Santa Paula City Council
February 21, 2024

290
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 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
CountyofV€n+ u•ro.

On Uanunlcf 17, tOt% before me, have M. MCI\ CI oY%r No-tacc' P 1 \ IC JDate Here Insert Name and Title of the Officer
personally appeared 1" 1 A tf•b`A T- CS_W Q rd
Name(s) of Signer(s)
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.

DAVEM. MAIAGON WITNESS my hand and official seal.
w r Notary Public- California
l VenturaCounty` n
vie,/ Commissions 2799521 IAI_ aCe•.

My Comm. Expires May 29, 2021 Signature
Signature of Not ry public
Place Notary Seal Above

OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: OYl/vs4f/ . HGMe•'0yMO.J4 jinSr/T ) DSU / aMt.t/ T Document Date: Ain' OG, ' ZD/ 9 Number of Pages: 9'
Signer(s) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer' s Name: Signer' s Name:

Corporate Officer — Title(s): Corporate Officer — Title(s):

Partner — Limited General Partner — Limited General
Individual Attorney in Fact Individual Attorney in Fact Trustee Guardian or Conservator Trustee Guardian or Conservator Other: Other:

Signer Is Representing: Signer Is Representing:
2016 National Notary Association • www.NationalNotary.org • 1- 800- US NOTARY( 1- 800- 876- 6827) Item # 5907 291
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l

ACKNOWLEDGMENT
County of\- earth[V' c
OrS,OAck. tO' I n 11
before me,\,_ U c erea Y1 Clo r) IC
here' msErt name and Ilrieeof the officer)
personally appeared ,
n\
ci/OtQs?
who proved to me on the basis of satisfactory evidence to be the personb- whose nam are subscribed to the within instrument and acknowledged to me thaL.TiThishe/ they executed the same ih t ler/ their authorized capacity Ids), and that bry( his er/ their signature on the instrument the personts), 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 aliforn gthat the foregoing paragraph is true and correct.

LUCY BLANCO
f.' Notary Public- California
WIT z s i7Ventura County SS my. an • Officio s'• asjI Commissionw 2184643 My Comm. Expires Mar 25, 2021
J3lgnature -
fl Seal)

OPTIONAL FORMATION
Although the information in this section is not required by law, it could prevent fraudulent removal and reattachment of this acknowledgment to an unauthorized document and may prove useful to persons relying on the attached document.

Description pof Attached Document Additional Information The preceding Certificate of Acknowledgment is attached to a document Method of Signer Identification 3 titled/ for the purpose of Proved to me on the basis of satisfactory evidence:

LQ forints) of identification O credible witness(es)
Notarial event is detailed in notary journal on:
containing pages, and dated Page a Entry a
The signer(s) capacity or authority is/ are as: Notary contact:

Individual( s) Other
Attorney-in-Fact
additional Signer(s) Signer(s)Thumbprint( s)
Corporate Officer(s)
Tnle( s)
Guardian/ Conservator
j Partner- Limited/ General
Trustee( s)
Other:
representing:

Name( s) of Person( s) or Entity( ies) Signer is Representing o Copyright 2007- 2014 Notary Rotary, Inc. PO Box 41400. Des Moines, IA 50311- 0507. All Rights Reserved. Item Number 101772. Please contact your Authorized Reseller to purchase copies of this form. 292
bite an o,
City Clerk
APPROVED AS TO FORM:
14e
John Cotti, City Attorney

293

EXHIBIT G
Operating Memorandum No. 5
294
NO FEE GOVT CODE 27383

RECORDING REQUESTED BY IIIIIIIIIIIIIIIIIIIIIIIII IIIIIIIIIIIIIIIIII AND WHEN RECORDED MAIL TO: 20180515- 00055766- 0 1/ 6
CITY CLERK Ventura County Clerk and Recorder

CITY OF SANTA PAULA
MARK
15/R2018 01: 27. 15 PM
970 Ventura Street 1338251 $. 00 Co
Santa Paula, CA 93061
OPERATING MEMORANDUM NO. 5 AMENDED AND RESTATED DEVELOPMENT AGREEMENT TO RECORDED AGREEMENT NO. 201450427- 00062760- 01/ 101 This Operating Memorandum No. 5 ( the " Operating Memorandum") is made as of May 7, 2018 by and between LIMONEIRA LEWIS COMMUNITY BUILDERS, LLC, a Delaware limited liability company (" Developer") and the City of Santa Paula, a municipal corporation ( the City").

RECITALS
A. On or about February 26, 2015, the City and Limoneira Company entered into an Amended and Restated Development Agreement (" Development Agreement") for developing the area commonly known as " East Area 1"; B. On or about September 21, 2015, Limoneira Lewis Community Builders, LLC (" Limoneira Lewis") became the successor in interest to the rights and obligations of Limoneira Company pertaining to the Development Agreement.

C. Section 10. 1. 1 of the Development Agreement allows the Parties to enter into operating memoranda in order to detail the performance of provisions covered in general under the Development Agreement;
D. Section 3. 5. 2 of the Development Agreement requires Limoneira Lewis to pay the City five million dollars in lieu of dedicating land and constructing a civic facility in the East Area 1 project area.

E. Section 3. 6 of the Development Agreement requires Limoneira Lewis to dedicate a 1. 5- acre site on which it must construct a public safety facility to house a fire station in an amount not to exceed four million dollars.

F. Through this Operating Memorandum, the Parties desire to clarify Sections

3. 5. 2 and 3. 6 of the Development Agreement.

THEREFORE, the parties agree as follows:

1. Civic Facility Fee. Section 3. 5. 2 of the Development Agreement states:

In lieu of dedicating land and constructing a Civic facility with the Project, Developer will pay the City an in lieu fee of Five Million Dollars ($ 5, 000, 000), payable as follows: Two

295
Million Five Hundred Thousand ($ 2, 500; 000) before the City issues the 500th Certificate of Occupancy; and Two Million Five Hundred Thousand ($ 2, 500,000) before the City issues the 1000th Certificate of Occupancy.

The City is in the process of designing the Santa Paula Sports Park in which the City intends to construct several public facilities, including City offices and storage, a public pool and aquatic center, amphitheater and other civic facilities. The City does not intend to construct any other civic facilities within the East Area I Project area.

This Operating Memorandum No. 5 clarifies and confirms that the Civic facility fee can be used to construct Civic facilities within the Santa Paula Sports Park.

2. Public Safety Facility. Pursuant to Section 3. 6 of the Development Agreement, Limoneira Lewis must dedicate a 1. 5- acre site ( the " Dedication Property") and thereafter construct a public safety facility to house a fire station. Section 3. 6 states further that the construction, equipping and operating of the fire station cannot cost more than four million dollars (" Public Safety Fee").

On January 17, 2018; the Ventura County Local Agency Formation Commission approved the annexation of the Santa Paula Fire Department to the Ventura County Fire Protection District VCFPD"). As part of the annexation, the City and VCPFD entered into a Memorandum of Agreement governing the provision of fire protection services with the City. Section 3 of the Memorandum of Agreement requires the VCFPD to commence construction of two new fire stations to service the City. Pursuant to Section 5( b) and ( c) of the Memorandum of Agreement, the City must within 180 days of the commencement of fire protection services by the VCFPD; transfer the Dedication Property and the Public Safety Fee to the VCFPD.

This Operating Memorandum No. 5 clarifies and confirms that; in light of the annexation of fire protection services to VCFPD; Limoneira Lewis shall within 90 days of execution of this Operating Memorandum No. 5 satisfy Section 3. 6 of the Development Agreement by ( 1) transferring title to the Dedication Property to the City by grant deed; and ( 2) paying Four Million Dollars ($4,000; 000) to the City.

Limoneira Lewis consents to the transfer of the Dedication Property and Public Safety Fee to the VCFPD.

3. No Further Clarification. Except as expressly clarified by this Operating Memorandum, all of the terms and conditions of the Development Agreement remain unchanged and in full force and effect.

4. Miscellaneous. Terms and conditions of this Operating Memorandum may not be waived, amended or modified except in a writing executed by the Parties. This Operating Memorandum may be executed in multiple counterparts, each of which are deemed an original and all of which constitute one and the same Operating Memorandum.

296

5. Recordation. The parties will record this Operating Memorandum in the Office of the Ventura County Recorder in the manner set forth in Government Code Section 65868. 5.

CITY: DEVELOPER:

CITY OF SANTA PAULA, LIMONEIRA LEWIS COMMUNITY BUILDERS, LLC
By: LIMONEIRA [ Al LAND, LLC,
Michael Roc , a Delaware limited liability company,
City Manager c%TY Ops.

NCgRA 14 13y: Limoneira Company, ilk "F: m o y a Delaware Corporation— Its Sole Member c?
7tr
i
i— O nC By:

Lucy Blanco, 9 X02 ' A Name: Mark Palamountain,
LGi 5Clerk Q CAL 'St Its: Authorized Agent
APPROVED AS TO FORM:

John C. Cotti, City Attorney

297

5. Recordation. The patties will record this Operating Memorandum in the Office of the Ventura County Recorder in the manner set forth in Government Code Section 65868. 5.

CITY: DEVELOPER:

CITY OF SANTA PAULA, LIMONEIRA LEWIS COMMUNITY BUILDERS, LLC
By: LIMONEIRA EAI LAND, LLC,
Michael Rock, a Delaware limited liability company,
City Manager
By: Limoneira Company,
ATTEST: a Delaware Corporation Its Sole Member
By: C ///
Lucy Blanco, Name: Mark Palamountain,
City_Clerk__ — _____ _ —__ __ Its: Authorized_Agent
APPROVED.AS TO FORM:

C Ct 7
John Cotti, City Attorney

298
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate CALIFORNIA ALL-PURPOSE is attached, and not the truthfulness, accuracy, or validity of that document. CERTIFICATE OF State of California ACKNOWLEDGMENT
County of Vert-11A Q
2 On \ ctn 151 Loa before me, Lu C gk A 1 C
mt1of/
1 P1110 l C
f
n
here inset nae and title he officer)
personally appeared N t cIncce I Rn c, IG
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.

LUCY BLANCO
Notary Public- California
Ventura County4
WITN SS my han• and oee,: rr• -. . V4, Com . Expinu 2184643 My Comm. Expires Marts, Mar 25, 2021
r
Signat , re' S
Seal)

OPTIONAL INFORMATION
Although the information in this section is not required by law, it could prevent fraudulent removal and reattachment of this acknowledgment to an unauthorized document and may prove useful to persons relying on the attached document.

Description of Attached Document Additional Information The preceding Certificate of Acknowledgment is attached to a document Method of Signer Identification titled/ for the purpose ofop M-€, O, 45 Anizvyi cvvA
Proved to me on the basis of satisfactory evidence:

S L0 form( s) of identification 0 credible witness(es)
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I VWl, v,
11 l4 Ab Q> Notarial event is detailed in notary journal on:
containing 3 pages, and dated Page# Entry a
The signer(s) capacity or authority is/ are as: Notary contact:

Individual( s) Other
Attorney-in-Fact Additional Signers) Signer(s) Thembprint( s) Corporate Officers)
inlets)
Guardian/ Conservator
Partner- Limited/ General
Trustee( s)
Other:
representing:

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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189
a_...a:.A..,.: w.... a.ata• - -.., a a.crcr. rrw a.w.

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 Ven+ ura
1 1
On M0.5 OSS 2b 1' before me, La'je M . MAAAyovt, /Vota4FutoLC Date
L "
Here Insert Name and Title of the Officer
personally appeared a t/ TLI/ a frin D(iH 14CI / h
Name(s) of Signer(s)
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 DAVE M. MAL AGON is true and correct.

Notary Public- California
Ventura County WITNESS my hand and official seal.

COmrtinr a 2199521
My Comm. Expires Mey 29, 1021 '
Signature 7
Signature of Notary blic
Place Notary Seal Above

OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
J
Title or Type of Document: DI e ro•#, oHQ -4, 11844c/ C4 o r'r n74reeni/r/t Document Date: A/my 07, Z-0/ a' Number of Pages: 3
Signer(s) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer' s Name: Signer' s Name:

LI Corporate Officer — Title(s): Corporate Officer — Title(s):

Partner — Limited General Partner — Limited General
Individual Attorney in Fact Individual Attorney in Fact Trustee Guardian or Conservator Trustee Guardian or Conservator Other: Other:

Signer Is Representing: Signer Is Representing:

L ..——
d d r d d d se d ei a• d d• it•r zxXX>c.cz.Wz:eer:.c• c c z wz;- 2016 National Notary Association • www.NationalNotary. org • 1- 800- US NOTARY( 1- 800- 876- 6827) Item # 5907 300

EXHIBIT H
Operating Memorandum No. 6
301
IIII1111II1
RECORDING REQUES1ED BY
AND WHEN RECORDED MAIL TO:

CITY CLERK

CITY OF SANTA PAULA
970 Ventura Street
Santa Paula, CA 93061
20180927-00109803-0 1/5 Ventura County Clerk and Recorder MARK A. LUNN
09/27/2018 08:23.00 AM
1387874 $.00 HE

EXEMPT FROM RECORDER'S FEES
Pursuant to Government Code § 6103
To Recorded Agreement No.
20150427-00062760-0 1/101
OPERATING MEMORANDUM NO. 6 TO THE

AMENDED AND RESTATED DEVELOPMENT AGREEMENT
This Operating Memorandum No. 6 (the "Operating Memorandum") is made as of August 1,2018 by and between LIMONEIRA LEWIS COMMUNITY BUILDERS, LLC, a Delaware limited liability company ("Developer") and the City of Santa Paula, a municipal corporation (the "City").

RECITALS
A. On or about February 26, 2015, the City and Limoneira Company entered into an Amended and Restated Development Agreement ("Development Agreement") for developing the area commonly known as "East Area I"; B. On or about September 21, 2015, Limoneira Lewis Community Builders, LLC ("Limoneira Lewis") became the successor in interest to the rights and obligations of Limoneira Company pertaining to the Development Agreement; C. Section 3.1.3(b) ofthe Development Agreement requires Limoneira Lewis to construct the Haun Creek Linear Greenway and Detention Basin Park, which must include 5.5 acres of grass soccer fields, related health facilities, picnic tables and benches (the "Detention Basin Park"). The Detention Basin Park will be located in the Southeastern portion ofthe East Area 1 Project site; D. Limoneira Lewis is required to construct the Detention Basin Park prior to issuance of a building permit for the Project. Limoneira Lewis, or its successor in interest, intends to apply for building permits to construct model homes at the end of 2018. Construction ofthe streets and related facilities necessary to access the Detention Basin Park will not be completed at the time building permits for the model homes are issued. The Detention Basin Park will therefore not be safely accessible by the general public;
E. Upon completion ofthe model homes, Limoneira Lewis, or its successor in interest, will apply for building permits for individual production housing units for the first phase ofthe Project. At that time, the streets and related facilities will be constructed allowing safe access to the Detention Basin Park;

302
F. This Operating Memorandum No. 6 is intended to clarify that "prior to issuance of a building for the project" was intended to mean building permits for the construction ofindividual residential production housing units; G. Operating Memorandum No. 6 does not materially alter the rights or obligations ofLimoneira Lewis or the City under the Development Agreement; H. Through this Operating Memorandum No. 6, the Parties desire to clarify Section 3.1.3(b) ofthe Development Agreement.

THEREFORE, the parties agree as follows:

1. Haun Creek Linear Greenway and Detention Basin Park. Section 3.1.3(b) ofthe Development Agreement states:

Before the City issues a buildingpermitfor the Project, Developer must improve approximately 5.5 acres ofthe Detention Basis as grass soccer field(s), together with acceptable health facilities (such as portable toilets upon opening and permanent restrooms by the time conveyed to the Owner's Association or Landscape Maintenance District) and picnic tables and benches.

Operating Memorandum No. 6 clarifies and confirms that "building permit" contemplated in the phrase "before the City issues a buildingpermitfor the Project," as set forth in Section

3.1.3(b), shall mean a building permit for an individual residential production housing unit.

Limoneira Lewis approves this Operating Memorandum No. 6.

2. No Further Clarification. Except as expressly clarified by this Operating Memorandum No. 6, all ofthe terms and conditions ofthe Development Agreement remain unchanged and in full force and effect.

3. Miscellaneous. Terms and conditions ofthis Operating Memorandum may not be waived, amended or modified except in a writing executed by the Parties. This Operating Memorandum may be executed in multiple counterparts, each ofwhich are deemed an original and all ofwhich constitute one and the same Operating Memorandum.

4. Recordation. The parties will record this Operating Memorandum in the Office of the Ventura County Recorder in the manner set forth in Government Code Section 65868.5.

CITY: DEVELOPER:

CITY OF SANTA PAULA, LIMONEIRA LEWIS COMMUNITY BTJILDEF LLC
a Delaware limited liability company
Michael Rock, By: LIMONEIRA EA1 LAND, LLC

303
APPROVED AS TO FORM:
(761
John C.1Cotti, City Attorney

a Delaware limited liability company
J
By: Limoneh-a Company,
a Delaware corporation
Its sole Member
By:

Name: Ai 4 kzde ?"5144 h,10-3/?•,.,7-Av\i/
Title: Cr
304

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
!re,s-tz-72("•-•••:&7<v7-,c-e>,4-•<,%c<> -
CIVIL CODE § 1189
43-s,zaA 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 Ve,1/14-VIrOt.

On Ali,T) 54- I /01 before me,
Date
personally appeared
ciole M *i/W aoco, Mo-ict, b Iç,
Here Insert 1\1,4me and Title of the Officer
—
Name(s) of Signer(s)
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.

DAVE M. MALAGON
Notary Public - California
Ventura County
Commission # 2199521
My Comm, EXpiros My 29, 2021
Place Notary Seal Above
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

OPTIONAL
Signature of Notary
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an j,uninte,n:Ifedzdo document./6h, Description of Attached Document 6,va4e-f71/;...9
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Title or Type of Document: //Le )241g 416, /ta.,14,'54 47d04 Document Date:
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©2016 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907 305
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CERTIFICATE OF Ii
State of California ) ACKNOWLEDGMENT 1
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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.

OnA/Ito)u 4 37,0J before me,
2 (here insert name and title the officer)
A Personally appeared rn k ROCJK
a
a
who proved to me on the basis of satisfactory evidence to be the persorits) whose name are subscribed to 1.-* the within instrument and acknowledged to me that e she/they executed the same lb:Ds her/their authorized capacitys), and that b her/their signature s) on the instrument the personN, or the entity upon behalf of which the personNacted, executed the instrument.

LUCY BLANCO
Notary Public - California z
Ventura County
Commission ;.` # 2184643 -
My Comm, Expires Mar 25, 2021
Icertify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. d and official seal.

OPTIONAL INFORMATION
(Seal)
Although the information in this section is not required bylaw, it could prevent fraudulent removal and reattachment of this acknowledgment to an unauthorized document and may prove useful to persons relying on the attached document. ,
-, Description of Attached Document
i
1 The preceding Certificate of Acknowledgment is attached to a document titled/for the purpose of Dipkray-Vvr\ Is apyv\bmv\A/viv, :.r. ,
F.
3 qtirinfw.caNuwal,..Nri In! Nti4.040,41...1.

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containing pages, and dated
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El Trustee(s)
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Name(s) of Person(s)or Entity(tes) Signer is Representing Method of Signer Identification
Proved to me on the basis of satisfactory evidence:

I-0 form(s) of identification 0 credible witness(es)
Notarial event is detailed in notary journal on:

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Notary con tachOT) 61.2-3 -3o610
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,iirMIWO.TiliSr.111,1001TINIAIMMTC.....).1,01.1.00,0i1.1.N,1.1.11,0.3.1.49CIPNAVOnNin0,13.4.00.,Itlit44.1,7rtfiNnallreatEnWerEKIIMPAC11.1.11,41,13.7iirrna. rata,4011.100...W.rat.10.05112fulT,X,PA5Cpar.hr. 0 Copyright 2007-2014 Notary Rotary, Inc. PO Box 41400, Des Moines, IA 50311-0507. All Rights Reserved. Item Number 101772. Please contact your Authorized Re5eller to purchase copies of this form. 306

EXHIBIT I
Operating Memorandum No. 7
307
RECORDING REQUESTED BY /syNRG0

LAWYERS TITLE COMPANY /
RECORDING REQUESTED BY:

AND WHEN RECORDED MAIL TO:

CITY CLERK

CITY OF SANTA PAULA
970 VENTURA STREET
SANTA PAULA CA 93061
ORDER NO: 418241035
APN:

REF: LIMONEIRA LEWIS
20190916-00109539-0 1/7
Ventura County Clerk and Recorder
MARK A. LUNN
09/16/2019 01:21:47 PM
1516022 S.00 CE
Electronically Recorded in Official Records,
County of Ventura

THIS SPACE FOR RECORDER'S USE ONLY
EXEMPT FROM RECORDER'S FEE PURSUANT TO GOVERNMENT CODE 6103 OPERATING AGREEMENT NO. 7 TO THE AMENDED AND
RESTATED DEVELOPMENT AGREEMENT NO. 20150427-00062760-
1/101

THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION (ADDITIONAL RECORDING FEE APPLIES)
308

RECORDING REQUESTED BY/SYNRGO LAWYERS TITLE COMPANY

RECORDING REQUESTED BY
.AND WHEN RECORDED MAIL TO:

CITY CLERK

CITY OF SANTA PAULA
970 Ventura Street
Santa Paula, CA 93061 -)
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TLIFYi *ag.c7, tL. "-OPERATING MEMORANDUMTO7THOWENDED ANDRESTATED DEVELOPMENT AGREEMENT NO. 20150427-00062760-01/101
This Operating Memorandum No. 7 (the "Operating Memorandum") is made as ofAugust 21, 2019 by and between LIMONEIRA LEWIS COMMUNITY BUILDERS, LLC, a Delaware limited liability company ("Developer") and the City of Santa Paula, a municipal corporation (the "City").

