Agenda packet — Thousand Oaks City Council, July 5, 2022 (part 2 of 4)

COUNCIL GOAL COMPLIANCE:

Meets the following City Council goals:

A. Create a more equitable, accessible, safe, welcoming, and inclusive government and community regardless of race, color, ethnicity, religion, sex, physical or mental ability, sexual orientation, gender identity and expression, age, language, education, and/or socio-economic status.

C. Operate City government in a fiscally and managerially responsible and prudent manner to ensure that the City of Thousand Oaks remains one of California's most desirable places to live, work, visit, recreate, and raise a family.

PREPARED BY: Noel Doran, Assistant City Attorney
Attachment:

Attachment #1 – Legal Services Agreement
CAO:650-90\mlp\Legal Files\Hillcrest Christian School Site\Staff Report Item No.7H
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LEGAL SERVICES AGREEMENT

BETWEEN CITY OF THOUSAND OAKS

AND KANE, BALLMER & BERKMAN
This Agreement is made and entered on the dates set forth below by and between the City of Thousand Oaks, a municipal corporation of the State of California (hereinafter “City”), and KANE, BALLMER & BERKMAN (hereinafter “Law Firm”).

By this Agreement, City agrees to engage the services of Law Firm, and Law Firm agrees to perform services for the City that are hereinafter described, all for the compensation and subject to the covenants and conditions hereinafter set forth:

1. Law Firm’s Services.
(a) Provide advice regarding the Hillcrest Project, the transfer and ultimate development of City owned property located at 384 N. Erbes Road for affordable housing.
(b) Draft and/or review of any necessary agreements or legal instruments for the Hillcrest Project.
(c) Any other related legal services as directed by the City Attorney.

2. Law Firm’s Personnel.
(a) Lead Attorney. All services to be provided by Law Firm to City pursuant to this Agreement will be performed by or under the direction of Susan Apy. (b) Law Firm agrees that there will be no change in the attorneys performing or assisting in performance of the services to be provided to City pursuant to this Agreement without the prior written approval of City’s Representative. (c) Conflicts of Interest. Law Firm represents that neither Law Firm nor any of the attorneys or other persons employed by Law Firm have any material financial interest, direct or indirect, in any contract or decision made by or on behalf of City that may be affected by the services to be provided to City pursuant to this Agreement, other than a financial interest that is similar, in all material respects, to the interests of the general public. Law Firm further agrees that no attorney or other person having any such interest shall be employed by Law Firm while this Agreement remains in effect. If Law Firm, or an attorney or other person employed by Law Firm, acquires such an interest while this Agreement remains in effect, Law Firm will immediately disclose such interest to City’s Representative, and the interested individual shall not participate in or influence the performance of the services to be provided to City pursuant to this Agreement.

In addition to the prescriptions regarding conflicts of interest imposed on attorneys by the California Business and Professions Code, and by Rule 3- 310 of the California Rules of Professional Conduct, Law Firm agrees that, except as waived in the attached conflict waiver, neither Law Firm nor any attorney employed by Law Firm shall represent clients before any board, commission, committee or department of City, or represent a client adverse to City for a period of one year from the date of the completion of the services to be provided to City pursuant to this Agreement or the early termination of such services in the manner hereinafter provided by this Agreement, unless waived by City's representative in writing.

ATTACHMENT #1
Item No.7H
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3. Law Firm’s Compensation.
(a) Legal Fees. City shall compensate Law Firm for the professional services to be provided by Law Firm to City pursuant to this Agreement at the following hourly rates:

Susan Apy $350
Murray Kane $350
Todd Mooney $350
All office, travel and meeting time shall be billed at such rates in increments not exceeding one tenth (.01) of an hour.

Law Firm will not charge City for more than one attorney’s time for appearances at a court proceeding, deposition, or meeting with third parties, unless City’s Representative has expressly authorized the use of more than one attorney for such appearances.
(b) Cost and Expense Reimbursement. City will also reimburse Law Firm for all ordinary costs and expenses reasonably incurred by Law Firm, its attorneys and employees in performance of the services provided by Law Firm to City pursuant to this Agreement, including costs associated with: (i) the service of legal process; (ii) depositions; (iii) document reproduction; (iv) postage and messenger services; and (v) telephone, fax and other telecommunication services.

In addition, when approved in advance by City’s Representative, City will reimburse Law Firm for any extraordinary expenses incurred by Law Firm in the performance of such services, including, but not limited to: (i) on-line electronic research; (ii) investigators, expert witnesses, and other professional consultants; and, (iii) travel outside of the State of California.

However, City will not reimburse Law Firm for any costs and expenses incurred by Law Firm for: (i) secretaries, clerks and other non-professional employees engaged in the performance of Law Firm Services pursuant to this Agreement; or (ii) time spent by professional or non-professional employees when responding to City’s inquiries regarding Law Firm’s bills. (c) Billing. Law Firm will bill City monthly for the services provided by Law Firm to City pursuant to this Agreement, as well as all reimbursable costs and expenses. All bills for legal fees shall set forth in detail the work performed during the billing period in line item format, so that each task is separately explained and has specific time recorded.

Bills for reimbursable costs and expenses incurred during the billing period shall set forth the amount charged for each category of such costs and expenses in addition to the total amount of all such costs and expenses. If the bill includes charges for document reproduction costs that exceed one hundred dollars ($100) during any 30-day period, Law Firm will provide a justification for such costs along with its bill. In addition, if the bill includes costs incurred for services provided by outside vendors, Law Firm will provide a copy of the vendor’s invoice or other billing statement with Law Firm’s bill.

Item No.7H
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(d) Payment. City will pay Law Firm for all of Law Firm’s services, costs and expenses provided or incurred pursuant to this Agreement following the receipt and approval of a bill for such services, costs and expenses that complies with the provisions of this Agreement. City shall make its best effort to process and pay such bill within 30 days of the receipt of the bill.

In the event City fails to process and pay a bill within such 30-day period, it will not be liable for any interest or finance charge arising out of such delinquency.
(e) Taxpayer Information. Law Firm agrees to attach a completed W-9 Form to this Agreement to facilitate tax reporting for payments made by City to Law Firm pursuant to this Agreement.
(f) Law Firm Compensation for services is to be in a total amount not to exceed $100,000.00.

4. Limitations on Representation.

In the course of its representation of City, including any litigation that may be the primary subject of this Agreement, Law Firm shall not take any of the following actions without the prior consent of City’s Representative:
(a) Disqualify any judge assigned to preside at any trial, hearing, status conference, settlement conference or other proceeding pertaining to the litigation;
(b) Agree to any mediation or arbitration on any matter at issue in the litigation except where mediation or arbitration is required by a court rule or order; (c) File an appeal from an adverse judgment entered by the court in the litigation, or file a writ seeking appellate review of any interlocutory order or ruling of the court;
(d) Propose or agree to any settlement with any party of the litigation or other third party in interest.

5. Reports.

In the course of its representation of the City, Law Firm shall provide City’s Representative with written or oral reports as needed related to the scope of work or any material change in the Law Firm’s evaluation of the underlying law that is the subject of this Agreement, promptly following the date Law Firm becomes aware of law or facts that cause the change in Law Firm’s evaluation of the litigation.

6. Files.

Law Firm agrees that all legal files maintained by Law Firm pertaining to the services provided to City pursuant to this Agreement are and shall remain the property of City. However, Law Firm shall have the right to retain copies of such files upon completion of the services provided for by this Agreement, or upon the earlier termination such services in the manner hereinafter provided in this Agreement. For purposes of this Agreement the term “files” shall include electronic files and data, as well as paper files that are maintained by Law Firm in the performance of the services required by this Agreement.

Item No.7H
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7. Insurance.
(a) Law Firm agrees that at all times it is providing services to City pursuant to this Agreement, it will maintain an errors and omissions insurance policy in full force and effect that conforms to all of the following requirements:
(i) The policy shall include coverage for professional negligence in the performance of the services required by this Agreement and shall be in the amount of at least $2,000,000.
(ii) The policy shall be issued by an insurer that is authorized to do business in the State of California, and rating in “Best’s” Insurance Guide of at least “A-:Vll.”
(iii) The insurance coverage provided by the policy shall be on “occurrence basis” if such coverage is available, or on a “claims made” basis if not available. When coverage is provided on a “claims made” basis, Law Firm shall continue to maintain the insurance in effect for a period of three (3) years after this Agreement expires or is terminated (hereinafter the “extended insurance”). Such extended insurance shall have the same coverage and limits as the policy that was in effect during the term of this Agreement and shall cover Law Firm for all claims made by City arising out of any errors or omissions of Law Firm during the time this Agreement was in effect. (b) Concurrently with the execution of this Agreement, Law Firm will provide City with evidence of such insurance policy and coverage, satisfactory to City, consisting of a certificate of insurance and a copy of the insurance policy providing the coverage.
(c) Upon the expiration of any policy of insurance required herein, Law Firm shall provide City with evidence that such insurance has been renewed or replaced with another policy providing at least the same coverage. Such evidence of insurance will be furnished at least 72 hours before expiration of coverage.
(d) The insurance requirements in this Section are not intended as a limitation on insurance coverage, nor a waiver of any coverage normally provided by any insurance policy issued to Law Firm. Specific reference to a given coverage feature is for purposes of clarification only and is not intended by any party to be all inclusive, or to the exclusion of other coverage, or a waiver of any type.

8. Indemnification
Law Firm will defend, indemnify and otherwise hold harmless the City and all of City’s officers, employees and agents from any and all losses or liabilities of any nature whatsoever arising out of or in any way connected with Law Firm’s negligent performance of the services provided for by this Agreement, including any such loss or liability caused by the concurrent passive negligence of City or any City officer, employee or agent, but only if Law Firm's performance was negligent.

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9. City’s Representative.

The City’s representative is as follows:

Name and Title: Tracy Noonan, City Attorney
Noel J. Doran, Assistant City Attorney
Address: 2100 E. Thousand Oaks Boulevard
Thousand Oaks, CA 91362
E-mail Address: [email protected]
[email protected]
Telephone: (805) 449-2170
Fax No.: (805) 449-2175
The Law Firm’s representative is as follows:

Name and Title:Suan Apy, Esq.

Kane, Ballmer & Berkman
Address: 515 S. Figueroa Street, Suite 780
Los Angeles, CA 90071
E-mail Address: [email protected]
Telephone: (213) 452-0125
Fax No.: (213) 925-0931

10. Termination of services.

This Agreement is effective July 5, 2022. City may terminate this Agreement with or without cause at any time by service Law Firm with notification of such termination by mail, by fax, or by the City Representative’s oral notice of termination followed by written confirmation of same served on Law Firm by mail.

Law Firm may also terminate this Agreement with or without cause by serving City’s Representative with notification of such termination by mail or by fax at least 30 days prior to the date the termination is to become effective. Except that Law Firm may not terminate this Agreement without City’s written consent in the course of any trial in which Law Firm is representing City, or within 90 days of any scheduled trial in which Law Firm is to represent City.

11. Entire Agreement.

This Agreement represents the entire understanding and agreement between Law Firm and the City with regard to the legal services to be provided by Law Firm to City as described herein, and all preliminary negotiations or agreements leading to the formation of this Agreement are superseded by this Agreement except as expressly set forth herein. No collateral understandings or agreements hereafter made by the parties hereto or by any of their officers, employees or agents shall be deemed to vary the terms of this Agreement unless and until this Agreement is modified to reflect such understandings and agreements in the manner provided herein.

12. Modification of Agreement.

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This Agreement and the provisions set forth herein may be modified only by way of a written amendment to this Agreement that has been approved and executed by and on behalf of both Law Firm and City.

In witness whereof, the parties have executed this Agreement in the State of California on the dates set forth below.

CITY OF THOUSAND OAKS
________________________________ ___________________
Bob Engler, Mayor Date
_______________________________ ___________________
Tracy Noonan, City Attorney Date

KANE, BALLMER & BERKMAN
________________________________ ___________________
Suan Apy, Esq. Date
ATTEST:
________________________________ ___________________
Cynthia Rodriguez, City Clerk Date
Item No.7H
TO:Andrew P. Powers, City Manager
FROM:Clifford G. Finley, Public Works Director
DATE:July 5, 2022
SUBJECT: Lawrence Drive and Teller Road Project Budget (CI 5297) RECOMMENDATION:

1. Approve $150,000 additional construction contingency for contract with Toro Enterprises, Inc. of Oxnard, CA (Contract No. 12967-2022) for Lawrence Drive and Teller Road Intersection Improvements project (CI 5297).

2. Approve budget appropriation and expenditure in the amount of $150,000 from A/C #001-0000-311-1000 (General Fund, Fund Balance) to A/C #001-5310-631- 8300 (CI 5297, Lawrence Drive and Teller Road Intersection Improvements Project).

3. Delegate authority to the City Engineer to approve changes to the design, plans, specifications, and working details of the project on work directives and change orders up to the project contingency value.

FINANCIAL IMPACT:
$150,000 Increase to Adopted FY 2022-23 General Fund Budget. $150,000 increase to FY 2022-23 General Fund Budget is requested. Total project cost is estimated at $2,670,711.

BACKGROUND:

The project consists of widening and realigning of Teller Road at Lawrence Drive in the Rancho Conejo Biotech area to align the eastbound and westbound lanes through the intersection, construct roadway pavement, sidewalk, crosswalks, curb and gutter, curb ramps, installation of traffic signals, signing and striping, and landscaping.

The project will expand the paved width of Teller Road from 40 feet to 64 feet and create a new dedicated signalized left turn lane on Teller Road (Attachment #1).

Item No.7I
Lawrence Drive and Teller Road Project Budget (CI 5297) July 5, 2022

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2 On January 11, 2022, City Council approved a construction contract with Toro Enterprises, Inc. (Contract No. 12967-2022), in the amount of $1,865,097, plus a contingency of $186,500. The City has expended $180,426.77 of the contingency to date for three change orders as follows:

Change Order #1 was executed on April 22, 2022, in the amount of $75,485.40 for installing a slough wall, parkway drains, and implementation of storm drain modifications to improve intersection drainage. Change Order #2 was executed on May 17, 2022, in the amount of $28,698.21 for additional surveying, realignment of storm drain pipes due to conflicts, and reconstruction of a wastewater maintenance hole. Change Order #3 was executed on June 20, 2022, in the amount of $76,243.16 for reconstruction of a storm drain manhole, sidewalk realignment, and adjustment of bid item quantities to match field conditions.

The project is approximately 80 percent complete with remaining original construction contingency of $6,073.23.

DISCUSSION/ANALYSIS:

Staff anticipates a need for additional construction contingency funding to cover the cost of the anticipated extra work required to complete the project, including:
Additional concrete pavement and curb ramps for the sidewalk on the southside of Teller Road.
Extra electrical work at the northwest corner of the intersection due to utility conflicts requiring relocation of the proposed Southern California Edison electrical vault.
Reconstruction of bioswale to incorporate design changes due to unexpected utility conflicts.
Repair of existing sidewalk hazards on south side of Teller Road west of the intersection.
Irrigation and landscaping modifications due to realignment of the sidewalk on the north side and the added sidewalk on the southside of Teller Road. Bid item quantity adjustments based on the actual field measurements, and material cost increases.

The approximately 400 feet of added sidewalk within the project limits on the south side of Teller Road will improve overall pedestrian accessibility for the area, allowing continuous sidewalk access across the intersection on the south side of Teller Road. In addition, the added sidewalk will better connect the project with the City’s future sidewalk and pedestrian improvements in the Rancho Conejo Biotech area as part of future capital improvement project CI 5664.

Item No.7I
Lawrence Drive and Teller Road Project Budget (CI 5297) July 5, 2022

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2 A summary of project cost and funding is presented below:

PROJECT COST AND FUNDING SUMMARY
Fund
531
Fund
532
Fund
538
Fund
542
Fund
551
Fund
552
Fund
001
Total Project
Cost
Design $212,000 $212,000
Extra Services $21,000 $21,000
Additional Design
Services $68,516 $79,898 $148,414
Construction
Support Services $37,700 $37,700
Construction
Contract $617,484 $133,000 $31,500 $100,000 $26,000 $957,113 $1,865,097 Original
Construction
Contingency
$186,500 $186,500
Addt’l Construction
Contingency
(This Action)
$150,000 $150,000
City Furnished $25,000 $5,000 $30,000
Material Testing $20,000 $20,000
Total Costs $45,000 $924,000 $133,000 $31,500 $100,000 $26,000 $1,411,211 $2,670,711 Construction started in February 2022 and is scheduled for completion in Fall 2022 when the traffic signal poles are received and installed, which will be well ahead of the original construction contract completion date of February 2023.

This project meets City Council’s Top Ten Priorities #8: Economic Development - Facilitate continued investment in the Thousand Oaks biotech cluster, process 20+ acre Alexandria campus development at 1100 Rancho Conejo Boulevard and #9:

Public Works/CDD Infrastructure Investments.”
CIP PROJECT PRIORITY (as outlined in FY 2021-22 and FY 2022-23 CIP Program Budget)
Priority Two – Necessary, but not essential, and there could be consequences if deferred.

COUNCIL GOAL COMPLIANCE:

Meets the following City Council goals:

Item No.7I
Lawrence Drive and Teller Road Project Budget (CI 5297) July 5, 2022

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2 F. Provide and enhance essential infrastructure to ensure that the goals and policies of the Thousand Oaks General Plan are carried out and the City retains its role and reputation as a leader in protecting the environment and preserving limited natural resources.

PREPARED BY: Masoud Razavi, Engineering Associate
Attachment:

Attachment #1 – Vicinity & Location Map
DPW: 850-20\ev\H:\Council\2022\070522\CI5297\Lawrence-Teller staff report.docx Item No.7I
TELLER

LAWRENCE

MITCHELL
MARION

TOURMALINE

CALCITE
TELLER
ERBES

RD MOORPARK RD

OLSEN RD
LYN
N
RD

KANAN RD

WESTLAKE
BL

JANSS RD

HILLCREST DR

LYNN R D

BOR CHARD RD

RA NCHO
CO
NEJO
BL
REINO
RD
W

ENDY DR

S UNSETHILLS BL

AVENIDA D E LO S AR BOLES
·|}23
£¤101
±
LAWRENCE DRIVE/TELLER ROAD INTERSECTION IMPROVEMENTS (CI 5297)

VICINITY MAP

LOCATION MAP

PROJECT

LOCATION
ATTACHMENT #1
!(

THOUSAND

OAKSBLVD
±
0 230 460115
Feet
0 1 20.5
Miles

PROJECT SITE
LAWRENCE DR.

TELLER RD.

DPW: 850-20\ev\H:\Council\2022\070522\CI5297\Lawrence-Teller Attachment 1.pdf Item No.7I
TO:Andrew P. Powers, City Manager
FROM:Kelvin Parker, Community Development Director
DATE:July 5, 2022
SUBJECT: Environmental Consulting Services
RECOMMENDATION:

1. Approve agreement with Envicom Corporation, Westlake Village, CA, for the preparation of an Environmental Impact Report (EIR) for the term July 5, 2022 to August 30, 2023, with a not-to-exceed amount of $252,360 for the term of the agreement.

2. Authorize staff to waive formal Request for Proposal/Qualifications (RFP/Q) process for the preparation of an EIR for the proposed mixed-use development located at 2150 Hilcrest Drive and approve Envicom Corporation agreement pursuant to Thousand Oaks Municipal Code (TOMC) Section 3-10.501.

3. Authorize City Manager to execute professional services agreement subject to approval by the City Attorney once all terms have been negotiated.

4. Approve budget appropriation and authorize expenditure in an amount not-to- exceed $252,360 from A/C #001-4210-447-4000 (Charges for Services - Planning Fees/Permit) to A/C #001-4210-641-5947 (Contracted Services, Reimbursable).

FINANCIAL IMPACT:
$252,360 Increase to Adopted FY 2022-23 General Fund Budget, Fully Offset by Applicant Fee Revenue. $252,360 increase to the Adopted FY 2022-23 General Fund Budget is required for the preparation of an EIR and will be reimbursed by the applicant at the completion of the project. Other costs are limited to staff time to prepare this report and assist in the preparation of the EIR are offset by application fees paid by the applicant and are included in the Adopted FY 2022- 23 General Fund Budget.

BACKGROUND:

At the April 27, 2021 City Council meeting, City Council approved RCA 2021- 70168 and LU 2021-70169 (Amgen Check-in Site pre-screen), a request to initiate Item No.7J
Environmental Consulting Services
July 5, 2022

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4 a General Plan Amendment from “Commercial” to “Commercial/Residential” and allocate 246 dwelling units of Citywide Measure E residential capacity and authorized concurrent processing of legislative actions and project entitlements for a proposed mixed-use project at the subject site.

At the March 29, 2022 City Council meeting, the applicant requested, and City Council approved, a time extension for RCA 2021-70168 and LU 2021-70169, extending time frame for submittal of formal application for a mixed-use development on the property at 2150 West Hillcrest Drive from April 27, 2022, to April 27, 2023. The extension was requested due to the time required to negotiate the sale of the subject property. In addition, the number of allocated units was adjusted from 246 to 243, based on a corrected amount of total site acreage.

On March 15, 2022, the applicant submitted Pre-Application (PAR) 2022-704241, which was reviewed by all relevant City agencies, departments, and representatives to provide development comments ahead of the applicant’s formal submittal. Following feedback provided to the applicant on June 1, 2022, staff began preparation of an Informal Request for Proposals (Informal RFP) to be sent to the City’s on-call consultants for EIR preparation services in anticipation of the formal application submittal.

On June 8, 2022, the City solicited proposals from seven pre-qualified environmental consultants. The proposals were required to be submitted no later than June 23, 2022. Staff received three competitive proposals and began the proposal review process. After thorough evaluation of all proposals, Envicom Corporation (Envicom) was selected by Community Development Department staff as the most qualified for the EIR project.

The scope of work for Envicom includes the preparation of an EIR for a request to allow construction of a mixed-use development with 333 residential units and 6,500 square foot commercial above semi-subterranean parking structures, including grading, hardscape, landscape, and encroachment into the protected zone of various oak and landmark trees on a 8.1-acre parcel.

DISCUSSION/ANALYSIS:

The specialized skills possessed by Envicom are needed to prepare and manage the EIR for the limited purpose and duration of the entitlement processing phase for the proposed mixed-use project. To successfully complete the environmental section/phase of the project in a timely and efficient manner, specialized project management for the environmental phase of the project, from Envicom, is required.

The proposed project has made significant progress through the entitlement phase. The Pre-Application has been submitted and reviewed, and the formal applications are to be submitted imminently. Based on the status of the project, it Item No.7J
Environmental Consulting Services
July 5, 2022

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4 is anticipated that the EIR will be completed by February 2023.

Envicom has previously served as environmental consultants for several environmental documents prepared and implemented by the City and has provided consulting services for other public agencies. The City has been satisfied with Envicom services and deliverables for various projects.

