conducted in accordance with this Declaration, the Desig n and Construction Guidelines and all applicable Governmental Requirements shall not be considered a nuisance or otherwise prohibited by this Declaration.
Trash and debris related to the Construction Work shall not be permitted to accumulate on or within any Parcel.
8.16.4 Emergency Work. Notwithstanding any other requirement contained in this Declaration, in the event of an Emergency, a Declarant may undertake any Construction Work reasonably necessary to remedy the Emergency, provided that such Declarant acts in good faith and in accordance with all Applicable Laws and gives notice thereof to any affected Parties upon the occurrence of the Emergency or as soon thereafter as reasonably possible and otherwise conforms, to the extent practicable, to the applicable provisions of this Article 7.
ARTICLE 9
DESIGN APPROVALS AND CONSTRUCTION
9.1 Non-Applicability. The provisions of this Article 8 shall not apply to any Building or the interior thereof or the plans and specifications for the construction of the initial improvements to the City Property.
9.2 Design Review Requirements. Prior written approval by the Owners, not to be unreasonably withheld, conditioned, or delayed, shall be required for any Project Improvements or Work within the Plaza Improvements Area that involves any improvement, construction, installation, remodeling or reconstruction (other than to substantially repair or replace Improvements to their then currently approved state) that will or may do any of the following: (a) affect ingress or egress to any of the Parcels or Buildings; (b) affect visibility of Project Signage; (c) require use or storage of Hazardous Materials; (d) create higher than normal impact from construction work, including, but not limited to, excessive or loud noise, dust, or traffic flow issues;
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30 and/or (e) any other Project Improvements or Work specified in the Design and Construction Guidelines (any such Work, “Alteration Work ”). As used herein, the Owner performing the Alteration Work is referred to as the “Constructing Party” and the other Owners are collectively referred to herein as the “Reviewing Party.” The Reviewing Party’s approval rights set forth in this Section 8.2 must be exercised reasonably.
9.3 Design and Construction Guidelines.
The Owners shall adopt the Design and Construction Guidelines.
9.3.1 Application Requirements. The Design and Construction Guidelines shall set forth the documents required to be submitted by the Constructing Party to the Reviewing Party.
9.3.2 Construction within the Project . The Design and Construction Guidelines include the procedures and requirements dealing with and pertaining to such issues as:
(a) hours of construction;
(b) scheduling of construction activities;
(c) parking of vehicles used in construction activities; (d) cleanup of Construction Work;
(e) limitations and prevention of dust and debris from Construction Work;
(f) the qualification of contractors that undertake any such Construction Work including without limitation requirements for review by structural engineers for any changes affecting the Building Structural Elements; and (g) the amounts and types of insurance and/or bonds that must be maintained by any party who undertakes any such Construction Work.
9.3.3 Completion of Work. The Design and Construction Guidelines shall set forth time periods for commencement and completion of the Work and the appropriate certification that will be required to be issued upon completion of any Construction Work.
9.3.4 Inspections. The Design and Construction Guidelines shall set forth procedures for inspections by the Reviewing Party.
9.3.5 Time Periods for Review. The Design and Construction Guidelines shall set forth time periods for review and approval of applications submitted to the Reviewing Party.
9.3.6 Application Fee. The Design and Construction Guidelines may require that the application be accompanied by a reasonable application fee to pay for any out-of-pocket costs incurred by the Reviewing Party in reviewing any Plans and Specifications (as defined below). This fee may include the cost of retaining outside consultants for purposes of assisting the Reviewing Party in reviewing the Plans and Specifications. The Design and Construction Guidelines may require that that, if, during the review process, the Reviewing Party reasonably
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31 determines that additional reasonable review fees will be necessary to cover additional out of pocket costs, the Reviewing Party may require the Constructing Party to advance such reasonable additional fees before the review can be completed.
9.3.7 Guidelines. The Design and Construction Guidelines may include guidelines for any proposed Work that are not inconsistent with any use restriction contained in this Declaration or Applicable Laws.
9.3.8 Procedure for Approval. To obtain approval for any Alteration Work, the Constructing Party shall submit to the Reviewing Party complete plans and specifications showing the nature, kind, shape, scope, materials and any other information reasonably required by the Reviewing Party (“Plans and Specifications”). The Constructing Party shall deliver the Plans and Specifications to the Reviewing Party in the manner specified in the Design and Construction Guidelines. The Reviewing Party shall review the Plans and Specifications in accordance with the procedures set forth in the Design and Constructions Guidelines.
9.3.9 Effect of Review . To the extent any of the proposed Alteration Work potentially affects any of the Building Structural Elements or involves the installation of heavy equipment (such as a vault), the Reviewing Party may require the Constructing Party to have such Plans and Specifications reviewed by a structural engineer, at the cost of the Constructing Party, licensed in the State of California, with at least ten (10) years’ experience with comparable buildings; provided, however, that such review shall be conducted as soon as reasonably practicable and, in any event, to permit compliance by the Reviewing Party with the time periods for review and approval set forth in the Design and Construction Guidelines. The Reviewing Party shall not be liable for any damage, loss or prejudice suffered or claimed by the Constructing Party as a result of the Reviewing Party’s approval of Plans and Specifications submitted by or on behalf of the Constructing Party. The Constructing Party’s application to the Reviewing Party for review and approval of any Plans and Specifications shall in no way be deemed to be satisfaction of or compliance with any Applicable Laws. Nothing stated in this Section 8.3.9 is intended to limit the Reviewing Party’s liability under this Declaration or otherwise for such Reviewing Party’s breach of its obligations under this Declaration.