RECITALS
A. On or about February 26,2015, the City and Limoneira Company entered into an Amended and Restated Development Agreement ("Development Agreement") for developing the area commonly known as "East Area 1"; B. On or about September 21, 2015, Limoneira Lewis Community Builders, LLC ("Limoneira Lewis") became the successor in interest to the rights and obligations ofLimoneira Company pertaining to the Development Agreement; C. Section 10.1.1 ofthe Development Agreement authorizes the Parties to enter into operating memoranda in order to detail the performance ofprovisions covered in general under the Development Agreement;
D. In order to provide increased water storage and pressure to existing City users, Section 3.2.1 ofthe Development Agreement requires Limoneira Lewis to construct a three million gallon potable water tank/reservoir. The tank/reservoir must be constructed and dedicated to the City before the City issues a certificate of occupancy for the first residential dwelling unit in the Project; E. Limoneira Lewis constructed the tank/reservoir and it is ready to connected to the City's water system. Currently, there is insufficient demand for water service in the area ofthe tank/reservoir and, ifplaced online, water in the tank/reservoir will stagnate;
F. Until there is sufficient demand for water service in the area ofthe tank/reservoir and in order to prevent the stagnation of water in the tank/reservoir, this Operating Memorandum No. 7 is intended to clarify that the tank/reservoir will be dedicated to the City prior to issuance of a certificate of occupancy for the 100th

309
residential dwelling unit, unless, based on demand, dedication of the tank/reservoir is requested by.the City prior to the 100th residential unit; G. Through this Operating Memorandum No. 7, the Parties desire to clarify Sections 3.2,1 and 3.1.2 ofthe Development Agreement.

THEREFORE, the pgrties agree as follows:

1. Water Tanks. Section 3.2.1 ofthe Development Agreement states, in part:

To protect public health and safety, Developer agrees (at City's request) to elevate the location of a three million gallon potable water tank/reservoir . . . The three-million gallon tank/reservoir must be constructed and dedicated before the City issues a certificate of occupancy for the first residential dwelling unit in the Project Operating Memorandum No. 7 is intended to clarify that the tank/reservoir will be dedicated to the City prior to issuance of a certificate of occupancy for the 100th residential dwelling unit, unless, based on demand, dedication ofthe tank/reservoir is requested by the City prior to the 100th residential unit.

2. Approval. Limoneira Lewis approves this Operating Memorandum No. 7.

3. No Further Clarification. Except as expressly clarified by this Operating Memorandum No, 7, all ofthe terms and conditions ofthe Development Agreement remain unchanged and in full force and effect.

4. Miscellaneous. Terms and conditions ofthis Operating Memorandum may not be waived, amended or modified except in a writing executed by the Parties. This Operating Memorandum may be executed in multiple counterparts, each ofwhich are deemed an original and all of which constitute one and the same Operating Memorandum.

5. Recordation. The parties will record this Operating Memorandum in the Office of the Ventura County Recorder in the manner set forth in Government Code Section 65868.5.

CITY:
r. rpeau
fr
ty Manager
DEVELOPER:

LIMONEIRA LEWIS COMMUNITY

BUILDERS, LLC
Harold Edwards,
Chief Executive Officer

310
,
APPROVED AS TO FORM:

Ili-(1
Jo C. Cotti
City Attorney
i
;
ao'

311
personally appeared ha re) (el edwaiet.

STATE OF CALIFORNIA
COUNTY OF Van i-ura.

On A.)504 23, Wig before me, DAVa M •kkoiketo Ai oi-org ff.) [here insert name and title of officer]
personally known to me (or 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.

WITNESS my hand and official seal.

STATE OF CALIFORNIA
) ss.

COUNTY OF
DAVE M. MALAGON
Notary Public - California
Ventura County
Comrnlesion # 210121
My Comm. Expire MO 29, 2021
(Seal)
OnPO tut SY 2,7 Qot ci before me, k....t.A(A0
[here inserfnarne
110-0,.YV)
and title of•ellicer)
personally
personally
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me on the asis 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.

WITN and and official seal.

Signature
LUCY BtANCO
Notary Public -California
Ventura County
Commission 1 2184643
My Comm, Expires Mer 25, 2021
(Seal)
312
NOICKNOMICr.04,11.4,1y.,141,(INIMICIO.C.t,CALLIol,,LAMG.,04404.1,11CYA.Ga....L—INOWI I OG...3.1111LIG1.11,1.5.141:0156413(1.11,W1 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 \le_r61(.`C\_,
A
0rl Abbk-427 7)3\ '1
personally appeared 3_,V...0 y -Tau (y\6-e...9-e_D1,1,_,

CALIFORNIA ALL-PURPOSE

CERTIFICATE OF

ACKNOWLEDGMENT
before me, \--k1 51.0Y1 60.1 gi16\
(here insertfname and title of the officer)
'Pito t L
....m.n.l..1410.0.4Thfl21.4414n.NOM MIAMIACDOwu u.AntraG.OrAlC4,11...3.1uX.WW,OWLmt16.417 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.

Si
WI ESS my h
nature
nd and official seal.

OPTIONAL INFORMATION

LUCY BLANCO
Notary Public -California
Ventura County
Commission it 2184643
My Comm. Expires Mar 25t 2021
(Seal)
Although the information in thls section Is not required bylaw, It could prevent fraudulent removal and reattachment of this acknowledgment to an unauthorized document and may prove useful to persons relying on the attached document.

Description of Attached Document
The preceding Certificate of Acknowledgment is attached to a document titled/for the purpose of (..DpSz,ro..My\aisLv\sewro,raxvv„, qo 7\\-0Nmr\AD ckq RksAt.-keA vkk;.Tioix\4)Th-APo\n4rn-i'rfg 44P(1.1\D'es, and dated The signer(s) capacity or authority is/are as:
individual(s)
LI Attorney-in-Fact
Corporate Officer(s)
Title(%)
Guardian/Conservator
El Partner - Limited/General
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fl Other:
representing:

Name(s) of Person(s) or Entity(ies) Signer Is Representing Additional Information
Method of Signer identification
Proved to me on the basis of satisfactory evidence:
form(s) of Identification 0 credible witness(es)
Notarial event is detailed In notary Journal on:

Page # p 01 Entry #
Notary contact:

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0 Additional Signer(s) SIgner(s)Thumbprint(s)

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C copyright 2007-2014 Notary Rotary, Inc. PO [lox 41400, Des Mollies, IA 50311-0507, AU Rights Reserved, Item Number 101772, Please contact your Authorized Reseller to purchase copies cf this form. 313
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 ' 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 Ve
On AuVS4- 1..2011
Date
personally appeared 1-14 to Id
before me, -Dave m. Maka50 vtofcy Ptic Here Insert Name and Title of the Officer Name(s) of Signer(s)
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 aOknowledged 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.

DAVE M. MALAGON
Notary Publlc - California
Ventura County Commission #2199521
My Comm. Expires May 29,2021
Place Notary Seal Above
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

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— Title(s): 12
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Name:

Officer
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El Partner — 0 Limited CI General CI Partner — Li Limited EiGeneral CI Individual D Attorney in Fact D Individual D Attorney in Fact Li Trustee 0 Guardian or Conservator D Trustee EIGuardian,or Conservator ID
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II
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Is

Representing:
©2016 National Notary Association www.NationaiNotary.org 1-800-US NOTARY (1-800-876-6827) Item 45907 314

EXHIBIT J
Operating Memorandum No. 8
315
RECORDING REQUESTED BY:

Lawyers Title/ EPN
AND WHEN RECORDED MAIL TO:

City Clerk
City of Santa Paula
970 Ventura Street
Santa Paula, Ca 93061
Limoneira
Electronically Recorded in Official Records
County of Ventura County
Mark A. Lunn
Ventura County Clerk -Recorder
DOC# 2022000073769
07107/2022
Titles: 1 Pages: 7
10:43 AM
Total Fees: $0.00
ONTIVD

SPACE ABOVE THIS LINE FOR RECORDER'S USE
OPERATING MEMORANDUM NO.8 TO THE AMENDED AND RESTATED

DEVELOPMENT AGREEMENT
This page is added to provide adequate space for recording information. 316
DOC #2022000073769 Page 2 of 7

LAWYERS

RECORDING
TITLE
REQUESTED BY/ER n

COMPANY /

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

CITY CLERK

CITY OF SANTA PAULA
970 Ventura Street
Santa Paula, CA 93061

EXE,MPT FROM RECORDER'S FEES
Pursuant to Government Code § 6103
OPERATING MEMORANDUM NO. 8 TO THE

AMENDED AND RESTATED DEVELOPMENT AGREEMENT
his Operating Memorandum No. 8 (the "Operating Memorandum") is made as of — 2022 by and bet-ween LIMONEIRA LEWIS COMMUNITY BUILDERS, LLC, a Delaware limited liability company ("Developer") and the City of Santa Paula, a municipal corporation (the "City"). nrniyers Title Company bås recorded this Instrument as an accommodation only. It has not been examined as to it's execution or les affect upon the title to any real property that RECITALS may be descrlbed thereln.

A. On or about February 26,2015, the City and Limoneira Company entered into an Amended and Restated Development Agreement for developing the area commonly known as "East Area 1." On or about September 21, 2015, Limoneira Lewis Community Builders, LLC ("Limoneira Lewis") became the successor in interest to the rights and obligations ofLimoneira Company pertaining to the Development Agreement;
B. The Development Agreement has been amended twice. On March 18, 2020, Section 3.1.1(a) ofthe Development Agreement was amended to provide for an extension ofthe timeframe within which to complete construction ofthe Santa Paula Creek Sports Park ("Amendment No. 1"); C. On April 21, 2021, the City and Limoneira Lewis again amended the Development Agreement ("Amendment No. 2") to, among other things, modify Section 3.3.2 to require that certain traffic improvements be completed prior to issuance ofthe 750ffi certificate ofoccupancy within the project, including the improvements to the intersection of State Route 126 and Hallock Drive specified in Mitigation Measure T-1 (the "SR 126/Hallock Improvements"). The Development Agreement and Amendment Nos. 1 and 2 are collectively referred to herein as the "Development Agreement";
D. Section 3.3.4 ofthe Development Agreement provides that ifthere are delays in completion of any ofthe improvements specified in Section 3.3 that are outside Developer's control, the City will not unreasonably refuse to issue certificates of occupancy, notwithstanding the deadlines specified in the Development Agreement, so long as Developer is continuing to

317
DOC #2022000073769 Page 3 of 7
pursue completion ofthe improvements in a good faith and commercially reasonable manner;
E. To date, Developer has used its good faith and commercially reasonable efforts to obtain the necessary rights-of-way to complete the SR 126/Hallock Improvements, but has not been able to acquire all the necessary right-of-way, which is preventing Developer from completing the SR 126/Ha11ock Improvements;
F. Section 10.1.1 ofthe Development Agreement authorizes the Parties to enter into an operating memorandum in order to detail the performance of provisions covered in general under the Development Agreement; G. Through this Operating Memorandum No. 8, the parties confirm that despite Developer's good faith and commercially reasonable efforts to complete the SR 126/Hallock Improvements, Developer has encountered delays beyond its control;
H. Pursuant to Section 3.3.4 ofthe Development Agreement, City will not withhold certificates of occupancy or other development permits and approvals for the Project ifthe SR 126/Ha11ock Improvements or other offsite traffic improvements are not completed by the deadlines specified in Section 3.3 ofthe Development Agreement;
I. Operating Memorandum No. 8 does not materially alter the rights or obligations ofDeveloper or the City under the Development Agreement; NOW, THEREFORE, the parties agree as follows:

1. Developer shall continue to use its good faith and commercially reasonable efforts to obtain the necessary rights-of-way and take such further actions as are reasonably necessary to complete the SR 126/Hallock Improvements and the other remaining off-site traffic improvements specified in Section 3.3 ofthe Development Agreement.

2. Developer will coordinate these efforts with the City and, ifnecessary, ask the City to acquire any remaining rights-of-way through its power of eminent dornain, and upon such request, City Staffwill recotnmend to the City Council that the City acquire the remaining rightsof-way through the exercise ofits power of eminent domin.

3. The City will not withhold any certificates of occupancy or other permits needed for development and occupancy ofthe project based on Developer's inability to complete any of the off-site improvements specified in Section 3.3 ofthe Development Agreement unless it fmds, based on changed circumstances, that Developer has not continued to use its good faith and commercially reasonable efforts to complete such improvements.

318
DOC #2022000073769 Page 40f 7

4. Approval. Developer and City approve this Operating Memorandum No. 8.

5. No Further Clarification. Except as expressly clarified by this Operating Memorandum No. 8, all ofthe terms and conditions ofthe Development Agreement remain unchanged and in full force and effect.

6. Miscellaneous. Terms and conditions ofthis Operating Memorandum may not be waived, amended, or modified except in a writing executed by the Parties. This Operating Memorandum may be executed in multiple counterparts, each ofwhich are deemed an original and all ofwhich constitute one and the same Operating Memorandum.

7. Recordation. The parties will record this Operating Memorandum in the Office of the Ventura County Recorder in the manner set forth in Government Code Section 65868.5.

CITY:

CITY OF SANTA PAULA
Dan Singer,
City Manager
ATTEST:

APPROVED AS TO FORM:

John . Cotti, City Attorney
DEVELOPER:

LIMONEIRA LEWIS COMMUNITY BUILDEF
LLC
a Delaware limited liability company
By: LIMONEIRA EA1 LAND, LLC
a Delaware limited liability company

By: Limoneira Company,
a Delaware corporation
Its sole Member
By:

Name: /27,4974C. Z,./iferUA41/
Title: Z-7L-70
319
DOC #2022000073769 Page 5 of 7

STATE OF CALIFORNIA
COUNTY OF V-trYhitra1/4
On TVA/6 IG before me, T4NivA- , f e L-j, A (37-44?-ti Pv‘at.7c, [here insert name an title of officer]
personally
personally known
appeared
to

me
,e1,4et..c.
(or proved to
P,44.914/
me on the
otArtexm)
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.

WITNESS my hand and official seal.

STA I t, OF CALIFORNIA
COUNTY OF Ven
) ss.
rilhalmammnatititaKe RULimiebd
Weary - California
Ventura County
Commission I 2377920
fay Comm. Expires Oct 1, 2025
(Seal)
On Z,Vv.taz a‘, 29aa before me, i‘-.1t.rettAio Mo-risetzy ?a-est_Ic [here insert narre and title of officer] personally appeared
personally known to me (or 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.

WITNESS my hand and official seal.

JULIE LATSHAW Notary Public - California Ventura County Commission #2401674 - MyComm. Expires May 19, 2026 (Seal)
320
DOC #2022000073769 Page 6 of 7
N

ACKNOWLEDGMENT
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 VreA7R)(Z4
On 3vive" I (eye before me, px)1d_k_. (insert name and titIdof the officer) who
personally
proved
appeared
to me on

the
"77491.--k.frii(,..Q-,---72(2.24,,---)94‘")
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.

Signatu (Seal)

DEANNA RULE
Notary Public. California a
Ventura County
COMMiS3i0f1 4 2377920 e"
My Comm. Expires Oct!, 2073
321
DOC #2022000073769 Page 7 of 7
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189

VIV-VPTVLVV,
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 \)-1- Rft 1
On Vtt.I E.,
Date
before me,
personally appeared -ZAM. M&F.-P---
Here Insert Name and Title of the Officer
Name(s) of Signer(s)
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.

JULIE LATSHAW
Notary Public - California
Ventura County
C.ornmission # 2401674
My Comm. Expires May 19, 2026
Place Notary Seal and/or Stamp Above
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

OPTIONAL
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Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title
Document
or Type
Date:
of Document:

Number of Pages:

Signer(s)
Capacity(ies)
Other
Claimed
Than Named
by Signer(s)
Above:

Li
Signer's
Corporate
Name:

Officer

— Title(s):

Li Partner — 0 Limited Li General
Li Individual D Attorney in Fact
Li Trustee o Guardian of Conservator
D
Signer
Other:
is

Representing:

Signer's
O Corporate
Name:

Officer

— Title(s):

O Partner — Li Limited 0 General
D Individual 0 Attorney in Fact
O Trustee
Li
Signer
Other:
is

Representing:

CI Guardian of Conservator
F.I3r.ZVV.17.1:
©2017 National Notary Association
322

EXHIBIT K
Form of Offsite Improvement Agreement
323
65283.00302\41962492.3

RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:

City Clerk
City of Santa Paula
970 Ventura Street
Santa Paula, CA 93060
No fee per Government Code § 6103
APNs 107-0-220-055, -065, -025, -035

HARVEST AT LIMONEIRA

OFFSITE IMPROVEMENT AGREEMENT

SANTA PAULA STREET BRIDGE
THIS AGREEMENT (“Agreement”) is made and entered into this ___ day of ___________, 2024 (“Effective Date”), by and between the CITY OF SANTA PAULA, a general law city and municipal corporation (“CITY”) and LIMONEIRA LEWIS COMMUNITY BUILDERS, LLC, a Delaware Limited Liability Company (“DEVELOPER”).

Capitalized terms not otherwise defined in this Agreement will have the meanings attributed to them in the Development Agreement.

The Parties agree as follows:

1. RECITALS. This Agreement is made with reference to the following facts and objectives:

A. On or about February 26, 2015, the City and Limoneira Company entered into an Amended and Restated Development Agreement (“Original Development Agreement”) for developing the area commonly known as “East Area 1” for a mixed-use planned community (“Project”) on real property shown in Tract Map No. 5854 recorded in the Official Records of Ventura County (“Official Records”) on December 28, 2017, as Document No. 20171220-00164292-0 (“Property”).

B. The Original Development Agreement was recorded in the Official Records on April 27, 2015, as Document No. 20150427-00062760-0. On or about September 21, 2015, DEVELOPER became the successor in interest to the rights and obligations of Limoneira Company pertaining to the Original Development Agreement.

C. The Original Development Agreement was amended by the First 324
65283.00302\41962492.3
Amendment to the Development Agreement, dated March 18, 2020 (“Amendment No. 1”), and by the Second Amendment to the Development Agreement, dated April 21, 2021 (“Amendment No. 2”). The Parties also intend to enter a Third Amendment to the Development Agreement (“Amendment No. 3”) in March 2024.

D. The Original Development Agreement has been further clarified and supplemented by Operating Memoranda Nos. 1 - 8 (collectively, the “Operating Memoranda”) on file with the City. The Original Development Agreement, as amended by Amendment Nos. 1, 2, and 3, and the Operating Memoranda are collectively referred to herein as the “Development Agreement.”
E. Pursuant to the Development Agreement, DEVELOPER must construct certain public improvements known as the Santa Paula Street Bridge improvements (“Improvements”). The Improvements will be constructed in accordance with plans and specifications on file with CITY known as City Drawing No. 40.35.112 and generally described in the attached Exhibit A.

Section 7.1.2 of the Development Agreement requires DEVELOPER to provide improvement security for the Improvements to the extent they are not financed by a Financing Mechanism.

F. The Acquisition Agreement defined in Section 14, below, together with the CFD No. 1 formation documents, is a Financing Mechanism.

G. Section 14 of the Acquisition Agreement provides that DEVELOPER must secure construction of the Improvements with a bond or other security, but that such bond amount must be reduced by amounts of CFD proceeds dedicated for the Improvements as the City “determine[s] is appropriate.”

2. CONSTRUCTION OF IMPROVEMENTS. At its sole cost and expense, DEVELOPER agrees to furnish all labor, materials, tools, equipment, and incidentals, and for doing all the work necessary to complete the Improvements set forth in the approved plans and specifications and in conformance with the Approvals (as that term is defined in the Development Agreement), CITY standards, and federal and state requirements.

3. ESTIMATED COST OF IMPROVEMENTS.

A. The estimated hard costs of the Improvements is $9,742,000, inclusive of a 15% contingency (“Estimated Hard Costs”).

B. A copy of the Estimated Hard Costs is attached hereto as Exhibit B and incorporated by this reference.

C. The estimated additional cost to complete the Improvements include final design of 5%, right-of-way acquisition of 5%, permits of 3%, 5% for future 325
65283.00302\41962492.3
price inflation, and construction management and project management and inspections of 10%, and 5% for future price inflation, less costs incurred to date, for an estimated additional cost of $ $___________________ (“Estimated Soft Costs”) at time of completion.

D. The combined total of Estimated Hard Costs and Estimated Soft Costs is $______________ (hereafter, the “Total Estimated Costs”).

4. MODIFICATIONS TO TOTAL ESTIMATED COSTS.

A. The Estimated Hard Costs in Exhibit B shall not be increased by more than five percent (5%) without DEVELOPER delivering written notice to the City Engineer. If during the course of construction of the Improvements, DEVELOPER is presented with a change order or set of change orders that would increase the Estimated Hard Costs secured by a bond by more than 15%, DEVELOPER must receive the approval of City Engineer before approving the change order(s), which shall not be unreasonably withheld or conditioned, subject only to the City Engineer’s right to require, pursuant to Subsection B below, a corresponding increase in the amount of the bonds for such Improvements.

B. Should the Total Estimated Costs bonded for be inadequate to cover increased costs to complete the Improvements, the City Engineer may require, and Developer will comply with, an increase in the bond coverage to reflect the increased costs for constructing the Improvements to ensure adequate bonds are in place. To the extent such costs exceed the Total Estimated Costs, the bonds applicable to such Improvements shall be increased by the difference.

5. TIME FOR COMPLETION. DEVELOPER shall complete the Improvements in accordance with the timing requirements and thresholds set forth in the Development Agreement. Improvements will be deemed “complete” when they may be safely used by pedestrians and motorists for their intended purpose as reasonably determined by the City Engineer. Pursuant to Section 7.2.1 of the Development Agreement, CITY must cooperate with Developer and take all actions necessary and appropriate to facilitate timely completion of the Improvements. To that end, the parties acknowledge that DEVELOPER has exhausted all commercially reasonable efforts to obtain the required property for Improvements, and therefore, the CITY shall be responsible for acquiring any right-of-way or real property interest required by DEVELOPER to complete the Improvements. Notwithstanding the foregoing, it shall remain the DEVELOPER’s responsibility to complete the Improvements as set forth in this Section and the Development Agreement, and DEVELOPER will hold CITY free and harmless from any liability arising from any delays in acquiring needed property caused by factors beyond CITY’s control. DEVELOPER and CITY shall comply with the following additional schedule and time limits for completion of the Improvements:
326
65283.00302\41962492.3
Action Date
Developer has submitted to the City
plans, specifications, reports, cost
estimates and schedules (“Plan
Submittal”) to City
Last City submittal made on December 12,
2023.