The City’s standard requirements for a proposal that could exceed $125,000 in value is to prepare and publish a separate RFP for only the one project instead of using a pool of candidates from a previously qualified pool. TOMC Section 3-

10.501, however, provides authority for City Council to waive a standard RFP/Q process under certain circumstances. Due to current project status, critical entitlement phase deadlines, and specialized skillset of Envicom, staff is requesting City Council waive the City’s formal RFP/Q requirements in this case and authorize the City Manager to execute the agreement.

COUNCIL GOAL COMPLIANCE:

Meets the following City Council goals:

F. Provide and enhance essential infrastructure to ensure that the goals and policies of the Thousand Oaks General Plan are carried out and the City retains its role and reputation as a leader in protecting the environment and preserving limited natural resources.

J. Implement high quality revitalization projects within Thousand Oaks Boulevard and Newbury Road Areas; Develop a pedestrian-oriented, viable, and self- sustaining "Downtown;” and, continue to support production of long-term affordable housing.

I. Maintain a strong local employment base geared toward retaining high quality businesses; Sustain a healthy business community; and, Diversify the local economy, with a specific emphasis on small businesses and high technology/ biomedical jobs.

PREPARED BY: Justine Kendall, Associate Planner
cdd:410-30/Report to CC 01/pz [FILE ID: LU 21-70169]
Item No.7J
TO:Andrew P. Powers, City Manager
FROM:Clifford G. Finley, Public Works Director
DATE:July 5, 2022
SUBJECT: Water Shortage Support
RECOMMENDATION:

1. Approve budget appropriation and authorize expenditure in the amount of $105,000 from A/C #611-0000-341-9900 (Water Fund, Net Position) to A/C #611- 8025-682-5699 (Contracted Services) for water conservation contract services for FY 2022-23.

2. Authorize City Manager to modify water use restrictions and/or the grace period for transition to low volume irrigation as necessary during City Council summer recess.

FINANCIAL IMPACT:
$105,000 Increase to Adopted FY 2022-23 Water Fund Budget. $105,000 additional budget appropriation to Adopted FY 2022-23 Water Fund Budget is requested to cover contract services for water drought compliance and preparation for possible future volumetric limits. Staff time required to prepare this report is included in the Adopted FY 2022-23 Water Fund Budget.

BACKGROUND:

On March 28, 2022, the Governor issued an Executive Order, calling on all residents to reduce water use by 15 percent from 2020 levels. On April 26, 2022, Metropolitan Water District of Southern California (MWD) declared a Water Shortage Emergency Condition and adopted an Emergency Water Conservation Program (EWCP) for service areas that depend on supplies from the State Water Project (SWP).

On April 27, 2022, Calleguas Municipal Water District (Calleguas) adopted Resolution No. 2042 declaring a Water Shortage Emergency Condition and adopting an EWCP to reduce non-essential uses of water and preserve available Item No.7K
Water Shortage Support
July 5, 2022

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8 water supplies for the greatest public benefit in their service area. On May 24, 2022, City Council adopted Resolution No. 2022-023 declaring a Level 4 Water Supply Shortage with minor modifications pursuant to Municipal Code Section

10.2.1107.

DISCUSSION/ANALYSIS:

Water conservation measures under a Level 4 Water Shortage are described in Municipal Code Section 10-2.1107 and limit outdoor watering to one day per week using hand watering or low volume irrigation systems. Exceptions are made to this restriction allowing an additional day of watering and the use of spray sprinklers for specific applications including active public playing fields and recreation areas, active recreation areas in licensed daycare centers and schools, golf course fairways and greens, necessary irrigation for erosion control and development- conditioned fuel modification zones.

Effective September 1st, the City will be required to adopt a 10-minute (instead of the current 15-minute) watering limit for special cases where traditional spray sprinklers are still permitted. Staff will bring this ordinance revision to City Council for consideration at the end of summer recess. This change is an MWD requirement under the rules of their Emergency Water Conservation Program handbook, which was released after City Council adopted the City’s Level 4 restrictions on May 24.

The City has engaged a patrol service to aid in the enforcement of the water use restrictions within its 18 square mile service area. Overnight monitoring services began the week of June 27, 2022. In addition, the City’s Public Works staff have been conducting ongoing enforcement. Residents and businesses observed to be in violation of the water use restrictions are first issued a warning. Further violations result in fines ($100 for second violation, $200 for third, $500 for fourth and subsequent). Should a fifth violation occur, a flow restrictor will be installed on the water supply line to the property, which will limit flow to only that needed for health and safety. Citations can be appealed under the City’s Administrative Hearing Procedures process. As part of this total budget recommendation, staff is seeking budget of $30,000 to cover anticipated costs of hiring an appeals officer to conduct such hearings.

MWD has warned its member agencies that a complete ban on outside irrigation will begin on September 1st if water use restrictions fail to garner the needed savings. There is also a strong likelihood that MWD will impose financial penalties on agencies for water use above established volumetric targets. The City needs to prepare for such an eventuality and is requesting $75,000 in budget to retain a consultant to evaluate alternative mechanisms for appropriately and fairly sharing those potential costs.

Item No.7K
Water Shortage Support
July 5, 2022

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8 The City’s annual volumetric target is 80 gallons per capita per day (gpcd). To achieve this target, demand needs to be reduced by approximately 50 percent from the baseline normal use of 175 gpcd. The volumetric target is adjusted monthly based on historical seasonal demand patterns. As of June 23, 2022, the City was exceeding its June volumetric target of 106 gpcd by 36 percent (144 gpcd). Thus, good progress has been made to date, but significant further effort is needed with community-wide compliance to reduce water usage in compliance with the Level 4 restrictions.

The water supply and demand conditions are being monitored continuously with weekly updates provided to the City. Based on these conditions, additional water use restrictions may be necessary before the end of the summer, either due to a continued demand in excess of supply and/or due to additional mandates imposed by MWD or Calleguas, our suppliers. Should such a need arise, a recommendation is made to authorize the City Manager to modify water use restrictions so we may continue to comply in a timely manner.

COUNCIL GOAL COMPLIANCE:

Meets the following City Council goals:

PREPARED BY: Helen Cox, Sustainability Division Manager DPW: 1000-90\ev\Council\2022\062822\ Water Shortage Support staff report.docx Item No.7K
TO:Andrew P. Powers, City Manager
FROM:Kelvin Parker, Community Development Director
DATE:July 5, 2022
SUBJECT: Dudek Environmental Consulting Services
RECOMMENDATION:

1. Approve First Amendment to Task Order No. 2 (On-Call Contract No. 12520- 2020) with Dudek Consulting of Santa Barbara, CA, to complete environmental documents for the 1100 Rancho Conejo – Alexandria BioTech Campus Project, in the amount of $55,449, increasing the total not-to-exceed amount to $125,000.

2. Authorize expenditure in the amount of $55,449 from A/C #001-4210-641-5947 (Contracted Services – Billable Projects).

FINANCIAL IMPACT:

No Additional Funding Requested. Minimal staff time required to prepare the report is included in the Adopted FY 2022-23 General Fund Budget. The applicant will need to deposit the requested funds before work is authorized to proceed.

BACKGROUND:

The approximately 19-acre site (located at 1100 Rancho Conejo Drive) is zoned Light Manufacturing (M-1) and has a land use designation of Industrial. The project site is developed with three buildings totaling approximately 165,000 square feet previously utilized by Amgen for office and laboratory uses until 2017. California Environmental Quality Act (CEQA) documents are needed for the proposed redevelopment of the site for a new life science campus of approximately 350,000 square feet (a net increase of approximately 183,000 square feet).

On June 23, 2020, City Council approved on-call professional services agreements with firms for various services. Included in these firms was an agreement between the City and Dudek Consulting (Dudek) to provide the City as-needed environmental consulting services up to $125,000 per task order and not-to- exceed $500,000 annually.

Item No.7L
Dudek Environmental Consulting Services
July 5, 2022

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9 In March 2022, staff solicited proposals from the City’s On-call list for CEQA consultation for the 1100 Rancho Conejo – Alexandria BioTech Campus Project. Three (3) proposals were received. Staff evaluated each proposal and selected Dudek based on their prior experience with the City and similar projects, availability, timeliness, and positive reference checks.

On April 19, 2022, the City Manager approved Task Order #2 (Attachment #1) with Dudek for $69,551 to provide professional services in connection with preparation of the Mitigated Negative Declaration (MND) for the 1100 Rancho Conejo – Alexandria BioTech Campus Project.

DISCUSSION/ANALYSIS:

Task Order #2 was approved for $69,551 based on an estimate to complete an MND for environmental clearance. However, during the CEQA required investigation, several additional requirements arose. These requirements include additional background information, data, and studies; revisions to the MND due to an evolving Project Description; extensive project management coordination and meetings beyond those included in the underlying scope; and additional resources and staffing to prepare timely responses to comments; and for technical experts to attend the public hearing(s). The current task order amount will not cover the expected total expenditure based on the need for additional work and labor.

Therefore, staff is requesting additional funds to fulfill the contractual obligation to the consultant for delivering the environmental document and associated tasks.

First Amendment to Task Order No. 2 (Attachment #2) is requested for $55,449 to finalize the environmental documents. The First Amendment includes $33,731 to complete the CEQA analysis. The amended work effort includes preparation of additional background information, data and studies to augment the impact analysis in the draft MND; recovering costs associated with revisions to the MND due to an evolving Project Description; recouping costs associated with extensive project management coordination and meetings beyond those included in the underlying scope; anticipating resources and staffing to provide robust response to comments reflective of the work effort required to prepare response to comments for other recently processed environmental documents; and allowing for additional technical experts to be available at public hearings. Further, staff proposes to include a contingency amount of $21,718 to timely address any further issues and not unnecessarily delay the project’s consideration by the Planning Commission. The applicant is to augment the deposit fee they have paid so the City will fully recover its costs from the applicant’s deposit fund.

The Draft MND is being finalized and is expected to be released for public comment in July 2022. Based on the status of the project, the final tasks of the Item No.7L
Dudek Environmental Consulting Services
July 5, 2022

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9 MND process are anticipated for completion by the end of Summer 2022. The project will be submitted for consideration to the Planning Commission by September 2022.

City Council approval of Amendment #1 to Task Order #2 (Contract No. 12520- 2020) with Dudek (Attachment #2) in the amount of $55,449, increasing the total not-to-exceed amount to $125,000 is recommended.

COUNCIL GOAL COMPLIANCE:

Meets the following City Council goals:

PREPARED BY: Scott Kolwitz, Sr. Planner
Attachments:

Attachment #1 – Task Order #2 to Contract 12520-2020
Attachment #2 – First Amendment to Task Order #2 to Contract 12520- 2020
cdd:410-40\sk\H:\COMMON\Administration & Special Projects\Contracts-POs-Task Orders\Dudek-ARE-1100 Rancho Conejo (Biotech) - 2022-70188\Amendment 1
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Contract No. 12520- 2020T2
ATTACHMENT #1
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Contract No. 12520- 2020T2
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Contract No. 12520- 2020T2
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Contract No. 12520- 2020T2
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Contract No. 12520- 2020T2
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Item No.7L
AGREEMENT NO. 12520-2020 TASK ORDER NO. 2 1
Consultant/Contractor:

City Business License #: 22-39584 Orig. Task Order Amount: 69,551.00 $ On Call Agreement Amount: 500,000.00 $ Agreement Date: 7/1/2020 Previous Amendments: Prev. Approved Task Orders: -$ Agreement Expiration Date: 6/30/2023 This Amendment: 55,449.00 $ 55,449.00 $ Orig. Task Order Date: 4/19/2022 Task Order Not-To-Exceed: 125,000.00 $ On Call Agreement Balance: 444,551.00 $ Prior Amendment Date: n/a City Council Approval Date: 7/5/2022 Project Name/No.:

Account No.:

SCOPE OF WORK FOR THIS TASK ORDER:

NOT-TO-EXCEED FEE AMOUNT FOR THIS TASK ORDER AMENDMENT:

TIME FOR COMPLETION OF ALL SERVICES UNDER THIS TASK ORDER:

Recommended By: Date:

Scott Kolwitz, Sr. Planner
City of Thousand Oaks
Approved By: Date:

Steve Kearns, Planning Manager
City of Thousand Oaks
Accepted By: Date:

Dudek Consulting
Approved By: Date:

Kelvin Parker, Community Development Director
City of Thousand Oaks
Approved By: Date:

Bob Engler, Mayor
City of Thousand Oaks
Approved By: Date:

Andrew P. Powers, City Manager
City of Thousand Oaks
Approved As To Form: Date:

City of Thousand Oaks
Attested By: Date:

Cynthia M. Rodriquez, City Clerk
City of Thousand Oaks Rev. 4/2022-CLJ

ON CALL AGREEMENT

TASK ORDER AMENDMENT
AMENDMENT NO.

Dudek Consulting
This Amendment:
1100 Rancho Conejo - Alexandria BioTech Campus CEQA Document Preparation (MND 2022-70188) *If the term of the Master On-Call Agreement from which this Task Order was issued expires prior to the completion of this work, the terms and conditions of the Agreement, including all rights and obligations, shall remain in effect and bind the parties until the work is completed. 001-4210-641-5947

PLEASE SEE ATTACHED
55,449.00 $
6/30/2023
Joe Monaco, President/CEO
Noel Doran, Assistant City Attorney
cdd:410-40\initials\H:\COMMON\Planning\_Electronic Project Plans\2022\2022-70164 - ARE-LA (DP)\06 CEQA & Studies\01 Contract\Task Order 2 Amendment 1\Fin al Report Uploaded into PrimeGov\12520-2020 T2 A1 Draft.xlsx
Item No.7L
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EXHBIIT “A” - SCOPE OF WORK
TASK ORDER 2 AMENDMENT 1

Task 2.1 Assessment of Project Description and Preparation of Technical Reports This task was originally to intended to for Dudek t o review the foundational background materials, a stable Project Description, and techni cal reports. Dudek’s assumptions on the original scope of work included commencement of work on the Administrative Draft Initial Study / Mitigated Negative Declaration (MND ) upon receipt of all background materials. While Dudek received materials, the maj ority of materials received were not sufficient to provide analysis both I the level of information provided, the accuracy of the information and / or the quality of data provided. Foundational background documentation, including the Project Description, w as updated by the applicant on an ongoing basis and not in conformance with the sched ule agreed upon by the Applicant team, including the day the Administrative Draft MND was being finalized.

Task 2.1.1 Biological Resources
Additional biological technical staff work (i.e. co nducting a rare plants survey) and time was required to investigate site conditions and com plete the biological resources assessment.

Task 2.1.2 Hazards and Hazardous Materials Assessments
This amendment to ESA’s original hazards and hazard ous materials scope of work has been prepared for Dudek to review additional materi als provided by the applicant team from Ramboll associated with historic uses on the s ite. Dudek reviewed materials associated with soil contamination and soil vapors within the existing surface parking lot as well as underneath an existing industrial buildi ng to determine the presence/absence of hazards and hazardous materials associated with prior uses on the property.

Task 2.1.2.1 Preparation of Hazards and Hazardous M aterials Assessment Memorandum
Dudek will prepare a preliminary memorandum and ass ociated graphic(s) that summarizes the results of the Hazards and Hazardous Materials Assessment. The memorandum will substantiate the hazards and hazardous materials analysis in the Draft MND.

Task 4.1 Administrative Draft MND
Preparation of the Administrative Draft MND will require additional staff time. Extra senior level and technical staff work were required to work on Administrative Draft MND sections and revisions within a very compressed time frame i n response to updated information from the Applicant. Extra editorial and publications staff work were required to work on a compressed timeline.

Task 5.1 Screen Check Version MND
Preparation of the Screen Check Version MND will require additional staff time.

Item No.7L
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Task 7.1 Draft Responses to Comments and preparation of the First Draft Mitigation Monitoring and Reporting Program
Additional resources and staffing are anticipated t o be necessary to prepare timely responses to comments.

Task 9.1 Project Management and Public Hearings
Dudek team members were involved in extensive proje ct management and coordination meetings beyond those include in the underlying sco pe. These meetings resulted in Dudek receiving information required to complete the Administrative Draft MND.

Dudek technical experts, including biological and h azardous material specialists, will attend City/applicant meetings as needed to respond to any questions regarding the CEQA analysis. Dudek assumes technical experts wil l be available at up to two public hearings. Should only one public hearing be required, only those cost well be expended.

Task 10.1 Contingency
City staff has identified a contingency of $21,718 for unexpected modifications to the scope of work to timely address any further issues and not unnecessarily delay the project’s consideration by the Planning Commission. This contingency budget would only be used as approved by City staff for services that are outside of the executed contract scope of work. The contingency fees are only to be collected if the Community Development Director determines the contingency amount is needed.

Item No.7L
TO:Andrew P. Powers, City Manager
FROM:Clifford G. Finley, Public Works Director
DATE:July 5, 2022
SUBJECT: Fats, Oils, and Grease Facility Improvements Project (CI 5441) RECOMMENDATION:

1. Authorize staff to advertise for construction bids for the Fats, Oils, and Grease Facility Improvements Project (CI 5441).

2. Approve service agreement for the purchase of Fats, Oils, and Grease screening equipment, and on-site inspection and training from Huber Technology, Inc. (Huber), Denver, Colorado, in an amount not to exceed $422,663.89 as follows: $419,163.89 for equipment purchase and $3,500 for services through December 31, 2023.

3. Approve budget appropriation transfer in the amount of $419,163.89 from A/C #624-8250-685-8300 (CI 5440, Capital Improvements) to A/C #624-8250-685- 8400 (CI 5440, Capital Equipment) and $3,500 from A/C #624-8250-685-8300 (CI 5540, Capital Improvements) to A/C #624-8250-686-6560 (Specialized Training).

FINANCIAL IMPACT:

No Additional Funding Requested. Minimal staff time and costs required to advertise for bids are included in the Adopted FY 2022-23 Wastewater Fund Budget. Request for Budget Appropriation transfer in the amount of $422,663.89 to cover the equipment cost and training. $2,970,000 is included in the Adopted FY 2021-23 Wastewater Capital Fund Budget. Estimated total project cost is $4,320,000. Additional funding for construction costs will be requested at the time of construction contract award depending on bids received.

BACKGROUND:

The City’s Hill Canyon Treatment Plant (HCTP) is located at 9600 Santa Rosa Road and provides tertiary level wastewater treatment for the community. HCTP has been receiving Fats, Oils, and Greases (FOG) since late 2007 from a variety of haulers for the purpose of augmenting biogas production for renewable energy Item No.7M
FOG Facility Improvements Project (CI 5441)
July 5, 2022

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9 generation through the onsite cogeneration system. From 2007 to 2011, various pump pits and temporary tanks were utilized for FOG reception, and in 2011, a FOG receiving station was built at the facility. From 2011 to present, the FOG receiving station has undergone several minor modifications and upgrades.

The FOG system is just one component of the HCTP renewable energy system. The system is comprised of the FOG station, the anaerobic digesters and the cogeneration system, the existing 584-kilowatt solar array, and a future microgrid with battery storage. Digester gas is utilized as a fuel source for the cogeneration system to generate both electricity and heat. The electricity produced from the cogeneration system is used to supply a portion of the facility’s energy demand and reduces the amount of power that is purchased from Southern California Edison. In addition, the heat generated from the cogeneration system is utilized to heat the anaerobic digesters, as well as the facility’s administration building.

The addition of FOG to the treatment plant is a critical element for the renewable energy initiatives. The conventional wastewater treatment process includes a solid waste stream, which is sent to anaerobic digesters for processing. The FOG is mixed with this solid waste stream. When decomposed in the anaerobic digesters, FOG augments the quantity of flammable gas produced, which in turn increases the potential for renewable energy production through the cogeneration system. This process takes a waste product and uses it to create an energy source.

One third of the digester gas produced is attributable to the addition of FOG. The City currently produces around three million kilowatt hours of electricity from cogeneration each year, which reduces the City’s energy costs by approximately $250,000 annually. This savings amount will likely increase in the future with completion of the microgrid and battery storage project.

The FOG is delivered to the HCTP from restaurants and facilities that generate FOG. Rather than allowing FOG to flow into the City’s wastewater collection system, which could lead to sanitary sewer blockages and overflows, FOG is captured at each restaurant using onsite grease interceptors and hauled away for disposal. Prior to HCTP accepting FOG in 2007, the primary locations for disposal were at rendering facilities located in Los Angeles County. HCTP’s acceptance of FOG in 2007 provided a local option for a limited amount of FOG disposal. The City also imposed a tipping fee, which is the fee charged to those who wish to dispose of FOG at HCTP, which was lower than the rendering facility tipping fees.

Local acceptance of FOG reduced disposal cost for restaurants and FOG haulers and resulted in fewer transport miles. The acceptance of FOG also created a revenue stream to assist in covering the costs of operation and maintenance of the receiving station. The City currently receives approximately $400,000 per year in tipping fees from contracted haulers who bring FOG to HCTP. Since 2007, the FOG program has generated over $4,200,000 in tipping fees for the City.

Item No.7M
FOG Facility Improvements Project (CI 5441)
July 5, 2022

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9 The HCTP Master Plan (Master Plan) was completed in 2020, which was used to evaluate the treatment process and existing infrastructure, and provide a capital improvement plan to upgrade the HCTP facility as needed to serve the community well into the future. In addition to the primary wastewater treatment focus, other elements of the treatment plant and infrastructure were evaluated, and among those was the renewable energy portfolio. Recommendations from the Master Plan included making improvements to the cogeneration system, the FOG receiving station, and the solar array. Projects related to the solar array and the cogeneration system are being planned for future capital projects. Prior to upgrading the cogeneration system, one of the recommendations from the Master Plan is to design and construct a reliable FOG receiving station that includes new technologies/equipment with expansion potential to serve the facility’s needs into the future. The existing receiving station is undersized for the current volume and frequency of FOG deliveries, lacks redundancy in critical components, is situated relatively far from the anaerobic digesters, and is only partially automated which requires significant labor hours to monitor and control FOG deliveries and injection into the digesters.

On April 27, 2021, City Council approved an agreement with MKN & Associates, Inc., (MKN) of Arroyo Grande, CA, to perform the engineering design services and preparation of construction contract documents for the FOG Facility Improvements Project.

DISCUSSION/ANALYSIS:

The project consists of construction of a new FOG facility including, but not limited to procurement, installation and start-up of storage tanks, pumps, odor control, heat exchanger, screening equipment, concrete pads, routing of new piping and conduits, connection to existing piping, electrical panels, instrumentation, new lighting, and security cameras.

Due to the long lead time to manufacture and deliver essential screening equipment needed for this project, a Request for Bids, Specification #2021/2022- 12 and titled, FOG Screening Equipment, was publicly advertised on April 8, 2022, and on April 27, 2022, one bid was received as follows:

Met
SpecificationsVendor Bid
Yes No
Huber Technology, Inc. (Denver, NC) $422,663.89 
Item No.7M
FOG Facility Improvements Project (CI 5441)
July 5, 2022

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9 Staff reviewed the bid submitted by Huber Technology, Inc., and verified that the screening equipment is in full compliance with the requested specifications. This bid also includes site visits and staff training on the equipment. Staff recommends that City Council award the services agreement for the purchase of FOG equipment and on-site inspection and training to Huber Technology, Inc.