9.4 Performance of Construction. The Constructing Party shall perform all Alteration Work in the following manner: (a) in accordance with Plans and Specifications approved under this Article 8 ; (b) with due diligence and in a good and workmanlike manner in accordance with good construction practices; (c) in accordance with practices observed in a first class mixed-use project; and (d) in compliance with all Applicable Laws, the Project Entitlements, the Ground Leases, and, to the extent applicable, any express conditions to the approval of such Alteration Work imposed by the Reviewing Party. Each Owner shall require all contractors and subcontractors performing construction activities within the Master Project and/or the Affordable Housing Project for or at the request of such Owner to carry appropriate liability and course of construction insurance that names each Owner as an additional insured and shall provide a certificate of such coverage to each Owner prior to the commencement of such construction. An Owner performing any such Alteration Work or other Work shall not allow the accumulation of any refuse on the balance of the Master Project or Affordable Housing Project and shall not unreasonably interfere with any other construction being performed by any other Owner. Any Alteration Work performed shall not unreasonably or materially impair ingress to or egress from the Ground Lease Premises, Affordable Housing Premises, the City Easement Area or any other portion of the Master Project or Affordable Housing Project and shall not unreasonably disrupt operations of the other Owners or the visibility to or access to its Parcel.
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32 9.5 Conflict With Applicable Laws. In the event there is any conflict between the requirements or actions of the Reviewing Party and any Applicable Laws, the Applicable Law, to the extent that it is more restrictive, shall control and the Reviewing Party shall modify its requirements or actions to conform to the Applicable Law; provided, however, that if the Applicable Law is less restrictive, the provisions of this Declaration, including, without limitation, any limitations or restrictions on the requirements or actions of the Reviewing Party, shall nonetheless apply.
9.6 Separation of Work. For all purposes applicable to the provisions of statutory law of the State of California, the construction of any Project Improvements shall nevertheless be deemed to be a separate and distinct work of improvement.
9.7 Liability. The Reviewing Party shall not be liable to any Owner for any damage, loss or prejudice suffered or claimed on account of: (a) the approval or disapproval of any Plans and Specifications or other submittals, whether or not defective; (b) the construction or performance of any Work, whether or not pursuant to approved Plans and Specifications; (c) the inspection of any Work; (d) damage to the Project or any property within the Project; or (e) the execution and delivery of an estoppel certificate pursuant to Section 15.2, whether or not the facts therein are correct, to the extent that the Reviewing Party has acted in good faith on the basis of such information as may be possessed by him or her; provided, however, that any such estoppel certificate shall bind the Reviewing Party.
ARTICLE 10
INSURANCE
10.1 Property/Casualty Insurance. Each Owner shall, at its sole cost and expense, maintain one or more policies of property insurance covering its portion of the Improvements on the Ground Lease Premises, Affordable Housing Premises, and City Easement Area (collectively, the ”Insured Property” ) in accordance with all of the terms and conditions of the applicable Ground Lease, the Easement Agreement, and any applicable Mortgage, as well as the requirements of any Tax Credit Investor (“Property Insurance”). Notwithstanding the foregoing, the Common Area Manager shall obtain and maintain, or cause to be obtained and maintained, the Property Insurance on behalf of all of the Owners through a Master Policy (defined below), unless the Owner’s instead unanimously agree to maintain separate policies of insurance as required under their respective Ground Leases. Notwithstanding the foregoing, the term “Insured Property” shall specifically exclude all furniture, fixtures, and other personal property that an Owner is not required to insure pursuant to the terms and conditions of the applicable Ground Lease, and/or Mortgage.
10.2 Liability Insurance. Each Owner shall maintain, at its sole cost and expense, all policies of liability insurance required under their respective Ground Lease, and any applicable Mortgages. Notwithstanding the foregoing, the Common Area Manager shall obtain and maintain or cause to be obtained and maintained commercial general liability insurance ( “Liability Insurance”) insuring the Common Area Manager and Owners against liability arising from the operation, maintenance and use of the Plaza Improvements Area or exercise of any of the rights and obligations under this Declaration or incidental to the use, maintenance and/or management of the Plaza Improvements Area. Minimum limits for the Liability Insurance shall be the greater of (i) $1,000,000 per occurrence and $2,000,000 general aggregate with a $2,000,000 umbrella/excess liability policy(ies), and (ii) the minimum requirements under the Ground Leases.
Coverage for such matters shall be primary to any coverage provided by any other liability
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33 insurance policy maintained by Owners and all insurance maintained by Owners will be excess and non-contributory.
10.3 Provisions Applicable to Insurance Requirements.
10.3.1 The Owners shall maintain separate policies of insurance as required under their respective Ground Leases, unless t he Owners unanimously agree to cause the Common Area Manager to obtain the Property Insurance and/or Liability Insurance through a blanket or master policy of insurance coverage (“Master Policy”). To the extent that the Property Insurance and or Liability Insurance is included in a Master Policy of insurance, the Common Area Manager shall ensure that there is an allocation of the coverage for the Insured Property and/ or the liabilities insured under the Liability Insurance indicating the amount of the applicable premium which is attributable to such coverage required to be obtained and for which the cost is to be so included in Common Expenses.
10.3.2 The Master Policy of the Property Insurance shall contain such coverages as are required under the applicable Ground Leases and Mortgages, and shall otherwise satisfy all applicable requirements of such Ground Leases and Mortgages, and the requirements of any Tax Credit Investor (if applicable).
10.3.3 The Master Policy of Property Insurance shall name the Common Area Manager as a first named insured, each Owner as additional named insureds, and each Mortgagee of each Owner as loss payee with respect to such Owner’s interest in the proceeds from such policies.