City to submit comments and/or notice of
deficiency to Developer with fee deposit
request
No later than 45 working days from Plan
Submittal
Developer to submit fee deposit and
responses and/or corrections to City
comments and/or notice of deficiency
No later than 45 working days from receipt
of City comments and/or notice of
deficiency
Developer to commence construction No later than 12 months after receiving all required permits and approvals.

Developer to complete construction No later than 24 months from when construction commences
CITY’s City Manager, in his/her reasonable discretion, may approve extensions of time upon submittal of a written request from DEVELOPER. If DEVELOPER seeks an extension of time to complete the Improvements more than twenty-four (24) months after receipt of all required permits and approvals, DEVELOPER agrees it must obtain the written approval of the Ventura County Fire Department and will provide a copy of said approval to CITY upon receipt.

6. COMPLETION BY CITY. Should DEVELOPER fail to complete the Improvements within the time for completion in breach of the terms of this Agreement, CITY, at its option, may enter onto DEVELOPER’s property to complete the Improvement and satisfy Section 4, above, at DEVELOPER’s cost. This option is in addition to any other remedies available to CITY.

7. INSPECTION; CONSTRUCTION; FINAL ACCEPTANCE.

A. DEVELOPER will provide on-site construction management to supervise construction and ensure the Improvements are completed in accordance with the plans approved by the City Engineer. The DEVELOPER shall have responsibility to ensure that the construction is accomplished in accordance with the approved plans and specifications. The DEVELOPER’s construction manager shall submit timely requests for inspection by City and/or other required public agencies as needed throughout project construction.

B. The City Engineer shall have the right to inspect the construction of the Improvements to confirm that the construction is accomplished in accordance with the approved plans. City personnel shall have access to the construction at all reasonable times for the purpose of accomplishing 327
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such inspection.

C. After DEVELOPER’s contractor has completed the Improvements, DEVELOPER shall request a final inspection of such work, and the work shall be inspected, approved and accepted in strict compliance with the terms of Government Code section 66499.7.

D. No inspection or acceptance pertaining to specific parts of the Improvements shall be construed as final acceptance of any part until the overall final acceptance of the Improvements is made by the CITY in accordance with Government Code section 66499.7 and the Development Agreement. Final acceptance shall not constitute a waiver by CITY of defective work subsequently discovered.

E. DEVELOPER will contract with Psomas as engineer of record to provide construction support services and provide certified as-built plans to the CITY prior to final acceptance of the Improvements.

F. DEVELOPER will contract with a consultant experienced in right-of-way acquisition services for completion of the Improvements.

G. Upon completion of the Improvements and final acceptance by the CITY, DEVELOPER shall promptly file a Notice of Completion with the City Clerk for recordation at the Ventura County Recorder’s Office.

8. CONTINUOUS WORK ON THE IMPROVEMENTS. After commencement of construction of the Improvements, which will commence within twelve (12) months after receiving all required permits and plan approvals and acquisition of all necessary rightof-way, DEVELOPER shall cause such work to be diligently pursued to completion, and shall not abandon the work for a consecutive period or more than sixty (60) days, events of Force Majeure excepted. For the avoidance of doubt, restrictions imposed by a 408 ACOE permit or any other permit or approval, as well as any delays relating thereto, are a Force Majeure event. Notwithstanding the foregoing, the Improvements shall be completed by Developer within twenty – four (24 months) after commencement of construction of the Improvements and accepted by the City in accordance with subsections C. and D. of Section 7, above.

9. WARRANTY OF IMPROVEMENT PLANS. DEVELOPER warrants that the plans and specifications for the Improvements shall conform to the Approvals (as the term is defined in the Development Agreement), together with all conditions made a part of such Approvals. Except as directed by CITY, DEVELOPER further warrants that the plans and specifications can be relied upon to accomplish the Improvement work covered by this Agreement in a good, workmanlike manner and in accordance with accepted construction practices. Should the plans and specifications at any time before final acceptance of the Improvements prove to be inadequate in any respect except to the extent said plans and specifications were directed by the CITY, DEVELOPER agrees to make such changes 328
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reasonably deemed necessary by CITY to complete the Improvements in a good, workmanlike manner and in accordance with accepted construction practices.

DEVELOPER further agrees to make or cause to be made such engineering, soils and other reports as may be required by CITY.

10.CITY NOT LIABLE FOR PLANS AND SPECIFICATIONS. CITY is not an insurer or surety for the design or construction of the Project. And CITY, its officers, officials, employees, agents, representatives, and certified volunteers are not liable or responsible for any claim arising during construction of the Project or Improvements, unless it can be shown that such person directed that the Project or Improvements be designed or constructed in a manner contrary to the wishes and desires of DEVELOPER, and DEVELOPER filed a written objection or equivalent notice with the City Engineer before commencing such work or Improvement. .

11.WARRANTY OF WORK. DEVELOPER warrants that the Improvements will be constructed in conformance with the approved plans and specifications, CITY standards, and the highest industry standards. Should any Improvement fail to comply with this warranty or any other provision of this Agreement within one (1) year after CITY’s final acceptance, DEVELOPER shall, without delay and without cost to CITY, repair, replace or reconstruct any defective or otherwise unsatisfactory part or parts of the Improvements.

Should DEVELOPER fail to act promptly or in accordance with this requirement or should the exigencies of the case require repairs or replacements to be made before DEVELOPER can be notified, CITY will, at its option, make the necessary repairs, replacements, or reconstruction, as determined by CITY. DEVELOPER shall pay to CITY the actual cost of such repairs, replacements, or reconstruction plus CITY’s administrative costs. This section is not a waiver of any other right CITY may have for correcting faulty workmanship or defective materials.

12.REPAIRS AND REPLACEMENTS. DEVELOPER shall repair or replace, as reasonably determined by CITY, Improvements and monuments destroyed or damaged by DEVELOPER’s actions and to repair or replace, as reasonably determined by CITY, any property damaged or destroyed by DEVELOPER. Any such repair or replacement shall be completed to CITY’s reasonable satisfaction and approval, and at no cost to CITY and not limited by any surety bond required in this Agreement.

13.CITY’S RIGHT OF ENTRY. DEVELOPER grants CITY right of entry to DEVELOPER’s property, to the extent applicable, to inspect the Improvements constructed by DEVELOPER and to ensure compliance with this Agreement.

14.CONTRACT SECURITY.

A. Concurrently with the execution of this Agreement, DEVELOPER shall 329
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furnish:
i. A surety bond in an amount equal to at least one hundred percent (100%) of the Total Estimated Costs as security for the faithful performance of this Agreement, in the amount of $_____________. ii. A separate surety bond in an amount equal to at least one hundred percent (100%) of the Estimated Hard Costs for said Improvements as security for the payment of all persons performing labor and furnishing materials in connection with this Agreement.

B. The surety bonds in Subsection A. shall be paid and in effect until the earlier to occur of (i) CITY’s final acceptance of the Improvements and receipt of warranty bonds in accordance with the warranty required by Section 11 and 14, or (ii) receipt in CITY’s account of CFD bond sale proceeds from Harvest Community Facilities District No. 1 sufficient to fund the Improvements and designated for that purpose. Should another jurisdiction with authority over the Improvements project require security for the Improvements that are duplicative of the amounts set forth in this Agreement, the parties will cooperate in good faith to ensure that Developer is not required to incur the cost of bonding twice for the Improvements and to ensure that City and any other agency requiring bonding are adequately secured, such as adding one or more of the agencies as an obligee to the surety in an appropriate rider to the bonds furnished to the lead agency for the Improvements.

Additionally, pursuant to Government Code 66499.5, CITY acknowledges the Improvements contemplated herein are financed and installed pursuant to special assessment proceedings and, in accordance with Santa Paula Municipal Code § 16.80.950 and DEVELOPER’s satisfaction of same, agrees that, upon furnishing by the contractor of the faithful performance and labor and material bonds required by the special assessment act being used, the improvement security of the DEVELOPER shall be reduced by an amount corresponding to the amount of such bonds so furnished by the contractor.

C. CFD bond sale proceeds will be paid to DEVELOPER upon completion of the Improvements by DEVELOPER and acquisition of the Improvements by CITY pursuant to this Agreement and the terms of the Funding, Construction and Acquisition Agreement for Harvest Community Facilities District No.1 dated as of March 1, 2017, as may be amended (“Acquisition Agreement”). In the event there are insufficient CFD bond proceeds, the CITY will not be responsible for reimbursing DEVELOPER for the Improvements, and pursuant to Section 15 of the Acquisition Agreement, the CITY is only required to reimburse DEVELOPER for those Public Facilities (as the term is defined in the Acquisition Agreement) which can be reimbursed with the total of the amount of available bond sale proceeds.

Nothing herein shall relieve DEVELOPER from its obligation to complete 330
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the Public Facilities pursuant to the terms of this Agreement and the Development Agreement.

D. In accordance with Section 14 of the Acquisition Agreement, the CITY will reduce the aggregate principal amount of the surety bonds by such amount as it determines is appropriate to allocate to the Improvements, upon receipt of the bond sale proceeds.

15.WARRANTY BONDS. Prior to CITY’s final acceptance of the Improvements, DEVELOPER shall file with the CITY a bond guaranteeing the warranty requirements of Section 11 in the amount of at least ten percent (10%) of the Total Estimated Costs. This warranty bond will be released one year after final acceptance of the Improvements, subject to CITY’s timely inspection of the Improvements and determination that the Improvements are free of defects.

16.PERFORMANCE BY CITY OR SURETY.

A. Should DEVELOPER fail to construct the Improvements in the manner and at such locations as specified within the time requirements of this Agreement, or if DEVELOPER is not carrying out the intent of this Agreement, CITY may serve written notice upon DEVELOPER and the surety on DEVELOPER’s faithful performance bond demanding satisfactory compliance with this Agreement.

B. Should CITY serve such written notice, CITY may do any one, or combination of, the following:
i. Serve written notice upon the surety on its faithful performance bond demanding satisfactory compliance with this Agreement. In such event the surety must, within five (5) days, assume control and construct the Improvements as DEVELOPER’S successor;
ii. CITY may construct the improvements itself, or by contract, at DEVELOPER’s expense on a time and materials basis. In such event, CITY may take possession of and utilize in completing the Improvements’ construction, materials, appliances, and other property belonging to DEVELOPER as may be on the site of the work without liability to CITY. DEVELOPER’s surety will be liable to CITY for any excess cost of damages incurred by CITY.

C. Nothing in this section waives, or serves as a limitation upon, any additional remedy CITY may have under this Agreement or applicable law. 331
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17.SURETY BOND TO INCLUDE LETTER OF CREDIT. The term “surety bond” also includes such other acceptable security, such as letters of credit or cash deposit agreements issued by responsible financial institutions, which are approved by the City Attorney. The term “surety” includes the issuer of any letter of credit or cash deposit agreement, which is acceptable to CITY as security for the performance of this Agreement. Sureties must be admitted to do business in the State of California.

18.BEST MANAGEMENT PRACTICES. DEVELOPER agrees to use best management practices (“BMPs”), as that term is defined under applicable law including, without limitation, the Santa Paula Municipal Code, in constructing the improvements anticipated by this Agreement. DEVELOPER’s failure to comply with the terms of this Section constitutes a material breach of this Agreement.

19.OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports specific to the improvements identified herein prepared by DEVELOPER under this Agreement are CITY’s property. DEVELOPER may retain copies of said documents and materials as desired, but must deliver all original materials to CITY upon CITY’s written notice.

20.INDEPENDENT CONTRACTOR. CITY and DEVELOPER agree that DEVELOPER will act as an independent contractor and will have control of all work and the manner in which it is performed. DEVELOPER will be free to contract for similar service to be performed for other employers while under contract with CITY. DEVELOPER is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct DEVELOPER as to the details of doing the work or to exercise a measure of control over the work means that SUBDIVIDER will follow the direction of CITY as to end results of the work only.

21.INDEMNIFICATION.

A. DEVELOPER indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney’s fees), injuries, or liability, arising out of this Agreement, or its performance. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, DEVELOPER must defend CITY (at CITY’s request and with counsel satisfactory to CITY) and indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise.

B. For purposes of this section “CITY” includes CITY’s officers, officials, employees, agents, representatives, and certified volunteers.

C. The Parties agree that this section will remain in full force and effect until the 332
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Improvements have been formally accepted by CITY.

D. The requirements as to the types and limits of insurance coverage to be maintained by DEVELOPER, and any approval of such insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by DEVELOPER pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification.

22.INSURANCE.

A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, Developer shall procure and maintain, and shall require its contractors and subcontractors to procure and maintain, the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:

Type of Insurance Limits
Commercial General Liability $5,000,000 Occurrence
(Bodily Injury, Personal Injury, and
Property Damage)
Commercial Automobile Liability $2,000,000 Per Accident (Any Auto Hired and Non-Owned
Liability)
Worker’s Compensation Statutory
Employers Liability (Bodily Injury by $1,000,000 Each Accident Accident)
B. The amount of insurance set forth above will be a per occurrence for bodily injury, personal injury, and property damage for the policy coverage.

Liability policies must be endorsed to name CITY, its officers, officials, agents, employees and volunteers as “additional insureds” under said insurance coverage and to state that such insurance will be deemed “primary” such that any other insurance that may be carried by CITY will be excess thereto. Such insurance will be on an “occurrence,” not a “claims made,” basis and will not be cancelable or subject to reduction except upon thirty (30) days’ prior written notice to CITY.

C. DEVELOPER must furnish and require its contractors and subcontractors to furnish to CITY duly authenticated Certificates of Insurance evidencing 333
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maintenance of the insurance required under this Agreement and such other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of “A:VII.” Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage. DEVELOPER will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word “endeavor” with regard to any notice provisions.

23.NOTICES.

A. Unless expressly stated otherwise, all notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery or by mail. Notice sent by mail will be addressed as follows:

If to the City
City of Santa Paula
Public Works Department
Attn: Clete J. Saunier, P.E., Public Works Director
P.O. Box 569
Santa Paula, CA 93061-0569
If to the Developer
Limoneira Lewis Community Builders LLC
c/o Lewis Management Corporation
Attn: David Lauletta
133 N. 10th Street
Santa Paula, CA 93060
B. When addressed in accordance with this paragraph, notices will be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemed given at the time of actual delivery.

C. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph.

24.COMPLIANCE WITH LAW. DEVELOPER will comply with all laws applicable to this Agreement including, without limitation, federal, state, and local laws requiring permitting and licenses. All such compliance will be at DEVELOPER’s own cost.

25.FORCE MAJEURE. Developer's time for commencement and completion of the Improvements shall be extended for the period of any delay due to one more of the following circumstances beyond the control and without the fault of DEVELOPER (“Force 334
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Majeure”): adverse weather conditions; flood; earthquakes; strikes; lockouts; acts of God; enemy action; civil commotion; acts or failures to act of a public agency (including, without limitation, delay in the issuance of permits or approvals by governmental authorities that are required for the work); fire or other casualty; failure or inability to secure materials or labor; changes in local, state or federal laws or regulations; pandemics; epidemics; lack of financing due to generally applicable economic conditions affecting the capital markets generally; and strikes and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of DEVELOPER, its contractors, and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of replacement workers. DEVELOPER shall be required to provide CITY with timely notice of the facts and circumstances constituting or giving rise to the Force Majeure event and to keep the CITY fully apprised with respect thereto. The parties shall meet as early as reasonably practicable to discuss the Force Majeure event, agree on any additional actions to be taken by either party, and document the agreed length of delay caused by the Force Majeure event. Should the Force Majeure event be further delays in ACOE issuance of a 408 Permit, “commencement of the grounds” for an extension shall be the date that the ACOE next notifies DEVELOPER of additional requests for information or corrections to its permit application, and notice to the City of the additional requests via email to the Public Works Director and City Engineer shall constitute adequate written notice of the Force Majeure event to the City. The City Manager shall evaluate and approve or deny all claims to Force Majeure made by the DEVELOPER and the decision of the City Manager shall be the final determination of the City, subject only to judicial review.

26.CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either party.

27.SEVERABLE. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect.

28.CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement.

29.WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a waiver of any other provision, nor will such waiver constitute a continuing waiver.

30.GOVERNING LAW. This Agreement has been made in and will be construed in accordance with the laws of the State of California and exclusive venue for any action involving this Agreement will be in the County of Ventura. 335
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31.AUTHORITY/MODIFICATION. This Agreement is subject to and conditioned upon approval and ratification by the Santa Paula City Council. This Agreement is not binding upon CITY until executed by the City Manager. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written agreement. CITY’s City Manager may execute any such amendment on behalf of CITY.

32.BINDING UPON SUCCESSORS. The terms of this Agreement constitute a burden and benefit upon the Property. Accordingly, this Agreement will be recorded and the terms will run with the Property and become binding upon DEVELOPER’s heirs, successors and assigns.
[SIGNATURES ON FOLLOWING PAGE]
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IN WITNESS WHEREOF the parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF SANTA PAULA,
a municipal corporation LIMONEIRA LEWIS COMMUNITY

BUILDERS, LLC,
a Delaware Limited Liability Company
Dan Singer, David Lauletta,
City Manager Authorized Agent
ATTEST:

Julie Latshaw,
City Clerk
APPROVED AS TO FORM:

Monica Castillo,
City Attorney
337
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EXHIBIT A

DESCRIPTION OF IMPROVEMENTS
The bridge construction consists of the construction of an approximate 232-foot long single-span bridge over Santa Paula Creek as part of the extension of Santa Paula Street from Grant Line Street to Hallock Drive. The span bridge will be supported by two abutments, wing walls, and will accommodate two 12-foot wide traffic lanes, two 6-foot wide sidewalks, two 5-foot wide bike lanes for a total width of 48-feet. The superstructure of the bridge will be a 232-ft long, 48-ft wide, reinforced concrete, post- tensioned box girder carrying two lanes of traffic, two bike lanes, and two sidewalks. The bridge has been designed as a free-span bridge, with no permanent pier support (substructure) placed in the creek bed. Two abutments will support the superstructure on each side of the creek above the 100-year flood elevation. The plans and specifications for the bridge, known as City Drawing No. 40.35-112, are on file with the City. 338
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EXHIBIT B

ESTIMATED COST OF IMPROVEMENTS
(Attached behind)
339
CITY #

CALTRANS
BEES No.

Item
No. ITEM Unit of Measure
Estimated
Quantity Unit Price Item Total
1 MOBILIZATION 10% LS 1 $847,083.74 $847,084
192003 2 STRUCTURE EXCAVATION (BRIDGE) CY 649 $150.00 $97,315 193003 3 STRUCTURE BACKFILL (BRIDGE) CY 598 $250.00 $149,528 260203 4 CLASS 2 AGGREGATE BASE CY 69 $300.00 $20,622
500001 5 PRESTRESSING CAST-IN-PLACE CONCRETE LB 83749 $5.00 $418,746 510051 6 STRUCTURAL CONCRETE, BRIDGE FOOTING CY 174 $1,000.00 $174,222 510053 7 STRUCTURAL CONCRETE, BRIDGE CY 1242 $2,000.00 $2,484,682 510086 8 STRUCTURAL CONCRETE, APPROACH SLAB (TYPE N) CY 128 $1,300.00 $166,111 511035 9 ARCHITECTURAL TREATMENT SF 1650 $25.00 $41,247 519100 10 JOINT SEAL (MR 3") LF 95 $300.00 $28,400
520102 11 BAR REINFORCING STEEL (BRIDGE) LB 284514 $2.50 $711,285 xxxxx 12 WATER PIPE SUPPORTS LS 1 $54,000.00 $54,000
839719 13 CONCRETE BARRIER (TYPE 732SW) LF 506 $400.00 $202,267 833090 14 TUBULAR HANDRAILING (MODIFIED) LF 506 $175.00 $88,492 192025 15 STRUCTURE EXCAVATION (CULVERT) CY 830 $150.00 $124,536 193004 16 STRUCTURE BACKFILL (CULVERT) CY 325 $180.00 $58,486 260203 17 CLASS 2 AGGREGATE BASE CY 54 $300.00 $16,100
510090 18 STRUCTURAL CONCRETE, BOX CULVERT CY 242 $2,000.00 $484,220 520101 19 BAR REINFORCING STEEL LB 46565 $2.50 $116,413 740550 20 PUMPING PLANT EQUIPMENT LS 1 $100,000.00 $100,000 190101 21 ROADWAY EXCAVATION CY 182 $150.00 $27,320
192037 22 STRUCTURE EXCAVATION (RETAINING WALL) CY 2056 $150.00 $308,384 193003 23 STRUCTURE BACKFILL CY 71 $180.00 $12,700
260203 24 CLASS 2 AGGREGATE BASE CY 309 $300.00 $92,556 510060 25 STRUCTURAL CONCRETE, RETAINING WALL CY 643 $850.00 $546,628 26 6" CONCRETE ASPHALT PAVEMENT SF 1320 $10.00 $13,200
520101 27 BAR REINFORCING STEEL LB 121221 $2.50 $303,052 833033 28 CHAIN LINK RAILING (TYPE 7 MODIFIED) LF 407 $130.00 $52,910 477020 29 MECHANICALLY STABILIZED EMBANKMENT SF 7186 $120.00 $862,267 833090 30 TUBULAR HANDRAILING (MODIFIED) LF 722 $175.00 $126,350 839719 31 CONCRETE BARRIER (TYPE 732SW) LF 722 $400.00 $288,800 32 WATERLINE LS 1 $200,000.00 $200,000

CITY OF SANTA PAULA
PROJECT: SANTA PAULA CREEK BRIDGE, UNDERCROSSING, AND APPROACH WALLS

ENGINEERS OPINION OF PROBABLE COST

LEWIS LIMONEIRA
DATE: 9/28/2023

SANTA PAULA CREEK BRIDGE

UNDERCROSSING

APPROACH MSE WALLS

OTHER ITEMS

33 APPROACH ROADWAY SURFACE, STRIPING, ETC LS 1 $50,000.00 $50,000 34 ROADWAY LIGHTING LS 1 $50,000.00 $50,000
SUBTOTAL $8,470,837
CONTINGENCY (15%) $1,270,626
TOTAL $9,741,463
ROUNDED TOTAL $9,742,000

To: Honorable Mayor and Members of the City Council
From: Christy Ramirez, Finance Director
Subject: MID-YEAR FISCAL REPORT
Date: February 21, 2024
Agenda Item: 11.A

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommends that the City Council approve Resolution No. 7502 Amending the City’s Operating and CIP Budgets for FY 2022/2023 & 2023/24.