The tentative schedule for completion of the project is as follows:

Construction Bidding July/August 2022
Award of construction contract September 2022
Start construction Fall 2022
Construction completion Fall 2023
The estimated project costs are as follows:

FOG Design and Engineering (previous) $398,023.00 FOG Screen Equipment Purchase (this action) $422,663.89 FOG Construction Phase Estimate (future) $3,500,000.00
Total Estimated Cost $4,320,687.00
The overall project cost (including contingencies, design services during construction/testing, and project management) is estimated at $4,320,687. Additional appropriation at the time of construction award will be requested if necessary, depending on the actual bids received.

The project plans and specifications were completed by MKN and reviewed by City staff and are available for review upon request to the Public Works Department by e-mail at [email protected] or by phone at (805) 449-2400.

It is recommended that the project be advertised for bid. Once bids are received, a recommendation will be made at a future City Council meeting for award of the construction contract.

Community Outreach: This project will be limited to work at the HCTP and is not expected to impact any neighboring residences. The work will be at the north end of the plant and will have limited impact to plant operation. Construction related impacts to hiking trail users will be minimal.

This project meets City Council’s Top Ten Priorities #9, Public Works/CDD Infrastructure Investments.

Item No.7M
FOG Facility Improvements Project (CI 5441)
July 5, 2022

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9 CIP PROJECT PRIORITY (as outlined in FY 2021-22 and FY 2022-23 CIP Program Budget)
Priority Two – Necessary, but not essential, and there could be consequences if deferred.

COUNCIL GOAL COMPLIANCE:

Meets the following City Council goal:

PREPARED BY: Nader Heydari, Deputy Public Works Director/City Engineer Attachment:

Attachment #1 – Vicinity and Location Map
Attachment #2 – Huber Technology, Inc. Agreement
DPW: 850-20\cg\dlz\ev\Council\2022\062822\CI 5441\FOG Facility Improvements Project.docx Item No.7M
Secondary Clarifiers
Digesters
Primary
Clarifiers
Cogeneration Engines
Primary
Clarifiers
Thickening Building
Arroyo Conejo
Wetlands
Solar Panels
Biosolids Drying
(to be abandoned)
Bioreactors
Chlorine Contact Channel
Flow Equalization Basins
Operations Building
Bioreactor Basins
Filters
Dewatering / Generator Building
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PROJECT LOCATION

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PROPOSED IMPROVEMENT

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TREATMENT PLANT
ATTACHMENT #1
Item No.7M
ATTACHMENT #2
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Project Name: CI 5441 FOG Screen Equipment

AGREEMENT FOR PURCHASE AND GENERAL SERVICES

BETWEEN THE CITY OF THOUSAND OAKS
AND
HUBER TECHNOLOGY, INC.

THIS AGREEMENT, made and entered into this 5th day of July, 2022, by and between the CITY OF THOUSAND OAKS, a municipal corporation (hereinafter referred to as "City"), and HUBER TECHNOLOGY, INC. (hereinafter referred to as "Vendor"). City and Vendor agree as follows:

1. RETENTION OF VENDOR
City hereby retains Vendor, and Vendor hereby accepts such engagement, to perform the services described in Section 2. Vendor warrants it has the qualifications, experience, and facilities to properly and timely perform said services.

2. DESCRIPTION OF SERVICES
The general services to be performed by Vendor are as follows, and are more particularly described in the Scope of Work, attached as Exhibit “A” and incorporated herein: purchase of FOG Screen Equipment and startup, training, and site visits associated with such purchase.

3. COMPENSATION AND PAYMENT
(a) Maximum. The total compensation earned by or payable to Vendor, by City, for any and all services under this Agreement shall not exceed $422,663.89 (herein "not to exceed amount”).
(b) Rate. Vendor shall be paid a fixed sum for work performed under this Agreement, said sum being described in Vendor’s Schedule of Fees, attached as Exhibit “B.” Any changes or modifications resulting in an increase to this fixed sum must be approved in writing by City’s Project Manager in advance, and may not surpass the not to exceed amount.
(c) Payment. All payments shall be made within 30 days after receipt of written verification from Vendor of the actual compensation earned, in a form satisfactory to City's Project Manager.

Item No.7M
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(d) Extra Services. Additional work not reasonably encompassed by the Scope of Services described in Section 2 may be agreed upon only by execution of a written Amendment to this Agreement. No liability or right to compensation for extra services shall exist without such Amendment. Unless otherwise stated in the Amendment, applicable rates for extra services shall be at the rates set forth in Exhibit “B”.

4. CITY PROJECT MANAGER AND SERVICES BY CITY
The services to be performed by Vendor shall be accomplished under the general direction of, and in coordination with, City's "Project Manager", as that staff person is designated by City from time to time, and who presently is, Enrique Perez, Maintenance Supervisor.

5. TERMS OF PERFORMANCE
Non-Exclusivity. This Agreement is non-exclusive. City reserves the rights to retain, employ, or contract with other qualified services providers during the term of this Agreement on such occasions and in such circumstances as City shall determine are appropriate.

Ability to Perform. Vendor warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out and complete the work hereunder in compliance with any and all federal, state, county, city, and special district laws, ordinances, and regulations.

Laws to be Observed. Vendor shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws as well as with Ventura County and City of Thousand Oaks ordinances, regulations and adopted codes during its performance of the work.

Payment of Taxes. The contract prices shall include provision for all taxes that Vendor is required to pay. Vendor is responsible for all taxes required to be paid under this Agreement.

Permits and Licenses. Vendor shall procure all permits and licenses, pay all charges and fees, and give all necessary or legally required notices.

Prevailing Wage. Vendor may be obligated to pay prevailing wages under the California Labor Code. Vendor agrees to indemnify, defend and hold City harmless from any claim that prevailing wages should have been paid, and shall be liable for the payment of the same and any penalties thereon. It is the responsibility of Vendor to be familiar with the California Labor Code, and failure or neglect of Vendor to understand the California Labor Code shall in no way relieve Vendor from any obligations.

Department of Industrial Relations Requirements. The Work may be subject to the payment of not less than prevailing wages under California Labor Code Section 1770 et seq. The work is subject to compliance monitoring and enforcement by the Department Item No.7M
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of Industrial Relations. No contractor or subcontractor may be awarded a contract for public work on a public works project unless currently registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5.

Safety Provisions. Vendor shall conform to the rules and regulations pertaining to safety established by Occupational Safety & Health Administration (OSHA) and the California Division of Industrial Safety.

Preservation of City Property. Vendor shall provide and install suitable safeguards, approved by City, to protect City property from injury or damage. If City property is injured or damaged as a result of Vendor's operations, it shall be replaced or restored within a reasonable time at Vendor's expense. The facilities shall be replaced or restored to a condition as good as when Vendor began work.

Subcontractors. Vendor shall be solely responsible for ensuring that any subcontractors used in completing tasks under the Agreement comply with all pertinent laws and regulations as well as the relevant terms of this Agreement. City shall have no obligation to monitor or oversee subcontractors.

Immigration Act of 1986. Vendor warrants on behalf of itself and all subcontractors engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder.

Vendor Non-Discrimination. In the performance of this work, Vendor agrees that it will not engage in, nor permit such subcontractors as it may employ, to engage in discrimination in employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons.

Work Delays. Should Vendor be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at City's sole option, be extended for such periods as may be agreed upon by City and Vendor.

Inspection. Vendor shall furnish City with every reasonable opportunity for City to ascertain that the services of Vendor are being performed in accordance with the requirements and intentions of this Agreement. All work done and all materials furnished, if any, shall be subject to City's inspection and approval. The inspection of such work shall not relieve Vendor of any of its obligations to fulfill its contract requirements.

Audit. Vendor shall maintain, in accordance with generally accepted accounting principles, complete and accurate records of all activities and operations relating to this Agreement. Records, including but not limited to, timecards, employment records, work progress reports, reimbursements, invoices, project records, proprietary data and information, as well as licensed software and any electronic records shall be kept for a Item No.7M
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period of four years beyond the termination or expiration of this Agreement. Vendor agrees that City, or its authorized representative, shall have the right to examine, audit, excerpt, copy or transcribe any of the records pertaining to this Agreement at any time during normal business hours. Vendor shall reimburse City for all reasonable costs of the audit, including travel time and auditor costs, should such audit reveal an overcharge of five (5) percent or more. Any overcharge will be considered a breach of this Agreement and could be cause for termination. The obligations of this section shall be explicitly included in any subcontracts or other agreements entered into by Vendor with respect to this Agreement, if allowed by this Agreement.

6. TERM, PROGRESS AND COMPLETION
This Agreement shall expire on December 31, 2023, unless Vendor's authorized work assigned before the expiration of the term is not completed by that date. If work has not been completed during the allotted Agreement period, the terms and conditions of the Agreement, including all rights and obligations, shall remain in effect and bind the parties until the work is completed.

Vendor shall not commence work on the services to be performed until (i) Vendor furnishes proof of insurance as required by paragraph 9 below, and (ii) City gives written authorization to proceed with the work provided by City’s Project Manager.

7. NO ASSIGNMENT
This Agreement is not assignable by Vendor without City's prior consent in writing.

8. HOLD HARMLESS AND INDEMNITY
(a) Hold Harmless for Vendor's Damages. Vendor holds City, its elected officials, officers, agents, employees and volunteers, harmless from all of Vendor's claims, demands, lawsuits, judgments, damages, losses, injuries or liability to Vendor, to Vendor's employees, to Vendor’s contractors or subcontractors, or to the owners of Vendor's firm, which damages, losses, injuries or liability occur during the work or services required under this Agreement, or performance of any activity or work required under this Agreement.
(b) Defense and Indemnity of Third-Party Claims/Liability. Vendor shall indemnify, defend with legal counsel approved by City, and hold harmless City, its elected officials, officers, agents, employees and volunteers from and against all liability including, but not limited to, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Vendor’s negligence, recklessness or willful misconduct in the performance of work hereunder or its failure to comply with any of its obligations contained in the Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of City. Should conflict of interest principles preclude a single legal counsel from representing both City and Vendor, or should City otherwise find Vendor’s legal counsel unacceptable, then Vendor shall Item No.7M
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reimburse City its costs of defense, including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation. Vendor shall promptly pay City any final judgment rendered against City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the result of Vendor’s negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination or expiration of this Agreement.

Vendor’s obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this Agreement, Vendor shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City’s active negligence accounts for only a percentage of the liability involved, the obligation of Vendor will be for that entire portion or percentage of liability not attributable to the active negligence of City.
(c) Nonwaiver. City does not waive, nor shall be deemed to have waived, any indemnity, defense or hold harmless rights under this section because of the acceptance by City, or the deposit with City, of any insurance certificates or policies described in Section 9.

9. MINIMUM SCOPE AND LIMIT OF INSURANCE
Without limiting Vendor’s indemnification of City, and prior to commencement of Work, Vendor shall obtain, provide, and maintain at its own expense during the term of this Agreement, and any extension thereof, policies of insurance of the type and amounts described below in a form that is satisfactory to City.

Coverage shall be at least as broad as:
(a) Commercial General Liability (CGL): Vendor shall, at Vendor’s sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry General Liability insurance coverage at least as broad as Insurance Services form CG 00 01 in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate for bodily injury, personal and advertising injury and property damage, including with limitation, blanket contractual liability. (b) Automobile Liability: Vendor shall, at Vendor’s sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry Automobile Liability insurance coverage at least as broad as Insurance Services form CA 00 01 or the exact equivalent covering bodily injury and property damage for all activities of Vendor arising out of or in connection with the work to be performed under this Agreement, Item No.7M
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including coverage of any owned, hired, non-owned, or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. (c) Worker’s Compensation: Vendor shall, at Vendor’s sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry workers’ compensation statutory benefits as required by law with employer’s liability limits no less than $1,000,000 per accident for bodily injury or disease. Vendor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers for all work performed by Vendor, its employees, agents and subcontractors.

If Vendor maintains higher limits than the minimum shown above, City requires and shall be entitled to coverage for the higher limits maintained by Vendor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
City, its elected officials, officers, agents, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Vendor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to Vendor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10 10 01 and CG 20 37 10 01 if a later edition is used). The provision shall also apply to any excess liability policies. In addition, Vendor shall ensure that the automobile liability policy contains a provision covering City as an additional insured, and shall obtain an endorsement to that effect if it does not.

Excess Insurance
The limits of insurance required in this agreement may be satisfied by a combination of primary and umbrella or excess insurance. Umbrella or excess policies shall provide coverage at least as broad as specified for underlying coverages and covering those insured in the underlying policies. Coverage shall be “pay on behalf” with defense costs payable in addition to policy limits. There shall be no cross-liability exclusion of claims or suits by one insured against the other. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City as required in written contract or agreement before City’s own insurance or self-insurance shall be called upon to protect it as a named insured.

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City’s Rights of Enforcement
In the event any policy of insurance required under this Agreement does not comply with these specifications or is cancelled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Vendor, or City will withhold amounts sufficient to pay premium from Vendor’s payments. In the alternative, City may cancel this Agreement.

City’s Right to Revise Specifications
City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Vendor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to Vendor, City and Vendor may renegotiate Vendor's compensation.

Primary and Non-Contributory Coverage
For any claims related to this Agreement, Vendor's insurance coverage shall be primary insurance as respects City, its elected officials, officers, agents, employees and volunteers. Any insurance or self-insurance maintained by City, its elected officials, officers, agents, employees or volunteers shall be excess of Vendor's insurance and shall not contribute with it and be at least as broad as CG 20 01 04 13.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to City.

Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by City. City may require Vendor to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.

Acceptability of Insurers
All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with a current A.M. Best’s rating of no less than A:VII, (unless otherwise acceptable to City).

Waiver of Subrogation
All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected officials, officers, agents, employees or volunteers or shall specifically allow Vendor, or others providing insurance evidence in compliance with these specifications, to waive their right of recovery prior to Item No.7M
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a loss. Vendor hereby waives his own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors.

Copies of these waivers shall be submitted to City prior to commencement of work.

Claims Made Policies
If any of the required policies provided coverage on a claims-made basis:
(a)The Retroactive Date must be shown and must be before the date of the Agreement or the beginning of contract work.
(b)Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the work required under this Agreement. (c)If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Agreement effective date, Vendor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Agreement work.

Verification of Coverage
Vendor shall provide City with copies of certificates (on City certificate form or an Accord form as modified per City direction) for all policies, with the appropriate named additional insured coverage and an endorsement that they are not subject to cancellation without 30 days prior written notice to City. All certificates and endorsements are to be received and approved by City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive Vendor's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

Subcontractors
Vendor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Vendor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13.

10. RELATION OF THE PARTIES
(a)Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Contractor shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner Item No.7M
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officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. (b)No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder.

11. TERMINATION BY CITY
City may terminate any portion, or all of the services agreed to be performed under this Agreement by notifying Vendor in writing 30 calendar days prior to any termination.

In the event of such termination, Vendor shall have the right and obligation to immediately assemble work in progress for the purpose of closing out the job. All compensation for actual work performed and charges outstanding at the time of termination shall be payable by City to Vendor within 30 days following submission of a final statement by Vendor.

12. CORRECTIONS
Vendor shall correct, at its expense, all errors in the work which may be disclosed during City's review of Vendor's work. Should Vendor fail to make such correction in a reasonably timely manner, such correction shall be made by City, and the cost thereof shall be charged to Vendor.

13. ACCEPTANCE OF FINAL PAYMENT CONSTITUTES RELEASE
The acceptance by Vendor of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Vendor for anything done, furnished or relating to Vendor's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within five (5) calendar days of the receipt of that check, whichever occurs first. However, any approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Vendor, its employees, subcontractors, agents and consultants for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Vendor, its employees, subcontractors, agents and consultants.

14. WAIVER; REMEDIES CUMULATIVE
Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, irrespective of the length of time for which such failure continues, shall not constitute a waiver of such party's right to demand strict compliance Item No.7M
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by such other party in the future. No waiver by a party of a default or breach of the other party shall be effective or binding upon such party unless made in writing by such party, and no such waiver shall be implied from any omissions by a party to take any action with respect to such default or breach. No express written waiver of a specified default or breach shall affect any other default or breach, or cover any other period of time, other than any default or breach and/or period of time specified.

15. CONFLICT OF INTEREST
Vendor is unaware of any City employee or official that has a financial interest in Vendor's business. During the term of this Agreement and/or as a result of being awarded this Agreement, Vendor shall not offer, encourage or accept any financial interest in Vendor's business by any City employee or official. If a portion of Vendor's services called for under this Agreement shall ultimately be paid for by reimbursement from and through an agreement with a developer of any land within City or with a City franchisee, Vendor warrants that it has not performed any work for such developer/franchisee within the last 12 months, and shall not negotiate, offer or accept any contract or request to perform services for that identified developer/franchisee during the term of this Agreement.

16. NON-APPROPRIATION OF FUNDS
Payments due and payable to Vendor for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of City funds. In the event City has not appropriated sufficient funds for payment of Vendor’s services beyond the current fiscal year, this Agreement shall cover only those costs incurred up to the conclusion of the current fiscal year.

17. GOVERNING LAW; CAPTIONS; ENTIRE AGREEMENT BETWEEN PARTIES This Agreement, and the rights and obligations of the parties, shall be governed and interpreted in accordance with the laws of the State of California. The provisions of this Agreement shall be construed as a whole according to its common meaning of purpose of providing a public benefit and not strictly for or against any party. Wherever required by the context, the singular shall include the plural and vice versa, and the masculine gender shall include the feminine or neutral genders or vice versa. The captions or headings in this Agreement are for convenience only and in no other way define, limit or describe the scope or intent of any provision or section of the Agreement.

This Agreement supersedes any other agreements, either oral or in writing, between the parties hereto with respect to the rendering or services and contains all of the covenants and agreements between the parties with respect to said services. Any modifications of this Agreement will be effective only if it is in writing and signed by the party to be charged.

18. MITIGATION OF DAMAGES
In all situations arising out of this Agreement, the parties shall attempt to avoid and minimize the damages resulting from the conduct of the other party.

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19. TAXPAYER IDENTIFICATION NUMBER
Vendor shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W-9, as most recently issued by the Internal Revenue Service.

20. MODIFICATION/AMENDMENT OF AGREEMENT
Any amendment, modification, or variation of the terms or tasks of this Agreement shall be in writing and shall be effective only upon the mutual written approval of the City Manager, or his designee, and Vendor.

21. AUTHORIZATION
Each party has expressly authorized the execution of this Agreement on its behalf and binds said party and its respective administrators, officers, directors, shareholders, divisions, subsidiaries, agents, employees, successors, assigns, principals, partners, joint venturers, insurance carriers and any others who may claim through it to this Agreement.

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

23. NOTICES
Any notice required to be given hereunder shall be deemed to have been given by depositing said notice in the United States mail, postage prepaid, and addressed as follows:

TO CITY: City of Thousand Oaks
Hill Canyon Treatment Plant
Attn: Kim Sherman, Sr Purchasing Specialist
9600 Santa Rosa Road
Camarillo, CA 93012
(805) 491-8116 | [email protected]
TO VENDOR: Huber Technology, Inc.

Attn: Josey Chan, Contracts Administrator
1009 Airlie Parkway
Denver, NC 28037
(704) 990-2052 | [email protected]
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24. SIGNATURES
(a) Counterparts. This Agreement may be executed in two or more counterparts, each of which together shall be deemed an original, but all of which together shall constitute one and the same instrument.
(b) Scanned Signatures. In the event that any signature is delivered by facsimile transmission or submitted electronically as a scanned image (i.e. files with .pdf, .tiff or .jpeg extensions), such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or scanned signature page were an original thereof. (c) Digital/Electronic Signatures. This Agreement may be executed through the use of digital or electronic signatures provided they meet the requirements of the Electronic Signatures in Global and National Commerce (ESIGN) Act and the California Uniform Electronic Transactions Act (UETA) and are produced using a City-approved method. The presence of an electronic signature on this document shall be construed as the parties’ consent to do business electronically.

In concurrence and witness whereof, this Agreement has been executed by the parties effective on the date and year first written above.

HUBER TECHNOLOGY, INC.

Henk Jan van Ettekoven, President
Ron Maiorana, Regional Sales Director

CITY OF THOUSAND OAKS
Bob Engler, Mayor
ATTEST:

Cynthia M. Rodriguez, City Clerk
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APPROVED BY DEPARTMENT HEAD:

Clifford G. Finley, Public Works Department
APPROVED AS TO ADMINISTRATION:

Andrew P. Powers, City Manager
APPROVED AS TO FORM:

Tracy Friedl, Assistant City Attorney
Item No.7M
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EXHIBIT A

SCOPE OF WORK
In coordination with City’s Project Manager, Vendor shall supply the following equipment per Bid Specification #2021/2022-12 and titled, “CI 5441 – FOG Screen Equipment Purchase”:

Equipment Description Manufacturer Production Year
Huber Strainpress 430 Huber Technology 2022
Control System Elemech, Inc. 2022
6” Actuated Plug Valve Beck 2022
6” Magnetic Flowmeter Endress & Hauser 2022
WARRANTY.

Equipment above is covered by warranty of 12-months of equipment start-up, or 18- months from equipment delivery to the Hill Canyon Treatment Plant, 9600 Santa Rosa Road, Camarillo, CA 93012.

DELIVERY OF EQUIPMENT.

Vendor is allotted one (1) day and one (1) trip to provide the following:

Vendor shall be onsite with the City’s Project Construction Contractor for unloading of the screen at the project site. Vendor shall verify that Contractor has equipment on-site at the time of delivery permitting proper hoisting of the equipment. Vendor will confirm and document condition of equipment upon delivery prior to and after unloading.

VERIFICATION.

Vendor is allotted one (1) day and one (1) trip to provide the following:

Prior to Project Construction Contractor placing the concrete for the screen equipment platform, Vendor shall field verify all dimensions in the field to ensure compliance of equipment dimensions with the equipment drawings.

INSPECTION, START-UP, AND TRAINING.

Vendor is allotted five (5) days and two (2) trips to provide the following:

Vendor shall furnish the services of a factory-trained service technician for one (1) trip including a total of five (5) workdays to inspect the installation, observe start-up, and provide operator training and shall include the following:

1. Vendor’s Service Technician shall be present during initial energizing of equipment to determine directional testing. Equipment shall not be energized, or “bumped” to check the electrical connection for motor rotation without Vendor’s Service Technician present.

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2. Vendor’s Service Technician shall inspect and verify location of anchor bolts, placement, leveling, alignment and field erection of equipment, as well as control panel operation and electrical connections.

3. Vendor’s Service Technician shall make all necessary adjustments and settings to the controls.

4. Vendor’s Service Technician shall demonstrate proper and sequential operation of the dewatering system. The dewatering system shall be able to operate fully automatically.

5. Vendor’s Service Technician shall provide classroom and field training on the operation and maintenance of the equipment to City staff. Materials for training, including the equipment’s Operations and Maintenance Manuals (O & M) as required per Bid Specification #2021/2022-12, Section 01 93 10, shall be provided to City staff one week prior to training.