10.3.4 The insurance policies, certificates of insurance and detailed summaries of the policies of the Common Area Manager pursuant to this Declaration shall be retained by the Common Area Manager and be available for inspection by Owners at reasonable times, and will be available for review by Owners upon request. In addition to the foregoing, the Common Area Manager shall provide to the Owners such information regarding the insurance as may be required by Applicable Laws.
10.4 Claims.
10.4.1 Subject to the need to obtain the prior written consent of all Owners as set forth below, the Common Area Manager is authorized to negotiate and agree on the value and extent of any loss to the Insured Property and/or any claims under any other insurance policies carried by the Common Area Manager or if part of a Master Policy, under such Master Policy, including, without limitation, the rights for settlement approval as it relates to the Property Insurance and Insured Property and/or any liabilities covered under the Liability Insurance, and any other insurance carried hereunder. To the extent required for the Common Area Manager to perform its duties hereunder, each Owner irrevocably appoints the Common Area Manager as that Owner’s attorney -in-fact for pu rposes of procuring, negotiating, accepting, compromising, releasing, settling, distributing and taking other related actions in connection with the Property insurance and Insured Property and/or any liabilities covered under the Liability Insurance and/or any other insurance carried by the Common Area Manager hereunder, and any losses or claims related thereto; provided notwithstanding the foregoing, the approval of all Owners shall be required prior to Common Area Manager taking any of the actions set forth above.
10.4.2 The proceeds from Property Insurance shall be payable to an insurance trustee approved by all Owners, and each first priority Mortgagee holding a Mortgage on either
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34 the Master Project Premises and related Improvements and the Affordable Housing Premises and related Improvements, which trustee shall be a commercial lending institution or other well - known “fund-control” specialist experienced in the disbursement of construction loan funds (“Insurance Trustee”), to be held and expended pursuant to this Declaration for the benefit of, as applicable, the Owners, Mortgagees, and Tax Credit Investors, based upon the determination of value and loss by the insurance company or its claims adjustor based upon the determination of value and loss; provided, however, if insurance proceeds are received and are attributable to a Casualty affecting the Affordable Housing Premises and related Improvements such insurance proceeds shall be promptly remitted to the first priority Mortgagee with respect to the Affordable Housing Premises and applied in accordance with its loan documents. To the extent the costs of such Insurance Trustee are not covered by the Property Insurance, the costs shall be a Common Expense which shall be allocated to all Owners in accordance with this Declaration. Any Insurance Trustee shall cooperate with the Owners and the Owners shall cooperate with the Insurance Trustee to ensure the coordinated rebuilding of the applicable Building(s) and the other Project Improvements, subject to the applicable loan documents in favor of each Mortgagee.
10.4.3 The Owners shall reasonably cooperate with any adjustor engaged by the Common Area Manager pursuant to this Article 9. The Owners shall also reasonably cooperate with the requirements of any Mortgagee and Tax Credit Investor in connection with the settlements of any insurance claims, subject to any limitations set forth herein.
10.5 Unavailability of Insurance. The Common Area Manager, and its directors and officers, shall have no liability to any Owner, Mortgagee or Tax Credit Investor if, after a good faith effort, it is unable to obtain any portion of the insurance required hereunder because the insurance is no longer commercially reasonably available. In such event, the Common Area Manager shall immediately notify each Owner and any Mortgagee and Tax Credit Investor entitled to notice that the insurance will not be obtained or renewed.
10.6 Right of Owner to Procure Insurance. The Common Area Manager shall at all times be obligated to ensure that the insurance policy for the Property Insurance and Liability Insurance are in full force and effect. If the Common Area Manager fails at any time to maintain any or all of the poli cies of insurance required by this Article 9 , any Owner may obtain the insurance if, within five (5) business days after the date the Owner delivers written notice to the Common Area Manager of its intent to obtain the insurance, the Common Area Manager fails to provide the Owner reasonably satisfactory evidence that it has obtained all of such insurance or has determined such insurance to be unavailable in accordance with the provisions above. If the Common Area Manager fails to provide such evidence and the Owner obtains any or all of the insurance required hereunder, all costs and expenses incurred by such Owner in doing so, together with interest at the Applicable Rate, shall be reimbursed to the procuring Owner within ten (10) business days after receipt of written demand therefor. The rights under this paragraph do not include any right to challenge a determination made by the Common Area Manager in accordance with the provisions above that any portion of the insurance required by this Declaration is unavailable.
10.7 Owner’s Insurance Obligations . Subject to the Common Area Manager obtaining insurance as set forth above on behalf of all Owners subject to and in accordance with the provisions of this Article 9 , each Owner shall maintain all insurance required under their applicable Ground Lease, as applicable, in full conformance with the applicable terms and conditions thereof.
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35 ARTICLE 11
CASUALTY
11.1 Repair and Reconstruction. Except as otherwise stated in this Article 10, if any of the Insured Property is damaged or destroyed by fire or other Casualty, the Common Area Manager shall effect or cause the repair of such Insured Property in accordance with the requirements set forth in this Article 10. Any such repair or replacement shall be performed in a manner which (a) restores the Insured Property to substantially the same condition that existed prior to the Casualty, (b) causes the restoration to be completed within a reasonable period of time after the Casualty causes the restoration to be completed within a reasonable period of time after the Casualty (including, without limitation, within any applicable time period required by any Mortgagee and/or Tax Credit Investor), and (c) provide alternat ive access (to the extent reasonably feasible given the scope of the damage and destruction) to the Owners during the restoration. Any such Work of construction shall be performed with the consent of all of the Owners (but not City), including, without limitation, the schedule for performance of the work, the identity of the contractor, and approval of plans and specifications to the extent they deviate from the original plans and specifications used to construct the Initial Improvements.