Presented by: Finance Director Christy Ramirez
BACKGROUND:

The purpose of this Mid-Year Financial Review is to provide a status update on the City’s revenue and expenditure activity as it relates to the FY 2023/24 Operating Budget, which was originally adopted on June 21, 2023. This report provides an overview of the revenue and expenditure activity in the General Fund, as well as the City’s Special Funds, and presents recommendations for adjustments to the adopted budget, where needed.

The first section of this report is a summary of the financial activity for the City’s most significant fund, the General Fund, as of February 13, 2024. Staff has also included discussion on other miscellaneous funds and the Capital Improvement Program (CIP) budget.

In analyzing the attached report, the following information should be taken into consideration:

Revenues and expenditures are recorded during the period received or paid. It is only at the end of the fiscal year that accrual entries are made to associate the revenues and expenditures to the corresponding period.

The receipt of revenues varies according to the source of funding, so the December totals may not represent six months of revenues in many categories. For example, “Traditional” Property Tax payments are normally received as follows: 56% in December, 41% in April, and 3% in June.

Expenditures for salaries and some operating costs may be disbursed evenly on a month-to-month basis, however, there are some expenditure line items whereby funds are released or encumbered at the start of the new fiscal year. In addition, expenditures for Liability Insurance, Workers Compensation and Debt Service are made on a quarterly, semi-annual or annual basis.

ANALYSIS:

Fiscal Year 23/24 revenues are trending below expectations due to a delay in development 342
activity. This staff report addresses significant variances on a line item basis. Following is a breakdown of staff recommendations to budget modifications for Q2 23/24 by fund:

GENERAL FUNDS -
Overall, based on year-to-date activity analysis and comparison to prior year actuals in the Second Quarter of FY 2022/23, revenues and expenditures for the General Fund are tracking as expected, or higher (not including development related revenues). At this time, staff is recommending revenue and expenditure adjustments that continue to maintain a balanced budget, described in further sections of this report.

The General Fund is the general operating fund of the City and accounts for activities and services traditionally associated with general municipal services. When discussing the General Fund in this report, included is the sub funds such as Measure T and Recreation Program funds. Staff has included recommended budget adjustments for all funds within the analysis of the Revenues, Expenditures, and Capital Improvement Program and Other Funds sections of this report. Additionally, a summary by general ledger accounts can be found in Exhibit A to the attached resolution.

Staff continues to closely monitor revenue projections, as well as evaluate resource requirements, and will advise Council of any changes as they arise. Details regarding revenue and expenditure performances, previous Council approved budget appropriations made this fiscal year, as well as recommended budget revisions are further outlined in this report.

General Fund Revenue Analysis:

The tables and summary information below provide additional detail on the revenue activity to date on a budget to actual comparison.

All General Funds Budget Actuals
Proposed
Adjustments
Variance
Charges for Service
4,454,108 459,187 (1,595,792.00)

89.7%
Licenses & Permits 254,106 169,00218,005.00 33.5%
Fines & Penalties 95,000 42,055 -55.7%
Other Revenue
21,500 165,782
157,194.72 -671.1%
Intergovernmental
Revenues 772,371 204,673
5,000.00 73.5%
Property Related
4,804,258 2,728,479
353,356.05 43.2%
Sales Tax 7,972,364 3,031,884 -62.0%
Other Taxes 420,500 212,425 -49.5%
343
TOT 140,000 46,330 - 66.9%
Business License
140,500 97,157 -

30.8%
Real Property Transfer Tax 140,000 68,937 -50.8%
Franchise Fee
1,067,750 485,699 -

54.5%
Investments & Income
162,365 36,882 -

77.3%
Transfers 2,243,204 - -100.0%
Totals
22,267,526 7,536,069
(1,062,236.23) 66.2%
Licenses and Permits revenue categories are generally on track to reach target levels.

Permits budgeted for FY 23/24 primarily consist of regular ongoing activity and are not heavily dependent on development activity, as they are in Charges for Services this year. A modest increase of $18,005 is recommended for this category.

Charges for Services is seeing a significant shortfall due to development activity, specifically in Plan Check Fees. As noted in the budget process, the majority of the $3.5m budget relied on one-time revenues stemming from three major projects. While two projects are anticipated to progress in FY 23/24, the third and most significant has had a change prompting revised fee calculations which necessitate a $1,595,792 decrease to this group. The remaining revenues more than likely will not materialize until year two of the FY 23/25 Budget. Staff will return during the third quarter Fiscal Review to determine whether the use of reserves is required or if the Council would like to amend it's Fiscal Policy to reflect a Balanced Budget over two years, as other municipalities who utilize two-year budgeting do.

Other Revenues encompasses all other revenues not otherwise mentioned. Staff is recommending an increase of $58,575 to Worker's Compensation for the reimbursement of police department personnel. An additional increase of $1,000 and matching expenditure increase is recommended in grant funding for donations received by the Police Department intended for trainings. Lastly an increase of $97,620 is recommended to recognize the reimbursement of staff time and other costs related to the Waste Haulers Franchise Agreement and the third bond issuance for the Community Facilities District. The total combined increase recommended is $157,194.

The Intergovernmental Revenue category, which includes the Prop 172 sales tax (sales tax for public safety activities), is expected to meet projections. A slight increase of $5,000 is requested to address POST reimbursement revenue received for training from prior years.

The Property Tax category is composed of two payment types - the “Traditional” Property Tax, which are received in large part during the months of December and April, and the Property Tax in Lieu of Motor Vehicle License Fees (MVLF) which is received in two payments during January and May. Traditional property taxes are trending approximately at expected 344
levels with the exception of residual receipts which require an increase of $108,739 for funds received in January. The first half of the MLVF fees have exceeded projections and staff has been informed of an increased allocation by $244,617 above budgeted figures. Staff recommends an overall $353,356 increase in property tax revenue to this category.

The annual Sales Tax budgeted figure of $6.3m is comprised of twelve (12) monthly payments for the traditional Sales Tax line item, as well as an equal amount of payments for the Measure T 1% Sales Tax. To date, the revenues collected totaled $2.73m, or 43.2% of the estimated revenue for the year, accounting for 5 months of revenue. While a decrease of $100,000 is expected from the loss of a sales tax generator is anticipated, staff has budgeted conservatively so as to not require any budget adjustments at this time.

Other Taxes consists of three subcategories including Transient Occupancy Tax (TOT), Business License, and Real Property Transfer Tax. TOT actual revenues are trending on target in comparison with prior year totals, and as such no changes are currently recommended.

The City collects Franchise Fees from five main service provider sources (Cable, Electric, Gas, Pipeline, Solid Waste). Each provider of these services has a different payment schedule. Electric and Gas providers make annual payments in April. The Cable provider is on a quarterly payment plan, while Pipeline franchise fees are collected twice a year. This category also includes the Commercial Refuse Hauler, or Trash Hauler Franchise Fees, The Mid-Year totals are on par with projections. Staff will continue to monitor additional franchise payments to determine any further adjustments.

Investments & Income Staff is not recommending any changes to this group as revenues are in line with projections.

Overhead/Transfers In are revenues provided by other funds to offset costs in the General Fund. These charges are done via journal entry and trued up at the end of the year. No changes are recommended for this category at this time.

General Fund Expenditure Analysis:

The General Fund expenditures budget is currently at $22.17 million and reflects the budget originally adopted and additional appropriations approved by Council through December 2023 (not including carryovers).

All departments are currently significantly below the expected target of their overall allocated budgets as of February 13, 2023 primarily due to ongoing staffing shortages throughout the City. Staff is recommending the adjustments shown as bullet points below. These changes will have a net neutral fiscal impact in the General Funds.
$1.06 million in salary savings in the General Fund (Fund 100) This will include the full use of Measure T funds allocated to the Police Department to be expensed as such.
$1,000 increase in Police Training to offset the donation received.

Attached for your review is the Purchase Order Activity Report, which has been provided on a quarterly basis to improve transparency, along with a detailed check register, to communicate to the public Council items not brought before the City Council for approval. 345
CAPITAL IMPROVEMENT PROGRAM AND OTHER FUNDS:

On a budget basis, the various grant type funds are balanced with revenues matching expenditures. However, on an actual basis, funds are reimbursed after they are expended.

The reimbursement requests for grant expenditures are submitted in a timely manner either on a monthly or quarterly basis by the staff responsible for the project reimbursements. Any negative balances are the result of timing of revenues. Revenue projections are reviewed on a quarterly basis and recommended adjustments are made when necessary.

Staff is recommending an increase of $94,880 in expense allocations for a Yield Reduction Payment for the Santa Paula Utility Authority 2019 Water Revenue Bonds. This payment was unanticipated and stems from the 5th year arbitrage calculation for the bonds, as determined by City consultants.

Staff proposes an increase budget adjustment to FY 22/23 to account for the Interfund Loan Council approved from the Miscellaneous Deposits Fund ($2m) and the Measure T Fund ($.5m) to the Civic Facilities Fund to cover expenses related to the Sports Park Construction, as well as a total budget allocation of $5m for the entire project. The funding, as noted, will be from $2.5m in interfund loans as well as $2.5m in existing fund balance in the Civic Facilities Fees. While Council approved the Interfund Loans and provided direction to move forward with the work, the actual budget allocation was omitted from the staff report and will be needed for auditing purposes.

STRATEGIC PLAN:

This item is not a goal or objective in City Council's two-year Strategic Plan, however it is important to communicate the City's fiscal status to the Council and the public to maintain operational excellence.

FISCAL IMPACTS:

These changes will have a net neutral impact to the General Funds. The changes recommended to the Water Fund will decrease fund balance by $94,880 until staff can confirm the availability of interest accrued in the project fund. The impacts to the Civic Facilities Fund, Miscellaneous Deposits Fund, and Measure T Fund are neutral as the funding has previously been provided and approved by Council, these adjustments are for administrative purposes.

OPTIONS:

1. The Council may reject staff’s recommendations and provide additional guidance on reserve transfers and budget allocations.

ATTACHMENTS:

Purchase Order Activity Report.pdf
Budget Resolution 7502.docx
346
2/13/2024 8:00:51 PM Page 1 of 23
City of Santa Paula, CA Purchase Order Activity Report
Purchase Order Summary
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 19-01292-R4
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 7/1/2023 Issued 33,485.49 33485.49
Purchase Order: 19-01339-R4
Vendor Number: 011089 Vendor Name:CAROLLO ENGINEERS
7/1/2023 Issued 125,314.54 125314.54
9/21/2023 Invoiced FB36960 (22,770.71) 102543.83
9/21/2023 Invoiced FB38166 (26,000.00) 76543.83
9/21/2023 Invoiced FB40664 (5,610.00) 70933.83
12/14/2023 Invoiced FB41864 (14,500.00) 56433.83
12/14/2023 Invoiced FB43111 (1,500.00) 54933.83
12/14/2023 Invoiced FB39337 (2,800.00) 52133.83
2/8/2024 Invoiced FB44386 (4,500.00) 47633.83
Purchase Order: 19-01464-R4
Vendor Number: 014369 Vendor Name:GSI WATER SOLUTIONS, INC. 7/1/2023 Issued 7,440.57 7440.57
Purchase Order: 19-01508-R4
Vendor Number: 014369 Vendor Name:GSI WATER SOLUTIONS, INC. 7/1/2023 Issued 146.29 146.29
11/1/2023 Voided - Change (146.29) 0.00
Purchase Order: 19-01590-R4
Vendor Number: 010347 Vendor Name:RINCON CONSULTANTS, INC 7/1/2023 Issued 6.23 6.23
Purchase Order: 19-01687-R2
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 7/1/2023 Issued 4,679.23 4679.23
9/21/2023 Invoiced 22576 (2,920.00) 1759.23
Purchase Order: 19-01705-R4
Vendor Number: 011089 Vendor Name:CAROLLO ENGINEERS
7/1/2023 Issued 5.46 5.46
Purchase Order: 19-01709-R2
Vendor Number: 015593 Vendor Name:CANNON CORPORATION
7/1/2023 Issued 254.10 254.10
Purchase Order: 19-01827-R3
Vendor Number: 015438 Vendor Name:ENCOMPASS CONSULTANT GROUP 7/1/2023 Issued 2,835.00 2835.00
Purchase Order: 19-01832-R3
Vendor Number: 015640 Vendor Name:HUITT-ZOLLARS, INC.
7/1/2023 Issued 8,637.62 8637.62
347
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 2 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 19-01834-R3
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 7/1/2023 Issued 18.75 18.75
Purchase Order: 19-01835-R3
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 7/1/2023 Issued 12,638.75 12638.75
10/5/2023 Invoiced 22622 (1,137.50) 11501.25
11/2/2023 Invoiced 22673 (2,450.00) 9051.25
12/14/2023 Invoiced 22698 (700.00) 8351.25
1/25/2024 Invoiced 22730 (787.50) 7563.75
Purchase Order: 19-01850-R3
Vendor Number: 015636 Vendor Name:S.L LEONARD & ASSOCIATES, INC. 7/1/2023 Issued 4,518.75 4518.75
Purchase Order: 19-01851-R3
Vendor Number: 015636 Vendor Name:S.L LEONARD & ASSOCIATES, INC. 7/1/2023 Issued 5,310.55 5310.55
Purchase Order: 19-01852-R3
Vendor Number: 015636 Vendor Name:S.L LEONARD & ASSOCIATES, INC. 7/1/2023 Issued 6,390.55 6390.55
Purchase Order: 19-01874-R3
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
7/1/2023 Issued 899.50 899.50
Purchase Order: 19-01887-R3
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
7/1/2023 Issued 8,925.04 8925.04
Purchase Order: 19-01896-R3
Vendor Number: 010602 Vendor Name:JENSEN DESIGN & SURVEY INC 7/1/2023 Issued 40,235.25 40235.25
10/5/2023 Invoiced 64814 (1,005.00) 39230.25
Purchase Order: 19-01918-R3
Vendor Number: 015632 Vendor Name:EARTH SYSTEMS PACIFIC 7/1/2023 Issued 6,913.48 6913.48
Purchase Order: 19-01982-R3
Vendor Number: 011598 Vendor Name:JHD PLANNING LLC
7/1/2023 Issued 19,050.00 19050.00
9/21/2023 Invoiced 5 2023 (6,600.00) 12450.00
9/21/2023 Invoiced 7 2023 (6,750.00) 5700.00
Purchase Order: 19-01987-R3
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
7/1/2023 Issued 16,537.50 16537.50
Purchase Order: 21-10058-R2
Vendor Number: 012961 Vendor Name:VISTA FORD
7/1/2023 Issued 28,978.72 28978.72
348
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 3 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 21-10107-R2
Vendor Number: 015884 Vendor Name:NATIONAL AUTO FLEET GROUP 7/1/2023 Issued 30,762.51 30762.51
Purchase Order: 21-10110-R2
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
7/1/2023 Issued 777.50 777.50
Purchase Order: 21-10139-R2
Vendor Number: 010241 Vendor Name:OILFIELD ELECTRIC & MOTOR 7/1/2023 Issued 75,500.00 75500.00
Purchase Order: 21-10140-R2
Vendor Number: 010241 Vendor Name:OILFIELD ELECTRIC & MOTOR 7/1/2023 Issued 87,530.00 87530.00
Purchase Order: 21-10155-R2
Vendor Number: 010347 Vendor Name:RINCON CONSULTANTS, INC 7/1/2023 Issued 28,152.91 28152.91
Purchase Order: 21-10176-R2
Vendor Number: 015640 Vendor Name:HUITT-ZOLLARS, INC.
7/1/2023 Issued 71,795.11 71795.11
10/5/2023 Invoiced 3134740108 (16,657.50) 55137.61
11/16/2023 Invoiced 3134740109 (20,377.49) 34760.12
11/16/2023 Invoiced 3134740110 (860.00) 33900.12
12/14/2023 Invoiced 3134740111 (5,037.50) 28862.62
1/11/2024 Invoiced 3134740112 (4,225.00) 24637.62
Purchase Order: 21-10179-R2
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 7/1/2023 Issued 490,373.65 490373.65
10/5/2023 Invoiced 22629 (52,832.40) 437541.25
11/2/2023 Invoiced 22681 (99,576.83) 337964.42
12/14/2023 Invoiced 22705 (48,200.00) 289764.42
2/8/2024 Invoiced 22734 (85,009.50) 204754.92
Purchase Order: 21-10186-R2
Vendor Number: 015438 Vendor Name:ENCOMPASS CONSULTANT GROUP 7/1/2023 Issued 322.50 322.50
Purchase Order: 21-10189-R2
Vendor Number: 015438 Vendor Name:ENCOMPASS CONSULTANT GROUP 7/1/2023 Issued 7,028.44 7028.44
9/21/2023 Invoiced 04717 (426.25) 6602.19
Purchase Order: 21-10190-R2
Vendor Number: 015438 Vendor Name:ENCOMPASS CONSULTANT GROUP 7/1/2023 Issued 13,247.25 13247.25
9/21/2023 Invoiced 04718 (4,638.75) 8608.50
12/14/2023 Invoiced 04829 (2,090.80) 6517.70
349
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 4 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 21-10194-R2
Vendor Number: 011089 Vendor Name:CAROLLO ENGINEERS
7/1/2023 Issued 106,808.49 106808.49
10/19/2023 Invoiced FB42747 (6,632.75) 100175.74
10/19/2023 Invoiced FB38537 (1,065.25) 99110.49
10/19/2023 Invoiced FB41209 (4,214.00) 94896.49
11/30/2023 Invoiced FB43886 (7,689.50) 87206.99
12/28/2023 Invoiced FB45214 (4,691.00) 82515.99
1/11/2024 Invoiced FB45479 (5,325.75) 77190.24
Purchase Order: 21-10196-R2
Vendor Number: 010975 Vendor Name:VENTURA REGIONAL SANITATION DISTRICT 7/1/2023 Issued 12,567.00 12567.00
11/6/2023 Voided - Change (12,567.00) 0.00
Purchase Order: 21-10216-R2
Vendor Number: 015640 Vendor Name:HUITT-ZOLLARS, INC.
7/1/2023 Issued 82,668.49 82668.49
10/5/2023 Invoiced 3134730108 (18,347.50) 64320.99
11/16/2023 Invoiced 3134730110 (860.00) 63460.99
11/16/2023 Invoiced 3134730109 (27,945.00) 35515.99
12/14/2023 Invoiced 3134730111 (4,387.50) 31128.49
1/11/2024 Invoiced 3134730112 (2,555.00) 28573.49
Purchase Order: 22-02651-R2
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 7/1/2023 Issued 17,401.25 17401.25
10/5/2023 Invoiced 22621 (1,237.50) 16163.75
11/2/2023 Invoiced 22675 (2,350.00) 13813.75
12/14/2023 Invoiced 22697 (3,500.00) 10313.75
1/25/2024 Invoiced 22733 (1,493.75) 8820.00
Purchase Order: 22-02671-R1
Vendor Number: 016021 Vendor Name:VISTA PAINT
7/1/2023 Issued 3,000.00 3000.00
Purchase Order: 22-02688-R1
Vendor Number: 013360 Vendor Name:ENGEO INCORPORATED
7/1/2023 Issued 21,887.00 21887.00
11/29/2023 Voided - Change (21,887.00) 0.00
350
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 5 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 22-02701-R1
Vendor Number: 012696 Vendor Name:TORO ENTERPRISES, INC. 7/1/2023 Issued 6,448,168.00 6448168.00
10/5/2023 Invoiced 16904 R (770,104.89) 5678063.11
10/5/2023 Changed 52,094.14 5730157.25
10/9/2023 Changed 57,078.66 5787235.91
10/10/2023 Changed 774,785.88 6562021.79
11/15/2023 Changed 42,791.86 6604813.65
11/16/2023 Invoiced 17197 (769,550.00) 5835263.65
11/16/2023 Invoiced 17112 (1,016,139.91) 4819123.74
11/30/2023 Invoiced 17270 (480,687.30) 4338436.44
1/3/2024 Changed 1,654,654.11 5993090.55
1/25/2024 Invoiced 17368 R (431,339.78) 5561750.77
1/29/2024 Changed 160,628.16 5722378.93
2/8/2024 Invoiced 17462 (308,819.33) 5413559.60
Purchase Order: 22-02702-R1
Vendor Number: 015438 Vendor Name:ENCOMPASS CONSULTANT GROUP 7/1/2023 Issued 2,000.00 2000.00
Purchase Order: 22-02703-R1
Vendor Number: 016027 Vendor Name:YUNEX LLC
7/1/2023 Issued 1,068.66 1068.66
1/11/2024 Invoiced 90000959 PO#02703-R1 (341.00) 727.66 Purchase Order: 22-02715-R1
Vendor Number: 016079 Vendor Name:MARIPOSA TREE MANAGEMENT, INC. 7/1/2023 Issued 16,753.65 16753.65
Purchase Order: 22-02722-R1
Vendor Number: 015001 Vendor Name:SYNAGRO-WWT, INC.
7/1/2023 Issued 14,137.98 14137.98
9/29/2023 Voided - Change (14,137.98) 0.00
Purchase Order: 22-02723-R1
Vendor Number: 013544 Vendor Name:LARRY WALKER ASSOCIATES, INC. 7/1/2023 Issued 27,706.25 27706.25
Purchase Order: 22-02731-R1
Vendor Number: 016096 Vendor Name:GERALD GARCIA
7/1/2023 Issued 3,000.00 3000.00
Purchase Order: 22-02732-R1
Vendor Number: 015884 Vendor Name:NATIONAL AUTO FLEET GROUP 7/1/2023 Issued 37,131.12 37131.12
1/11/2024 Invoiced WF8817 (37,131.12) 0.00
Purchase Order: 22-02739-R1
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
7/1/2023 Issued 28,824.90 28824.90
Purchase Order: 22-02749-R1
Vendor Number: 015450 Vendor Name:NORTHERN DIGITAL, INC. 7/1/2023 Issued 40,029.00 40029.00
351
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 6 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 22-02761-R1
Vendor Number: 013911 Vendor Name:MKN ASSOCIATES INC
7/1/2023 Issued 767,099.34 767099.34
10/19/2023 Invoiced 1039237-YEAR ONE (41,082.40) 726016.94 10/19/2023 Invoiced 1039239-YEAR ONE (16,462.53) 709554.41 11/16/2023 Invoiced 1039441 YEAR ONE (19,478.09) 690076.32 12/28/2023 Invoiced 1039590 PO 22-02761-R1 (8,383.94) 681692.38 1/10/2024 Changed (164,938.39) 516753.99
1/25/2024 Invoiced 1039765 PO#22-02761-R1 (43,523.96) 473230.03 Purchase Order: 22-02764-R1
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
7/1/2023 Issued 1,084.07 1084.07
Purchase Order: 22-02780-R1
Vendor Number: 016062 Vendor Name:BANNER BANK
7/1/2023 Issued 342,518.50 342518.50
10/5/2023 Invoiced 16904R-RET (40,531.83) 301986.67
11/8/2023 Changed (57,078.66) 244908.01
11/8/2023 Changed 40,778.21 285686.22
11/15/2023 Changed 2,252.20 287938.42
11/16/2023 Invoiced 17112-RET (53,481.05) 234457.37
11/30/2023 Invoiced 17270-RET (25,299.33) 209158.04
12/28/2023 Invoiced 17197-RET (40,502.63) 168655.41
1/3/2024 Changed 87,087.58 255742.99
1/25/2024 Invoiced 17368 R-RET (22,702.10) 233040.89
1/29/2024 Changed 8,454.11 241495.00
2/8/2024 Invoiced 17462-RET (16,253.65) 225241.35
Purchase Order: 22-02781-R1
Vendor Number: 015399 Vendor Name:ROBERT WILLIAM COMPANY, LLC 7/1/2023 Issued 70,319.64 70319.64
Purchase Order: 22-02782-R1
Vendor Number: 012895 Vendor Name:MNS ENGINEERS, INC.
7/1/2023 Issued 47,875.13 47875.13
11/2/2023 Invoiced 83865 (9,373.75) 38501.38
11/2/2023 Invoiced 84106 (7,770.76) 30730.62
11/2/2023 Invoiced 84439 (3,193.75) 27536.87
12/14/2023 Invoiced 84635 (1,518.75) 26018.12
Purchase Order: 22-02783-R1
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 7/1/2023 Issued 274,832.20 274832.20
10/5/2023 Invoiced 22630 (22,799.80) 252032.40
11/16/2023 Invoiced 22680 (70,494.58) 181537.82
12/14/2023 Invoiced 22710 (44,336.26) 137201.56
2/8/2024 Invoiced 22732 (36,542.98) 100658.58
352
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 7 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 22-02787-R1
Vendor Number: 010149 Vendor Name:EJS CONSTRUCTION
7/1/2023 Issued 9,687.07 9687.07
Purchase Order: 22-02788-R1
Vendor Number: 016120 Vendor Name:CANYON SPRINGS ENTERPRISES 7/1/2023 Issued 3,631,901.06 3631901.06
9/21/2023 Invoiced 07 (221,166.88) 3410734.18
10/5/2023 Invoiced 06 (232,883.56) 3177850.62
11/2/2023 Invoiced 08 (189,219.64) 2988630.98
12/28/2023 Invoiced 10 (129,437.50) 2859193.48
12/28/2023 Invoiced 09 (276,979.36) 2582214.12
1/25/2024 Invoiced 11 (229,092.50) 2353121.62
Purchase Order: 22-02792-R1
Vendor Number: 010347 Vendor Name:RINCON CONSULTANTS, INC 7/1/2023 Issued 1,446.29 1446.29
Purchase Order: 22-02793-R1
Vendor Number: 016027 Vendor Name:YUNEX LLC
7/1/2023 Issued 14,075.37 14075.37
10/5/2023 Invoiced 5610000058 (4,517.33) 9558.04
10/5/2023 Invoiced 90000053 (1,409.64) 8148.40
10/19/2023 Invoiced 5610000252 (919.69) 7228.71
11/2/2023 Invoiced 90000598 (1,409.64) 5819.07
11/30/2023 Invoiced 5610000586 (2,265.89) 3553.18
11/30/2023 Invoiced 90000815 (1,409.64) 2143.54
1/11/2024 Invoiced 90000959 PO#22-02793-R1 (1,068.64) 1074.90 Purchase Order: 22-02794-R1
Vendor Number: 010595 Vendor Name:J & H ENGINEERING GENERAL CONTRACTOR, INC 7/1/2023 Issued 22,468.09 22468.09
Purchase Order: 22-02795-R1
Vendor Number: 016125 Vendor Name:ARANDA, MIKE
7/1/2023 Issued 31,080.00 31080.00
8/10/2023 Invoiced 0000018 (2,400.00) 28680.00
8/10/2023 Invoiced 0000019 (2,400.00) 26280.00
8/24/2023 Invoiced 0000020 (2,400.00) 23880.00
9/21/2023 Invoiced 0000022 (2,400.00) 21480.00
9/21/2023 Invoiced 0000021 (2,400.00) 19080.00
10/5/2023 Invoiced 0000023 (2,400.00) 16680.00
10/19/2023 Invoiced 0000024 (2,400.00) 14280.00
11/2/2023 Invoiced 0000026 (1,200.00) 13080.00
11/2/2023 Invoiced 0000025 (2,400.00) 10680.00
1/11/2024 Invoiced 0000027 (1,800.00) 8880.00
1/11/2024 Invoiced 0000028 (1,800.00) 7080.00
353
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 8 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 22-02802-R1
Vendor Number: 015859 Vendor Name:ROGERS, ANDERSON, MALODY & SCOTT, LLP 7/1/2023 Issued 20,050.00 20050.00
9/21/2023 Invoiced 73385 (12,000.00) 8050.00
Purchase Order: 22-02816-R1
Vendor Number: 015505 Vendor Name:TRIPEPI, SMITH AND ASSOCIATES, INC. 7/1/2023 Issued 4,200.00 4200.00
Purchase Order: 22-02818-R1
Vendor Number: 016062 Vendor Name:BANNER BANK
7/1/2023 Issued 161,914.12 161914.12
9/21/2023 Invoiced 07 (11,640.36) 150273.76
10/5/2023 Invoiced 06 (12,257.03) 138016.73
11/2/2023 Invoiced 08 (9,958.93) 128057.80
12/28/2023 Invoiced 09 (14,577.86) 113479.94
12/28/2023 Invoiced 10 (6,812.50) 106667.44
1/25/2024 Invoiced 11 (12,057.50) 94609.94
Purchase Order: 22-02832-R1
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 7/1/2023 Issued 12,757.26 12757.26
10/5/2023 Invoiced 22612 (875.00) 11882.26
11/2/2023 Invoiced 22674 (700.00) 11182.26
1/25/2024 Invoiced 22731 (525.00) 10657.26
Purchase Order: 22-02845-R1
Vendor Number: 015438 Vendor Name:ENCOMPASS CONSULTANT GROUP 7/1/2023 Issued 3,978.75 3978.75
Purchase Order: 22-02852-R1
Vendor Number: 011010 Vendor Name:WILLDAN ENGINEERING
7/1/2023 Issued 82,610.00 82610.00
11/27/2023 Voided - Change (82,610.00) 0.00
Purchase Order: 22-02858-R1
Vendor Number: 010347 Vendor Name:RINCON CONSULTANTS, INC 7/1/2023 Issued 5.90 5.90
Purchase Order: 22-02859-R1
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
7/1/2023 Issued 440.16 440.16
Purchase Order: 22-02861-R1
Vendor Number: 015886 Vendor Name:JTEC CORPORATION
7/1/2023 Issued 14,000.00 14000.00
Purchase Order: 22-02862-R1
Vendor Number: 015886 Vendor Name:JTEC CORPORATION
7/1/2023 Issued 49,000.00 49000.00
354
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 9 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 22-02863-R1
Vendor Number: 016177 Vendor Name:STEIGER, JEFFREY S.
7/1/2023 Issued 52,000.00 52000.00
8/10/2023 Invoiced JULY 2023 (4,000.00) 48000.00
8/10/2023 Invoiced AUGUST 2023 (4,000.00) 44000.00
9/13/2023 Invoiced SEPTEMBER 2023 (4,000.00) 40000.00
9/21/2023 Invoiced OCTOBER 2023 (4,000.00) 36000.00
10/19/2023 Invoiced NOVEMBER 2023 (4,000.00) 32000.00
11/30/2023 Invoiced DECEMBER 2023 (4,000.00) 28000.00
12/28/2023 Invoiced JANUARY 2024 (4,000.00) 24000.00
1/25/2024 Invoiced FEBRUARY 2024 (4,000.00) 20000.00
Purchase Order: 22-02874-R1
Vendor Number: 013815 Vendor Name:PATRIOT ENVIRONMENTAL SERVICES 7/1/2023 Issued 49,500.00 49500.00
Purchase Order: 22-02884-R1
Vendor Number: 016077 Vendor Name:MORAGA, LARRY CHRIS
7/1/2023 Issued 4,500.00 4500.00
Purchase Order: 22-02885-R1
Vendor Number: 014342 Vendor Name:FLOORING 101
7/1/2023 Issued 2,290.00 2290.00
Purchase Order: 22-02886-R1
Vendor Number: 016095 Vendor Name:LA CASA DE CERAMICA LLC 7/1/2023 Issued 1,193.26 1193.26
Purchase Order: 22-02891-R1
Vendor Number: 016052 Vendor Name:NATURAL GREEN LANDSCAPE, INC. 7/1/2023 Changed 2,500.00 2500.00
11/14/2023 Issued 20,526.60 23026.60
12/28/2023 Invoiced 22879 (20,526.60) 2500.00
12/28/2023 Invoiced 22880 (2,500.00) 0.00
Purchase Order: 22-02894-R1
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
7/1/2023 Issued 18,807.00 18807.00
Purchase Order: 22-02896-R1
Vendor Number: 014315 Vendor Name:XYLEM WATER SOLUTIONS USA, INC. 7/1/2023 Issued 14,708.32 14708.32
10/5/2023 Invoiced 3556C86281 (14,708.33) -0.01
Purchase Order: 22-02898-R1
Vendor Number: 014719 Vendor Name:INTERWEST CONSULTING GROUP 7/1/2023 Issued 9,290.25 9290.25
Purchase Order: 22-02903-R1
Vendor Number: 010347 Vendor Name:RINCON CONSULTANTS, INC 7/1/2023 Issued 3.58 3.58
355
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 10 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 22-02906-R1
Vendor Number: 016221 Vendor Name:BANUELOS, NICHOLAS
7/1/2023 Issued 4,000.00 4000.00
11/2/2023 Invoiced #101223 (4,000.00) 0.00
Purchase Order: 22-02915-R1
Vendor Number: 016117 Vendor Name:BARRANCO, PABLO
7/1/2023 Issued 5,950.00 5950.00
11/2/2023 Invoiced #GVS01 (5,950.00) 0.00
Purchase Order: 22-02920-R1
Vendor Number: 015778 Vendor Name:ADVANCED TURF SOLUTIONS, INC. 7/1/2023 Issued 2,449.11 2449.11
8/10/2023 Invoiced SO1105966 (2,451.88) -2.77
Purchase Order: 22-02934-R1
Vendor Number: 016240 Vendor Name:ATKINSON, ANDELSON, LOYA, RUUD AND ROMO 7/1/2023 Issued 2,752.30 2752.30
10/19/2023 Invoiced 689509 (1,260.01) 1492.29
11/2/2023 Changed (354.79) 1137.50
1/3/2024 Changed 1,463.00 2600.50
1/11/2024 Invoiced 692149 (2,598.75) 1.75
Purchase Order: 23-02921
Vendor Number: 011389 Vendor Name:TYLER TECHNOLOGIES, INC 7/5/2023 Issued 11,397.51 11397.51
7/13/2023 Invoiced 025-428067 (11,397.51) 0.00
Purchase Order: 23-02922
Vendor Number: 015805 Vendor Name:JUSTFOIA, INC.
7/5/2023 Issued 5,500.00 5500.00
7/13/2023 Invoiced RN13427 (5,500.00) 0.00
Purchase Order: 23-02923
Vendor Number: 010527 Vendor Name:HDL COREN & CONE
7/5/2023 Issued 12,800.00 12800.00
8/10/2023 Invoiced SIN030279 (3,200.00) 9600.00
10/5/2023 Invoiced SIN031745 (267.37) 9332.63
11/2/2023 Invoiced SIN032992 (3,200.00) 6132.63
Purchase Order: 23-02924
Vendor Number: 013292 Vendor Name:SANTA PAULA ANIMAL RESCUE CENTER (SPARC) 7/5/2023 Issued 150,000.00 150000.00
7/10/2023 Invoiced JULY 2023 (12,500.00) 137500.00
8/1/2023 Invoiced AUGUST 2023 (12,500.00) 125000.00
8/24/2023 Invoiced SEPTEMBER 2024 (12,500.00) 112500.00 9/21/2023 Invoiced OCTOBER 2024 (12,500.00) 100000.00
10/19/2023 Invoiced NOVEMBER 2023 (12,500.00) 87500.00
11/16/2023 Invoiced DECEMBER 2023 (12,500.00) 75000.00
12/14/2023 Invoiced JANUARY 2024 (12,500.00) 62500.00
1/25/2024 Invoiced FEBRUARY 2024 (12,500.00) 50000.00
356
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 11 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02925
Vendor Number: 016249 Vendor Name:U.S. SAWS , INC
7/7/2023 Issued 2,219.13 2219.13
7/27/2023 Invoiced 1133591 (2,265.63) -46.50
Purchase Order: 23-02926
Vendor Number: 010975 Vendor Name:VENTURA REGIONAL SANITATION DISTRICT 7/7/2023 Issued 740,066.00 740066.00
8/23/2023 Changed 192,744.00 932810.00
10/19/2023 Invoiced 234200-09/30/23 (87,142.31) 845667.69 10/19/2023 Invoiced 234206-08/31/23 (65,622.35) 780045.34 10/20/2023 Invoiced 234200-07/31/23 (74,169.76) 705875.58 11/16/2023 Invoiced 234201-10/31/23 (36,219.14) 669656.44 11/16/2023 Invoiced 234200-06/30/23 FINAL (372.58) 669283.86 12/28/2023 Invoiced 234200-11/30/23 (79,726.32) 589557.54 12/28/2023 Invoiced 234701-11/30/23 (172,500.00) 417057.54 1/25/2024 Invoiced 234200-12/31/23 (81,449.00) 335608.54 Purchase Order: 23-02928
Vendor Number: 010975 Vendor Name:VENTURA REGIONAL SANITATION DISTRICT 7/7/2023 Issued 1,295,379.00 1295379.00
10/5/2023 Invoiced 234302 - 06.30.23 CORR (722.58) 1294656.42 10/5/2023 Invoiced 234302 - 08.31.23 (83,472.91) 1211183.51 10/19/2023 Invoiced 234302-06/30/23 (722.58) 1210460.93 10/19/2023 Invoiced 234302-07/31/23 (83,620.60) 1126840.33 11/30/2023 Invoiced 234303 - 10.31.23 (83,301.99) 1043538.34 12/14/2023 Invoiced 234302 - 09.30.23 (77,545.98) 965992.36 12/28/2023 Invoiced 234302-11/30/23 (82,906.57) 883085.79 1/25/2024 Invoiced 234302-12/31/23 (73,930.44) 809155.35 Purchase Order: 23-02929
Vendor Number: 015153 Vendor Name:HINDERLITER DE LLAMAS & ASSOCIATES 7/10/2023 Issued 4,500.00 4500.00
10/5/2023 Invoiced SIN031335 (1,134.40) 3365.60
10/5/2023 Invoiced SIN031585 (697.66) 2667.94
1/11/2024 Invoiced SIN034266 (1,176.73) 1491.21
1/11/2024 Invoiced SIN034661 (300.00) 1191.21
Purchase Order: 23-02930
Vendor Number: 010856 Vendor Name:TRACNET CORP
7/10/2023 Issued 28,117.33 28117.33
7/13/2023 Invoiced 10028 (28,117.33) 0.00
357
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 12 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02931
Vendor Number: 014369 Vendor Name:GSI WATER SOLUTIONS, INC. 7/11/2023 Issued 170,446.00 170446.00
10/5/2023 Invoiced 00694.010-12 (31,859.06) 138586.94
10/5/2023 Invoiced 00694.010-11 (30,320.51) 108266.43
11/2/2023 Invoiced 00694.010-13 (9,434.65) 98831.78
11/16/2023 Invoiced 00694.010 - 14 (10,862.87) 87968.91 12/28/2023 Invoiced 00694.010 - 15 (10,203.24) 77765.67 1/25/2024 Invoiced 00694.010 - 16 (11,284.92) 66480.75
Purchase Order: 23-02932
Vendor Number: 013544 Vendor Name:LARRY WALKER ASSOCIATES, INC. 7/11/2023 Issued 66,000.00 66000.00
10/19/2023 Invoiced 00506.12-12 (2,451.50) 63548.50
10/19/2023 Invoiced 00506.12-11 (10,735.75) 52812.75
11/2/2023 Invoiced 00506.12-13 (5,447.00) 47365.75
12/14/2023 Invoiced 00506.12-14 (5,083.25) 42282.50
1/11/2024 Invoiced 00506.12-15 (9,817.25) 32465.25
2/8/2024 Invoiced 00506.12-16 (1,236.50) 31228.75
Purchase Order: 23-02933
Vendor Number: 011582 Vendor Name:ECS IMAGING INC
7/11/2023 Issued 7,290.00 7290.00