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EXHIBIT B

SCHEDULE OF FEES

DESCRIPTION QTY PRICE EACH TOTAL
FOG Screen Equipment 1 $361,695.00 $361,695.00
O&M Manuals 1 Included Included
On-Site for Delivery 1 $5,750.00 $5,750.00
On-Site Equipment Verification 1 $5,750.00 $5,750.00
Site Visits (Non-training) 1 $3,500.00 $3,500.00
Training 1 $3,500.00 $3,500.00
Sales Tax (7.25%)
Equipment Only $26,222.89
Freight $16,246.00Supplier to confirm site layout prior to shipment of any equipment. Total $422,663.89
Item No.7M
ORDINANCE NO. 1701-NS

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY

OF THOUSAND OAKS ADOPTING SPECIFIC PLAN
NO. 2 3 (1 BAXTER WAY ), AND ITS ASSOCIATED
GENERAL PLAN AMENDMENT; AND AUTHORIZING

THE LAND USES AND DEVELOPMENT STANDARDS
IN SAID SPECIFIC PLAN (APPLICANT: ONE BAXTER
WAY, L.P.)
WHEREAS, the Thousand Oaks Planning Commission held a noticed public hearing on June 13, 2022 and thereafter, recommended that City Council certify the Final Environmental Impact Report No. 2021-71100 for Specific Plan No. 23 and its associated General Plan Amendment No. 2019-70563 and that the City Council approve said Specific Plan and General Plan amendment to regulate specific land uses and design standards for approximately 42.9 net acres of property located north of US 101 Freeway, south of Thousand Oaks Boulevard, and west of Lakeview Canyon Road in the City of Thousand Oaks; and, WHEREAS, upon notice duly given, a hearing was held at the regular meeting of the City Council of the City of Thousand Oaks on June 28, 2022, at which time evidence, both oral and written, including a Staff Report and a Final Environmental Impact Report, were presented and received, and testimony was taken from all interested parties appearing in the matter; and WHEREAS, an ordinance is required to formalize Council action pursuant to Section 65453 of the California Government Code, and this ordinance is adopted; for that purpose and reflects the action of a majority of the members of the City Council (voting 5-0) in rendering a decision on this matter following the public hearing at the regular meeting of June 28, 2022.

NOW, THEREFORE, BE IT RESOLVED that pursuant to Government Code Sections 65453 and 65850, the City Council of the City of Thousand Oaks does hereby ordain as follows:
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ORD. NO. 1701-NS
Item No.7N
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Part 1
(Uncodified)
EIR, GPA, SP - 23
The Final Environmental Impact Report No. 2021-71100 is certified and approved, along with the corresponding General Plan amendment and development entitlements.

Specific Plan No. 23 is hereby approved and found to be consistent with all Elements of the Thousand Oaks General Plan as proposed in Exhibit "A," based on the following findings:

1. The Final Environmental Impact Report No. 2021-71100 reflects the independent judgment of the City of Thousand Oaks, and that, on the basis of the comments received, with the mitigation measures therein, it is found that there is no substantial evidence that the project will have a significant adverse impact on the environment.

2. The Specific Plan complies with the Thousand Oaks General Plan including the Industrial and High Density Residential 15 -30 dwelling units per net acre land use designations identified on the Land Use Element.

3. The Specific Plan will ensure compatibility between potential future uses on the subject property and the surrounding industrial, commercial, institutional and residential uses by limiting the industrial component and uses permitted, implementing open spac e features, and applying design standards intended to be sensitive to adjacent properties and residents.

4. The Specific Plan will not be detrimental to the public health, safety and welfare as it is intended to limit potential impacts associated with some ty pes of residential, commercial, and open space uses, such as noise, fumes and traffic, on adjacent residents and surrounding properties.

ORD. NO. 1701-NS
Item No.7N
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Part 2
(Uncodified)
Severability
If any section, subsection, clause or phrase of this Ordinance is for any reason held to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portions of this title; it being hereby expressly declared that this title, and e ach section, subsection, sentence, clause and phrase hereof, would have been prepared, proposed, adopted, approved, and ratified irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases be declared invalid or unconstitutional.

Part 3
(Uncodified)
Effective Date
This Ordinance shall take effect on the thirty-first (31st) day following its final passage and adoption.

PASSED AND ADOPTED this this 5 th day of July, 2022, by the following vote:

Ayes:

Noes:

Absent:

Bob Engler, Mayor
City of Thousand Oaks, California
ATTEST/CERTIFY:
__
Cynthia M. Rodriguez, City Clerk
Date Attested: ___________________
ORD. NO. 1701-NS
Item No.7N
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APPROVED AS TO FORM
Office of the City Attorney
_____
Tracy Noonan, City Attorney

APPROVED AS TO ADMINISTRATION
_____
Andrew P. Powers, City Manager
Introduced: June 28,2022
Published: June 29, 2022 and July 15, 2022
Ordinance No.: 1701-NS
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the City of Thousand Oaks City Council on the date cited above. .

ORD. NO. 1701-NS
Item No.7N
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EXHIBIT "A"
April 2022

THE OAKS SPECIFIC PLAN
Specific Plan No. 23

1. Authority for Specific Plan No.

Specific Plan No. 23 is approved in accordance with, and is authorized by, Sections 65450 through 65457 of the California Government Code, and Sections 9-2.401 through 9-2.403 of the Thousand Oaks Municipal Code.

The Specific Plan is consistent with the T housand Oaks General Plan and is a tool for systematically implementing the General Plan.

2. Location and Boundaries
The general regional location of Specific Plan 23 is shown in Exhibit “1,” which is permanently retained on file with the City . The location and boundaries of the Specific Plan area are depicted on the attached map labeled Exhibit- "2," which is permanently retained on file with the City. The site is an infill site to the north of US 101 Freeway, south of Thousand Oaks Boulevard, and west of Lakeview Canyon Road and is approximately 42.9 acres.

3. Existing Conditions
The Specific Plan area presently contains a with an industrial office building (One Baxter Way), a surface parking lot, hardscape, landscape planters, and landscaping. The site is characterized by a gentle ascending grade from the rear southwestern portion the site to the front eastern portion of the site. A large landscape berm is located along the US 101 Freeway at southern portion of the site. The berm stretches approximately 1,400 feet across the southern property line and is setback from the US 101 Freeway between 150 to 350 feet. The berm ascends from the US 101 Freeway to the existing industrial development. The berm varies in height, with the western knoll (adjacent to industrial building) rising approximately 55 feet in elevation from the US 101 Freeway and the eastern knoll rising approximately 65 feet in elevation from the US 101 Freeway. There is an existing shopping center to the west beyond the drainage course, existing US 101 Freeway to the south, existing commercial and commercial office uses to the north beyond Thousand Oaks Boulevard and existing industrial office uses to the east beyond Lakeview Canyon Road.

ORD. NO. 1701-NS
Item No.7N
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4. Purpose and Intent
The purpose of Specific Plan No. 23 is to encourage private investment in upgrading this site and to establish an architectural theme and the development policies and standards to guide the future use , design, circulation, and development of the land within the boundaries of the Specific Plan.

Adoption of this Specific Plan is a legislative act establishing specific regulations which apply within its boundaries. These regulations may be specific in some areas , and somewhat general in others. They form standards that future development projects must adhere to. A specific plan is analogous to zoning in that regard. As with any property in the City, development of any portion of the site within the Specific Pl an requires the approval of an appropriate entitlement application(s) that must comply with the regulations set forth in this Specific Plan, as well as all other applicable City regulations, codes, guidelines, and policies. Unless specifically waived or modified herein, all applicable regulations of Title 9 (Planning and Zoning) of the Thousand Oaks Municipal Code (TOMC), and all other resolutions and policies related to land development in the city, shall apply to development within the Specific Plan area.

5. Statement of The Relationship Of Specific Plan To City’s General Plan As to the relationship of Specific Plan No. 23 to the City’s General Plan:
(i) That General Plan states “high density residential development” like the proposed multi-family residential development “should be located primarily at sites accessible and close to major centers of activity and along the Ventura Freeway.”
(ii) The present site is underutilized containing an existing industrial office building within a previously developed site within close proximity of existing commercial, institutional, educational, and industrial uses .

This Specific Plan is consistent with the General Plan goal to “enhance . . . attractiveness of the Conejo Valley” because it would provide infill housing, publicly accessible open space and commercial uses; (iii) Allowing multi-family residential uses and parking structure development on this site is consistent with the General Plan ’s Industrial and High Density Residential 15 -30 dwelling units per net acre land use designation; and
(iv) Having new residential units at this location is consistent with the General Plan’s job and housing balance 1 by providing a 264 unit 1 “To provide the framework for a planned and unified community containing a balance of living, working, shopping, educational, civic, cultural and recreational facilities.” ORD. NO. 1701-NS
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residential development within close proximity to commercial uses and entry level workforce housing close to the City’s major employment center in the nearby industrial centers to the east and commercial uses to the west within the Thousand Oaks Boulevard area (Specific Plan 20), so these residents will be able to work nearby.
(v) In addition, the proposed development is consistent with greenhouse gas reduction sustainability concepts because the project includes proposed development that is within walking distance to retail and restaurants or to nearby shops and restaurants and close to employment centers. Thousand Oaks Boulevard runs along the northern property line with industrial and commercial centers to the east and north of this site. Nearby City bus routes adjacent to the site along Thousand Oaks Boulevard and to the southeast at Via Merida, with five (5) others within approximately half mile, providing service connections along South Lakeview Canyon Road, Hampshire Road, Hillcrest Drive, Moorpark Road, Westlake Village, and the Thousand Oaks Transit Center . Further, the US 101 freeway on and off ramps are nearby to the southwest.

6. Use Areas
The following uses only shall be permitted within Specific Plan No. 23 subject to requirements and conditions of a Development Permit granted in the manner provided in Article 28 of the Thousand Oaks Municipal Code.

As shown on Exhibit “3,” which is perma nently retained on file with the City, the Specific Plan area will consist of the following two (2) use areas:
“Industrial Use” within Planning Area 2, allowing an existing industrial office building and proposed parking structure which encapsulates related industrial uses and services, all as a permitted use . Planning Area 2 is compatible with the existing Industrial Park zoning for site and consistent with the M -1 zoning designation. Other potential uses compatible with the primary “ Industrial Use ” may be considered with Community Development Director or designee approval.
“Multi-family Residential” area allowing 264 residential units distributed across four, three -story, podium style multi -family residential buildings with related amenities and accessory uses for its residents and their guests.

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The site contains two parcels: one encompassing 8.8 acres (Parcel 1) and the second parcel encompassing 34.1 acres (Parcel 2). Parcel 1 is proposed for the multi -family resid ential development and associated subterranean parking and Parcel 2 is proposed for the four -story parking structure and existing industrial office building. The Project includes the implementation of two Planning Areas: Planning Area 1 (multi -family residential) is proposed within Parcel 1 and Planning Area 2 (existing industrial park) is proposed within Parcel 2).

The use matrix below identifies uses that may be permitted or requires a Special Use Permit within the Specific Plan with an approved underlying Development Permit.

Use Matrix Table:

Planning Area 1 (Gateway) Permitted Uses Approval
Required*
Day Nurseries (Child Care Centers) SUPA
Dish antennas over 18 inches in diameter SUPA
Dog parks P
Fitness facilities, Accessory (Indoor or Outdoor) P
Home occupations HOP
Large Family Day Care SUPA
Park and recreational facilities, accessory P
Parking structures and surface lot(s) DP
Places of worship SUP
Multi-family residential RPD
Residential Care Facilities (Small) P
Roof-top open space. Any roof-top amenities with amplified sound require a SUPA.

P/SUPA
Water Supply, per limitations of Sec. 9-4.2106(o) of the TOMC
P
Wireless communications facilities SUP
Wireless communications facilities, small SWF
Any other use determined by the Community Development
Director to be within the general purpose and intent of the Planning Area
SUPA
*P = Permitted
DP = Development Permit (Planning Commission or CD Director per Sec. 9

4.2804(a)(1) of the TOMC)
HOP = Home Occupation Permit (CD Director)
RPD = Residential Planned Development Permit (Planning Commission or CD Director per Sec. 9-4.2804(a)(2) of the TOMC)
SUP = Special Use Permit (Planning Commission)
SUPA = Special Use Permit Administrative (CD Director)
SWF = Small Wireless Facility Permit (CD Director or City Engineer) ORD. NO. 1701-NS
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Planning Area 2 (Industrial Park) Permitted Uses Approval Required*
Administrative, business and professional offices SUP
Alcoholic beverage production and storage (e.g., craft
beer) – with incidental tasting, food service and retail sales, without live entertainment
SUPA
Alcoholic beverage production and storage (e.g., craft
beer) – with incidental tasting, food service and retail sales, with live entertainment
SUP
Banks and similar financial services SUP
Day Nurseries (child care centers) SUPA
Dish antennas over 18 inches in diameter SUPA
Health clubs, fitness studios, dancing schools,
gymnasiums, martial arts studios (less than 10,000 square foot gross floor area)
SUPA
Incidental uses clearly incidental or accessory to the main permitted use and compatible with the area
DP/SUP (if within
400’ of a
residential zone)
Laboratories, experimental DP/SUP (if within
400’ of a
residential zone)
Medical and dental laboratories DP/SUP (if within
400’ of a
residential zone)
Parking structures and surface lot(s) P
Research and development, biotech, innovation industries, small-scale incubator industries and other similar uses DP/SUP (if within
400’ of a
residential zone)
Restaurants, cafes, coffee shops, and other specialized food and beverage service establishments without
alcoholic beverage consumption (up to 0.5% alcohol by
volume)
SUP
Restaurants, cafes, and other specialized food service
establishments with alcoholic beverage consumption
(greater than 0.5% alcohol by volume)
SUP
Technology and life sciences DP
Trade and training schools DP
Wireless communications facilities DP/SUP (if within
400’ of a
residential zone)
Wireless communication facilities, small SWF
Any other use determined by the Community Development
Director to be within the general purpose and intent of the Planning Area
SUPA
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*DP = Development Permit (Planning Commission or CD Director per Sec. 9-

4.2804(a)(1) of the TOMC)
SUP = Special Use Permit (Planning Commission)
SUPA = Special Use Permit (CD Director)
SWF = Small Wireless Facility Permit (CD Director or City Engineer)

7. Residential Density and Intensity of Development

The 264 residential dwelling units have been allocated to this site by the City Council. The multi-family residential areas are contemplated to have apartment units with a maximum density of 30 dwellings units per net acre (based on 8.8 acres per City Council resolution 2021-006). The site coverage and intensity and locations of the new structures and buildings shall be located substantially as shown on the Site Plan within the “Project Plan Set” dated April 13, 2022, attached as Exhibit “4,”. which is permanently retained on file with the City

8. Development Standards
A. Building Height
(1) Building Height Parking Structure and Industrial Buildings.

Buildings shall not exceed a n average height of 75 feet as prescribed by SP-23. A building or structure exceeding such height, may be approved by the Planning Commission.
(2) Multi-family Residential Townhome Apartment Buildings .

Buildings shall not exceed an average height of 50 feet as prescribed by SP-23. A building or structure exceeding such height, may be approved by the Planning Commission.
(3) Building Height Exception . Roof attachments such as mechanical equipment, parapets, wireless masts, similar diminutive roof attachments, and stairway and elevator towers may not be included in the height limits set forth in this chapter provided Roof attachments are set back a minimum of 10 feet from the face of the b uilding or any other similar device shall not exceed twenty (20’) feet above the prescribed height limit.

B. Setbacks:

The following area regulations shall apply to any use / development permitted in Specific Plan No. 23:

(1) Planning Area 1 Buildings:

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(a) Front (east): There shall be a front (street) yard first floor setback of 20 feet minimum for all main structures along Lakeview Canyon Road.

(b) Side (north) : There shall be a 20 -foot minimum yard setback to property line for structures.

(c) Side (west): There shall be a 2 0-foot minimum yard setback to property lines abutting the Specific Plan
area boundary

(d) Rear (south): There shall be a 20 -foot minimum yard setback to Planning Area 2 boundary.
(2) Planning Area 2 Buildings:

(a) Front (east) : 100 feet front (street) yard setback to centerline of street.

(b) Side ( west): no setback required to interior property lines abutting the Specific Plan boundary.

(d) Rear (south): 100 feet to centerline of Freeway or 20 feet to edge of right-of-way, whichever is greater.

C. Parking
(1) Off-Street Parking:

Must Comply with parking area design standards pursuant to TOMC Section 9-4.2405 and as prescribed by SP-23.
(2) Required parking:
(a) Apartment Buildings : Studio and one -bedroom
apartments, 1 space per unit; two -bedroom apartments,

1.5 spaces per unit; plus an additional .5 guest parking spaces per unit.

(b) Industrial Park:

• Business and professional offices: 1 space for 250
square feet of gross leasable floor area.

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• Laboratories: 1 for each 500 square feet of gross floor area or 1 for every 2 employees on the largest shift,
whichever is greater, plus 1 for each company vehicle,
plus 1 for each 250 square feet of gross floor area for incidental office use.
• Research and development: 1 for each 300 square
feet of gross floor area, plus 1 for each company
vehicle, plus 1 for each 250 square feet of gross floor area for incidental research and development use.
• Restaurants and similar dining establishments: 1 for
each 45 square feet of customer area and 1 for each
250 square feet of all ot her floor area; no additional spaces are required for outdoor customer dining areas
within the seating limits set forth in Section 9 -

4.2523(a)(1) of the TOMC.
• Technology and/or life sciences and/or laboratories: 1 space for every 500 square feet of net floor area. A total of 20 percent of the net floor area may be devoted to an accessory office use without providing additional
parking spaces. However, an accessory office use
which exceeds 20 percent of the net floor area shall
provide parking for the entire use at a ratio of one space per 300 square feet of net floor area.
• All other uses shall be pursuant to Article 24 of the TOMC
(3) Parking Location:

All required residential parking associated with the residential units will be provided within the subterranean parking
structures and surface level parking , including guest parking spaces.

All required residential parking associated with the apartment residential units will be provided within the parking garages, with guest parking spaces predominately consisting of surface level parking.

All required Industrial office parking will be provided within the parking structure and surface level parking spaces on the subject site . Parking design is open to surface lots and/or structured parking.

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D. Parking Space Dimensions:

Shall comply with the standards specified in Article 23, of Chapter 4 of Title 9 of the TOMC and SP-23.

E. Circulation:
(1). Vehicular
(a) Overall design concept provides adequate traffic flow with minimal conflicts with pedestrians, with public
street connections and on -site private driveways as
shown on the Site Plan as Exhibit “ 4,” which is
permanently retained on file with the City.
(b) Driveway design, location, and gradients shall comply with requirements pursuant to TOMC Section Sec. 9 -

4.2405, unless otherwise approved by the Community
Development and Public Works Departments.
(c) All driveways within a parking lot used exclusively for ingress and egress or interior parking lot circulation
shall be designed and improved with grades not to
exceed a 7 percent slope , unless otherwise approved
by the Community Development and Public Works
Departments.
(e) Where dead-end driveways occur, provide minimum 5-
foot pavement extensions when abutting a landscaped
area or 10-foot when abutting a wall.
(f) Project shall comply with Ventura County Fire
Department standards.
(j) Reciprocal ingress and egress access easements to the separate parking areas shall be recorded for the two
parcels.
(k) Internal private driveways shall have a minimum width of 30 feet, with surface parking mixed-use and
townhome apartment guests and subterranean parking.
(2). Pedestrian
(a) Project to have d isabled accessibility compliance with design of ramps, walks, clearances, material use,
parking, signage per Title 24 and City ordinances.

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(b) Design decorative concrete walkways that provide
connectivity and accessibility to all onsite buildings, and other amenities, with a contemplated circulation pattern as shown on Exhibit “4,” which is permanently retained
on file with the City
F. Signs:

All requirements set forth in the City's sign regulations shall apply to the Specific Plan area except as follows:
(1).Signage along the 101 Freeway: No freestanding sign shall be readable from the 101 Freeway right-of-way and no freestanding sign may be placed on the freeway frontage.
(2).Total Sign Area: one (1) square foot of area for each linear foot of the width of the front of the building. Total Sign Area is for wall signs only and does not include Monument signs.
(3).Number of Signs: If the number of signs proposed on any façade is equal to two or more, a sign program for the building and site shall be required. Signage proposed shall include, but not be limited to:
(a) Text description,
(b) Pictorial representation of the location of all sign locations, (c) Dimensions, color, letter style, letter height, and sign t ype of all signs to be installed in conjunction with all proposed signs. (4).Monument signs shall be limited to no more than thirty -two (32’) square feet exposed surface area on one side (maximum height of six [6’] feet including the base). There will be no more than one (1) monument sign per vehicular entry from a public right -of-way (excluding the 101 freeway).

The Community Development Director may permit one single -faced sign on any portion of a site to advertise the sale or lease in total of the property, identify a construction project, or announce a building project. Such sign shall not total more than thirty -two (32’) square feet in sign area. No portion of any sign permitted pursuant to the provisions of this section shall have a height of more than e ight (8') feet. Such sign shall be removed in accordance with the provisions of Section 94.2304 of Article 23.

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G. Landscaping:

(1) Landscape trees shall be selected and planted in such a manner as to minimize root damage to surfaces and structures. (2) Compliance with landscape and irrigation standards pursuant to Res. Nos. 2005 -011 and 2007 -116. All landscaping and irrigation shall comply with the State of California Model Water Efficiency Landscape Ordinance (MWELO) standards.
(3) Landscaping within parking areas. Ten (10%) percent of open parking and driveway areas shall be landscaped. This shall be in addition to landscape requirements for setback areas, perimeter property line landscaping and landscape planters located adjacent to structures. Such landscape areas shall be evenly distributed through the entire parking area as required by the Community Development Director. The ten (10%)
percent parking requirement shall be calculated based on the total amount of parking and driveway areas on the approved plan(s), except parking spaces provided for display purposes or for enclosed vehicles sto rage areas. The Community
Development Director or the Planning Commission may allow any landscaped area which would be within an open service or work area and not viewable from any perimeter street to be relocated to a more functional location within the other parking areas on the property provided such relocation does not decrease the t otal required interior landscaping of the parking area.
(4) The landscape area between Planning Area 1 and Planning Area 2 will be upgraded with Landscaping and Hardscape as a pedestrian open space , with planter seating and decorative hardscape surfaces.
(5) The required landscaping area shall be planted and provided with permanent irrigation systems in accordance with
landscape standards and guidelines of Resolution No. 93-74.

H. Apartment Private Open Space:

All apartment units shall have a minimum private patio or balcony area of fifty (50) square feet and a minimum dimension of six (6') feet and with direct access to the unit.

I. Apartment Common Open Space:

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A minimum of 100 square feet per unit of Common Open Space shall be required. The following Common Open Space amenities shall be incorporated into the residential development:

Pools, active recreation, passive recreation, seating areas, barbeques, sunning decks, fire pits, common roof decks, courtyards, dog park and a children’s nature play area. and other similar uses.