11.1.1 Restoration of Insured Property When Insurance Proceeds Are Sufficient. Where insurance proceeds received for the Insured Property (“Insurance Proceeds”) are sufficient to complete the repairs of the Insured Property so damaged or destroyed (excluding deductibles, which shall be considered an Emergency Expense Situation in accordance with Section 6.5), the Common Area Manager shall repair the applicable Insured Property.
11.1.2 Insurance Depository for Insurance Proceeds. If the cost of repair exceeds the greater of (i) ten percent (10%) of the Replacement Value of the applicable Insured Property, and (ii) the amount required under any Mortgage or by any Tax Credit Investor (as applicable), then all Insurance Proceeds shall be deposited with the Insurance Trustee. Funds shall be disbursed in accordance with the normal and commercially reasonable construction loan fund disbursement practices of the Insurance Trustee, and approved by each first priority Mortgagee holding a Mortgage on either the Ground Lease Premises or the Affordable Housing Premises, and which shall require, as a minimum, that the construction consultant, general contractor and, if applicable, the architect certi fy prior to any disbursement substantially the following:
(a) That all of the Work completed as of the date of such request for disbursement has been done in compliance with the approved Plans and Specifications; (b) That such disbursement request represents monies which either have been paid by or on behalf of the construction consultant, the general contractor or the architect and/or are justly due to contractors, subcontractors, materialmen, engineers, or other persons (whose name and address shall be stated) who have rendered or furnished certain services or materials for the Work of repair. Such certificate shall give a brief description of such services and materials and the principal subdivisions or categories thereof and the respective amounts paid or due to each of said persons in respect thereof and stating the progress of the work up to the date of said certificate; (c) That the sum then requested to be disbursed plus all sums previously disbursed does not exceed the cost of the Work insofar as actually accomplished up to the date of such certificate;
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36 (d) That no part of the cost of the services and materials described in this Section 10.1 has been or is being made the basis for the disbursement of any funds in any previous or then pending application; and
(e) That the amount held by the Insurance Trustee, after payment of the amount requested in the pending disbursement request, will be sufficient to pay in full the costs necessary to complete the repair.
11.1.3 No Insurance Trustee. If the cost of repair is less than the greater of (i) ten percent (10%) of the Replacement Value and (ii) the amount required under any Mortgage or by any Tax Credit Investor (as applicable), then the Common Area Manager shall disburse the available funds for the repair under such procedures as the Common Area Manager reasonably deems appropriate under the circumstances.
11.1.4 Repair of Insured Property Where Funds Are Not Sufficient . If Insurance Proceeds and other funds available to the Common Area Manager for effecting the required repairs of the applicable Insured Property are not adequate to complete such repair, the Common Area Manager shall levy a Special Assessment to and against each Party. The Parties acknowledge that the restoration of the Insured Property is essential to the operation of the Plaza Improvements Area and other portions of the Master Project and Affordable Housing Project. If a Special Assessment is not timely paid by any Party, the Common Area Manager may pursue remedies under Article 6 for failure to pay Assessments when due. In addition, if any Party fails to pay a Special Assessment, the Common Area Manager or any other Owner (but not City), upon ten (10) business days’ written notice to the defaulting Party shall have the right, but not the obligation, to pay some or all of the defaulting Party’s Special Assessment for application to the costs of repair, in which case such contributing Owner shall have the right to seek any remedies available at law or in equity against the defaulting Party to recover such contribution and any damages resulting from such default, which may include exercise of the remedies set forth in Article 6.
11.2 Repair to Plaza Improvements Area. If there is damage to any portion of the Plaza Improvements Area that are covered by Insurance Proceeds, the Common Area Manager shall have the right, in lieu of performing the repair, to permit the Master Project Owner to perform all or portions of the repair to such Plaza Improvements Area. In the event Master Project Owner is to perform such repairs in accordance with this Section 10.2, the Common Area Manager shall make Insurance Proceeds paid to the Common Area Manager with respect to such loss available to Master Project Owner, either through establishment of a depository or other controls deemed necessary by the Common Area Manager for the disbursement of the Insurance Proceeds.
11.3 Repair Work. Any repair or restoration work which is required hereunder shall comply with the requirements of this Declaration, modified as may be required by applicable building codes and regulations in force at the time of such repair. Any changes which require approval under Article 8 shall be obtained prior to commencing the repair; provided, however, that no approval shall be required for an Owner to repair and/or rebuild any damaged or destroyed Project Improvements within its Parcel so long as the restoration substantially conforms to the Building and Project Improvements located within its Parcel prior to the damage and destruction.
11.4 Cooperation. In the event of damage to Project Improvements on more than one Parcel, or if there is damage to both Insured Property and Project Improvements which are not Insured Property, the Owners and Occupants of each of the affected Parcels shall each cooperate in the repair of the Project Improvements located within their respective Parcels and their
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37 respective areas of responsibility by coordinating repair Work and providing access where necessary over and across the Project. The Owners acknowledge that since the Common Area Manager has the primary obligation for repair of Insured Property, where Ins ured Property has been damaged, the Common Area Manager shall have primary control over any construction and that, subject to the provisions of this Section 10.4, the Owners shall comply with any reasonable scheduling or other requirements imposed by the Common Area Manager to assure the timely reconstruction of the components of the Insured Property which require repair. The Owners shall take commercially reasonable steps before all repairs are completed to erect necessary barriers and take such precautions as are reasonable to preclude unauthorized access to the areas which are being repaired, and otherwise mitigate dangerous or hazardous conditions within the Project.