7/13/2023 Invoiced 17886 (7,290.00) 0.00
Purchase Order: 23-02935
Vendor Number: 015236 Vendor Name:CIVIC PLUS / PATTI CORPORATION 7/12/2023 Issued 5,510.29 5510.29
7/13/2023 Invoiced #263627 (5,510.29) 0.00
Purchase Order: 23-02938
Vendor Number: 010385 Vendor Name:ENVIRONMENTAL HEALTH DIVISION 7/13/2023 Issued 15,049.90 15049.90
7/27/2023 Invoiced IN0241618 (15,049.90) 0.00
Purchase Order: 23-02939
Vendor Number: 013911 Vendor Name:MKN ASSOCIATES INC
7/13/2023 Issued 1,267,783.00 1267783.00
10/19/2023 Invoiced 1039237 (60,394.72) 1207388.28
10/19/2023 Invoiced 1039239 (24,155.30) 1183232.98
11/16/2023 Invoiced 1039441 (37,190.22) 1146042.76
12/28/2023 Invoiced 1039590 PO 23-02939 (31,457.22) 1114585.54 1/24/2024 Invoiced 1039765 PO#23-02939 (13,047.01) 1101538.53 Purchase Order: 23-02941
Vendor Number: 016254 Vendor Name:HUNT DESIGN ASSOCIATES, INC. 7/18/2023 Issued 60,000.00 60000.00
10/19/2023 Invoiced 10471 (2,077.50) 57922.50
358
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 13 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02942
Vendor Number: 013561 Vendor Name:GOVERNMENTJOBS.COM, INC. 7/18/2023 Issued 4,178.00 4178.00
7/27/2023 Invoiced INV-34212 (4,178.00) 0.00
Purchase Order: 23-02943
Vendor Number: 011336 Vendor Name:CDCE INC.
7/18/2023 Issued 2,900.00 2900.00
8/24/2023 Invoiced 138445-28 (290.00) 2610.00
10/5/2023 Invoiced 138445-29 (290.00) 2320.00
11/2/2023 Invoiced 138445-27 (290.00) 2030.00
11/2/2023 Invoiced 138445-30 (290.00) 1740.00
11/30/2023 Invoiced 138445-31 (290.00) 1450.00
1/11/2024 Invoiced 138445-32 (290.00) 1160.00
2/8/2024 Invoiced 138445-33 (290.00) 870.00
Purchase Order: 23-02944
Vendor Number: 011336 Vendor Name:CDCE INC.
7/18/2023 Issued 3,240.00 3240.00
8/24/2023 Invoiced 139414-20 (180.00) 3060.00
10/5/2023 Invoiced 139414-21 (180.00) 2880.00
11/2/2023 Invoiced 139414-22 (180.00) 2700.00
11/2/2023 Invoiced 139414-19 (180.00) 2520.00
11/30/2023 Invoiced 139414-23 (180.00) 2340.00
1/11/2024 Invoiced 139414-24 (180.00) 2160.00
2/8/2024 Invoiced 139414-25 (180.00) 1980.00
Purchase Order: 23-02945
Vendor Number: 010975 Vendor Name:VENTURA REGIONAL SANITATION DISTRICT 7/19/2023 Issued 45,048.30 45048.30
11/30/2023 Invoiced 234700-09/30/23 (27,208.18) 17840.12 Purchase Order: 23-02946
Vendor Number: 015175 Vendor Name:ANDERSON REFRIGERATION, INC. 7/19/2023 Issued 9,890.00 9890.00
9/21/2023 Invoiced #4549343 (9,890.00) 0.00
Purchase Order: 23-02947
Vendor Number: 011524 Vendor Name:SOLID WASTE SOLUTIONS 7/19/2023 Issued 31,700.00 31700.00
8/24/2023 Invoiced 190 (3,631.75) 28068.25
9/21/2023 Invoiced 321 (1,616.75) 26451.50
11/16/2023 Invoiced 192 (6,650.25) 19801.25
11/16/2023 Invoiced 191 (2,263.50) 17537.75
12/14/2023 Invoiced 193 (646.75) 16891.00
1/11/2024 Invoiced 194 (833.25) 16057.75
Purchase Order: 23-02948
Vendor Number: 016180 Vendor Name:SUPERIOR ELECTRIC MOTOR SERVICE, INC. 7/20/2023 Issued 3,989.13 3989.13
8/24/2023 Invoiced 133039 (3,841.52) 147.61
359
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 14 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02949
Vendor Number: 015666 Vendor Name:GOVINVEST INC.
7/20/2023 Issued 7,000.00 7000.00
7/27/2023 Invoiced 2023-4536 (7,000.00) 0.00
Purchase Order: 23-02950
Vendor Number: 013039 Vendor Name:GRANICUS, INC.
7/24/2023 Issued 25,700.59 25700.59
7/27/2023 Invoiced 168566 (25,700.59) 0.00
Purchase Order: 23-02951
Vendor Number: 016276 Vendor Name:YSI, INC
7/27/2023 Issued 29,154.07 29154.07
12/28/2023 Invoiced 1039846 (5,976.90) 23177.17
12/28/2023 Invoiced 1042952 (1,484.11) 21693.06
12/28/2023 Invoiced 1041973 (20,693.07) 999.99
Purchase Order: 23-02952
Vendor Number: 015989 Vendor Name:MERCHANT MCINTYRE & ASSOCIATES, LLC 7/27/2023 Issued 78,000.00 78000.00
8/10/2023 Invoiced 109-2023-007 (6,500.00) 71500.00
8/24/2023 Invoiced 109-2023-008 (6,500.00) 65000.00
9/21/2023 Invoiced 109-2023-009 (6,500.00) 58500.00
10/19/2023 Invoiced 109-2023-010 (6,500.00) 52000.00
11/30/2023 Invoiced 109-2023-011 (6,500.00) 45500.00
12/14/2023 Invoiced 109-2023-012 (6,500.00) 39000.00
1/11/2024 Invoiced 109-2024-001 (6,500.00) 32500.00
Purchase Order: 23-02954
Vendor Number: 015505 Vendor Name:TRIPEPI, SMITH AND ASSOCIATES, INC. 7/31/2023 Issued 25,000.00 25000.00
8/10/2023 Invoiced 10469 (1,551.66) 23448.34
8/24/2023 Invoiced 10675 (1,551.66) 21896.68
10/5/2023 Invoiced 10855 (1,551.96) 20344.72
10/19/2023 Invoiced 11042 (1,551.66) 18793.06
11/30/2023 Invoiced 11238 (1,551.66) 17241.40
11/30/2023 Invoiced 10828 (252.50) 16988.90
12/28/2023 Invoiced 11410 (1,551.66) 15437.24
1/25/2024 Invoiced 11590 (1,551.66) 13885.58
2/8/2024 Invoiced 11190 (404.70) 13480.88
360
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 15 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02956
Vendor Number: 013711 Vendor Name:INDEPENDENT ORDER OF ODD FELLOWS 8/1/2023 Issued 31,472.00 31472.00
8/1/2023 Invoiced JULY 2023 (2,701.22) 28770.78
8/1/2023 Invoiced AUGUST 2023 (2,701.22) 26069.56
8/1/2023 Invoiced JULY 2023 LATE FEE (125.00) 25944.56
9/13/2023 Invoiced SEPTEMBER 2023 (2,701.22) 23243.34
9/21/2023 Invoiced OCTOBER 2023 (2,826.22) 20417.12
10/19/2023 Invoiced NOVEMBER 2023 (2,826.22) 17590.90
11/30/2023 Invoiced DECEMBER 2023 (2,826.22) 14764.68
12/28/2023 Invoiced JANUARY 2023 (2,826.22) 11938.46
1/25/2024 Invoiced FEBRUARY 2024 (2,826.22) 9112.24
Purchase Order: 23-02958
Vendor Number: 016086 Vendor Name:THE HOUSE OF MAGIC FOUNDATION FOR THE ARTS, INC 8/2/2023 Issued 6,600.00 6600.00
8/10/2023 Invoiced 06/26/23 - 07/20/2023 (6,600.00) 0.00 Purchase Order: 23-02959
Vendor Number: 014320 Vendor Name:POLYDYNE, INC.
8/3/2023 Issued 221,100.00 221100.00
8/10/2023 Invoiced 1753267 (25,511.97) 195588.03
11/2/2023 Invoiced 1766222 (25,511.97) 170076.06
11/16/2023 Invoiced 1781254 (25,511.97) 144564.09
12/28/2023 Invoiced 1793253 (25,511.97) 119052.12
Purchase Order: 23-02960
Vendor Number: 010017 Vendor Name:LIEBERT CASSIDY WHITMORE 8/24/2023 Issued 5,070.00 5070.00
8/24/2023 Invoiced 244775 (5,070.00) 0.00
Purchase Order: 23-02962
Vendor Number: 014053 Vendor Name:AMERICA IN BLOOM SANTA PAULA 8/24/2023 Issued 20,000.00 20000.00
9/7/2023 Invoiced 299 (20,000.00) 0.00
Purchase Order: 23-02963
Vendor Number: 013539 Vendor Name:WAGE WORKS, INC.
8/24/2023 Issued 1,357.20 1357.20
9/21/2023 Invoiced INV5549900 (113.10) 1244.10
9/21/2023 Invoiced INV5439569 (113.10) 1131.00
11/2/2023 Invoiced INV5671044 (113.10) 1017.90
1/11/2024 Invoiced INV5993137 (100.00) 917.90
1/11/2024 Invoiced INV5885489 (100.00) 817.90
Purchase Order: 23-02967
Vendor Number: 016255 Vendor Name:CITYGATE ASSOCIATES, LLC 7/1/2023 Issued 77,785.00 77785.00
10/5/2023 Invoiced 31365 (3,535.09) 74249.91
12/14/2023 Invoiced 31395 (12,095.18) 62154.73
12/14/2023 Invoiced 31421 (4,185.78) 57968.95
361
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 16 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02968
Vendor Number: 013575 Vendor Name:KAMRAN & CO. INC.
9/1/2023 Issued 7,499.56 7499.56
11/16/2023 Invoiced 572826 (7,443.87) 55.69
Purchase Order: 23-02969
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
9/12/2023 Issued 14,454.60 14454.60
9/21/2023 Invoiced 2690-C (14,454.60) 0.00
Purchase Order: 23-02970
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
9/12/2023 Issued 6,003.88 6003.88
9/21/2023 Invoiced 2787-C (6,003.88) 0.00
Purchase Order: 23-02971
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
9/12/2023 Issued 7,030.00 7030.00
9/21/2023 Invoiced 2788-C (7,030.00) 0.00
Purchase Order: 23-02972
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
9/12/2023 Issued 5,694.45 5694.45
9/21/2023 Invoiced 2848-C (5,694.45) 0.00
Purchase Order: 23-02973
Vendor Number: 016293 Vendor Name:MCR TECHNOLGIES
9/12/2023 Issued 8,749.18 8749.18
11/16/2023 Invoiced 41970 (8,720.26) 28.92
Purchase Order: 23-02974
Vendor Number: 011389 Vendor Name:TYLER TECHNOLOGIES, INC 9/13/2023 Issued 14,305.14 14305.14
11/16/2023 Invoiced 025-431539 (14,305.14) 0.00
Purchase Order: 23-02975
Vendor Number: 015987 Vendor Name:MAINTSTAR, INC.
9/14/2023 Issued 24,000.00 24000.00
9/21/2023 Invoiced 3136 (24,000.00) 0.00
Purchase Order: 23-02976
Vendor Number: 010424 Vendor Name:FOLSOM LAKE FORD
9/15/2023 Issued 102,323.78 102323.78
9/21/2023 Invoiced FL2106 (51,161.89) 51161.89
9/21/2023 Invoiced FL2083 (51,161.89) 0.00
Purchase Order: 23-02977
Vendor Number: 010689 Vendor Name:SANTA PAULA CHAMBER OF COMMERCE 9/18/2023 Issued 30,000.00 30000.00
10/5/2023 Invoiced 1668 (30,000.00) 0.00
Purchase Order: 23-02978
Vendor Number: 011303 Vendor Name:CDW GOVERNMENT INC
9/19/2023 Issued 7,540.11 7540.11
12/14/2023 Invoiced NK72548 (5,679.00) 1861.11
362
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 17 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02979
Vendor Number: 016242 Vendor Name:NATIONAL DEMOGRAPHICS, INC 9/19/2023 Issued 47,000.00 47000.00
10/19/2023 Invoiced 1770 (47,000.00) 0.00
Purchase Order: 23-02980
Vendor Number: 016252 Vendor Name:AIR SCIENCE USA, LLC
9/19/2023 Issued 14,054.10 14054.10
Purchase Order: 23-02981
Vendor Number: 016052 Vendor Name:NATURAL GREEN LANDSCAPE, INC. 9/20/2023 Issued 208,000.00 208000.00
10/19/2023 Invoiced 22463 (5,450.00) 202550.00
11/2/2023 Invoiced 22251 (5,450.00) 197100.00
11/2/2023 Invoiced 22091 (5,450.00) 191650.00
1/10/2024 Changed 27,900.00 219550.00
1/11/2024 Invoiced 23083 (8,450.00) 211100.00
Purchase Order: 23-02982
Vendor Number: 016004 Vendor Name:OPTIV SECURITY INC.
9/20/2023 Issued 8,677.80 8677.80
10/5/2023 Invoiced INV-10025855970 (8,677.80) 0.00
Purchase Order: 23-02983
Vendor Number: 011303 Vendor Name:CDW GOVERNMENT INC
9/20/2023 Issued 16,448.86 16448.86
Purchase Order: 23-02984
Vendor Number: 016303 Vendor Name:FLOCK GROUP, INC.
9/20/2023 Issued 31,350.00 31350.00
10/5/2023 Invoiced INV-12798 (31,350.00) 0.00
Purchase Order: 23-02985
Vendor Number: 010580 Vendor Name:INTERFACE CHILDREN FAMILY SVCS 9/20/2023 Issued 5,400.00 5400.00
9/21/2023 Invoiced 6127 (5,400.00) 0.00
Purchase Order: 23-02986
Vendor Number: 015785 Vendor Name:FORD MOTOR CREDIT COMPANY LLC 9/20/2023 Issued 33,744.23 33744.23
9/21/2023 Invoiced 1775167 (33,744.23) 0.00
Purchase Order: 23-02987
Vendor Number: 016304 Vendor Name:ALL TRAFFIC SOLUTIONS, INC. 9/25/2023 Issued 18,842.11 18842.11
9/26/2023 Invoiced SIN038173 (18,842.11) 0.00
Purchase Order: 23-02989
Vendor Number: 010774 Vendor Name:PROFESSIONAL POLICE SUPPLY 9/26/2023 Issued 49,090.00 49090.00
10/5/2023 Invoiced INV402265 (24,545.00) 24545.00
10/5/2023 Invoiced INV402262 (24,545.00) 0.00
363
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 18 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02990
Vendor Number: 015874 Vendor Name:CHANDLER ASSET MANAGEMENT, INC. 9/26/2023 Issued 30,000.00 30000.00
10/19/2023 Invoiced 2309SANTAPAU (2,455.64) 27544.36
10/19/2023 Invoiced 2307SANTAPAU (2,442.24) 25102.12
10/19/2023 Invoiced 2308SANTAPAU (2,451.94) 22650.18
11/16/2023 Invoiced 2310SANTAPAU (2,458.12) 20192.06
12/14/2023 Invoiced 2311SANTAPAU (2,472.34) 17719.72
1/11/2024 Invoiced 2312SANTAPAU (2,495.52) 15224.20
Purchase Order: 23-02991
Vendor Number: 015001 Vendor Name:SYNAGRO-WWT, INC.
9/27/2023 Issued 275,008.00 275008.00
10/5/2023 Invoiced 40605 (18,857.43) 256150.57
10/5/2023 Invoiced 40988 (23,394.71) 232755.86
10/19/2023 Invoiced 42199 (23,717.50) 209038.36
11/30/2023 Invoiced 42671 (19,486.34) 189552.02
12/14/2023 Invoiced 43642 (16,680.06) 172871.96
1/25/2024 Invoiced 44484 (17,466.08) 155405.88
Purchase Order: 23-02993
Vendor Number: 013908 Vendor Name:NORTHSTAR CHEMICAL
9/28/2023 Issued 6,821.35 6821.35
10/5/2023 Invoiced 258549 (6,821.35) 0.00
Purchase Order: 23-02994
Vendor Number: 014968 Vendor Name:WILLDAN FINANCIAL SERVICES 9/29/2023 Issued 30,000.00 30000.00
10/5/2023 Invoiced 010-55325 (6,427.00) 23573.00
10/5/2023 Invoiced 010-55895 (480.00) 23093.00
11/2/2023 Invoiced 010-56277 (625.00) 22468.00
11/2/2023 Invoiced 010-56339 (7,714.26) 14753.74
12/28/2023 Invoiced 010-56811 (1,343.00) 13410.74
1/25/2024 Invoiced 010-57216 (991.00) 12419.74
Purchase Order: 23-02995
Vendor Number: 015884 Vendor Name:NATIONAL AUTO FLEET GROUP 10/5/2023 Issued 59,936.24 59936.24
11/16/2023 Invoiced WF8602 (59,936.24) 0.00
Purchase Order: 23-02996
Vendor Number: 016316 Vendor Name:DREW, BUCK ADAM
10/10/2023 Issued 15,000.00 15000.00
10/10/2023 Invoiced 10/09/2023 (15,000.00) 0.00
Purchase Order: 23-02997
Vendor Number: 015450 Vendor Name:NORTHERN DIGITAL, INC. 10/12/2023 Issued 50,000.00 50000.00
10/19/2023 Invoiced 057502 (4,077.50) 45922.50
11/30/2023 Invoiced 057550 (640.00) 45282.50
364
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 19 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-02999
Vendor Number: 016320 Vendor Name:MRC ROCK & SAND LLC
10/16/2023 Issued 35,000.00 35000.00
11/2/2023 Invoiced D-042 (2,000.00) 33000.00
12/14/2023 Invoiced D-045 (8,000.00) 25000.00
Purchase Order: 23-03000
Vendor Number: 016325 Vendor Name:SAN BUENAVENTURA RESEARCH ASSOCIATES 10/16/2023 Issued 5,000.00 5000.00
Purchase Order: 23-03002
Vendor Number: 016328 Vendor Name:PLACER LABS INC.
10/17/2023 Issued 24,000.00 24000.00
10/19/2023 Invoiced #12.0939 (24,000.00) 0.00
Purchase Order: 23-03003
Vendor Number: 015633 Vendor Name:M6 CONSULTING, INC.
10/18/2023 Issued 249,200.00 249200.00
10/19/2023 Invoiced 2924 (23,973.44) 225226.56
10/19/2023 Invoiced 2928 (24,284.20) 200942.36
11/2/2023 Invoiced 2985 (25,209.20) 175733.16
11/30/2023 Invoiced 3059 (26,647.28) 149085.88
1/11/2024 Invoiced 3141 (27,942.28) 121143.60
Purchase Order: 23-03004
Vendor Number: 015602 Vendor Name:MATA, IVAN
10/24/2023 Issued 21,120.00 21120.00
10/24/2023 Invoiced 1645 (7,040.00) 14080.00
10/24/2023 Invoiced 1627 (7,040.00) 7040.00
11/30/2023 Invoiced 1661 (7,040.00) 0.00
Purchase Order: 23-03005
Vendor Number: 014427 Vendor Name:HARRINGTON INDUSTRIAL PLASTICS 10/26/2023 Issued 7,575.68 7575.68
12/28/2023 Invoiced 013D0999 (7,575.68) 0.00
Purchase Order: 23-03006
Vendor Number: 016145 Vendor Name:MARK43, INC.
10/26/2023 Issued 92,873.00 92873.00
12/14/2023 Invoiced INV0980 (39,436.50) 53436.50
Purchase Order: 23-03008
Vendor Number: 014315 Vendor Name:XYLEM WATER SOLUTIONS USA, INC. 10/30/2023 Issued 2,557.79 2557.79
10/30/2023 Changed 0.00 2557.79
Purchase Order: 23-03009
Vendor Number: 013344 Vendor Name:WEST COAST AIR CONDITIONING 10/30/2023 Issued 19,880.00 19880.00
12/14/2023 Invoiced J17340 (19,880.00) 0.00
Purchase Order: 23-03011
Vendor Number: 014369 Vendor Name:GSI WATER SOLUTIONS, INC. 11/1/2023 Issued 21,746.00 21746.00
365
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 20 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-03012
Vendor Number: 015016 Vendor Name:RAMOS LINARES, WILFREDO 11/13/2023 Issued 9,375.00 9375.00
Purchase Order: 23-03014
Vendor Number: 016126 Vendor Name:ENVISION VTA FD AUTO LLC 10/26/2023 Issued 86,001.02 86001.02
11/16/2023 Invoiced 1FD8X3A65NEF86932 (86,001.16) -0.14 Purchase Order: 23-03015
Vendor Number: 011306 Vendor Name:CONSOLIDATED ELECTRICAL DISTRIBUTOR 11/15/2023 Issued 29,279.31 29279.31
1/11/2024 Invoiced 9009-1041565 (29,279.31) 0.00
Purchase Order: 23-03016
Vendor Number: 016352 Vendor Name:SOUTH COAST ELECTRICAL, INC. 11/15/2023 Issued 11,605.50 11605.50
12/28/2023 Invoiced 39919 (8,855.50) 2750.00
Purchase Order: 23-03017
Vendor Number: 016353 Vendor Name:PLAYCORE WISCONSIN INC. 11/16/2023 Issued 13,849.95 13849.95
Purchase Order: 23-03018
Vendor Number: 014310 Vendor Name:SCELZI ENTERPRISES, INC 11/16/2023 Issued 39,772.59 39772.59
Purchase Order: 23-03019
Vendor Number: 012119 Vendor Name:J. VEGA ENGINEERING, INC. 11/21/2023 Issued 532,800.00 532800.00
Purchase Order: 23-03020
Vendor Number: 016360 Vendor Name:POSITIVE PROMOTIONS, INC. 11/22/2023 Issued 2,801.37 2801.37
1/11/2024 Invoiced 07290579 (479.83) 2321.54
Purchase Order: 23-03021
Vendor Number: 015016 Vendor Name:RAMOS LINARES, WILFREDO 11/22/2023 Issued 4,950.00 4950.00
Purchase Order: 23-03022
Vendor Number: 010791 Vendor Name:SOFT CHOICE CORPORATION 11/22/2023 Changed 0.00 0.00
12/6/2023 Issued 34,315.49 34315.49
1/11/2024 Invoiced 91243147 (34,315.49) 0.00
Purchase Order: 23-03023
Vendor Number: 014968 Vendor Name:WILLDAN FINANCIAL SERVICES 11/27/2023 Issued 82,610.00 82610.00
11/30/2023 Invoiced 010-56684 (1,365.00) 81245.00
12/28/2023 Invoiced 010-56827 (2,975.00) 78270.00
Purchase Order: 23-03024
Vendor Number: 012257 Vendor Name:PROMANTEK, INC.
11/28/2023 Issued 9,314.00 9314.00
11/30/2023 Invoiced INV-012194 (9,314.00) 0.00
366
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 21 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-03025
Vendor Number: 016357 Vendor Name:AUTONOMY TECHNOLOGY, INC. 11/29/2023 Issued 2,686.37 2686.37
Purchase Order: 23-03026
Vendor Number: 016361 Vendor Name:BELNICK HOLDCO LLC
11/29/2023 Issued 4,259.76 4259.76
12/14/2023 Invoiced INV-16494004 (4,259.76) 0.00
Purchase Order: 23-03027
Vendor Number: 010828 Vendor Name:STATE WATER RESOURCE CONTROL BOARD 11/30/2023 Issued 17,666.00 17666.00
11/30/2023 Invoiced SW-0269613 (17,666.00) 0.00
Purchase Order: 23-03029
Vendor Number: 015914 Vendor Name:CITY ELECTRIC SUPPLY
12/11/2023 Issued 4,561.67 4561.67
Purchase Order: 23-03031
Vendor Number: 015016 Vendor Name:RAMOS LINARES, WILFREDO 12/13/2023 Issued 9,375.00 9375.00
12/13/2023 Voided - Change (2,900.00) 6475.00
12/14/2023 Invoiced 14070 10/08/2023 (6,475.00) 0.00
Purchase Order: 23-03032
Vendor Number: 011341 Vendor Name:CALIFORNIA JPIA
12/14/2023 Issued 22,500.00 22500.00
12/14/2023 Invoiced ADA-187 (22,500.00) 0.00
Purchase Order: 23-03033
Vendor Number: 010828 Vendor Name:STATE WATER RESOURCE CONTROL BOARD 12/14/2023 Issued 8,431.00 8431.00
12/14/2023 Invoiced WD-0231019 (8,431.00) 0.00
Purchase Order: 23-03034
Vendor Number: 010828 Vendor Name:STATE WATER RESOURCE CONTROL BOARD 12/14/2023 Issued 54,554.00 54554.00
12/14/2023 Invoiced WD-0231048 (54,554.00) 0.00
Purchase Order: 23-03035
Vendor Number: 015450 Vendor Name:NORTHERN DIGITAL, INC. 12/20/2023 Issued 49,990.00 49990.00
1/11/2024 Invoiced 57581 (5,360.00) 44630.00
Purchase Order: 23-03037
Vendor Number: 016378 Vendor Name:THE LEW EDWARDS GROUP 12/21/2023 Issued 165,550.00 165550.00
12/28/2023 Invoiced 003 (24,525.00) 141025.00
12/28/2023 Invoiced 001 (6,500.00) 134525.00
12/28/2023 Invoiced 002 (6,500.00) 128025.00
Purchase Order: 23-03038
Vendor Number: 016217 Vendor Name:DAVID ATKIN CONSTRUCTION INC. 12/22/2023 Issued 9,510.00 9510.00
367
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 22 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 23-03041
Vendor Number: 014663 Vendor Name:PHOENIX CIVIL ENGINEERING, INC. 12/27/2023 Changed 83,965.00 83965.00
1/8/2024 Issued 39,404.00 123369.00
Purchase Order: 24-03042
Vendor Number: 010685 Vendor Name:SANTA PAULA BASIN PUMPER ASSOC 12/27/2023 Issued 5,716.00 5716.00
12/28/2023 Invoiced 2023-113 (5,716.00) 0.00
Purchase Order: 24-03045
Vendor Number: 015442 Vendor Name:MARIPOSA LANDSCAPES, INC. 1/8/2024 Issued 42,609.00 42609.00
1/11/2024 Invoiced 105350 (4,868.47) 37740.53
2/8/2024 Invoiced 105774 (4,868.47) 32872.06
Purchase Order: 24-03046
Vendor Number: 015893 Vendor Name:INTERNATIONAL BUSINESS INFORMATION TECHNOLOGIES 1/8/2024 Issued 6,285.75 6285.75
1/11/2024 Invoiced INV-002575 (6,285.75) 0.00
Purchase Order: 24-03047
Vendor Number: 010689 Vendor Name:SANTA PAULA CHAMBER OF COMMERCE 1/8/2024 Issued 50,000.00 50000.00
1/11/2024 Invoiced 09/13/2023 MEETING (50,000.00) 0.00
Purchase Order: 24-03048
Vendor Number: 015859 Vendor Name:ROGERS, ANDERSON, MALODY & SCOTT, LLP 1/9/2024 Issued 35,000.00 35000.00
1/11/2024 Invoiced 74318 (14,000.00) 21000.00
Purchase Order: 24-03049
Vendor Number: 015778 Vendor Name:ADVANCED TURF SOLUTIONS, INC. 1/10/2024 Issued 3,341.03 3341.03
1/25/2024 Invoiced SO1145467 (3,341.03) 0.00
Purchase Order: 24-03052
Vendor Number: 014129 Vendor Name:SAM HILL & SONS, INC
1/22/2024 Issued 140,000.00 140000.00
Purchase Order: 24-03053
Vendor Number: 016389 Vendor Name:TINY MOBILE ROBOTS US LLC 1/24/2024 Issued 1,052.11 1052.11
Purchase Order: 24-03054
Vendor Number: 010395 Vendor Name:FAMCON PIPE & SUPPLY, INC. 1/24/2024 Issued 9,439.05 9439.05
2/8/2024 Invoiced S100119687.001 (7,745.27) 1693.78
Purchase Order: 24-03055
Vendor Number: 010736 Vendor Name:LEAGUE OF CALIFORNIA CITIES 1/29/2024 Issued 14,367.00 14367.00
2/8/2024 Invoiced INV-11925-M1Q3H7 (14,367.00) 0.00
368
Purchase Order Activity Report Issued Date Range 07/01/2023 - 02/13/2024 2/13/2024 8:00:51 PM Page 23 of 23
Date Activity Type Payable ID Activity Amount Balance
Purchase Order: 24-03056
Vendor Number: 016379 Vendor Name:KAY PARK REC CORPORATION 1/30/2024 Issued 15,980.97 15980.97
Purchase Order: 24-03057
Vendor Number: 015603 Vendor Name:TRAFFIC MANAGEMENT, INC. 2/6/2024 Issued 196.65 196.65
Purchase Order: 24-03058
Vendor Number: 016052 Vendor Name:NATURAL GREEN LANDSCAPE, INC. 2/12/2024 Issued 24,700.00 24700.00
Purchase Order: 24-1014-2023
Vendor Number: 013360 Vendor Name:ENGEO INCORPORATED
12/6/2023 Issued 39,419.00 39419.00
1/11/2024 Invoiced 287093 (4,969.30) 34449.70
1/11/2024 Invoiced 284654 (1,020.00) 33429.70
1/11/2024 Invoiced 285399 (1,753.75) 31675.95
1/11/2024 Invoiced 286002 (510.00) 31165.95
1/11/2024 Invoiced 287824 (1,718.44) 29447.51
1/25/2024 Invoiced 288472 (2,042.00) 27405.51
2/8/2024 Invoiced 286015REV (5,350.00) 22055.51
Purchase Order: FY24-1012-2023
Vendor Number: 016027 Vendor Name:YUNEX LLC
1/8/2024 Issued 50,358.92 50358.92
2/8/2024 Invoiced 5610000973 (2,120.48) 48238.44
2/8/2024 Invoiced 5610000985 (2,581.54) 45656.90
2/8/2024 Invoiced 5610000986 (216.54) 45440.36
2/8/2024 Invoiced 90001195 (1,409.64) 44030.72
2/8/2024 Invoiced 90001327 (1,409.64) 42621.08
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RESOLUTION NO. 7502