Common open spaces shall have a minimum dimension of 20 (twenty) feet and a minimum size of 500 square feet per open space amenity area.

At least one (1) accessible dog park with seating area.

In addition, the proposed development shall have a well-coordinated pedestrian circulation which will utilize pedestrian paths internal to the site, that would have a dual purpose for gathering /passive recreation as well as providing connectivity throughout the site and nearby uses. These defined spaces separate from the connecting walkways, would count toward meeting the common open space requirement.

Collectively, the above shall count toward the overall Common Open Space requirement.

J. Architecture:

A contemporary modern architectural theme shall be applied for new buildings in the project , featuring undulating roof lines, smooth stucco exterior, cement and metal panel siding, vertical and horizontal variation, and transparent panel railing . The residential buildings shall be sited at the northern portion of the site and located and oriented toward the interior of the site . The proposed parking structure shall be sited at the southern portion of the site and designed to be compatible with the existing industrial office building within Planning Area 2. Any proposed project shall display a high degree of honest and true architecture, real materials, and contextual compatibility and the project's consistency with the City's architectural design guidelines and policies per Res. No. 2005 -011.

Demonstrate screening of any proposed roof mounted and ground mounted mechanical units. The proposed building s shall be compatible with architectural design elements of surrounding buildings and incorporate wall articulation to break up mass and accentuate different materials. Project will follow Cal Green Requirements.

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K. Lighting:

(1). Any new construction shall p rovide a Photometric Plan , if applicable, that includes light fixture details.

(2). Photometric analysis to demonstrate adequate on -site illumination and no off-site spillover.

(3). No roof illumination shall be permitted except as otherwise needed to comply with building security requirements. The design and location of such fixtures shall be subject to review and approval of the Community Development Department prior to the issuance of a building permit.

(4). The parking structure rooftop parking area shall be illuminated with wall sconces and shall not extend beyond the height of the parapet. Additionally, the rooftop parking area may be illuminated with a maximum of six (6) light standards subject to the following:
(a) Cut-off shields shall be installed/maintained on each side of the light fixtures visible from the parapet wall
perspectives;
(b) Timers shall be installed to limit operation of the lights to no later than 9:00 p.m., every day;
(c) Motion sensors shall be installed to limit operation of the lighting to times activity is detected on the roofing. Lighting shall be off when no activity is on the rooftop;
(d) Light standards shall not exceed 10’-0” in height;
(e) There shall be no modification to the lighting that increases light intensity above levels indicated on the Photometric plan within Project Plan Set, date stamped April 13, 2022; and
(f) Light standards shall be located as shown within Project Plan Set, date stamped April 13, 2022. Any modification to the location shall be reviewed and approved by the
Planning Division of the Community Development
Department prior to performing the work.

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L. Utility Services, Infrastructure and Financing:

Pursuant to California Gov. Code §65451(2), all utilities and infrastructure for permanent service to or from new construction within the Specific Plan, specifically including electric service, hardline telephone, cable TV, gas, wastewater and water service shall be constructed underground pursuant to applicable provisions of the Thousand Oaks Municipal Code and placed within the paved section of public and/or private driveways/streets and not within landscaped median or parkways except where placement in streets and/or private driveways is infeasible. All existing utility poles shall be removed.

The proposed circulation, location, and extent of the private, on-site, streets or driveways are shown on the Site Plan Exhibit “4,” which is permanently retained on file with the City . The proposed distribution, location, extent, and intensity of major components of the public and corresponding private sewage collection mains, water mains for distribution and fire hydrants, stormwater drainage pipes and inlets/catch basin s, subsurface stormwater infiltration facilities and detention areas, solid waste disposal, energy, and other essential major facilities are proposed to be located within the area covered by the Specific Plan and needed to support the land uses described i n that plan. These features are shown on the City approved civil engineering plan submitted to the City for the associated development entitlements and further demonstrated in Exhibit “4,” which is permanently retained on file with the City.

In addition, the mitigation measures described in Environmental Impact Report (EIR) 2021-71100 shall be implemented.

M. Affordable Housing Component:

To help meet the City’s RHNA numbers the multi-family residential areas will contain 34 affordable units (13% of total units) for qualifying very-low and low-income households, based on the median income for Ventura County as published by the State of California pursuant to California Code of Regulations, Title 25, Section 6932, or successor provision. Unit type mix will be four (4) studio units, eight (8) one-bedroom units, and four (4) two-bedroom units and the low- income affordable units include five (5) studio units, eight (8) one - bedroom units, and 5 (five) two-bedroom units. These affordable unit will be blended in among the market rate units. Rental obligations for the low-income affordable units shall remain for such designated income groups for a fifty-five (55) year period from when such units are completed. There shall be a recorded Affordable Housing Agreement between the owner of the project and the City specifying ORD. NO. 1701-NS
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the affordable income level served and guaranteeing the affordability of dwelling units constructed.

9. Administration
A. New Land Uses or structures, changes to land uses or structures. It shall be unlawful, and a violation of this Specific Plan, for any person to establish, construct, reconstruct, enlarge, alter, or replace any use of land or structure, except those in compliance with the requirements of this Specific Plan. No Building Permit or Grading permit shall be issued by the City unless the proposed construction complies with all applicable provisions of this Specific Plan.

B. Conflicting Requirements. If a conflict occurs between requirements of this Specific Plan, or between this Specific Plan and the City of Thousand Oaks Municipal Code or other regulations of the City, the Specific Plan requirements shall apply.

C. Other Requirements may apply. Nothing in this Specific Plan eliminates the need for obtaining any other permits required by the City, or any permit, approval, or entitlement required by any other applicable special district or agency, and/or the regulations of any State, or Federal agency.

D. Ambiguities. The Community Development Director shall have authority to interpret the appropriateness of any proposed business operation within the commercial component. Any determination shall be consistent with the intent of the use limitations on the site and with regard to sensitive residential uses in the immediate vicinity.

10. Severability
If any condition or term herein is declared illegal, null and void, or unenforceable, the other terms and conditions shall remain in full force and effect to the fullest extent permitted by law.

11. Amendment
Amendments to Specific Plan No. 23 shall be considered pursuant to procedures established by Section 65453 of the State of California Government Code.

12. Adoption
Upon the approval of Specific Plan No. 23 by the City, and pursuant to the provisions of California Government Code Section 65453, the City shall adopt an ordinance establishing Specific Plan No. 23.

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EXHIBIT 1
Vicinity Map

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EXHIBIT 2
Location Map

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EXHIBIT 3
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ORDINANCE NO. 1702-NS

AN ORDINANCE OF THE CITY COUNCIL OF THE

CITY OF THOUSAND OAKS APPROVING A
DEVELOPMENT AGREEMENT ( 1 BAXTER WAY ;
APPLICANT: ONE BAXTER WAY, L.P.)
The City Council of the City of Thousand Oaks does hereby ordain as follows:

Part I
Based upon the information contained in the Staff Report, exhibits, and public testimony given at a public hearing on June 28, 2022, the City Council approved this Development Agreement with the following findings:

WHEREAS, to strengthen the public planni ng process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California adopted Government Code Sections 65864 et seq. (the “Development Agreement Statute”) which authorizes cities to enter into agreements for the development of real property with any person having a legal or equitable interest in such property in order to establish certain development rights in such property; and
WHEREAS, in accordance with the Development Agreement Statute, the City of Thousand Oaks (the “City”) has adopted regulations (the “Development Agreement Regulations”) to implement procedures for the processing and approval of development agreeme nts in accordance with the Development Agreement Statute, which are contained in Section 9 -11.01 et seq. of the Thousand Oaks Municipal Code; and
WHEREAS, the One Baxter Way, L.P. (“Developer”) desires to carry out the development of a multi-family reside ntial development and parking structure project (“Project”) located at 1 Baxter Way (“Property”), consistent with the General Plan, newly adopted Specific Plan (SP 2 3), other City rules and regulations, and the Development Agreement and vested entitlements referenced therein; and WHEREAS, this Development Agreement (DAGR 2022-70052) will assure the City and the Developer that the Project will proceed as proposed and that the Project can proceed without disruption caused by a change in City planning and development policies and requirements, which assurance will thereby reduce the actual or perceived risk of planning, financing and proceeding with construction of ORD. NO. 1702-NS
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the Project and promote the achievement of the private and public objectives of the Project; and
WHEREAS, the Planning Commission, upon giving the required notice, did, on the 13th day of June, 2022 , opened a duly -advertised public hearing as prescribed by law to consider said application; and
WHEREAS, on the 13th day of June, 2022, the Planning Commission, held a public hearing, oral and written evidence, including a staff report, were presented and received, and arguments were heard from all interested parties appearing in the matter; and
WHEREAS, the City Council of the City of Thousand Oaks held a duly noticed public hearing on the Project on June 28, 202 2, during which the City Council received comments from the developer, City staff, and members of the general public and approved related entitlements and legislative actions, including a General Plan Amendment (LU) 2019 -70563; Zoning Change (Z) 2021 -70556; Specific Plan (SP) 2021 -71106; Development Agreement (DAGR) 2022 -70052; Residential Planned Development (RPD) 2021 -70558; Development Permit (DP) 2022-70098; Land Division (LD) 2021-70557; Protected Tree Permit (PTP) 2021- 70559, and adopt and make the CEQA Findings and certify the FEIR 2021-71100.

Part 2

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF THOUSAND OAKS DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. This Ordinance incorporates, and by this reference makes a part hereof, the Development Agreement (including all exhibits to the Agreement), attached hereto as Exhibit A, subject to the provisions of Section 5 hereof.

SECTION 2. This Ordinance is adopted under the authority of Government Code Section 65864 et seq. and pursuant to the City’s “Development Agreement Regulations.”
SECTION 3. In accordance with the Development Agreement Regulations, the City Council hereby finds and determines, as follows:
(a) The Development Agreement is consistent with the goals and policies of the Thousand Oaks General Plan and Specific Plan 23;

(b) The Development Agreement establishes certain development rights, obligations and conditions for implementation of the Project;

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(d) The Development Agreement will not be detrimental to the public health, safety and general welfare;

(e) The Development Agreement will support the orderly development of the Property and the preservation of property values;

(f) The project qualifies as a “horizontal mixed -use” project consisting of an existing industrial development and proposed multi -family residential development and parking structure, which is a development concept for the Specific Plan area intended to produce a broad mix of interactive uses, which will create an active and interesting atmosphere in both the site and within nearby properties.

Complementary uses are to be located in close proximity to each other in order to promote interaction between uses to a dvance the development concept of the Specific Plan.

(g) The project is consistent with the “industrial and high density residential” land use designation of the Thousand Oaks General Plan.

(h) The architectural design of the project complies with the intent and development standards of SP 23 and the City’s Architectural Design Review Guidelines, Precise Plan of Design Guidelines, Commercial Design Guidelines, and Freeway Corridor Guidelines.

(i) EIR 2021-71100 was prepared for the subject project in accordance with the California Environmental Quality Act (CEQA). A comprehensive evaluation of the potential environmental impacts for this project was performed. This evaluation determined that the project could ha ve a significant effect on the environment without appropriate mitigation measures in place, therefore an EIR was prepared for the project. Appropriate measures are detailed in the report to ensure appropriate mitigation is in place so no significant adverse environmental impact results from the project. To that end, a mitigation monitoring plan is required to ensure the indicated mitigation measures are applied to the project.

SECTION 4. The foregoing findings and determinations are based upon the following:
(a) The Recitals set forth in this Ordinance, which are deemed true and correct;

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(b) The City’s General Plan, as amended by General Plan Amendment LU 2019-70563 (City Council Resolution No. 2022- 038) prior to adoption of this Ordinance;
(c) Resolution No. 2022-038 for the Project entitlements, adopted by the City Council on June 28, 2022, and which Resolution and exhibits are incorporated herein by reference as if set forth in full; (d) All City Staff reports (and all other public reports and documents) prepared for the Planning Commission and City Council, relating to the Development Agreement and other actions relating to the Project;
(e) All documentary and oral evidence received at public hearings or submitted to the City during the comment period relating to the Development Agreement, and other actions relating to the Project; and
(f) All other matters of common knowledge to the Planning Commission and City Council, including, but not limited to the City’s fiscal and financial status; City policies and regulations; reports, projections and correspondence related to development within and surrounding the City, State laws and regulations and publications.

SECTION 5. The City Council hereby approves the Development Agreement, attached hereto as Exhibit A, subject further to such minor, conforming and clarifying changes consistent with the terms thereof as may be approved by the City Manager, in consultation with the City Attorney to execution thereof, including completion of references and status of planning approvals, and completion and conformity of all exhibits thereto, and conformity to the General Plan, as amended, as approved by the City Council.

SECTION 6. The approval contained in Section 5 hereof is subject to and conditioned upon Resolution No. 2022- 038, adopted by the City Council approving the General Plan Amendment, becoming effective.

SECTION 7. The City Manager is hereby authorized and directed to perform all acts authorized to be performed by the City Manager in the administration of the Development Agreement pursuant to the terms of the Development Agreement.

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Part 3
(Uncodified)
The Development Agreement DAGR 2022-70052 (EXHIBIT A) is hereby approved and adopted as presented to City Council on June 28, 2022 and with the second reading held on July 5, 2022.

Part 4
(Uncodified)
Severability
If any section, subsection, clause or phase of the Ordinance is for any reason held to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portions of this title; it being hereby expressly declared that this title, and each section, subsecti on, sentence, clause and phrase hereof, would have been prepared, proposed, adopted, approved and ratified irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases be declared invalid or unconstitutional.

Part 5
(Uncodified)
Effective Date
This Ordinance shall take effect on the thirty-first (31st) day following its final passage and adoption
PASSED AND ADOPTED this 5th day of July, 2022, by the following vote:

Ayes:

Noes:

Absent:
___________________________
Bob Engler, Mayor
City of Thousand Oaks, California
ATTEST/CERTIFY:
_____________________________
Cynthia M. Rodriguez, City Clerk
Date Attested: _________________
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APPROVED AS TO FORM:

Office of the City Attorney
_____________________________
Tracy M. Noonan, City Attorney
APPROVED AS TO ADMINISTRATION:
______________________________
Andrew P. Powers, City Manager
Introduced: June 28, 2022
Published: June 29, 2022 and July 15, 2022
Ordinance No.: 1702-NS
The presenc e of electronic signature certifies that th e foregoing is a true an d correc t copy as approved by the City of Thousand Oaks City Council on the date cited above.

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EXHIBIT "A"

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

City of Thousand Oaks
2100 E. Thousand Oaks Boulevard
Thousand Oaks, CA 91362
Attn: City Clerk

WITH A COPY TO:

Thomas S. Cohen
1534 N. Moorpark Road, #337
Thousand Oaks, CA 91360

(Space Above this Line is for Recorder’s Use Only)

This Development
Agreement is recorded at the
request and for the benefit of
the City of Thousand Oaks and
is exempt from the payment of
a recording fee pursuant to
Government Code § 6103.

DEVELOPMENT AGREEMENT

by and between

CITY OF THOUSAND OAKS

And

ONE BAXTER WAY, L.P.

THIS DEVELOPMENT AGREEMENT is entered into this ___ day of ________________, 2022, by and among the CITY OF THOUSAND OAKS, a California municipal corporation (“City”), on the one hand, and One Baxter Way, L.P. (“Owner”), on the other hand. City and Owner are at times collectively referred to as the “Parties” herein.

R E C I T A L S

This Agreement is predicated upon the following facts, understandings and intentions of the Parties.

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A. The State of California adopted the Development Agreement Act to strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic risk of development.

Sections 65865 through 65869.5 of the California Government Code Section (the Development Agreement Act), authorizes City and persons who have legal or equitable interests in real property to enter into a binding development agreement stablishing certain development rights in the real property that is the subject of the development project application. City has also codified the process of development agreements in Chapter 11 of Title 9 of the Thousand Oaks Municipal Code (“TOMC”).

B. Throughout this Agreement, including the Recitals contained herein, certain capitalized terms are used which are defined in Section 1 of this Agreement.

City and Owner intend to refer to those definitions when the capitalized terms are used.

C. Pursuant to Government Code Section 65865, City adopted Title 9, Chapter 11 of the TOMC – Development Agreements (“Development Agreement Ordinance”), further aut horizing this Agreement and establishing the City Council’s intent that development agreements be entered into in those situations where the agreement is fair, just and reasonable at the time of its execution; and where it is prompted by the necessities of the situation, or is, by its nature, advantageous to City.

D. Throughout this Agreement the terms “Owner” or “Developer” may be used synonymously, and both refer to One Baxter Way, L.P.

E. On February 23, 2021, the City Council adopted Resolution No. 2021 -006, “A Resolution of the City Council of the City of Thousand Oaks Declaring Intention to Consider an Amendment to the Land Use Element of the General Plan and Allowing Concurrent Processing of Entitlement Applications for Land Use Located at 1 Baxter Way (LU 2019-70563 / RCA 2019-70561: One Baxter Way LP)”. As part of that Resolution, the City Council approved LU 2019 -70563 and RCA 2019 -70561, allocating 264 residential dwelling units of Citywide Measure E residential capacity to Gateway.

F. Owner and the Ci ty have agreed that the parties should enter into a development agreement pursuant to City’s Development Agreement Ordinance and proceedings have been taken in accordance with the rules and regulations of City and State law.

G. Owner voluntarily enters into this Agreement to implement the General Plan and in consideration for the rights conferred and the procedures specified herein for the development of 1 Baxter Way, Thousand Oaks, California A.P.N. Numbers 680-0-230-695 and 680-0-230-715 (“Property” or “Project ORD. NO. 1702-NS
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Site”). City, in the exercise of its legislative discretion, voluntarily enters into this Agreement to implement the General Plan and in consideration of the agreements and undertakings of Owner as specified herein.

H. Concurrent with this Agreement, Owner proposed that City grant Owner the following land use entitlement approvals (hereinafter “Project Approvals”) for the Project (defined below in Section 1 – Definitions) which are incorporated and made a part of this Agreement.
a. General Plan Amendment N o. LU 2019 -70563 to High Density Residential 15 -30 dwelling units per net acre for the 8.8 -acre residential portion of the Project Site (Planning Area 1);

b. Specific Plan 23 (2021-71106);

c. Zone Change 2021-70556 to establish a “Specific Plan” for the entire property known as Specific Plan No. 23;

d. Residential Planned Development (RPD) 2021-70558

e. Development Permit (DP) 2022-70098

f. Protected Tree Permit No. 2021-70559

g. Development Agreement (DAGR) 2021-70399

h. Land Division Permit No. 2021-70557

i. Environmental Impact Report (EIR) 2021-71100

I. During the application process, Owner submitted architectural plans, site plans, landscape plans and grading plans to the City for review by staff.

The Project was approved subject to certain conditions and th e approved plan and conditions of approval are attached to this Agreement as Exhibits B, C and D.

J. City has approved the Project, subject to the associated conditions, and determined that this Agreement is consistent with City’s General Plan and Specific Plan 23 and specifically determined that this Agreement: (1) is fair, just and reasonable; (2) is prompted by the necessities of the situation and is by its nature advantageous to City; and, (3) that this Agreement encourages and assures private participation in the construction of housing stock, as determined in the absolute discretion of the City Council.

K. On [ June 13, 2022 ], the Planning Commission of City considered the Project, the material terms of this Agreement, and the Environmental Impact Report (“ EIR”) at a duly noticed public hearing and made appropriate ORD. NO. 1702-NS
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findings that the provisions of this agreement are consistent with the General Plan and recommended approval of the Project to City Council.

This Agreement was thereafter considered by the City C ouncil at a duly noticed public hearing on [ date], in accordance with State law and City’s Development Agreement Ordinance.

L. The City Council, after conducting a duly noticed public hearing on [ date], considered, confirmed, and approved that the Project’s EIR adequately addresses the environmental impacts of the Project at the Project Site, including consideration of the Project Approvals, approved the form and material elements of this Agreement, authorized the execution of this Agreement, and found that the provisions of this Agreement are consistent with the General Plan, State law, and the Development Agreement Ordinance. The City Council conducted the first reading of the new ordinance on [ date], followed by the City Council’s second reading of the new ordinance on [date].

M. This Agreement and the consent of Owner to each of its terms, conditions, and obligations will eliminate uncertainty in planning and provide for the orderly development of the Property consistent with the policies and objectives of the General Plan, Specific Plan No. 23 and proposed zoning, as well as provide funding for certain public infrastructure improvements needed for the Project or public projects as further identified in this Agreement. All such public improvements or project s are beneficial to the health, safety, and general welfare of the City in general.

N. In exchange for the benefits to City listed herein, City agrees to take those actions required to facilitate Owner’s development of the Project, including the approval, adoption, or issuance of necessary development permits and the future ministerial approval of any additional building plans, building permits, occupancy permits, and other such permits necessary to implement the Project (“Ministerial Approvals”) which are co nsistent with this Agreement.

O. It is the intent of the Parties that all acts referred to in this Agreement shall be accomplished in such a way as to fully comply with the California Environmental Quality Act (“CEQA”), state law governing adoption of development agreements, the Thousand Oaks Municipal Code, City’s Development Agreement Ordinance, and applicable development entitlements.

P. This Agreement is made and entered into in consideration of the mutual covenants and in reliance upon the various representations and warranties contained herein. The Parties acknowledge that, in reliance on the agreements, representations, and warranties contained herein, Owner will take certain actions, including making substantial investments and ORD. NO. 1702-NS
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expenditures of monies, relative to the Property and the development thereof.

Q. This Agreement will eliminate uncertainty in planning for and securing orderly development of the Project, provide certainty necessary for the Owner to make significant investments in public infrastructure, public gathering areas, an d other improvements and public infrastructure, and other improvements, assure the timely and progressive installation of necessary improvements and public services, establish the orderly and measured build-out of the Project consistent with the vision of City’s Specific Plan (Specific Plan No. 23) and will provide public benefits to City it would not be entitled to absent this Agreement.

R. This agreement and the consent of Owner to each of its terms, conditions, and obligations will eliminate uncertainty in planning and provide for the orderly development of the Property consistent with the policies and objectives of the General Plan and Specific Plan No. 23 and provide funding for certain public infrastructure improvements needed for the Project or public projects. All such public improvements or projects are beneficial to the health, safety, and general welfare of the City in general.

S. The terms of this Agreement support a vital and important interest of City by ensuring the development is consistent wit h the General Plan, Specific Plan No. 23 and the upgrading of City infrastructure and improvements.

T. In exchange for the benefits to City, Developer desires to receive the General Plan Amendment and other Project Approvals to permit mixed use on the Property, the designated number of residential units allocated for the Project, assurance that it may proceed with the Project in accordance with the Project Approvals and existing land use ordinances and development standards in effect on the Agreement Date, su bject to the terms and conditions contained in this Agreement and, to secure the benefits afforded Developer by Government Code §65864 et seq ., and the City’s Development Agreement Ordinance.

U. For the foregoing reasons, Owner and the City (each individually, a “Party” and, collectively, the “Parties”) desire to enter into a development agreement for the Project pursuant to the Development Agreement Act and other applicable laws upon the terms and conditions set forth herein and, in the exhibits, attached hereto.