11.5 Completion of Repairs. Repairs to the Project that are to be undertaken by any of the Owners shall be undertaken and completed as promptly as reasonably possible under the circumstances, subject to delays that are beyond the reasonable control of the affected Owner(s), as the case may be, and shall be diligently pursued to completion in a good and workmanlike manner, and in accordance with all Applicable Laws and then- existing good building practices and within the time required by any Mortgagee and/or Tax Credit Investor. If repairs to any portion of the Project require that repairs first be made to the Plaza or other portions of the Project that the Common Area Manager is required to repair hereunder, then the requirements of any Owner to complete any repairs shall be subject to and contingent upon completion of those repairs to the Plaza and all other portions of the Project required to be repaired by the Common Area Manager.
ARTICLE 12
CONDEMNATION
12.1 Taking of Property. If any portion of the City Property are taken by eminent domain, the impacted Parties shall represent themselves in any condemnation proceedings and in negotiations, settlements and agreements with the condemning authority for acquisition of such portion of the City Property. The Parties shall separately be entitled to pursue, negotiate and/or settle any claim the Parties have against the condemning authority with respect to their interests in the City Property pursuant to this Declaration.
12.2 Temporary Takings. In the case of a temporary taking of any portion of the City Property, any award shall belong to the Owner(s) of the affected Parcels, subject to the rights of any Mortgagees and/or Tax Credit Investors, and subject to the rights of the other Parties to make independent claims with respect to their rights under this Declaration.
12.3 Restoration. If all or any part of the Plaza Improvements Area are taken by eminent domain, then the proceeds of condemnation, after payment of any and all fees and expenses incurred by the applicable Owner relating to such condemnation, shall be used to restore or replace the portion of the Plaza Improvements Area affected by condemnation in a manner as will effect and permit the reasonable on- going operation of the Plaza Improvements Area (excluding the portions of the Plaza Improvements Area which are so taken) and in order to maintain the Master Project and Affordable Housing Project as viable and operable developments, if such restoration or replacement is reasonably possible, and any remaining funds shall be distributed to the impacted Owners (and such Owners’ Mortgagees and/or Tax Credit Investors, as their interests may appear) based upon the valuation of loss to each Owner’s Leasehold Interest, and the other Parties shall be allowed to pursue separate actions with respect to their interests under this Declaration.
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38 ARTICLE 13
RIGHTS OF MORTGAGEES AND TAX CREDIT INVESTORS
13.1 Conflict. Notwithstanding any contrary provision contained elsewhere in this Declaration, the provisions of this Article 12 shall control with respect to the rights and obligations of Mortgagees and Tax Credit Investors as specified herein.
13.2 Subordination of Lien to Mortgages; Liability for Unpaid Assessments. If any Leasehold Interest is encumbered by a Mortgage made in good faith and for value, the foreclosure of any lien created by any provision set forth in this Declaration by power of sale or judicial foreclosure for Assessments, or installments of Assessments, shall not affect or impair the lien of the Mortgage. The lien of Assessments shall be subordinate to the lien of any Mortgage now or hereafter placed upon any Leasehold Interest s ubject to Assessment. Any Mortgagee or other purchaser who obtains title to the Leasehold Interest pursuant to the remedies provided in the Mortgage (including foreclosure of the Mortgage or acceptance of deed in lieu thereof) shall take the property free of any claims for unpaid Assessments or charges against the Leasehold Interest which became due and payable prior to the date such Mortgagee or other purchaser acquired title. No such sale or transfer shall relieve the Leasehold Interest from any Assessm ents thereafter becoming due or from the lien of any subsequent Assessment, nor relieve any Owner from the personal obligation for any Assessments becoming due during such Owner’s ownership of the relevant Leasehold Interest. A Mortgagee or other purchaser who obtains title to a Leasehold Interest pursuant to the remedies provided in the Mortgage shall be obligated to pay any Assessments that become due and payable on or after the date it acquires title to the Leasehold Interest and as long as it remains in title, including any Special Assessments levied to raise operating, reserve or other funds needed because of uncollected delinquent Assessments.
13.3 Mortgagee Protection . A breach of any of the conditions contained in this Declaration shall not defeat nor render invalid the lien of any Mortgage made in good faith and for value as to any Leasehold Interest; provided, however, that the conditions contained in this Declaration shall be binding upon and effective against any Party holding a Leasehold Interest from and after such Party’s acquisition of the Leasehold Interest by foreclosure, trustee’s sale or otherwise.
13.4 Voting Rights on Default. In case of default by any Owner, a Mortgagee and Tax Credit Investor may pay any Assessments or take any action reasonably necessary to cure any other default by such Owner with the same effect as such cure by the Owner itself. A Mortgagee and Tax Credit Investor shall be entitled to exercise a defaulting Owner’s voting rights if it delivers a notice to the applicable Owner certifying that such a default has occurred and that such Mortgagee or Tax Credit Investor is entitled to exercise such rights.
13.5 Right to Furnish Information. Any Mortgagee can furnish information to the Owners concerning the status of any Mortgage. Any Tax Credit Investors can furnish information to the Owners concerning the rights of such Tax Credit Investor.