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA PAULA, CALIFORNIA, AMENDING THE CITY’S OPERATING AND CIP BUDGET FOR FISCAL YEAR 2022/23 AND FISCAL YEAR 2023/24.

The City Council for the City of Santa Paula does resolve as follows SECTION 1: The City Council adopted the FY 2021-2023 Two Year Operating Budget and Capital Improvement program on June 23, 2021, and the FY 2023- 2025 Two Year Operating Budget and Capital Improvement Program Budget on June 21, 2023.

SECTION 2: The City Manager has proposed a budget adjustment as described in the Council report dated February 1, 2024 for Fiscal Year 2022/23 and 2023/24 based on the determination by the City Manager that this adjustment is essential to the City’s operations.

SECTION 3: The City Council has reviewed the proposed budget adjustments for the year ending June 30, 2023, and for the second quarter ending December 30, 2023 and does hereby find the recommendation to be necessary and in the City’s best interest. .

SECTION 4: The City of Santa Paula’s operating and CIP Budget for Fiscal Year 2022/23 is hereby amended as follows:

ACCOUNT INCREASE
(CR REVENUE,

DR EXPENSE)

DECREASE
(DR REVENUE,

CR EXPENSE)
225-9-9377-660 Construction 5,000,000
225-4-7500-7104 Transfer from Measure T 500,000
225-4-7500-7105 Transfer from Misc Deposits 2,000,000
104-5-7500-758 Transfer to other Misc Funds 500,000
800-5-7500-758 Transfer to other Misc Funds 2,000,000
620-5-5075-506 Arbitrage Rebate 94,880
*Increase – Credits (CR) Revenue and Debits (DR) Expense *Decrease – Debits (DR) Revenue and Credits (CR) Expense SECTION 5: The City of Santa Paula’s operating and CIP Budget for Fiscal Year 2023/24 is hereby amended as follows:

ACCOUNT INCREASE
(CR REVENUE,

DR EXPENSE)

DECREASE
(DR REVENUE,

CR EXPENSE)
100-4-1000-1160 ELECTRICAL PERMITS 8,975
100-4-1000-1170 PLUMBING PERMITS 3,545
100-4-1000-1180 MECHANICAL PERMITS 4,021
370
100-4-1000-1240 ENERGY PERMITS 1,464
100-4-1000-5030 PLAN CHECK FEES 1,625,000
100-4-1000-5035 PLAN FILING FEE 11,000
100-4-1000-5054 ACCESSIBILITY REVIEW 8,000
100-4-1500-3031 RENTS FROM RAILROAD DEPOT 1,500
100-4-3000-5011 ZONING & SUBDIVISION FEES 2,000
100-4-3000-5030 PLAN CHECK FEES 5,000
100-4-4500-4040 POST REIMBURSEMENT 5,000
100-4-4500-5460 DONATIONS 1,000
100-4-4500-6105 WORKERS COMP REIMB-4850 PLAN 25,158
100-4-4500-6106 WORKERS' COMP REIMB-MISC. 23,063
100-4-4502-6106 WORKERS' COMP REIMB-MISC. 2,097
100-4-5000-5061 FILMING FEES-PERSONNEL REIMB 1,708
100-4-7500-0010 PROPERTY TAXES-SECURED 108,739
100-4-7500-0046 PROPERTY TX IN LIEU OF MVLF 244,617
100-4-7500-5063 MISC-DEPARTMENT REIMB 75,000
100-4-7500-5099 SUSPENSE-REVENUE 22,620
104-4-4500-6106 WORKERS' COMP REIMB-MISC. 8,258
100-5-XXXX-0XX VARIOUS SALARIES & BENEFITS 1,063,235
100-5-4502-352 TRAVEL AND TRAINING 1,000
*Increase – Credits (CR) Revenue and Debits (DR) Expense *Decrease – Debits (DR) Revenue and Credits (CR) Expense SECTION 6: The City Clerk will certify to the passage and adoption of this Resolution; will enter the same in the book of original Resolutions of the City of Santa Paula, and will make a minute of the passage and adoption thereof in the record of proceedings of the City Council of said City in the minutes of the meeting at which the same is passed and adopted.

PASSED, AND ADOPTED, this 21st day of February, 2024.
_____________________
Leslie Cornejo, Mayor
ATTEST:
_________________________
Julie Latshaw, City Clerk
Approved as to form:
_______________________________
371
Monica Castillo, City Attorney
Approved as to content:
_______________________________
Daniel A. Singer, City Manager
372
To: Honorable Mayor and Members of the City Council
From: Jonathan Royas, Deputy City Manager
Subject: AMERICAN RESCUE PLAN ACT (ARPA) UPDATE & FUNDING

CONSIDERATIONS
Date: February 21, 2024
Agenda Item: 11.B

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommends City Council:

1. Receive an update from staff on completed ARPA programs, projects or purchases;

2. Review staff recommendations on ARPA items for reallocation of funds; and

3. Adopt Resolution 7501 amending previous ARPA allocations and establishing additional priorities for the use of unused funds.

Presented by: Jonathan Royas, Deputy City Manager
BACKGROUND:

Like many municipalities across the country, Santa Paula has a unique and unprecedented opportunity to utilize Federal stimulus funds known as the American Rescue Plan Act (ARPA).

As a part of the $1.9 trillion package passed by the U.S. Congress and Senate and signed by the President, some $65.1 billion have been allocated to local jurisdictions, of which Santa Paula received a total of approximately $7.1 million dollars.

Santa Paula’s funds were split into two allocations, known as tranches, with the first half in receipt as of July 2021, and the second half received in July 2022, each for a total of approximately $3.56 million dollars. As a non-entitlement city with a population under 50,000, funds were disbursed to the City through the State. Additionally, unlike FEMA funds, the City was not required to seek reimbursement, rather the City’s allocation was sent in advance.

Recipients must obligate all funds by December 31, 2024 and expend funds by December 31, 2026. With some exceptions, the Treasury defines "obligate" as an order placed for property, services or an entry into contracts, subawards, and similar transactions that require payment.

Over the course of the past two years, Council has held several public meetings to review multiple requests as well as robust lists of projects, programs and partnerships to guide Council’s discussion on proposed uses of ARPA funds.
373
Eligible Uses of ARPA Funds
Throughout this unprecedented process, the Department of Treasury released several guidance documents including the Final Rule, establishing clear guidelines on eligible uses for ARPA funds. The most notable guideline is that ARPA funds could be used to pay for government services. Government services generally include any service traditionally provided by a government, including construction of roads and other infrastructure, provision of public safety and other services, and health and educational services. Funds spent under government services are subject to streamlined reporting and compliance requirements. In essence, this new allowance provided the City with much more flexibility and latitude than originally anticipated.

ANALYSIS:

Exhibit A, attached to this report, outlines all Council approved ARPA budget allocations totaling the entire $7,130,228 distribution to the City. The first two columns identify the method used for Council's approval of funding for projects, programs and purchases (Budget or Resolution) followed by a description of the project, program or purchase. The last two columns identify the amount Council has allocated for the particular line item and funds staff are recommending be made available for reallocation.

Items Where ARPA Funds Have Been Obligated/Exhausted
The following projects, programs or purchases have been completed meaning all funds which were allocated have now been utilized:

Districting Efforts - $5,000
Grant Writing - $84,000
Clean Power Alliance (CPA) Analysis - $10,000
Internship Programs - $10,000
America in Bloom - $40,000
Boy's & Girls Club Restroom Remodel - $100,000
Reduced/Waived Recreation Fees - $25,000
Parks & Recreation Soccer Goals - $11,105
Electric Mower - $49,215
User/DIF Fee Study - $84,285
Anti-Vehicle Barriers - $159,785
Public Relations Services - $115,000
Skip Loader - $100,000
Business Outreach - $10,000
Employee Enhancements - $157,319
Community Nonprofit Relief Grants - $250,000
Total Spent: $1,100,709
It should be noted that expenditures and obligations related to each project, program or purchase Council authorized and allocated for, while not reflected and specifically addressed in this report, are still moving forward unless otherwise notated below. 374
Items with Funds Recommended for Reallocation
The following projects, programs or purchases have either been completed under budget, no longer require the amount of funding originally budgeted for, or staff feels funding would be better suited to meet the needs of other citywide efforts:

City Council Event Support - $10,000
Current Allocation: $60,000 - Parks & Recreation Special Event Sponsorship Program is intended for the purpose of supporting local festivals, parades and special events. Thus far, the program helped cover approximately $20,000 in costs for events such as the Labor Day parade, Holiday parade and Cruise Nights over the past two years. Based on historical usage and remaining funds of almost $40,000, staff is comfortable releasing $10,000 to support other citywide efforts.

Interpretation Services - $1,638
Current Allocation: $10,000 - Funding was set aside to test out a pilot program for interpretation services at public meetings. Staff has concluded the pilot program and interpretation services are now a part of the fiscal operating budget for FY23/24 and FY24/25.

As a result, the remaining funds from the pilot program can be reallocated.

Mobile Activity Center - $8,000
Current Allocation: $85,000 - Funding was set aside to support a traveling Parks & Recreation Mobile Activity Center (MAC) which provides opportunities for youth throughout the community to participate in various spring/summer activities. The trailer and equipment have been purchased and utilized many times throughout the community. Staff is comfortable releasing $8,000 to support other citywide efforts.

City Corps - $110.65
Current Allocation: $15,000 - Funding was used to support the purchase of startup equipment for City Corps staff such as canopies, recycling canes, pickers, gloves, tables, chairs, uniforms, etc. All purchases have been complete leaving $110.65 for reallocation.

Homeless - $40,000
Current Allocation: $50,000 - Funding was set aside to assist with homeless encampment cleanup and/or assistance along the watershed basin "river bottom", Santa Paula Creek, barrancas and the rail corridor. Recently, the County of Ventura passed a "No Camping" ordinance which applies directly to the areas these funds were meant to assist with. As the County is now an active partner, the entirety of these funds are no longer required. Staff would like to keep $10,000 to utilize in areas not within County jurisdiction, such as local parks and alleyways. As a result, staff is comfortable releasing $40,000 to support other citywide efforts.

Green Infrastructure - $30,000
Current Allocation: $50,000 - Funding was set aside to make investments in “green” infrastructure, charging stations, etc. Based on several factors, including project timing, staff 375
bandwidth, future inclusion in Clean Power Alliance (CPA)'s green grant programs, etc., staff is recommending releasing $30,000 in funds to support other citywide efforts. Remaining funds will be utilized for a structural analysis of the Steckel Water Treatment Plant rooftop solar project.

Train Depot Remodel - $30,000
Current Allocation: $100,000 - Funds are set aside to help with facility repairs to the Train Depot which could include 2nd story improvements, structural repairs, and deck repairs. At this time, those efforts have not come to fruition and staff is comfortable releasing $30,000 in funds to support other citywide efforts.

Total ARPA Funds Recommended for Reallocation: $149,749 ARPA Projects / Programs / Purchase Spending Requests for Council Consideration As a result of the analysis provided above, $149,749 in ARPA funds could be available for reprogramming. As such, the list below, provided in no particular order, was compiled based on several factors including, but not limited to:

Council’s two-year Strategic Plan;
Items not fully funded or accounted for in the current two-year fiscal budget; and Department Director's input to think creatively about how Santa Paula can address various deficiencies and desired projects
It should be noted, the projects and programs suggested below are not meant to preempt any ideas Councilmembers may wish to bring to the table. In fact, several items below were ideas Council fully supported in previous Council meetings or through Council's adopted Strategic Plan, however, they were either never funded or not fully funded due to other project priorities.

Lew Edwards Group (LEG) Consulting Services - $115,550
In the last quarter of 2023, Council authorized the City Manager to enter into an agreement for $165,550 with the Lew Edwards Group to determine the community's views on the current quality of life in the City of Santa Paula, the community's desires for improving that quality of life and the potential means of achieving the community's goals. At the time, however, only $50,000 was budgeted for, thus staff is now returning to Council after identifying the possible available funding required to complete this critical professional services agreement.

Community Educational Materials - $16,699
Funds will be used to provide mailers and educational materials in English/Spanish to all residents based on survey work performed by LEG related to quality of life desires, services and community goals.

Santa Paula Leadership Academy Program - $5,000
On January 10, 2024, Council supported the creation of Santa Paula's first Leadership Academy Program. The Academy is designed to provide those who work or live in Santa Paula with an opportunity to learn firsthand how the City of Santa Paula is managed and 376
operated while supporting some of Council's core values such as innovation, communication, collaboration/teamwork, and diversity/inclusivity. In recent discussions with the Chamber of Commerce, and in their effort to support Council's Strategic Plan through their agreement with the City, the Chamber will take on the fiscal responsibility of covering all meals and dinners for the program and will provide a simple scholarship program for those who participate.

Applicant's will be required to pay $50 to the Chamber of Commerce to help cover the cost of meals for the entire program. At the conclusion of the program, if the applicant graduates, the Chamber will refund the applicant's $50. ARPA funds will be used by the City for graduation awards, USB thumb drives and printed materials, branded portfolios, and supplies needed to carry out the ten-week program. Independent of ARPA funding, staff will utilize Cable Television (PEG) funds to produce any video recordings for use with the Academy.

Customer Relationship Management (CRM) Software - $7,500 Staff is in the final stages of researching CRM software as an identified objective in Council's adopted Strategic Plan. At this time however, there is no budget for this item. In order for staff to move forward in selecting a vendor, staff is requesting this funding to cover up to a year of service.

Union Oil Building Ribbon Cutting & City Anniversary Event - $5,000 On December 27, 2023, the City became the official owners of the historic Union Oil Building downtown. Staff is in the process of putting together a ribbon cutting and dedication event to celebrate the transfer, as well as celebrate the City's upcoming 122 year anniversary in April 2024. This event is not budgeted for and therefore requires funding.

In conclusion, Council is asked to provide staff feedback and come to a consensus on ARPA items which require a reallocation of funds and provide direction on additional ARPA funding requests, as identified in the attached Resolution.

STRATEGIC PLAN:

Funding support for the projects and programs presented above will assist in moving several of Council's Strategic Goals forward.

FISCAL IMPACTS:

The allocation requests in attached Resolution No. 7501 include revenues and expenses recommended by staff. Other than administrative staff time, there are no direct fiscal impacts to the City.

OPTIONS:

City Council has the following options available:

1. Direct staff to return at a later time with recommendations on ARPA spending; however, this will put on hold several programs and projects which require funding to move forward;

2. Reject staff's recommendations; or
377

3. Provide other direction as desired.

ATTACHMENTS:

Exhibit A - ARPA Budget Allocations To Date.pdf
Resolution 7501 - Amending_The_City_s_Operating_and_CIP_Budget_for_FY2023-24.docx 378

EXHIBIT A - ARPA BUDGET

ALLOCATIONS
379
Method of
Allocation
Method of
Allocation Description Total Budget
Allocation
Recommend
for
Reallocation
Reso 7351 Reso 7467 City Council Event Support - Parks & Recreation Special Event Sponsorship
Program for the for the purpose of
supporting local festivals, parades and
special events.
$ 60,000 $10,000
Reso 7467 Districting Efforts - Covered remained
costs of Districting effort.
$ 5,000
Reso 7351 Grant Writing - Grant Writing funds to
hire a professional grant writing firm to
bolster staff's ability to respond to
upcoming grant cycles.
$ 84,000
Reso 7416 Clean Power Alliance - Fund paid for a
feasibility study to determine if the City
should join the Clean Power Alliance
(CPA)
$ 10,000
Reso 7421 Interpretation Services - Funding to test
out a pilot program for interpretation
services at public meetings.
$ 10,000 $1,638
380
Reso 7467 Façade Improvement Program - The PBID
Board in June 2022 voted to set aside
$50,000 of their funds to partner with the
City towards the implementation of a
Façade Improvement Program. The PBID
is looking to Council for support of this
initiative to assist with this effort. "Pilot
Program" for PBID area only.
$ 50,000
Reso 7421 Internship Programs - Funding to
support Lead for America Fellow Program,
AmeriCorps or internal internships
$ 10,000
Budget Parks & Recreation Community/Senior
Center - Funding allows Senior
Programming supplies, equipment, etc.
$ 14,000
Budget American Bloom - Funding to support
downtown planter beautification efforts
by American Bloom for FY21/22 &
FY22/23
$ 40,000
Reso 7467 Senior Master Plan - Develop a Senior
Master Plan.
$ 15,000
381
Reso 7351 Mobile Activity Center - Funding to
support a traveling Parks & Recreation
Mobile Activity Center (MAC) which
provides opportunities for youth
throughout the community to participate
in various spring/summer activities.
$ 85,000 $8,000
Reso 7351 Boys & Girls Club - Funding to remodel
the bathroom facilities at the Boys & Girls
Club Building
$ 100,000
Reso 7351 Reduced/Waived Recreation Fees -
Funding to provide residents
reduced/waived Parks & Recreation fees
coming out of the pandemic.
$ 25,000
Reso 7421 City Corps - Funding to support the
purchase of startup equipment for City
Corps such as canopies, recycling canes,
pickers, gloves, tables, chairs, uniforms,
etc.
$ 15,000 $111
Reso 7421 Reso 7381 Portable LED Lighting - Funds to purchase LED Portable Lights which can be used for
public events, road work, Parks &
Recreation activities, sports, etc.
$ 25,000
382
Reso 7467 Youth Facilities - Explore expansion of
youth facilities and resources.
$ 20,000 $20,000
Budget P&R Soccer Goals - Funds have been used
to purchase Parks & Recreation soccer
goals for Teague and Las Piedras Park.
$ 11,105
Budget Parks Field Rentals - Funding for rental
supplies and the purchase of a striping
robot, equipment and paint for fields for
sports activities.
$ 20,000
Reso 7421 Electric Mower - Funds have been used to
purchase a 72" electric riding mower to
replace an older diesel mower.
$ 49,215
Reso 7467 Customer Service Enhancements -
Funding will assist with customer service
enhancements, enhanced payment
options and the transition to new utility
bills. This item could be funded through
the enterprise fund.
$ 17,489
Various User/DIF Fee Study - Funds will be
utilized to complete a User Fee Study and
Development Impact Fee (DIF) Study
$ 84,285
383
Reso 7421 Reso 7381 Downtown Beautification - Funding will be used to support downtown
enhancements, amenities and
beautification efforts such as wayfinding,
tree wells, benches, lighting, new trash
receptacles. Will be utilized for capital
improvements downtown.
$ 175,000
Reso 7421 Homeless - Funding to assist with
homeless encampment cleanup and/or
assistance along the watershed basin,
river bottom and rail corridor.
$ 50,000 $40,000
Budget Reso 7381 Economic Development - Funding to
support various Economic Development
and community engagement
opportunities to bolster the Santa Paula
economy such as downtown
enhancement studies, increased
communications with local businesses,
funds for a new community Welcome Kit,
business roundtable meetings, in person
business counseling sessions, ribbon
cutting ceremonies, advertising costs for
Farmers Markets, community events, etc.
$ 80,000
384
Budget Heritage Valley Tourism - Funds to
support the reestablishment of the
Heritage Valley Tourism Bureau (HVTB)
for FY22/23 and FY23/24
$ 20,000
Reso 7467 Navigational Signage - Attract "passthrough" traffic by improving and implementing new wayfinding or
"gateway" signage throughout the City
and SR126 to promote business and
tourist opportunities. Could partner w
PBID but intention is outside of PBID such
as triangle property or entrances into
town.
$ 50,000
Reso 7467 EnerGov Consultant - Hire a consultant to
impliment "turn on" previously budgeted
permitting software to streamline the
application and permitting processes for
businesses.
$ 20,000
Budget SPPD Radio Upgrades / Key Mgmt.