A G R E E M E N T

NOW, THEREFORE, in consideration of the above recitals and of the mutual covenants contained in this Agreement as well as in consideration of the mutual promises ORD. NO. 1702-NS
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and covenants herein contained and other valuable conside ration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

1. Definitions

1.1. “Agreement” means this Development Agreement, identified as City of Thousand Oaks Development Agreement No. 2021-70399.

1.2. “Agreement Date” means the date this Agreement is executed by both City and Owner.

1.3. “Agreement Effective Date” is the date on which thi s Agreement is attested by the City Clerk of the City after execution by Owner and Mayor of the City.

1.4. “Applicable Laws” means the City’s rules, regulations, ordinances, and official policies in force and effect as of the Agreement Effective Date governing permitted uses of the land, the density or intensity of use, the maximum height and size of proposed buildings, parking requirements, setbacks, development standards, the provisions for reservation or dedication of land for public purposes, as well as those rules and laws governing design, improvement, and construction standards, specifications, policies and guidelines applicable to development of the Property, unless otherwise provided by this Agreement or the Project Approvals.

1.5. “CEQA” means the Californ ia Environmental Quality Act and any state and local rules, regulations or guidelines adopted pursuant thereto.

1.6. “City” means the City of Thousand Oaks, California.

1.7. “Development Agreement Ordinance” means Title 9, Chapter 11 of the Thousand Oaks Municipal Code wherein City has set forth the procedures and requirements for consideration and administration of development agreements.

1.8. “Development Fees” means any monetary fee or exaction other than a tax or special assessment that would be charged by a local government agency pursuant to Government Code Section 66000, et seq., to a project applicant in connection with new development for the purpose of defraying all or a portion of the cost of public facilities related to the new development, including without limitation, fees for utility construction, use, linkage or connection fees; public transit; traffic improvement and operations and any other traffic -related fees; affordable housing; sustainability or green initiatives; capital facilities; police and fire ; parks; libraries; and other exactions, assessments, fair share charges or other similar impact fees or charges imposed on and in connection with new development.

1.9. “Future Development Entitlements” means all necessary City discretionary approvals (includi ng conditions of approval) for the development of the Project that are not addressed in this Agreement and that must be consistent with the ORD. NO. 1702-NS
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current General Plan and Zone Change Ordinance for the Project Site, the Applicable Laws and this Agreement.

1.10. “Lower Income Households” means household at or below 80 percent of the Area Median Income. Refer to the 2022 Ventura County Income Limits chart attached hereto as Exhibit E and future amendment and revisions thereto.

1.11. “Measure E Residential Capacity” means the citywide residential units available for reallocation to a proposed development project pursuant to Section 9-

2.203 of City’s Municipal Code.

1.12. “Ministerial Approvals” means the non-discretionary City permits and approvals necessary for the development of the proposed Project as required by the Applicable Laws or State law, including but not limited to approval of building plans, final map, building permits, occupancy permits, and other similar types of permits necessary to implement the Proj ect. Notwithstanding the foregoing, Ministerial Approvals may be processed and approved in accordance with amended versions of the Applicable Laws upon Owner’s request and in Owner’s sole discretion.

1.13. “Owner” or “Developer” means One Baxter Way, L.P., and each and all of their respective transferees, partners, successors, and assigns, whether voluntary or involuntary.

1.14. “Processing Fees” means fees and charges (i) adopted by the City for the purpose of defraying the City’s reasonable costs incurred or to b e incurred in the processing and administration of any form of permit, license, or land use entitlements, or (ii) imposed by the City to defray the costs of periodically updating its plans, policies and procedures, including but not limited to, the fees an d charges referred to in Government Code Section 66014.

1.15. “Project” means the proposed development of the Property in accordance with the Project Approvals, this Agreement, and the conditions of approval and mitigation measures adopted as part of this Agreement.

1.16. “Project Approvals” means those discretionary City permits and approvals, including those listed in Recital I of this Agreement (including conditions of approval), necessary for the development of the proposed Project consistent with the needed General Plan amendment and Zone Change for the Project Site, the TOMC and other Applicable Laws in effect on the Agreement Effective Date, any amendment to such permit or approval allowed by the TOMC and this Agreement.

1.17. “Property” is that certain real propert y located within the City of Thousand Oaks at 1 Baxter Way, Thousand Oaks, California 91362, APNs 680 -0-230- 695 and 680-0-230-715 and as more particularly described in Exhibit A attached hereto.

The Property may also be referred to from time to time herein as the “Project Site.”

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1.18. “Reserved Powers” means the rights and authority expected from this Agreement’s restriction on the City’s police powers and which are instead reserved to the City. The Reserved Powers include (a) the powers to enact regulations o r take future Discretionary Actions after the approval of the Project Approvals that may be in conflict with the Applicable Rules and Project Approvals, but (i) are necessary to protect the public health and safety, and are generally applicable on a citywi de basis (except in the event of natural disasters as found by City Council such as floods, earthquakes, pandemics and similar acts of God), (ii) are necessary to comply with State or federal laws and regulations (whether enacted previous or subsequent to the final administrative approval of the Project Approvals), or (iii) constitute Processing Fees and charges imposed or required by the City to cover its actual costs in processing applications, permit requests and approvals of the Project or in monitoring compliance with permits issued or approvals granted for the performance of any conditions imposed on the Project, unless otherwise waived in writing by the City, and (b) the power to enact and amend the Building Codes.

1.19. “Term” means the period of time for which this Agreement shall be effective in accordance with Section 3 below.

1.20. “Very Low Income Households” means household at or below 50 percent of the Area Median Income. Refer to the 2022 Ventura County Income Limits chart attached hereto as Exhibit E and future amendment and revisions thereto.

2. Exhibits. The following documents are referred to in this Agreement, attached hereto and made a part hereof by this reference.

Exhibits Designation Description
A Legal Description of Property
B Site Plan
C Project Plan Set dated April 13,
2022
D Conditions of Approval
E Ventura County Income Limits
Chart
F Sustainability Features

3. Agreement Effective Date and Term . This Agreement shall become effective (“Agreement Effective Date”) as set forth in Subsection 1.3 above. Unless extended by mutual written agreement of the Parties, this Agreement shall expire and be of no further force or effect on the earlier of seven (7) years from the Agreement Effective Date (“Term”) or the date on which the City issues a Certificate of Occupancy or approves final permits to allow occupancy of the buildings of the Project. The term may be terminated, modified or extended by mutual consent in writing of the. Following the expiration of the Term, this Agree ment shall terminate and be of no further force and effect, except with respect to terms and provisions that expressly survive the termination ORD. NO. 1702-NS
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of this Agreement. If this Agreement is terminated because the City has issued a Certificate of Occupancy or oth erwise issued final occupancy permits for the entire Project, then Owner’s obligations to provide the Benefits to City as identified in Section

6.1, below, shall survive such termination until the obligation has been completely satisfied. In the event the Project Approvals are challenged by a third-party, the Term is tolled from the date the challenge is filed with a court of competent jurisdiction, through the duration of the litigation, with the tolling period ending on the date of disposition. All Project Approval expiration dates will extend through the term of the Agreement.

4. State Enabling Statute . To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Leg islature of the State of California adopted the Development Agreement Act which authorizes any city to enter into binding development agreements establishing certain development rights in real property with persons having legal or equitable interest in suc h property. Section 65864 of the Development Agreement Act expressly provides as follows:

“The Legislature finds and declares that:

(a) The lack of certainty in the approval of development projects can result in a waste of resources, escalate the cost of housing and other development to the consumer,
and discourage investment in and a commitment to
comprehensive planning which would make maximum
efficient utilization of resources at the least economic cost to the public.

(b) Assurance to the applicant for a d evelopment project that upon approval of the project, the applicant may
proceed with the project in accordance with existing
policies, rules and regulations, and subject to conditions of approval will strengthen the public planning process,
encourage priva te participation in comprehensive
planning, and reduce the economic cost of development.”

Notwithstanding the foregoing, to ensure that the City remains responsive and accountable to its residents while pursuing the benefits of development agreements contemplated by the Legislature, the City: (1) accepts restraints on its police powers contained in development agreements only to the extent and for the duration required to achieve the mutual objectives of the Parties as permitted hereunder; and (2) to offse t controls and conditions imposed on development project applications.

5. Purpose of this Agreement.

5.1. Public Benefits. This Agreement provides assurances that the public benefits identified in Section 6.1, below, will be achieved in accordance with the ORD. NO. 1702-NS
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Applicable Laws and Project Approvals and with the terms of this Agreement and subject to the City’s Reserved Powers.

5.2. Developer Objectives. In accordance with the legislative findings set forth in the Development Agreement Act, and with full recognition of t he City’s policy of judicious restraints on its police powers, Developer wishes to obtain reasonable assurance that the Project may be developed in accordance with the Applicable Laws, the Project Approvals and other Discretionary Actions and with the term s of this Agreement, but subject to the City’s Reserved Powers. In the absence of this Agreement, Developer would have no assurance that it can complete the Project with the parcelization, uses and to the density and intensity of development (including, w ithout limitation, the location and number of improvements, proposed height and bult limits (e.g., maximum density, maximum floor area, etc.) and the provisions of open space, vehicular access and parking) set forth in this Agreement, the Project Approvals and other Discretionary Actions. This Agreement, therefore, is necessary to assure Developer that, except as otherwise expressly provided in this Agreement, the Project will not be (a) reduced or otherwise modified in density, intensity or use from what is set forth in the Project Approvals and other Discretionary Actions, (b) “subjected to new rules, regulations, ordinances or official policies or plans that are not adopted or approved pursuant to the City’s Reserved Powers or (c) subjected to unreasonab le delays for reasons other than Citywide health and safety enactments related to force majeure events such as, but not limited to, floods, earthquakes, pandemics, labor shortages and similar acts of God.

5.3. Mutual Objectives. Development of the Project in accordance with this Agreement will provide for the orderly development of the Property in accordance with the policies and objectives set forth in the General Plan, as amended by the General Plan Amendment. Moreover, this Agreement will eliminate uncertainty in planning for and securing orderly development of the Property, assure installation of necessary improvements for, and other features of, the Project reflected in the Project Approvals, assure attainment of maximum efficient resource util ization within the City at the least economic cost to its citizens and otherwise achieve the goals and purposes for which the Development Agreement Act was enacted. The Parties believe that such orderly development of the Project will provide public benef its to the City through the imposition of development standards and requirements under this Agreement, including without limitation increased tax revenues, installation of onsite and offsite improvements, creation and retention of jobs, and the development of an aesthetically attractive Project, as well as the public benefits described in Section 6.1, below. In addition, although development of the Project in accordance with this Agreement will restrain the City’s land use or other relevant police powers, this Agreement provides the City with sufficient reserved powers during the Term hereof to remain responsible and accountable to its residents. In exchange for these and other benefits to the City, Developer will receive assurance that the Project may be developed during the Term of this Agreement in accordance with the Applicable Laws, Project Approvals and other Discretionary Actions, and the Reserved Powers, subject to the terms and conditions of this Agreement.

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5.4. Applicability of the Agreement . This Ag reement does not (a) grant height, density or intensity in excess of that otherwise established in the Applicable Laws and the Project Approvals; (b) eliminate future Discretionary Actions relating to the Project if applications requiring such Discretionary Action are initiated and submitted by the owner of the Property after the Effective Date of this Agreement; (c) guarantee that Developer will receive any profits from the Project; (d) prohibit the Project’s participation in any benefit assessment distric t that is generally applicable to surrounding properties; (e) amend the General Plan or Specific Plan No. 23, or (f) amend the City’s Planning and Zoning Code (title 9). This Agreement has a fixed Term. Furthermore, in any subsequent Discretionary Action s applicable to the Property, the City may apply such new rules, regulations and official policies as are contained in its Reserved Powers.

6. General Acknowledgement. This Agreement is entered into for the purpose of permitting the development of the Prope rty in a manner that will assure certain anticipated benefits to both City and Owner as set forth in this Section.

6.1. Benefits to City and Obligations of Owner . The benefits to City (including, without limitation, the residents of City) and obligations of O wner under this Agreement include, but are not limited to:

6.1.1. Construction of the Project in a maximum of two phases (Phase 1 being the construction of a parking structure and backbone project infrastructure, and Phase 2 being the construction of residential buildings and remaining project infrastructure), which increases residential stock in the City by adding up to 264 residential units;

6.1.2. Of the 264 units, Eighteen (18) residential units will be reserved for, and made available to, Lower Income Households, for at least 55 years. Of the eighteen (18) units, five (5) will be studio apartments, eight (8) will be one -bedroom apartments, and five (5) will be two-bedroom apartments;

6.1.3. Of the 264 units, Sixteen (16) residential units will be reserved for, and made available to, Very Low Income Households, for at least 55 years. Of the sixteen (16) units, four (4) will be studio apartments, eight (8) will be one -bedroom apartments, and four (4) will be two-bedroom apartments;

6.1.4. Provision of necessary fees, dedicatio ns and public improvements that will provide benefits for the community;

6.1.5. 400 square feet of workshare office space for the residents’ use ;

6.1.6. Enhanced architectural design with appropriate massing and scale, extensive articulation, glazing, and extensive detailing with upgraded materials;

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6.1.7. Integrate sustainable features, including rooftop solar and EV charging stations. Six percent (6%) of the total residential parking spaces (26 spaces) will be equipped with EV chargers on the first day the apartments are approved to be occupied. Additionally, four percent (4%) of the parking spaces (18 spaces) will be Future EV Ready. The combination of EV Ready and Future EV Ready equates to ten percent (10%) of the total 435 parking spaces. Owner will also be installing all electric appliances in all 264 residential units, and a dedicated car sharing program by providing a dedicated parking space for use by a car sharing program (e.g., Zipcar or equivalent), all which go beyond Title 24 requirements. Exhibit F is attached which outlines the sustainability features of the Project;

6.1.8. Owner’s agreement to construct a 120 square foot tutoring center in the residential amenity space with a dedication to allow the space to be used for tutoring of students;

6.1.9. Ongoing maintenance of the City of Thousand Oaks’ identification sign.

6.2. Benefits to Owner and Obligations of City . Owner will expend time and money in con structing public improvements and facilities in connection with the Project, and thus the vested rights provided by this Agreement will be of considerable benefit to Owner. The benefits to Owner and obligations of City also include the following:

6.2.1. City’s adoption of a General Plan amendment, Zone Change and approval of the other Project Approvals to provide for residential units on the property, which significantly enhances the value of the Property;

6.2.2. City’s guarantee that certain Processing Fees and Development Fees related to development of the Property will not increase during the term of the Agreement;

6.2.3. City’s agreement to allow Owner to have all applications for City entitlements processed in accordance with the Project Approvals and Applicable Laws during the Term of this Agreement;

6.2.4. City’s agreement to not change the existing zoning and General Plan designations of the Property without Owner’s consent during the Term of this Agreement; and

6.2.5. City’s agreement to allow Owner to defer pay ment of City Development Fees for up to twenty-four (24) months from the Agreement Effective Date;

6.2.6. City’s assurance that any permits for the Project as described herein for which owner has submitted plans entitled “Project Plans” (attached as Exhibit C) will be processed expeditiously and assigned a dedicated City planner.

ORD. NO. 1702-NS
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7. Project Development

7.1. Project Description and Binding Covenants . The Property is that property described in the attached Exhibits A and B which include a map showing its location and bo undaries. The Property is commonly described as located at 1 Baxter Way, Thousand Oaks, California A.P.N.s 680-0-230-695 and 680 -0-230-715. Owner represents that it has a legal or equitable interest in the Property and that all other persons holding legal or equitable interests in the Property (excepting owners or claimants in easements) agree to be bound by this agreement. The Parties intend and determine that the provisions of this Agreement shall constitute covenants which shall run with said Property, and the burdens and benefits hereof shall bind and inure to all successors in interest to the Parties hereto.

7.2. General Development . Any d evelopment of the Project on the Property shall be conducted in accordance with the terms and conditions of this Agreement and attached exhibits.

7.3. Ministerial Approvals. City hereby agrees that Ministerial Approvals for the Project will be approved in a m anner consistent with the Project Approvals and Applicable Laws, provided that Owner satisfactorily complies with all preliminary procedures, actions, payments, criteria, and regulations applicable as of the Agreement Effective Date and generally required of developers by City for processing applications for developments at such time.

7.4. CEQA Compliance. The City Council approved the current General Plan Land Use Element designation and zoning for the Property after considering the information and findings of the Environmental Checklist for this Project and EIR No. 2021- 71100. The Project is subject to all applicable mitigation measures and project design features as described in EIR No. 2021-71100.

7.5. Permitted Uses and Development Standards . In accordance with and subject to the terms and conditions of this Agreement, Developer shall have a vested right to develop the Property for the uses and in accordance with and subject to the terms and conditions of this Agreement, the Project Approval s, the Future Development Entitlements (if and when approved), Ministerial Approvals (if and when approved), any amendments to the foregoing approved by the City, and, to the extent not addressed in the foregoing, the Applicable Laws. The exhibits attached hereto and incorporated herein by reference, and any amendments to the Project Approvals or Agreement as may, from time to time, be approved pursuant to this Agreement.

7.6. Owner to Build Approved Project . Owner hereby agrees that development of the Projec t shall be in accordance with the Project Approvals, including the conditions of approval and the mitigation measures and project design features for the Project as adopted by City, any amendments to the Project Approvals or Agreement as may, from time to time, be approved pursuant to this Agreement; the Future Development Entitlements (if and when approved), Ministerial Approvals (if and when approved); any amendments to the foregoing approved by the City; and, to the extent not ORD. NO. 1702-NS
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addressed in the foregoing, the Applicable Laws. Nothing in this Section shall be construed to restrict the ability to make minor changes and adjustments in accordance with Subsection 10.2. Notwithstanding the foregoing, nothing in this Agreement shall require Owner to construct the Project or pay fees for any portion of the Project that Owner does not construct.

7.7. Timing of Development . The California Supreme Court held in Pardee Construction Co. v. City of Camarillo, 37 Cal.3d 465 (1984), that failure of the parties in that case to provide for the timing of development resulted in a later adopted initiative restricting the timing of development to prevail over the parties’ agreement. It is the intent of Developer and the City to cure that deficiency by expressly acknowledging and providing that any future City action that purports to limit over time the rate or timing of development or to alter the sequencing of development phases (whether adopted or imposed by the City Council or through the initiative or referendum process) shal l not apply to the Project and shall not prevail over this Agreement. In particular, but without liming any of the foregoing, no numerical restriction shall be placed by the City on the amount of total square feet or the number of buildings, structures, r esidential units that can be built each year on the Property except as expressly provided in this Agreement.

The Project shall be completed within the Term unless extended pursuant to this Agreement..

8. Rules, Regulations, and Fees.

8.1. Main Rules, Regulations, Ordinances and Polices. For the Term of this Agreement, the rules, regulations, ordinances and official policies governing the permitted uses of land, the density and intensity of use, design, improvement and construction standards and specifications applicable to the development of the Property, including the maximum height and size of proposed buildings, shall be the Applicable Laws, the Project Approvals, Conditions of Approval (Exhibit D), the Future Development Entitlements (if and when approved), Ministerial Approvals (if and when approved), any amendments to the foregoing approved by the City, and Project Plan Set) dated April 13, 2022 (Exhibit C). Except as otherwise provided in this Agreement, to the extent any future changes in the General Pla n, zoning codes or any future rules, ordinances, regulations or policies adopted by the City purport to be applicable to the Property but are inconsistent with the terms and conditions of this Agreement, the terms of this Agreement shall prevail, unless the Parties mutually agree to amend or modify this Agreement.

8.2. Changes in State and Federal Rules and Regulations . Nothing in this Agreement shall preclude the application to the development of the Property of changes in City’s laws, regulations, plans, or policies, the terms of which are specifically mandated and required by changes in state and federal laws or regulations as provided in Government Code Section 65869.5. This includes, but is not limited to, the California Building Code, California Fire Cod e, California Mechanical Code, California Plumbing Code, California Residential Code, California Green Building Standards Code, and California Energy Code all of which have also been adopted in the TOMC. In the event state or federal laws or regulations enacted after the Agreement Date prevent or preclude ORD. NO. 1702-NS
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compliance with one or more provisions of this Agreement or require changes in plans maps or permits approved by the City, this Agreement, or portions thereof, may be modified, extended or suspended as ma y be necessary to comply with such state or federal laws or regulations or the regulations of such other governmental jurisdiction.

8.3. No City Liability for Federal or State Actions Affecting Project. To the extent that any actions of federal or state agenc ies (or actions of regional and local agencies, including City, insofar as they are required by said federal or state agencies) have the effect of preventing, delaying or modifying development of the Property, City shall not in any manner be liable for any such prevention, delay or modification of said development or for costs incurred by Developer in complying with such actions. To the extent possible, in the event of any ambiguity, any such regulations shall be applied and construed so as to provide the Owner with the rights and assurances provided under this Agreement.

8.4. Development Impact Fees and Public Benefit Program Cash Contribution. All City Processing Fees and Development Fees to Owner for the Project shall be at the rates in effect on the Agreement Effective Date. Fees payable directly to, or collected by City for payment on behalf of, other public agencies, including but not limited the State of California, County of Ventura, Ventura County Watershed Protection District, Calleguas Municipal W ater District, Conejo Recreation and Park District, and Conejo Valley Unified School District, are not subject to the limitation set forth herein.

Any fees, charges, taxes, assessments or levies (including, but not limited to, those for water and wastewat er usage, and landscape and lighting assessments) other than Processing Fees and Development Fees that are revised or adopted on a City -wide or regional or communitywide basis during the term of this Agreement shall apply to the Property. Owner shall be entitled to fee credits where Owner demonstrates credits should be applied.

8.5. Health and Safety Exception . Nothing herein shall be construed to limit the authority of City to adopt and apply codes, ordinances and regulations which have the legal effect of protecting persons or property from conditions which create a serious and imminent health, safety or physical risk. To the extent possible, any such codes, ordinances, and regulations shall be applied and construed so as to provide the Owner with the rights and assurances provided under this Agreement.

8.6. Uniform Codes Applicable . All project construction, grading, and building plans for the Project shall comply with the uniform codes, construction standard and specifications in effect at the time the cons truction and improvements plans are approved, including those standards and specifications set forth in the California Building Code, California Fire Code, California Mechanical Code, California Plumbing Code, California Residential Code, California Green Building Standards Code, and California Energy Code all of which have also been adopted in the TOMC.

8.7. Future Development Entitlements . City agrees to cooperate with Owner to facilitate the processing of and to expeditiously process all Future Development ORD. NO. 1702-NS
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Entitlements and City shall exercise its discretion in a manner consistent with and in recognition of this Agreement, the Project Approvals, the Applicable Laws and other approved documents associated with this Agreement. City and Owner shall meet to identify all necessary Future Development Entitlements and to develop a schedule processing them. City and Owner agree to cooperatively work together to ensure timely review and processing of the Future Development Entitlements.

9. Relationship of Parties. The contractual relationship between City and Owner is independent and under no circumstances shall Owner be considered an agent or partner of City.