13.6 Notice and Cure for Mortgagees and Tax Credit Investor . The Owners and Common Area Manager shall provide copies of any notices of default served on the Master Project Owner and/or Affordable Housing Project Owner to the Mortgagees and Tax Credit Investor, as applicable, in accordance with Section 16.6, and provided that the Master Project Owner and/or Affordable Housing Project Owner, as applicable, have provided the other Owners and Common Area Manager with written notice of the address(es) for the Mortgagees and Tax Credit Investor(s). The Mortgagees and Tax Credit Investor(s) shall have an additional sixty (60)
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39 days after the expiration of any cure period provided to the Master Project Owner and/or Affordable Housing Project Owner, as applicable, to cure any default under or breach of this Declaration by the Master Project Owner and/or Affordable Housing Owner, as applicable, on behalf of such Master Project Owner and/or Affordable Housing Project Owner, as applicable; provided such additional cure period shall not apply (i) in the event of an emergency, (ii) if such additional cure period would extend beyond any deadline for completing a cure under any Ground Lease, Mortgage, or other material agreement impacting the Project, (iii) could be reasonably expected to result in a cancellation of any insurance policy, (iv) could be reasonably expected to result in a violation of Applicable Laws, or (v) otherwise could be reasonably expected to result in material increase in the liability of the non-defaulting Owners.
ARTICLE 14
AMENDMENTS AND SUPPLEMENTARY DECLARATIONS
14.1 Amendments. Except as may otherwise be stated in this Declaration, this Declaration may be amended at any time and from time to time with the approval of all of the Parties. Such amendment shall become effective upon the recording thereof in the Official Records. Any third party approval that a Party is required to obtain prior to amending this Declaration, whether from a Lessee, a Mortgagee, a Tax Credit Investor, or otherwise, shall be the obligation, at its sole cost and expense, of the applicable Party that is required to obtain such third party approval, and the other Parties shall not be liable for such Party’s failure to obtain any such required third party approvals. This Declaration may not be amended without the prior written consent of each Mortgagee holding a first priority Mortgage on either the Ground Lease Premises and/or the Affordable Housing Premises.
14.2 Reliance on Amendments. Any amendments made in accordance with the terms of this Declaration shall be presumed valid by anyone relying on them in good faith.
14.3 Supplementary Declarations. A Supplementary Declaration may be recorded for the purposes described in the definition of such term, or for any other purpose with the approval of the Parties as a Major Decision to the extent required pursuant to Article 4.
ARTICLE 15
TERM AND ENFORCEMENT
15.1 Term. The easements, covenants, conditions and restrictions of this Declaration shall run with and bind the Ground Lease Premises, the Affordable Housing Premises, and the City Hall Parcel and shall inure to the benefit of and be enforceable by the Parties, their respective legal representatives, heirs, successors and assigns, for a term that is coterminous with the terms of all of the Ground Leases.
15.2 Enforcement and Nonwaiver.
15.2.1 Parties. Each Party shall be entitled to enforce by any proceeding at law or in equity, (a) the restrictions, conditions, covenants, reservations, liens, and charges, now or hereafter imposed by the provisions of this Declaration, as such provisions pertain to the rights of the Party with respect to the use and operation of the Plaza Improvements Area, (b) any rights expressly granted to a Party, and (c) any obligations of a Party under this Declaration, and to the extent such Party prevails in such action, such Party shall be entitled to recover reasonable attorneys’ fees and costs as are ordered by the court. Failure by an Party to enforce any equitable servitudes, restrictions, conditions, covenants, reservations, liens, and charges herein contained
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40 shall in no event be deemed a waiver of the right to do so thereafter nor impose any liability upon that Party.
15.2.2 All Parties and Occupants Bound. All Parties are subject to and bound by the provisions of this Declaration. All Parties shall use commercially reasonable efforts to cause their Occupants and Permitted Users to observe all applicable provisions of this Declaration and shall incorporate this Declaration into all commercial Leases. All Parties shall remain liable for all actions and damages caused by a Party’s Occupants or Permitted Users, but nothing contained herein shall limit in any respect the right o f a Party to also proceed against any other Party as a result of any actions, damages or violations of the Declaration.
15.2.3 Procedure for Enforcement. Notwithstanding anything to the contrary set forth above, in enforcing any action under this Declaration for injunctive relief, declaratory relief and/or monetary damages (excluding actions in small claims court), the parties shall comply with the appli cable notice and delivery requirements and other provisions of California Civil Code Section 4000 et. seq. relating to such enforcement action.
15.2.4 Limitation on Damages. Notwithstanding anything to the contrary set forth in this Declaration, in no event shall any action for damages include consequential, special or punitive damages.