System - Purchase of equipment to
upgrade SPPD radio systems and
implement a key security access system.
$ 65,495
385
Reso 7381 Reso 7421 SPPD CAD System - Funding is supporting the purchase of a new Police Department
Computer Aided Dispatch (CAD) System
which is 24 years old.
$ 218,000
Reso 7351 Anti-Vehicle Barriers - Funded the
purchase of 18 Archer anti-vehicle
barriers and a trailer to provide a safe and
efficient method to close down and
secure City streets during events such as
downtown parades, events and festivals.
$ 159,785
Reso 7467 Surveillance Cameras - Funding will
support the replacement and installation
of approx. 30 surveillance cameras
throughout the City to assist with
monitoring school zones, key
intersections, public facilities, persons of
interest or missing persons. Any
substantial amount of funding would
move this effort forward.
$ 35,000
386
Budget Public Relations - Funding to support a
pubic relations firm in FY21/22 and
FY22/23 to bolster communications
efforts, assist with press releases/social
media and to strategize with staff on
outreach activities.
$ 115,000
Reso 7421 Green Infrastructure - Funds will be
utilized to make investments in “green”
infrastructure, charging stations, etc.
$ 50,000 $30,000
Reso 7421 Budget Bike Master Plan - Funds will be utilized to support the creation of a citywide Bike
Master Plan / Bike Assessment Study
throughout the City.
$ 50,000
387
Reso 7381 Reso 7467 Banner Program - Funds were used to revitalize the downtown Banner Program,
in partnership with the Property Business
Improvement District (PBID), as well as
the Military Banner program / Banners -
The current allocation of ARPA funds for
the banner program are almost
completely spent and were used to
revitalize the downtown Banner Program,
in partnership with the Property Business
Improvement District (PBID), as well as
the Military Banner program. Several
streets (Mill St. and 10th St.) currently do
not have banners. There is an opportunity
in the coming months to partner with the
County and Cultural Arts Collective
related to the County 150th anniversary
to have a citywide youth art exhibition
displayed through the downtown
b F di ill h l i i
$ 17,500
Reso 7421 Skip Loader - Funds were utilized to
purchase a skip loader for multidepartment use in Public Works, Parks & Recreation, Water Division, Street
Division, etc.
$ 100,000
388
Reso 7351 FEMA Study - Funds will be utilized to
hire a consultant to develop an
alternative floodplain study to address
deficiencies in current FEMA assessment
of the City which places many residents in
an unfavorable position, requiring those
homeowners to purchase flood insurance.
$ 150,000
Reso 7351 Business Outreach - Funds were utilized
to partner with the Chamber of
Commerce to conduct business outreach
with small business owners to inform
them of a variety of grant programs to
bounce back from the effects of the
pandemic.
$ 10,000
Reso 7342 Reso 7351 Employee Enhancements - Funds
provided a one time premium payment to
city employees who were deemed
essential workers throughout the entirety
of the pandemic and were asked to have
their benefits and pay reduced when the
City was concerned with large losses in
revenues due to the pandemic.
$ 157,319
389
Reso 7381 Community Nonprofits - Funds were used
to fund a Nonprofit Emergency Relief
Grant Fund which provided funding
support to 10 local nonprofits who served
the Santa Paula community during the
pandemic.
$ 250,000
Reso 7421 Street Improvement Funding/Pavement
Management Plan (PMP) - Funding will
be utilized to upgrade/replace traffic
signals at the intersections of Palm/Peck
in conjunction with the Harvard Blvd.
project as part of the Street Improvement
Funding/Pavement Management Plan
(PMP).
$ 553,010
Reso 7421 MESA Tanks - Funding will be utilized for
the replacement of two water tanks
known as the MESA Tanks.
$ 1,500,000
390
Reso 7467 Boys & Girls Club Kitchen
Remodel/Storm Improvements - Jan
Marholin has secured $100,000 in funds
from Ventura County Child Development
Resources (CDR) and would use those
funds in conjunction with an estimated
$160,000 to complete a needed kitchen
remodel which plans have already been
drawn up for. Additionally, the building
was recently red tagged during the
weather related storms and requires
improvements. Boys & Girls Club Storm
Improvements - The building has weather
related storm drainage issues and may
require improvements. Any unused
funding will be dedicated to the kitchen
remodel project.
$ 140,000
Reso 7366 Harvard Blvd. Project - Funding to assist
with the Harvard Blvd. Water/Sewer and
Pavement Improvement Project
$ 1,500,000
Reso 7421 SPPD Remodel - Funding will be utilized
to support building upgrades and security
enhancements to the SPPD facility.
$ 150,000
391
Reso 7421 Community Center - Funding will be used
in conjunction with $100K in County ARPA
funding to remodel the restrooms and
lobby at the Community Center.
$ 100,000
Reso 7352 WRF Equipment - Funding used to
purchase replacement equipment at the
Water Recycling Facility (WRF) when
former operator ceased operations.
$ 90,000
Budget Fleet Shop - Funded the installation of
insulation in the fleet shop and upcoming
heating upgrades.
$ 33,000
Various Eucalyptus Tree Removal & Tree
Replacement - Removal and pruning of
trees throughout the City.
$ 200,000
Reso 7421 Train Depot - Funds will help with facility
repairs to the Train Depot which could
include 2nd story improvements,
structural repairs, and deck repairs.
$ 100,000 $30,000
392
Budget LRSP Grant - Funds will provide the local
match required to complete a citywide
Local Road Safety Plan (LRSP) grant which
will allow the City to seek further grant
funding opportunities for our roads.
$ 20,000
Budget City Bldg Lighting Retrofit - Funds will
support the installation of new lighting
and energy efficiency measures
throughout the City.
$ 74,000
Reso 7366 Reso 7467 ADA Study - Funding to conduct an ADA Self Evaluation Transition Plan study.
$ 47,025
Apprenticeship Program - The Youth
Apprenticeship Readiness Accelerator
Program (YARA) is a 12-week accelerator
pipeline for youth and young-adults, ages
16-24 years old, that helps them enter
traditional and emerging workforce
areas.
$ 100,000
TOTAL 7,130,228 $149,749
ARPA Projects / Programs / Purchase Spending Requests for Council Consideration COST LEG Consulting Services $115,550
Community Educational Materials $16,699
Santa Paula Leadership Academy
Program
$5,000
393
Customer Relationship Management
(CRM) Software
$7,500
Union Oil Building Ribbon Cutting /
Anniversary
$5,000
TOTAL REQUESTS $149,749
394
RESOLUTION NO. 7501

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA PAULA, CALIFORNIA, AMENDING THE CITY’S OPERATING AND CIP BUDGET FOR FISCAL YEAR 2023/24.

SECTION 1: The City Council for the City of Santa Paula does resolve as follows:

A. The City Council adopted the Operating Budget and Capital Improvement program for Fiscal Year 2023/24 on June 21, 2023.

B. The Council discussed various ways to allocate the ARPA funds in various study sessions over the past nineteen months.

C. Previous budget allocations ARPA funds for Fiscal Years 2020/21 and 2021/22 were approved by Council via Resolutions 7467, 7342, 7347, 7351, 7352, 7366, 7381, 7416, 7418, 7479, and 7499.

SECTION 2: The City Manager has proposed a budget adjustment as described in the Council report dated February 21, 2024 for Fiscal Years 2023/24 based on direction provided by the City Council.

SECTION 3: The City Council has reviewed the proposed budget for use of a portion of the ARPA funds and does hereby find the recommendation to be necessary and in the City’s best interest.

SECTION 4: The City of Santa Paula’s operating and CIP Budget for Fiscal Year 2023/24 is hereby amended as follows:

GENERAL LEDGER USE OF FUNDS DESCRIPTION INCREASE DECREASE 412-5-0504-203 City Council Event Support $10,000
412-5-0511-209 Interpretation Services $1,638
412-5-1501-610 Mobile Activity Center $8,000
412-5-1502-610 City Corps $110.65
412-5-3002-199 Homeless $40,000
412-5-5011-209 Green Infrastructure $30,000
412-5-9370-660 Train Depot Remodel $30,000
412-5-XXXX-XXX Lew Edwards Group $115,550
412-5-XXXX-XXX Community Educational Materials $16,699
412-5-XXXX-XXX Leadership Academy $5,000
412-5-XXXX-XXX CRM Software $7,500
412-5-XXXX-XXX Union Oil Building Event $5,000
395
SECTION 6: The City Clerk will certify to the passage and adoption of this Resolution; will enter the same in the book of original Resolutions of said City; will make a minute of the passage and adoption thereof in the record of proceedings of the City Council of said City, in the minutes of the meeting at which the same is passed and adopted.

PASSED, AND ADOPTED, this 21st day of February, 2024.
_____________________
Leslie Cornejo, Mayor
ATTEST:
_________________________
Julie Latshaw, City Clerk
Approved as to form:
_______________________________
Monica Castillo, City Attorney
Approved as to content:
_______________________________
Dan Singer, City Manager
396
To: Honorable Mayor and Members of the City Council
From: Jonathan Royas, Deputy City Manager
Subject: CONSIDERATION OF EXPANDING VIDEO RECORDINGS TO

COMMISSIONS, SPECIAL MEETINGS & STUDY SESSIONS
Date: February 21, 2024
Agenda Item: 11.C

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommends the City Council:

1. Discuss and provide staff direction regarding the possible expansion of video recordings to more commissions, special meetings and study sessions.

Presented by: Jonathan Royas, Deputy City Manager
BACKGROUND:

The City of Santa Paula has been utilizing video recordings for regular City Council meetings for years. These recordings have been instrumental in increasing transparency, accessibility, and public engagement. In light of the benefits observed from video recordings of City Council meetings, Vice Mayor Chavez recently requested a Council discussion to look at additional public meetings, including city commission meetings and special City Council meetings being broadcast.

The purpose of this staff report is to analyze the potential impacts of expanding video recordings to city commission meetings other than the Planning Commission, special meetings, and study sessions of the City Council. This analysis aims to provide City Council with comprehensive information to make an informed decision regarding the possible expansion of video recordings.

ANALYSIS:

Regular Meetings
Currently, all regular meetings of the City Council are recorded and available for playback through the City’s website and Granicus service. Santa Paula Municipal Code (SPMC) Section

30.01(A) establishes the times and days for City Council regular meetings. These times and days are restated in Article 2.1 of Council’s Manual of Procedural Guidelines for the Conduct of City Council and Constituent Body/Commission Meetings (the "Council Manual") which are to be “held on the first and third Wednesday of each month at 6:30 p.m. in the Council 397
Chambers at City Hall, or at such other times or locations as the Legislative Body may from time to time designate, in the order of adjournment, or in the notice of call of any special meeting.”
Recorded regular meetings are also rebroadcast on Spectrum Channel 10 in English and SAP (Second Audio Program)/Spanish for all regular meetings for the public to view, should they not be able to tune in to the live meeting. The ability for viewers to listen in at home in Spanish was made possible by Council support in 2023 with the use of American Rescue Plan Act (ARPA) funds to support a pilot language interpretation program. Due to the effectiveness of the program, in June 2023, Council budgeted for interpretation services for FY23/24 and FY24/25.

To implement recording and interpretation technologies during regular meetings, the entire recording process involves contracting for the services of a control room operator for the following reasons:

Technical Expertise: Recording equipment can be complex, with multiple cameras, microphones, and recording devices involved. A control room operator typically has the technical expertise to set up and operate this equipment effectively, ensuring that the recordings are of high quality and without technical glitches.

Character Generation: Recordings are identified in real-time using character generators that place banners and logos over the live images to assist the viewer in identifying the subject matter being discussed or the names of presenters, etc.

Monitoring and Adjustments: During the meeting, the control room operator monitors the audio and video feeds to ensure that everything is being recorded properly. They can make adjustments in real-time, such as adjusting camera angles or audio levels, to optimize the recording quality and they work with the interpreters to ensure they can hear the meeting properly and interpret.

Troubleshooting: In the event of technical issues or malfunctions, the control room operator is responsible for troubleshooting and resolving them promptly. This might involve troubleshooting equipment, checking connections, or switching to backup systems if necessary to ensure that the recording is not interrupted.

Coordination with Staff: The control room operator works closely with other staff members involved in the meeting, such as the AV technicians and city clerk, to coordinate the recording process smoothly. They ensure that everyone is aware of their roles and responsibilities and that the recording aligns with the meeting agenda and requirements.

Archiving and Distribution: After the meeting, the control room operator oversees the process of archiving the recording and preparing it for distribution to the public. This involves editing the footage, adding captions or annotations, and formatting it for online distribution or broadcast on Spectrum Channel 10.

Overall, the control room operator plays a crucial role in ensuring that meetings are recorded accurately and professionally.
398
Currently, the cost per regular meeting is approximately $450 for the control room operator and $500 for an interpreter to be present. Council has already included both of these costs into the FY23/24 and FY24/25 budgets, however it should be noted that our control room operator will be retiring from service in June. Staff is in the process of soliciting competitive proposals, which so far demonstrate the per meeting cost could increase by at least 25%.

Special Meetings
Historically, only a few special meetings of the City Council have been recorded and those which have are normally due to a request from the majority of the Council to have it live streamed for residents to view. For example, out of the past nine special meetings, only one meeting, related to the staffing of the Santa Paula Police Department, has been recorded. In addition, interpreters are rarely scheduled for special meetings, as will be discussed below.

SPMC Section 30.01(C) defines City Council special meetings. Article 2.2 of the Council Manual governs how special meetings are scheduled consistent with the Brown Act and the SPMC: “The Presiding Officer may, when he or she deems it expedient, or upon the written request of a majority of the Legislative Body, call a special meeting of the Legislative Body for the purpose of transacting the business designated in the call,” or, “The City Manager, when necessary for the purpose of conducting city business and the continuity of governance, may request the Presiding Officer to call a special meeting. At such special meeting, no business shall be considered other than as designated in the call.” There are several reasons why Santa Paula and similar cities may have elected not to record special meetings. Some of these reasons are discussed below:

Resource Constraints: Special meetings are often called on short notice to address urgent or time-sensitive matters. Cities may not have the necessary resources, such as staff or budget, to record these meetings effectively. At this time, a control room operator and Spanish language interpreters for special meetings have not been budgeted for FY23/24 and FY24/25.

Limited Public Interest: Special meetings typically focus on specific agenda items or urgent matters that may not attract as much public interest as regular council meetings.

Cities may prioritize recording regular meetings, where more significant decisions are made and public participation is higher, over special meetings with fewer attendees and less public scrutiny. For example, out of the last nine special meetings, four were related to closed session items, one was to conduct commission interviews and two were to discuss real property purchases.

Logistical Challenges: Recording special meetings may present logistical challenges, particularly if they are held outside of regular business hours. Coordinating staff availability and ensuring technical support may be more difficult for special meetings than for regular meetings.

Should Council wish to move forward in regularly recording special meetings, a budget of $450 for the control room operator and $500 for an interpreter to be present for the meeting would be necessary depending on when and where the special meeting takes place. To put the number of special meetings into context, for calendar year 2023, there were 33 special meetings. If staff was to have a control room operator and interpreter present at only half of 399
those meetings (16), it would cost approximately $15,200 per year. Additionally, staff would have to further explore the availability for short notice services with both the control room operator and language interpreters.

An alternative option could be to establish an amendment to Council’s Manual of Procedural Guidelines for the Conduct of City Council and Constituent Body/Commission Meetings whereby when a special meeting is called upon by the presiding officer, a majority of the Legislative Body, or the City Manager, it would be within right to request to have the meeting recorded and/or interpreted. An increased budget allocation would still be necessary, but based on the number of potential special meeting agendas which would most likely be recorded, these meetings would not require substantial funding.

Study Sessions
Historically, study sessions have not been recorded.

Study session meetings are defined in Article 2.5 of Council’s Manual of Procedural Guidelines for the Conduct of City Council and Constituent Body/Commission Meetings as a meeting whereby “The Legislative Body may meet informally in conference or “study” sessions regarding concerns of the Legislative Body to interchange information, provided that all discussions and conclusions shall be informal,” and that, “the Legislative Body shall not take any action with respect to the matter under study except with prior public notice, appearing on a properly posted agenda, of such intent to take action.” There are several reasons why Santa Paula and similar cities may not record study session meetings. Some of these reasons are discussed below:

Informal Nature: Study sessions are meant to be less formal than regular City Council meetings and typically involve discussions, presentations, and workshops rather than official decision-making. Cities may view study sessions as opportunities for brainstorming, information sharing, and in-depth exploration of complex issues, rather than proceedings where official action is taken thus warranting their recording.

Flexibility for Discussion: Recording study sessions could potentially inhibit open and candid discussions among City Council members, staff, and stakeholders. Participants may feel less comfortable expressing opinions, asking questions, or exploring ideas freely if they know their comments are being recorded and could be subject to public scrutiny.

Efficiency and Productivity: Study sessions are opportunities for more informal and productive exchanges of information and ideas, free from the constraints and formalities associated with recorded proceedings. Recording every study session could introduce administrative burdens and procedural complexities that detract from the session's intended purpose and efficiency. For example, Council and staff are often assembled around a table together, participating in dialogue in a less structured setting without the use of microphones, creating a more collaborative engagement of ideas and information, and making recordings logistically difficult.

Lastly, as discussed under Special Meetings, resource constraints and limited public interest also could play a factor.
400
While recording study sessions can enhance transparency and provide valuable insights into the City Council's decision-making process, cities must balance these benefits against the associated costs, logistical considerations, and potential impacts on the nature and effectiveness of study sessions.

Should Council wish to move forward in regularly recording study session meetings, a budget of $450 for the control room operator and $500 for an interpreter to be present for the meeting could be necessary depending on when the study session or special meeting takes place and the length of time of the meeting.

Again, an alternative could be an amendment to the Council Manual whereby when a special meeting is called upon by the presiding officer, a request to have the meeting recorded and/or interpreted could be made.

Commission Meetings
Historically, commission and committee meetings have not been recorded. In 2023, prior to budgeting, there was a request from several Councilmembers to begin recording Planning Commission meetings. Because there are no more than 10 – 11 planning commission meetings in a year, the cost to incorporate recordings without Spanish language interpretation was minor (less than $5,000). As a result, this year, all Planning Commission meetings are recorded. Should Council wish to request additional commission or committee recordings or add interpretation services for similar meetings, the same cost analysis described in this report would be used and an appropriate budget allocation for services would be necessary.

Conclusion
In summary, expanding video recordings to city commission/committee meetings, special meetings, and study sessions aligns with the City of Santa Paula's commitment to transparency, accountability, and public participation in local governance. However, at the same time, Council must balance these benefits against the associated costs, logistical considerations, and staff resources to expand recordings.

STRATEGIC PLAN:

This item is not a goal or objective in City Council’s two-year Strategic Plan, however, expanding video recordings of public meetings is in accordance with City Council's core values of communication and equity, providing better inclusivity for all.

FISCAL IMPACTS:

Increasing the number of public meetings recorded outside of regular public meetings and Planning Commission meetings already budgeted for will require an increased cable budget allocation relative to the number of meetings needing to be recorded.

OPTIONS:

As an alternative to staff's recommendation, the City Council has the following options available:

1. Provide staff additional feedback or recommendation's which may be desirous; or 401

2. Do not expand video recordings beyond City Council and Planning Commission regular meetings at this time.

ATTACHMENTS:
402
To: Honorable Mayor and Members of the City Council
From: Dan Singer, City Manager
Subject: FUTURE AGENDA ITEMS
Date: February 21, 2024
Agenda Item: 12.A

CITY OF SANTA PAULA

MEMORANDUM
RECOMMENDATION:

Staff recommends City Council review future agenda items.

BACKGROUND:

The attached Future Agenda Items forecast identifies anticipated agenda items for upcoming Council meetings as well as Study Session topics and long-range discussion items. Placing this forecast on the agenda affords the Council and the public the opportunity to discuss such topics and to make any recommendations. It should be noted this is only a forecast and may change over the course of time or based on feedback by the Mayor and City Manager during review of future agendas.

ANALYSIS:

Should a member of the City Council wish to introduce a future agenda topic, it should be done in compliance with the Council's adopted Manual of Procedural Guidelines, Section 5.1.

Items introduced by a member of the Council during a Council meeting requires a second and should be reserved for time-sensitive matters needing attention within the proceeding 45 day period.

STRATEGIC PLAN:

FISCAL IMPACTS:

OPTIONS:

ATTACHMENTS:

2.21.24_Future Agenda Items.docx
403
Santa Paula City Council Tentative Agenda Schedule
Updated 2/15/2024
March 6, 2024 AGENDA ITEMS
PW Streets and Infrastructure CIP Project Study Session March Admin PIO Consideration March
PW Utility Rate Study Consultant March
PD Police Department Report March
March 20, 2024
CDD Municipal Code Overview – Joint Meeting with Council and Planning Commission
March
Admin City Manager Department Report March
Admin EA1 Entitlements and Specific Plan Amendment March Gun Violence Restraining Orders – D.A. Presentation March

STUDY SESSION TOPICS
Admin No Smoking Ordinance
Finance Development Impact Fees (DIF)
CDD Cultural Arts

FUTURE AGENDA ITEMS
CDD Red Tail Tax Credit TEFRA Hearing April
CDD Red Tail Funding Agreement April
PW Plans & Specifications for 8th Street Streetlight Repair Project CDD ADU Ordinance
Legal Fire MOU Amendment
CDD Appointment of Housing Trust Fund Oversite Committee PW Crosswalk Improvements Project Contract Award
PW Rule 20a Options for Use
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