10. Amendments and Cancellation of Agreement . This Agreement may be amended in whole or in part only in writing and only by the mutual consent of the Parties.

Amendments shall be processed either as Major Amendments or Minor Amendments, as defined and set forth below in Subsections 10.1 and 10.2.

10.1. Major Amendments. Amendments to this Agreement which affect or relate to (a) the Term of this Agreement; (b) the permitted uses of the Property; (c) the provisions for the reservation or dedication of land; (d) an increase in the density or intensity of use of the Property or the maximum height or maximum gross square footage; (e) changes to the percentage of commercial uses to residential use; or (f) changes to the community benefits affecting the total monetary contributions by Developer, shall be deemed a “Major Amendment” and shall require giving of notice and a public hearing before the Planning Commission and the City Council in accordance with Government Code Section 65868 and TOMC Section 9-11.14(a). Any amendment which is not a Major Amendment shall be deemed a Minor Amendment subject to Subsection 10 .2 below.

Consistent with Sections 10.1 and 10.2, the City Manager or his or her designee shall have the discretionary authority to determine if any amendment is a Major Amendment subject to this Section or a Minor Amendment subject to Subsection 10.2 bel ow. Said determination may be appealed to the City Council.

10.2. Minor Amendments. The Parties acknowledge that refinement and further implementation of the Project may demonstrate that certain minor changes may be appropriate with respect to the details of the development and performance of the Parties under this Agreement. Minor changes include any modification to the Project that is substantially consistent with the intent of the Project Approvals and does not involve any deviation from the Spe cific Plan No. 23 or Applicable Laws. The Parties desire to retain a certain degree of flexibility with respect to the details of the Project and with respect to those items covered in the general terms of this Agreement. If and when the Parties find tha t clarifications, minor changes, or minor adjustments are necessary or appropriate and do not constitute a Major Amendment under Subsection 10.1, they shall effectuate such clarifications, minor changes or minor adjustments through a written Minor Amendmen t approved in writing by Owner and the City Manager. Minor amendments authorized by this subsection are ministerial and may not constitute a discretionary action or “amendment” for the purpose of Government Code Sections ORD. NO. 1702-NS
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65867, 65867.5, and 65868. Unless otherwise required by law, no such Minor Amendment shall require prior notice or hearing.

11. Cancellation and Termination. This Agreement may be canceled, in whole or in part, by mutual consent of the Parties in the manner provided for in Government Code Section 65868 and TOMC Section 9 -11.14. Any termination under Government Code Section 65865.1 or TOMC Section 9 -11.14(b) shall be effective only if Owner is provided no less than thirty (30) days in which to cure any alleged noncompliance, provided that C ity shall not terminate this Agreement pursuant to Section 65865.1 or Section 9-11.14(b) if City determines that the nature of the noncompliance requires more than thirty (30) days to cure and that Owner is capable of effecting such cure, and within such t hirty (30) days Owner commences such cure and thereafter diligently and with continuity prosecutes such cure to completion. Any termination of this Agreement pursuant to Government Code Section 65865.1 or TOMC Section 9 -11.14(b) shall be preceded by an opportunity for Owner to be heard before the City Council. This provision shall not limit City’s or Owner’s remedies as provided in this Agreement.

12. Enforcement. Unless canceled or terminated as provided herein, this Agreement is enforceable by City, Owner , or any successor in interest, notwithstanding any change in any applicable General or specific plan, zoning, or subdivision regulation adopted by City or otherwise imposed which alters or amends the rules, regulations or policies specified in this Agreement.

13. Periodic Review of Compliance with Agreement.

13.1. Periodic Review. City may review compliance with this Agreement every twelve (12) months from the date this Agreement is executed unless a shorter time is specified by the City Council. City shall notify Owner in writing of the date for review at least thirty (30) days prior thereto, and Owner shall provide such information as City may require so City may properly perform the review. The City shall conduct any such annual review to determine whether Dev eloper is acting in good -faith compliance with the provisions of this Agreement in accordance with Section 65865.1 of the California Government Code. Developer shall reimburse the City for the cost of each annual review conducted during the term of this Agreement. Such cost reimbursement shall include all direct and indirect expenses actually incurred in such annual reviews, provided that such cost shall be generally consistent with the cost changed for annual reviews for other development agreements to which the City is a party.

13.2. Good Faith Compliance. During each periodic review, Owner shall be required, in accordance with TOMC Section 9 -11.13, to demonstrate by substantial evidence good faith compliance with the terms and conditions of this Agreement.

14. Events of Default.

14.1. Defaults by Owner. If City determines that Owner is in default under the terms and conditions of this Agreement, City shall, by written notice to Owner, specify ORD. NO. 1702-NS
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the manner in which Owner is in default and state the steps Owner must take to comply.

If, within thirty (30) days after the effective date of notice from City specifying the manner in which Owner has failed to so comply, Owner does not commence all steps reasonably necessary to comply as required and/or thereafter diligently and with continuity pursue such steps to cure the default, then Owner shall be deemed to be in default under the terms of this Agreement and City may seek to terminate this Agreement providing Owner an opportunity to be heard before the City Council in accordance with Government Code Section 65865.1 and TOMC Section 9 -11.14(b), or seek other remedies as set forth in this Agreement.

14.2. Defaults by City . If Owner determines that City is in default under the terms and conditions of this Agreement, Owner shall, by written notice to City, specify the manner in which City is in default and state the steps City must take to comply. If, within thirty (30) days after the effective date of notice form Owner specifying the manner necessary to comply as required and/or thereafter diligently and with continu ity pursue such steps to completion, then City shall be deemed to be in default under the terms of this Agreement and Owner may terminate this Agreement or seek other remedies as set forth in this Agreement.

14.3. Failure to Cure Default Procedures . If after t he cure period has elapsed, the Director finds and determines that Owner remains in default, the Director shall make a report to the City Council and then set a public hearing in accordance with the notice and hearing requirements of Government Code Section 65867 and 65868. If, after public hearing, the City Council finds and determines, on the basis of substantial evidence that the Owner has not cured the applicable default pursuant to this Section, City Council may terminate the Agreement and seek all remedies permitted under law.

14.4. Limitation on Damages. It is acknowledged by the Parties that neither the City nor Owner would have entered into this Agreement if it were liable in monetary damages under or with respect to this Agreement or the application t hereof.

The Parties agree and recognize that, as a practical matter, it may not be possible to determine an amount of monetary damages that would adequately compensate Owner for its investment of time and financial resources in planning to arrive at the kind, location, intensity of use, and improvements for the Project, nor to calculate the consideration the City would require to enter into this Agreement to justify the exposure. Therefore, the Parties agree that, except as provided below, each of the Parties may pursue any remedy at law or equity available for any breach of any provision of this Agreement, except that neither Party nor any Transferee shall be liable in monetary damages and the Parties covenant not to sue for or claim any monetary damages for the breach of any provision of this Agreement. The Parties understand and agree, however, that nothing in this Section 14.4 shall prohibit, restrict, or otherwise affect the rights of a Party to seek monetary damages as a result of Owner's failure to make the required Benefit Payments or pay to the City any other required payments under this Agreement. If Owner fails to make the Public Benefit Payments as required by this Agreement, the City shall be entitled to sue for the City's actual, direct monetary damages in the amount of such unpaid ORD. NO. 1702-NS
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Benefit Payments. In no event shall either Party be entitled to special, consequential, or punitive damages or damages measured by lost profits.

14.5. Commencement of Legal Action . In addition to any other rights or remedies, either Party may initiate legal action to cure, correct, or remedy any default, to enforce any covenants or agreements herein, to enjoin any threatened or attempted violation hereof, to recover damages or any default, or to obtain any other remedie s consistent with the purpose of this Agreement. Venue for such action shall be in Ventura County.

15. Waivers and Delay.

15.1. Waiver. Failure by a Party to insist upon the strict performance of any of the provisions of this Agreement by the other Party, and failure by a Party to exercise its rights upon a default by the other Party hereto, shall not constitute a waiver of such Party’s right to demand strict compliance by such other Party in the future.

15.2. Third Parties. Non-performance shall not be excused be cause of a failure of a third person, except as provided in Subsection 15.4.

15.3. Covenant Not to Sue . Notwithstanding anything to the contrary in this Agreement, Developer hereby agrees that neither Developer nor any of its agents, employees, representatives, members, managers, officers, assigns, heirs and successors in interest shall commence, prosecut e, assist, promote or encourage, financially or otherwise, either individually or in any collective way, either directly or indirectly, either on its own behalf or on behalf of any other person or entity, any arbitration, litigation or any other judicial p roceeding of any kind, nature or description against or involving the City challenging that any applicable conditions, mitigation measures, obligations, requirements or restrictions contained in the Agreement violate any California statutory requirements, constitute an abuse of the police power, violate substantive due process, deny equal protection of the laws, constitute or result in a taking of property without payment of just compensation, or impose an unlawful fee, or exaction or tax. Nothing in this Section shall prevent Developer from exercising its rights under Section 14, above, with respect to a default by the City.

15.4. Force Majeure. The Parties shall not be deemed to be in default of any provision of this Agreement where failure or delay in perfor mance of any of its obligations under this Agreement is caused by floods, earthquakes, other Acts of God, fires, wars, riots or similar hostilities, pandemic, states of emergency, stay -at-home orders, strikes and other labor difficulties, or similar events and occurrences beyond the Parties’ control. If any such events shall occur, the terms of this Agreement and the time for performance by a Party of any of its obligations hereunder shall be extended by the period of time that such events prevented perform ance of the obligation. To assist the ORD. NO. 1702-NS
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Parties in determining the period of time for excusable delay, the Parties may refer to federal, State and local orders, including health orders, adopted by any of the various agencies that directly impact this Project and the Parties’ ability to either work on the Project or process permits.

15.5. Nexus/Reasonable Relationship Challenges . Notwithstanding Subsection 1.1, Owner consents to, and waives any rights it may have now or in the future to bring a nexus/reasonable relationship challenge relating to the legal validity of (1) the express conditions, requirements, policies, rules, regulations or programs required by City’s Applicable Laws, including City’s General Plan, Thousand Oaks Municipal Code, Subdivision Map Act regulations, Specific Plan No. 23, Residential Planned Development rules and regulations, and Oak/Landmark Tree Preservation rules and regulations as they exist on the Agreement Date as to the Project; or (2) this Agreement, including without limitation, any claim that the Agreement constitutes an abuse of the police power, violates substantive due process, denies equal protection of the laws, constitutes or results in a taking of property without payment of just compensation, or imposes an unlawful fee, exaction, or tax.

15.6. Cooperation by Owner. Owner will, in a timely manner, provide City with all documents, applications, plans, and other information necessary for City to carry out its obligations hereunder, and cause Owner’s planners, engineers, and all ot her consultants to submit in a timely manner all required materials and documents, therefore.

Owner shall also apply in a timely manner for such other permits and approvals from other governmental or quasi -governmental agencies having jurisdiction over th e Property as may be required for the development of the Project.

16. Notices. All notices required or provided for under this Agreement shall be in writing and delivered in person or sent by certified mail, postage prepaid and email.

Notices required to be given to City shall be addressed as follows:

City of Thousand Oaks
2100 E. Thousand Oaks Boulevard
Thousand Oaks, California 91362
Attention: Community Development Director
Email: [email protected]

Notices required to be given to Owner shall be addressed as follows:

One Baxter Way, L.P.
503 32nd Street, Suite 120
Newport Beach, CA
Attention: Dave Eadie
Telephone: (949) 933-9723
Email: [email protected]

With a copy to:

ORD. NO. 1702-NS
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Thomas S. Cohen, Esq.

Cohen Land Use Law, LLP
1534 N. Moorpark Road, #337
Thousand Oaks, CA 91360
Email: [email protected]

Formal written notices, demands, correspondence and communications between City and Developer shall be sufficiently given if dispatched by certified mail, postage prepaid, to the principal office of City and Developer, as set forth in thi s Section.

Developer shall give written notice to City, at least thirty (30) days prior to the close of escrow, of any sale or transfer of any portion of the Property and any assignment of this Agreement, specifying the name or names of the transferee, th e transferee’s mailing address, the acreage and location of the land sold or transferred, and the name and address of a single person or entity to whom any notice relating to this Agreement shall be given, and any other information reasonably necessary for City to consider approval of an assignment pursuant to Section 18 or any other action City is required to take under this Agreement.

Any notice given as required, herein, shall be deemed given a seventy -two (72) hour notification after deposit in the United States mail, if sent by mail, or upon delivery if personally delivered. A Party may change its address for notices by giving notice in writing to the other Party as required, herein, and thereafter notices shall be addressed and transmitted to the new address.

17. Cooperation in the Event of Legal Challenge.

17.1. Challenges to Agreement. In the event of any legal action instituted by a third party, including but not limited to any other governmental entity or official, challenging the validity of any provision of this Agreement, City and Owner hereby agree to use reasonable efforts to cooperate in defending such action. Each Party shall bear their own costs and attorney’s fees in defending any such third -party challenge to the Agreement, except that the Parti es may by mutual written consent agree to joint legal representation in any such suit, the cost of which shall be equally shared between City and Owner. In the event of any litigation challenging this Agreement, or any portion hereof, this Agreement shall remain in full force and effect while such litigation, including any appellate review, is pending.

17.2. Challenges to Entitlements. In the event of any administrative, legal or equitable action or other proceeding instituted by any person or entity not a party to the Agreement challenging any entitlement issued in reliance upon City approvals or challenging the sufficiency of any environmental review of this Project (each an “Entitlement Challenge”), each Party must cooperate in the defense of such Entitle ment Challenge, in accordance with this Section. Owner agrees to pay City’s costs of defending an Entitlement Challenge, including all court costs and reasonable attorney’s fees incurred by City in defense of any Entitlement Challenge, as well as the time of the City’s staff spent in connection with such defense, and any costs and attorneys’ fees ORD. NO. 1702-NS
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awarded against the City to a successful third party. Owner may select its own legal counsel to represent Owner’s interests in any Entitlement Challenge at Owner’s sole cost and expense. City agrees that it will not enter into a settlement agreement to any Entitlement Challenge without Owner’s written consent. Owner’s obligation to pay City’s costs in the defense of an Entitlement Challenge does not extend to those costs incurred on appeal filed by City as against a successful third party unless otherwise authorized by Owner in writing.

17.3. City’s Right to Independent Legal Evaluation. Nothing in this Section shall be construed as preventing City from independently evaluating its rights, obligations and causes of action in the event of litigation.

18. Transfers and Assigns.

18.1. Transfers in General . Owner shall have the right to sell, assign or transfer (collectively “transfer”) this Agreement, and any and all of its ri ghts, duties and obligations hereunder, to any person or entity at any time during the term of this Agreement, provided, however, in no event shall the rights, duties and obligations conferred upon Owner pursuant to this Agreement be at any time so transfe rred to or assigned except through a transfer of Owner's interest in the Property or a portion thereof.

18.2. City Review of Proposed Transfer . Prior to any such proposed transfer, Owner shall provide a Notice of Transfer to City, including the name, net worth and development experience of the transferee. Any such transfer to an entity whose development experience confirms the transferee's ability to develop a project comparable in size and complexity to the Project shall be approved by the Community Developme nt Director. Unless agreed to in writing, if Owner transfers the rights under the Agreement before the Project is completely constructed, the subsequent Owner will be required to build or complete the construction of the Project based on the architectural plans approved by City and under the same entitlement conditions previously approved, subject to any changes proposed consistent with subsections 8.1 and 8.2 above. The Director may require the submittal of reasonable documentation regarding the informati on provided relative to the proposed transferee. Any proposed transferee shall provide City all documents within fifteen (15) days from receipt of the Director’s request that support a finding transferee has the requisite experience and the financial stability to develop the Project or respective portion thereof. The Community Development Director may withhold approval of such transfer only if the proposed transferee fails to provide requested document to the Director in the time set forth above, the Direc tor determines with reasonable discretion that the transfer would be to an entity that has not had experience developing projects of comparable size and complexity to the Project, or the entity does not have sufficient net worth and financial fitness to ca rry out the Project, provided that the Community Development Director's approval shall not be unreasonably withheld. City shall notify Owner in writing of the Community Development Director’s approval or disapproval of the transferee within thirty (30) da ys of City's receipt of Owner's Notice of Transfer and all supporting information requested by the Director regarding the proposed ORD. NO. 1702-NS
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transferee. Failure by City to notify Owner within such thirty (30) day period shall constitute the Community Development Dir ector's approval of such transferee. Owner shall have the right to appeal the determination of the Community Development Director to the City Council within ten days of the Director’s determination.

18.3. Transfer to Lender . Nothing contained in this Section 18 shall prevent a transfer of the Property, or any portion thereof, to an institutional lender as a result of a foreclosure or deed in lieu of foreclosure and any lender acquiring the Property, or any portion thereof, as a result of foreclosure or a deed in lieu of foreclosure shall take such Property subject to the rights and obligations of Owner under this Agreement; provided, however, that, in no event shall such lender be liable for any defaults or monetary obligations of Owner arising prior to acquisition of title to the Property by such lender and, provided further that, in no event shall any such lender or its successors or assigns be entitled to a building permit or occupancy clearance for which the applicable permits have not been issued and/or fees have not been paid to City.

18.4. Conditions of Transfer. The sale, transfer or assignment of Owner's rights and interests under this Agreement may be permitted only if (a) Owner is not then in default under this Agreemen t; (b) Owner has provided to City notice of such transfer; and (c) the transferee executes and delivers to City a written agreement in which (1) the name and address of the transferee is set forth; and (2) the transferee expressly and unconditionally assumes all the obligations of Owner under this Agreement with respect to the Property and Project or with respect to the portion of the Property and Project that is being transferred.

18.5. Exceptions to Obtaining City Consent . Notwithstanding Subsection

17.4, mortgages, deeds of trust, sales and leasebacks or any other form of conveyance required for any reasonable method of financing are permitted without consent, but only for the purpose of securing loans of funds to be used for financing or refinancing the development and construction of improvements related to the Project and other necessary and related expenses. The holder of any mortgage, deed of trust or other security arrangement with respect to the Property, or any portion thereof, shall not be obligated under this Agreement to construct or complete improvements or to guarantee such construction or completion, but shall otherwise be bound by all of the terms and conditions of this Agreement. Nothing in this Agreement shall be deemed to construe, permit or authorize any such holder to devote the Property, or any portion thereof, to any uses, or to construct any improvements thereon, other than those uses, and improvements provided for or authorized by this Agreement, subject to all of the terms and conditions of this Agreement.

18.6. Reorganization of Owner’s Business Structure Exception . Nothing in this Section shall be deemed to constitute or require City consent to an assignment that consists solely of a reorganization of the Developer’s business structure, s uch as (i) any sale pledge, assignment or other transfer of all or a portion of the Project Site to an entity directly controlled by Developer or its affiliates and (ii) any change in Developer entity form, such as a transfer from a corporation to a limite d liability company or ORD. NO. 1702-NS
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partnership, that does not affect or change beneficial ownership of the Project Site; provided, however, in such event, Developer shall provide to City written notice, together with such backup materials or information reasonably requested by City, within thirty (30) days following the date of such reorganization or City’s request for back up information, as applicable.

19. No Third-Party Beneficiaries. This Agreement is for the exclusive benefit of Owner and City and not for the benefit of any other party. There shall be no incidental or other beneficiaries of any of Owner’s or City’s obligations under this Agreement.

20. Severability. If any terms, provisions, conditions or covenants in this Agreement, or the application thereof to any Party or circumstances, shall to any extent be held invalid or unenforceable, the remainder of this Agreement, or the application of such terms, provisions, conditions or covenants to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

21. Interpretation and Governing Law. This Agreement and any dispute arising hereunder shall be governed and interpreted in accordance with the laws of the State of California. Venue shall be in Ventura County.

22. Section Headings. All section headings and subheadings are inserted for convenience only and shall not affect any construction or interpretation of this Agreement.

23. Rules of Construction and Miscellaneous Terms.

23.1. General/Mandatory/Permissive. The singular includes the plural; the masculine gender includes the feminine; “shall” is mandatory, “may” is permissive.

23.2. Time of Essence. Time is of the essence regarding each provision of this Agreement of which time is an element.

23.3. Cooperation. Each Party covenants to take such reasonable actions and execute all documents that may be necessary to achieve the purposes and objectives of this Agreement, provided City shall not be obligated to institute a lawsuit or other court proceeding in this connection.

23.4. Covenant of Good Faith and F air Dealing. Neither Party shall do anything which shall have the effect of harming or injuring the right of the Party to receive the benefits of this Agreement; each Party shall refrain from doing anything which should render its performance under this A greement impossible; and each Party shall do everything which this Agreement contemplates that such Party shall do in order to accomplish the objectives and purposes of this Agreement.

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23.5. Estoppel Certificates. Either Party may, at any time, and from time to time, deliver written notice to the other Party requesting such Party to certify in writing that, to the knowledge of the certifying Party, (a) this Agreement is in full force and effect and a binding obligation of the Parties; (b) this Agreement has not been amended or modified or, if so amended or modified, identifying the amendments or modifications; and (c) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, to describe therein the nature and extent of any such defaults.

The requesting Party may designate a reasonable form of certificate (including a lender’s form) and the Party receiving a request hereunder shall execute and return such certificate or give a written, detailed response explaining why it will not do so within fifteen (15) days following the receipt thereof. The City Manager, or his or her designee, shall be authorized to execute any certificate requested by Developer hereunder. Developer and City acknowledge that a certi ficate hereunder may be relied upon by tenants, transferees, investors, lenders, partners, bond counsel, underwriters, and other mortgagees. The request shall clearly indicate that failure of the receiving Party to respond within the fifteen (15) day period will lead to a second and final request and failure to respond to the second and final request within five (5) days of receipt thereof shall be deemed approval of the estoppel certificate. Failure of City or Developer to execute an estoppel certificate shall not be deemed a default.

23.6. Project Is Owner’s Undertaking . The development proposed to be undertaken by Owner is a private development, and Owner may exercise full dominion and control over the Project subject only to the limitations and obligations of Owner contained in this Agreement and the Project Approvals.

23.7. Entire Agreement. This Agreement and any exhibits hereto or any amendments and addenda that may be executed in accordance with Section 8 herein contains the entire agreement between the Parties and any agreement or representation respecting the matters dealt with herein or the duties of any Party in relation thereto not expressly set forth in this Agreement shall be null and void.

23.8. Recitals. The Recitals set forth in this Agreement are specifically incorporated into and made a part of this Agreement.

24. Binding Effect of A greement. Development of the Property is hereby authorized and shall be carried out only in accordance with the terms of this Agreement.

The Property and Owner are subject to each term, condition, and covenant of this Agreement.

25. Equitable Servitudes and Covenants Running with the Land . Any successors in interest to City and Developer shall be subject to the provisions set forth in Sections 65865.4 and 65868.5 of the California Government Code. All provisions of this Agreement shall be enforceable as equitable servitudes and constitute covenants running with the land. Each covenant to do, or refrain from doing, some act with regard to the development of the Property: (a) is for the benefit of and is a burden upon the Property; (b) runs with the Property and each portion thereof; and (c) is binding upon each Party ORD. NO. 1702-NS
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and each successor in interest during ownership of the Property or any portion thereof.