15.3 Operational Disputes. Any Operational Dispute between the Parties shall be resolved in accordance with the procedures set forth below. As used herein, “Operational Dispute” means the following: (a) any dispute regarding a failure to maintain, repair or replace any portion of the Plaza Improvements Area in accordance with the terms of this Declaration; (b) any dispute regarding the Annual Operating Budget, Assessments or imposition of other monetary charges hereunder; (c) any dispute regarding distribution of insurance or condemnation proceeds; (d) any dispute regarding Project Improvements or Alteration Work to the Plaza Improvements Area; (e) any dispute regarding Major Decisions; (f) any dispute regarding amendments to this Declaration, (g) any dispute regarding the Project Rules, or (h) any other dispute in which the disputing Party(ies) agree to resolve in accordance with the procedures set forth in this Section 14.3. In no event does an Operational Dispute include any action to collect Assessments levied pursuant to this Declaration where such Assessments have been approved by (or deemed approved by) the Parties. The Parties shall use commercially reasonable effort s to resolve any Operational Dispute through the process described in this paragraph. Upon the occurrence of an Operational Dispute, the Party raising such Operational Dispute shall provide written notice thereof ( “Operational Dispute Notice ”) to the other affected Party(ies). Within fifteen (15) business days following delivery of the Operational Dispute Notice, such Parties shall consult and negotiate with each other in good faith to reach a just and equitable solution satisfactory to all P arties to the Operational Dispute. In the event that the Operational Dispute cannot be settled through such discussions within such fifteen (15) business day period, except as the Parties may otherwise agree, then the matter shall be referred to and resolved by a Resolution Party as described below. Each Party to the Operational Dispute shall have ten (10) business days from the end of such fifteen (15) business day period to submit the Operational Dispute to the Los Angeles, California office of JAMS for resolution v ia arbitration under its commercial procedures. The decision of the arbitrator shall be binding on the Parties, may include both monetary damages and an award of equitable relief (including, but not limited to, specific performance and injunctive relief) and may be enforced by the prevailing Party in a court of competent jurisdiction. The involved Parties shall share equally in the initial cost of the arbitration, but if the matter is resolved in favor of one Party, the other Party(ies) shall reimburse the prevailing Party for the costs and expenses of the arbitration. Notwithstanding the foregoing,
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41 where a Party reasonably believes that another Party’s noncompliance with their obligations under this Declaration requires injunctive relief pursuant to then applicable legal standards for temporary restraining orders in the State of California, such Party may seek such injunctive relief in a court of competent jurisdiction and is not required to first initiate the Operational Dispute process.
ARTICLE 16
COVENANTS OF COOPERATION
16.1 No Discrimination. Each Declarant hereby covenants by and for itself, its successors and assigns, and all Persons claiming under or through them, covenants and agrees that this Declaration and each instrument by which any Leasehold Interest or other interest in this Declaration is transferred is made and accepted upon and subject to the following conditions: that there shall be no discrimination against or segregation of any person or group of persons, on account of sex, sexual orientation, marital status, race, color, creed, religion, national origin or ancestry in the leasing, subleasing, renting, transferring, use, occupancy, tenure or enjoyment of any portion of the City Property, nor shall any Declarant itself, or any Person claiming under or through it, establish or permit such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants, or vendees of any portion of the City Property.
16.2 Estoppel Certificates. Each Party, at any time and from time to time, upon not less than twenty (20) business days’ prior written notice from any Party, shall execute, acknowledge and deliver to the requesting Person and to any prospective purchaser, Lessee, Mortgagee, or Tax Credit Investor, an estoppel certificate stating: (a) that this Declaration is unmodified and in full force and effect; (b) to the best of such Person’s actual knowledge, whether or not there are then existing any defaults by the Com mon Area Manager or any other Party in the performance of its respective obligations under this Declaration (and, if so, specifying same); (c) the dates, if any, to which Assessments and other charges under this Declaration have been paid by the requesting Person and the amounts of the most recently charged Assessments; and (d) any other information that may reasonably be requested by any of such Persons (including an acknowledgment that such Person is an Eligible Holder). It is intended that any such cert ificate delivered pursuant to this Section 15.2 may be relied upon the requesting Party or any prospective purchaser, Lessee or Mortgagee of any portion of the Project, or of any prospective Tax Credit Investor.
16.3 Exchange of Information. Where reasonable and appropriate, a Party shall from time to time after the date hereof furnish, execute and acknowledge without charge (except where elsewhere provided herein) such other instruments, documents, materials and information as another Party may reasonably request, including grants of rights of way or easements, in order to confirm to such requesting Party the benefits contemplated by this Declaration, so long as any such request does not restrict or abridge the benefits granted to any Party hereunder.
16.4 Limitation on Liability. Except to the extent of any available Insurance Proceeds hereunder (if applicable), the Declarants and other Owners, and their respective agents, employees and consultants shall not be liable to any Party or their Occupants or Permitted Users for any failure of any Utility Facilities or other services which are to be obtained or provided by any Owner, or paid for as a Common Expense hereunder, or for injury or damage to Person or property caused by the elements or by the holder of any Leasehold Interest, or any other Person, or resulting from electricity, water, ice or other elements which may leak or flow from or over any portion of the Plaza Improvements Area or from any pipe, drain, conduit, appliance or equipment
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42 within the Plaza Improvements Area. Notwithstanding the foregoing, the provisions of this Section 15.4 shall not exculpate the Declarants, and their agents, employees or consultants from, or otherwise limit, liability for negligent, intentional or other willful conduct to the extent any damage so caused is not covered by insurance. No diminution or abatement of any Assessments shall be claimed or allowed for inconvenience or discomfort arising from the making of repairs or improvements hereunder, or from any action taken by an Owner to comply with any Applicable Laws.
ARTICLE 17
GENERAL PROVISIONS
17.1 Headings. The headings used in this Declaration are for convenience only and are not to be used to interpret the meaning of any of the provisions of this Declaration.
17.2 Severability. The provisions of this Declaration shall be deemed independent and severable, and the invalidity or partial invalidity or unenforceability of any provision or provisions of it shall not invalidate any other provisions. In the event that any phrase, clause, sentence, paragraph, section, article or other portion of this Declaration shall be or become illegal, null, void, against public policy, or otherwise unenforceable, for any reason, the remaining portions of this Declaration shall not be affected thereby and shall remain in force and effect to the fullest extent permissible by Applicable Laws.
17.3 Cumulative Remedies; No Waiver. Each remedy provided for in this Declaration shall be cumulative and not exclusive. Failure to exercise any remedy provided for in this Declaration shall not, under any circumstances, be construed as a waiver.
17.4 Adjustments for Inflation. Any dollar amounts specified in this Declaration shall be increased proportionately every five (5) years after the recordation of this Declaration by the increase in the CPI to adjust for any changes in the value of the dollar after the effective date of this Declaration.
17.5 Liberal Construction . The provisions of this Declaration shall be liberally construed to effectuate its purpose so that the Plaza Improvements Area and other portions of the Master Project and Affordable Housing Project shall operate as a mixed-use commercial and residential development.
17.6 Notice. All notices required by this Declaration shall be in writing and either (a) personally served at the appropriate address (including by means of professional messenger service or recognized overnight delivery service, provided that any such delivery is confirmed by written receipts signed on behalf of the receiving Party or by adequate proof of service), (b) deposited in the United States mail, postage prepaid, certified or registered mail, return receipt requested, or (c) nationally recognized overnight courier, addressed to the appropriate addressee, and shall be deemed received and effective upon actual receipt or refusal of delivery.
17.7 Joint and Several Liability. If a Party consists of more than one (1) Person, each such Person shall be jointly and severally liable for payment of Assessments, and performance of all obligations (including, without limitation, indemnification obligations) arising under any provision of this Declaration.
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43 17.8 Number; Gender. The singular shall include the plural and the plural the singular unless the context requires the contrary, and the masculine, feminine and neuter shall each include the masculine, feminine or neuter, as the context requires.
17.9 Exhibits; Schedules. All exhibits and schedules referred to in this Declaration and attached to this Declaration are incorporated by reference.
17.10 Statutory References. All references in this Declaration to various statutes, codes, regulations, ordinances and other laws shall be deemed to include those laws in effect as of the date of this Declaration and any successor laws as may be amended from time to time.
17.11 Conflict. In the event of any conflict between this Declaration and the requirements imposed under any Applicable Laws, the more restrictive provisions of the Applicable Laws or this Declaration shall control.
17.12 Indemnity. Each Party shall indemnify, protect, defend and hold the Common Area Manager and its Affiliates entirely free and harmless from and against any and all Claims arising from its performance of the maintenance and service obligations set forth in this Declaration which are to be performed for the benefit of all Parties and/or the Plaza Improvements Area, excluding Claims to the extent resulting from the negligence or willful misconduct of the Common Area Manager or its Affiliates, or the breach of this Declaration by Common Area Manager.
17.13 Binding Effect. This Declaration shall inure to the benefit of and be binding on the successors and assigns of the Declarant, and the heirs, personal representatives, grantees, tenants, successors and assigns of the Parties.
17.14 Third Party Beneficiaries. Each Mortgagee shall be deemed an intended third party beneficiary solely with respect to Sections 12.6 and 13.1 of this Declaration, and any other provisions that reference such Mortgage, with full power and standing to enforce such provisions as if were a direct party hereto.
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Signature Page
IN WITNESS WHEREOF, the Declarant and other Parties have executed this Declaration as of the date first set forth above.
Master Project Owner:
Primestor Norwalk Entertainment, LLC,
a Delaware limited liability company
By: Primestor Development, Inc.,
a Nevada corporation
By:
Arturo Sneider
Founding Partner and CEO
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Signature Page
Affordable Housing Project Owner:
RESIDENCES AT THE WALK, LP,
a California limited partnership
By: Residences at the Walk, LLC,
a California limited liability company,
its Administrative General Partner
By: Primestor Development, LLC,
a Delaware limited liability company,
its Sole Member
By: Primestor Development, Inc.,
a Nevada corporation,
its Manager
By:
Arturo Sneider, CEO
By: Kingdom Golden Circle, LLC,
a California limited liability company,
its Managing General Partner
By: Kingdom Development, Inc.,
a California nonprofit public benefit
corporation,
its Sole Managing Member
By:
William Leach, President
By: Diversity Builders Alliance, Inc.,
a California nonprofit public benefit corporation,
its co-Managing General Partner
By:
Dalila Sotelo, CEO
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Signature Page
City:
CITY OF NORWALK,
a California municipal corporation
By:
Jesus Gomez
City Manager
APPROVED AS TO FORM:
By:
Arnold M. Alvarez Glasman
City Attorney
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Exhibit B
EXHIBIT A
City Property
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Exhibit B
EXHIBIT B
City Easement Area
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Exhibit C
EXHIBIT C
Plaza Improvements Area
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Schedule 1.8
SCHEDULE 1.8
Allocable Shares
See attached.
SCHEDULE 2.5
Plaza Events
See attached.
Plaza Event Schedule
Month Event Notes
March Easter – Community celebration in a pop up style event with arts & crafts, photos with the Easter bunny, facepainting, a performance from local organization, and a egg hunt.
April April Community Event – Event with local partnerships. We can invite city officials, fire fighters, teachers, etc.
May Workout Series – 3 workout events (40 minute workouts). We will partner with local health providers to allow access to information and resources. We will offer HIIT, Yoga and Zumba workouts.
June June Community Event – Event with local partnerships. We can invite city officials, fire fighters, teachers, etc.
July Summer Series – We will continue the tradition that currently happens at the lawn and have talent come out to perform every Wednesday for the month of July
August Backpack Giveaway – We will giveaway backpacks to the community and have activities for the kids to enjoy.
September September Community Event – Event with local partnerships. We can invite city officials, fire fighters, teachers, etc.
October Halloween and Dia De Los Muertos – Event will consist of traditional altar where we will encourage the community to come out and leave photos of their loved ones as well as having Aztec dancers and local Folclórico performance. We will also have a costume contest with giveaways to those who participate and win. This will also be the first time we encourage pet costume contests.
November Annual turkey giveaway – There will be a registration- based turkey voucher distribution. First come first serve and promoted on social media.
December Holiday Market Event – crafting; giveaways and activities from all local partners and tenants.