Nothing herein shall waive or limit the provisions of Section 18, and no successor owner of the Property, any portion of it, or any interest in it shall have any rights except those assigned to the successor by the developer in writing pursuant to Section 18. In any event, no owner or tenant of an individual completed residential unit within Project shall have any rights under this Agreement.

26. Attorneys’ Fees. In the event of any action between the City and Owner for enforcement or interpretation of any of the terms or conditions of this Agreement, the prevailing party in such action shall be entitled to rec over its reasonable costs and expenses, including without limitation court costs and attorneys’ fees actually and reasonably incurred, as awarded by a court of competent jurisdiction. This Section shall survive the termination of this Agreement.

27. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This agreement, not counting the signature page, consists of 27 pages and 6 Exhibits.

28. Hold Harmless Agreement.

28.1. Duty to Hold Harmless, Defend and Indemnify . Excepting as to the extent any loss, property damage or injury arose from the City’s or the City’s officers’, agents’, employees’, or contractors’ breach of this Agreement, or their acts of negligence or willful misconduct, as determined by a court of competent jurisdiction, Developer hereby agrees to defend, indemnify, and hold City, its elective and appointive boards, commissions, officers, agents and employees harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage arising from this Agreement or alleged to have been caused by Developer or Developer’s contractors, subcontractors, agents o r employees operations under this Agreement, whether such operations be by Developer, or by any of Developer’s contractors, subcontractors, or by any one or more persons directly or indirectly employed by or acting as agent for Developer or any of Develope r’s contractors or subcontractors.

Developer further agrees to defend, indemnify, and hold harmless the City and its officers and employees, from any third -party claim, action or proceeding against the City or its officers or employees to set aside, void, or annul, all or any part of this Agreement or any Project Approval.

In the event any claim, action, or proceeding is instituted against City, and/or its officers, agents and employees, by any third party on account of the processing, approval, or implem entation of the Project Approvals and/or this Agreement, then the Parties shall comply with Section 17. As an alternative to defending any such action, Developer may request that the City rescind any approved land use entitlement. The City will promptly notify Developer of any known claims, actions, or similar proceedings, and will cooperate fully in the defense thereof.

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29. Prevailing Wages. Without limiting the foregoing, Developer acknowledges the requirements of California Labor Code §1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq. (“Prevailing Wage Laws”), which require the pay ment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects, as defined. If on -site or off- site improvements pursuant to this Agreement are being performed by Developer as part of an applicable “pub lic works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation under the contract in question is $1,000 or more, Developer agrees to fully comply with such Prevailing Wage Laws. Developer understands and agrees that it is Developer’s obligation to determine if Prevailing Wages apply to work done on the Project or any portion of the Project. Upon Developer’s request, the City shall provide a copy of the then current prevailing rates of per diem wages.

Developer shall defend, indemnify and hold the city, its elected officials, officers, employees and agents free and harmless pursuant to the indemnification provisions of this Agreement from any claim or liability arising out of any failure or alleged failure by Developer to comply with the Prevailing Wage Laws associated with any “public works” or “maintenance” projects associated with Project development.

30. Recordation. This Agreement and any amendment or cancellation hereof shall be recorded in the Official Records of Ventura County by the Clerk of City within ten (10) days after the Agreement Effective Date and within ten (10) days after any amendment or cancellation hereof. Failure to timely record the Agreement shall not constitute a default or invalidate the Agreement.

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IN WITNESS WHEREOF, this Agreement is entered into by the parties hereto and made effective as of the Effective Date set forth hereinabove. “CITY”

CITY OF THOUSAND OAKS,
a municipal corporation

By: __________________________________
Mayor
ATTEST:
_____________________
City Clerk

APPROVED AS TO FORM:
______________________
City Attorney

“OWNER”

By: __________________________________

Name: _____________________ __________
Title: _________________________________
Acknowledgements on following pages.

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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.

STATE OF CALIFORNIA

COUNTY OF
On , , before me,
(here insert name and title of the officer)
personally appeared

who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature

(Seal)

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STATE OF CALIFORNIA

COUNTY OF
On , , before me,
(here insert name and title of the officer)
personally appeared

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

(Seal)

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EXHIBIT “A”
Legal Description of Property

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF THOUSAND OAKS, IN THE COUNTY OF VENTURA, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL A:

THAT PORTION OF THE RANCHO EL CONEJO, IN THE CITY OF THOUSAND OAKS, COUNTY OF VENTURA, STATE OF CALIFORNIA, BEING ALL OF PARCEL 2 OF PARCEL MAP L.D.-516 AS PER MAP RECORDED IN BOOK 40, PAGE 87 THROUGH 89, INCLUSIVE OF PARCEL MAPS, TOGET HER WITH THAT CERTAIN LAND DESCRIBED IN A CORPORATION GRANT DEED, DATED MARCH 14, 1990 FROM THE CITY OF THOUSAND OAKS, A MUNICIPAL CORPORATION IN FAVOR OF GTE CALIFORNIA INCORPORATED, A CALIFORNIA CORPORATION, RECORDED MARCH 21, 1990, AS DOCUMENT NO. 90-041710 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, LYING EASTERLY AND SOUTHERLY OF THE FOLLOWING DESCRIBED LINE:

THAT CERTAIN SOUTHEASTERLY LINE OF PARCEL 1 OF PARCEL MAP L.D.-516, AS PER MAP RECORDED IN BOOK 40, PAGE 87 TO 89, INCLUSIVE OF PARCEL MAPS, IN THE OFFICE OF THE

COUNTY RECORDER OF SAID COUNTY, SHOWN ON SAID MAP AS HAVING A BEARING AND DISTANCE OF "NORTH 61° 59' 49" EAST 61.98 FEET" AND ITS SOUTHWESTERLY PROLONGATION.

EXCEPT THEREFROM THE FOLLOWING DESCRIBED PARCEL OF LAND:

THAT PORTION OF PARCEL 2 OF PARCEL MAP L.D.-516, IN THE CITY OF THOUSAND OAKS, COUNTY OF VENTURA, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 40, PAGE 87 THROUGH 89, INCLUSIVE OF PARCEL MAPS, AND THAT PORTION OF THE RANCHO EL CONEJO, DESCRIBED AS FOLLOWS:

BEGINNING AT THE MOST SOUTHERLY CORNER OF PARCEL 1 OF SAID PARCEL MAP L.D.-516, AS PER MAP RECORDED IN BOOK 40, PAGE 87 THROUGH 89, INCLUSIVE OF PARCEL MAPS; THENCE ALONG THE SOUTHEASTERLY LINE OF SAID PARCEL 1 NORTH 61° 59' 49" EAST 61.98 FEET; THENCE CONTINUING ALONG SAID SOUTHEASTERLY LINE NORTH 37° 06' 03" EAST 81.33 FEET; THENCE LEAVING SAID SOUTHEASTERLY LINE ALONG THE FOLLOWING 13 COURSES:
1ST: SOUTH 30° 20' 23" EAST 24.61 FEET; THENCE
2ND: SOUTH 51° 34' 54" EAST 31.05 FEET; THENCE
3RD: SOUTH 38° 25' 06" WEST 19.96 FEET; THENCE
4TH: SOUTH 31° 32' 44" EAST 10.95 FEET; THENCE
5TH: SOUTH 6° 59' 22" EAST 71.63 FEET; THENCE
6TH: SOUTH 44° 50' 22" EAST 39.13 FEET; THENCE
7TH: NORTH 45° 09' 38" EAST 2.00 FEET; THENCE
8TH: SOUTH 44° 50' 22" EAST 54.00 FEET; THENCE
9TH: SOUTH 45° 09' 38" WEST 15.00 FEET; THENCE
10TH: SOUTH 44° 50' 22" EAST 20.00 FEET; THENCE
CLTA Preliminary Report Form – Modified (11/17/06)
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EXHIBIT A (Continued)
11TH: SOUTH 45° 09' 38" WEST 116.39 FEET; THENCE
12TH: NORTH 46° 11' 39" WEST 145.62 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 435.10 FEET; THENCE 13TH: NORTHWESTERLY ALONG SAID TANGENT CURVE THROUGH A CENTRAL ANGLE OF 15° 03' 18", AN ARC DISTANCE OF 114.30 FEET TO THE SOUTHWESTERLY PROLONGATION OF THAT CERTAIN SOUTHEASTERLY LINE OF SAID PARCEL 1 SHOWN ON SAID PARCEL MAP AS HAVING A BEARING AND DISTANCE OF "NORTH 61° 59' 49" EAST 61.98 FEET"; THENCE ALONG SAID PROLONGATION OF SAID SOUTHEASTERLY LINE NORTH 61° 59' 49" EAST 51.75 FEET TO THE POINT OF BEGINNING.

SAID LAND IS SHOWN AS PARCEL 3 ON TH E LOT LINE ADJUSTMENT NO. 97 -306 RECORDED NOVEMBER 25, 1997, AS DOCUMENT NO. 97-158502 OF OFFICIAL RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.

PARCEL B:

AN EASEMENT FOR VEHICULAR AND PEDESTRIAN INGRESS AND EGRESS OVER THAT PORTION OF PARCEL 1, PARCEL MAP L.D.-516, IN THE CITY OF THOUSAND OAKS, COUNTY OF VENTURA, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 40, PAGE 87 THROUGH 89, INCLUSIVE

OF PARCEL MAPS, IN THE OFFICE OF THE CO UNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:

BEGINNING AT THE MOST EASTERLY CORNER OF SAID PARCEL 1, SAID CORNER BEING ON THE

SOUTHWESTERLY LINE OF THOUSAND OAKS BOULEVARD AS SHOWN ON SAID MAP OF PARCEL MAP L.D.-516; THENCE ALONG THE NORTHWESTERLY L INE OF PARCEL 2 OF SAID PARCEL MAP L.D.-516 SOUTH 30° 59' 49" WEST 149.57 FEET; THENCE CONTINUING ALONG SAID NORTHWESTERLY LINE SOUTH 64° 59' 49" WEST 180.00 FEET; THENCE CONTINUING ALONG SAID NORTHWESTERLY LINE SOUTH 30° 59' 49" WEST 113.21 FEET TO THE TRUE POINT OF BEGINNING OF THE HEREIN DESCRIBED EASEMENT; THENCE CONTINUING ALONG SAID NORTHWESTERLY LINE SOUTH 30° 59' 49" WEST 26.01 FEET; THENCE LEAVING SAID NORTHWESTERLY LINE NORTH 57° 35' 07" WEST 117.28 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY AND HAVING A RADIUS OF 25.00 FEET; THENCE NORTHWESTERLY, NORTHERLY AND NORTHEASTERLY ALONG SAID CURVE THROUGH A C ENTRAL ANGLE OF 91° 33' 24" AN ARC DISTANCE OF 39.95 FEET TO A TANGENT LINE; THENCE ALONG SAID TANGENT LINE NORTH 33° 58' 17" EAST 105.71 FEET TO THE BEGINNING OF TANGENT CURVE CONCAVE WESTERLY AND HAVING A RADIUS OF 47.00 FEET; THENCE NORTHEASTERLY, NORTHERLY AND NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 64° 24' 32" AN ARC DISTANCE OF 52.83 FEET TO A TANGENT LINE; THENCE ALONG SAID TANGENT LINE NORTH 30° 26' 15" WEST 16.26 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY AND H AVING A RADIUS OF 87.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 25° 35' 28" AN ARC DISTANCE OF 38.86 FEET TO A TANGENT LINE, THENCE ALONG SAID TANGENT LINE NORTH 56° 01' 43" EAST 154.87 FEET TO THE

BEGINNING OF TANGENT CURVE CONCAVE TO THE SOUTHWEST AND HAVING A RADIUS OF 484.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 5° 12' 35" AN ARC DISTANCE OF 44.01 FEET TO A TANGENT LINE; THENCE ALONG SAID TANGENT LINE NORTH 61° 14' 18" WEST 53.00 FEET TO TH E BEGINNING OF A TANGENT CURVE CONCAVE TO THE NORTHEAST AND HAVING A RADIUS OF 30.00 FEET; THENCE NORTHWESTERLY, NORTHERLY AND NORTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 98° 06' 06" AN ARC DISTANCE OF 51.37 FEET TO A TANGENT LINE; THENCE ALO NG SAID TANGENT LINE NORTH 36° 51' 48" EAST 133.90 FEET TO A POINT OF THE CURVING SOUTHWESTERLY LINE ORD. NO. 1702-NS
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EXHIBIT A (Continued)

OF THOUSAND OAKS BOULEVARD AS SHOWN ON SAID MAP OF PARCEL MAP NO. L.D. -516, SAID

POINT BEING ON A NON TANGENT CURVE CONCAVE TO THE WEST AND HAVING A RADIUS OF

25.00 FEET, A RADIAL BEARING OF SAID CURVE AT SAID POINT BEARING NORTH 83° 58' 55" WEST; THENCE SOUTHWESTERLY ALONG SAID CURVE AND SOUTHWESTERLY LINE OF THOUSAND OAKS BOULEVARD THROUGH A CENTRAL ANGLE OF 26° 23' 48" AN ARC DISTA NCE OF 11.52 FEET TO AN ANGLE POINT IN SAID SOUTHWESTERLY LINE OF THOUSAND OAKS

BOULEVARD, THENCE CONTINUING ALONG SAID SOUTHWESTERLY LINE OF THOUSAND OAKS BOULEVARD SOUTH 57° 35' 07" EAST 62.73 FEET; THENCE LEAVING SAID SOUTHWESTERLY LINE OF THOUSAND OAKS BOULEVARD SOUTH 36° 51' 48" WEST 87.57 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE EASTERLY AND HAVING A RADIUS OF 30.00 FEET; THENCE

SOUTHWESTERLY, SOUTHERLY AND SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 92° 53' 31" AN ARC DISTANCE O F 48.64 FEET TO A TANGENT LINE; THENCE ALONG SAID TANGENT LINE SOUTH 56° 01' 43" EAST 180.10 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 103.81 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 25° 35' 28" AN ARC DISTANCE OF 46.37 FEET TO A TANGENT LINE; THENCE ALONG SAID TANGENT LINE SOUTH 30° 26' 15" EAST 27.60 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE WESTERLY AND HAVING A RADIUS OF 73.00 FEET; THENCE SOUTHEASTERLY, SOUTHERLY AND SOUTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 64° 24' 32" AN ARC DISTANCE OF 82.06 FEET TO A TANGENT LINE; THENCE ALONG SAID TANGENT LINE SOUTH 33° 58' 17" WEST 79.00 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE EASTERLY AND HAVING A RADIUS OF 3 0.00 FEET; THENCE SOUTHWESTERLY, SOUTHERLY AND SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 91° 33' 24" AND ARC DISTANCE OF 39.95 FEET TO A TANGENT LINE; THENCE ALONG SAID TANGENT LINE SOUTH 57° 35' 07" EAST 89.92 FEET TO THE TRUE POINT OF BEGINNING, AS CREATED BY EASEMENT GRANT

DEED, DECLARATION OF RIGHTS AND RESTRICTIONS AND EASEMENT QUITCLAIM AND RELEASE, RECORDED MARCH 10, 1997, AS DOCUMENT NO. 97-028954 OF OFFICIAL RECORDS.

APN: 680-0-230-695, 680-0-230-715

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EXHIBIT “B”

Site Plan

Exhibit B is permanently retained on file with the City.

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EXHIBIT “C”
Project Plan Set dated April 13, 2022

Exhibit C is permanently retained on file with the City.

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EXHIBIT “D”

Conditions of Approval

Exhibit D is permanently retained on file with the City.

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EXHIBIT “E”

Ventura County 2022 Income Limits Chart

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EXHIBIT “F”

Sustainability Features

Exhibit F is permanently retained on file with the City.

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ORDINANCE NO. 1703-NS

AN ORDINANCE OF THE CITY COUNCIL OF THE

CITY OF THOUSAND OAKS AMENDING
THOUSAND OAKS MUNICIPAL CODE TITLE 5,
CHAPTER 29, SECTIONS 5 -29.01, 5-29.05, 5-

29.0 8 ( a ) , 5-29.11, 5-29.12(a), 5-29.14, 5 -
2 9 . 1 8 ( b ) , 5-29.24, 5-29.27(d), 5-29.31(c), 5 -

29.32(e), 5 -29.34(a)(1), 5 -29.34(a)(2), 5 -29.34(a)(3), 5-29.34(a)(6), 5-29.36(h) and 5 -29.37(c)

REGARDING ALLOWING ADULT-USE RETAIL OF

CANNABIS AND UPDATED LANGUAGE TO MEET
CURRENT STANDARDS, AND AMENDING TITLE 9,
CHAPTER 4, SECTIONS 9 -4.202 AND 9 -4.2105 TO

INCLUDE CANNABIS RETAILER AS A PERMITTED
USE IN THE M-1 ZONE (MCA 2022-70430)
The City Council of the City of Thousand Oaks does hereby ordain as follows:

Part 1
(Uncodfied)
Based upon the information contained in the Staff Report and testimony provided at the public hearing, the City Council makes the following findings:

1. On October 9, 2015, the State of California enacted the Medical Cannabis Regulation and Safety Act (MCRSA) that established regulations for the commercial cultivation, transportation, manufacturing, distribution, testing and dispensing of medical cannabis in the state;

2. The citizens of the State of California passed Proposition 64 on November 8, 2016, also known wa s the Adult Use of Marijuana Act (AUMA), establishing a similar framework for the commercial aspects of cannabis for non-medical purposes;

3. On June 27, 2017 the State enacted regulations repealing MCRSA and combining standards for both medical and non -medical cannabis, creating the Medicinal and Adult -Use Cannabis Regulation and Safety Act (MAUCRSA) MAUCRSA acknowledges the ability of a local jurisdiction to regulate or prohibit any or all types of State licensing categories of commercial cannabis activities within its jurisdictional boundaries;

4. City Council adopted Municipal Code Amendment 2017 -70260 after receiving significant information and public input, setting a maximum of ORD NO. 1703-NS
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one medical cannabis dispensary, and one cannabis testing laboratory, while prohibiting other aspects of commercial cannabis activities as established in MAUCRSA;

5. On January 16, 2019, Title 16, Section 5416(d) of the California Code o f Regulations adopted by the State of California went into effect.

Section 5416(d) permits commercial cannabis Delivery from State of California-licensed retail operators to all counties and cities within California;

6. On June 11, 2019, City Council adopted an amendment t o allow state -licensed companies to deliver cannabis to addresses within the City with certain requirements.

7. On December 10, 2019, City Council adopted an ordinance amendment to 5 -29.08 allowing two cannabis medical dispensaries and two testing laboratories in the industrial (M -1) zone as well as other ancillary amendments to the operation of dispensaries in Thousand Oaks.

8. The Municipal Code amendment is consistent with and does not conflict with State law and any element of the Thousand Oaks General Plan, and;

9. The amendment is not a project as defined by California Environmental Quality Act Guidelines Section 15061(b)(3 ) in that there is a common sense exemption for projects where it can be seen with certainty that there is not possibility that the activity in question may have a significant effect on the environment. It is therefore exempt from the California Environmental Quality Act.

Part 2
Section 5-29.01 of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.01. Purpose and intent.

It is the purpose and intent of this Chapter to implement the provisions of the Medicinal and Adult-Use Cannabis Regulation and Safety Act ("MAUCRSA") to accommodate the needs of medically -ill persons in need of and provide access to cannabis for medicinal purposes as recommended by their health care provider(s), and to provide access to same. It is also the purpose and intent of this Chapter to provide a ccess to adult -use cannabis for persons aged 21 and over as authorized by the MAUCRSA while imposing sensible regulations on the use of land to protect the City's residents, neighborhoods, and businesses from disproportionately negative impacts.

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As such, it is the purpose and intent of this Chapter to regulate the retail sale and testing of medicinal and adult -use cannabis and cannabis products in a responsible manner to protect the health, safety, and welfare of the residents of Thousand Oaks and to enfo rce rules and regulations consistent with state law. It is the further purpose of intent of this Chapter to require all commercial cannabis operators to obtain and renew annually a permit to operate within Thousand Oaks. Nothing in this Chapter is intended to authorize the possession, use, or provision of cannabis for purposes that violate state law. The provisions of this Title are in addition to any other permits, licenses and approvals which may be required to conduct business in the City, and are in add ition to any permits, licenses and approval required under state, county, or other law.

On January 16, 2019, Title 16, Section 5416(d) of the California Code of Regulations adopted by the State of California went into effect. Section 5416(d) permits commercial cannabis delivery of both recreational and medicinal product from State of California -licensed retail operators to any county or city within California even if such entity previously banned deliveries. Based on the State's regulation requiring the Ci ty of Thousand Oaks to permit deliveries of cannabis product to addresses within the City's jurisdiction, this Title and Chapter of the Thousand Oaks Municipal Code is amended to remain consistent with state law.

Part 3
Section 5-29.05 of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.05. Definitions.

The following words and phrases, as used in this chapter shall have the following meanings:
“A-license” means a state license issued under this chapter for cannabi s or cannabis products that are intended for adults 21 years of age and over and who do not possess physician's recommendations.
“A-licensee” means any person holding a license under this division for cannabis or cannabis products that are intended for adults 21 years of age and over and who do not possess physician's recommendations. “Adult-use cannabis” or “adult -use cannabis product” means cannabis or a cannabis product, respectively, intended to be sold for use by adults 21 years of age and over and who do not possess a physician’s recommendation. “Applicant” means an owner applying for a state license pursuant to this chapter.

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“Cannabis” means all parts of the Cannabis sativa Linnaeus, Cannabis indica, or Cannabis ruderalis, whether growing or not; the seeds thereof; the resin, whether crude or purified, extracted from any part of the plant; and every compound, manufacture, salt, derivative, mixture, or preparation of the plant, its seeds, or resin. "Cannabis" also means the separated resin, whe ther crude or purified, obtained from cannabis. "Cannabis" does not include the mature stalks of the plant, fiber produced from the stalks, oil or cake made from the seeds of the plant, any other compound, manufacture, salt, derivative, mixture, or preparation of the mature stalks, except the resin extracted therefrom, fiber, oil, or cake, or the sterilized seed of the plant which is incapable of germination. For the purpose of this division, "cannabis" does not mean "industrial hemp" as defined by Section 11018.5 of the Health and Safety Code. “Cannabis accessories” has the same meaning as in Section 11018.2 of the Health and Safety Code.
“Cannabis concentrate” means cannabis that has undergone a process to concentrate one or more active cannabinoids, thereby increasing the product's potency. Resin from granular trichomes from a cannabis plant is a concentrate for purposes of this division. A cannabis concentrate is not considered food, as defined by Section 109935 of the Health and Safety Code, or dru g, as defined by Section 109925 of the Health and Safety Code.
“Cannabis product” means a product containing cannabis or cannabis concentrate, including, but not limited to, manufactured cannabis, intended to be sold for use by cannabis patients in Cali fornia pursuant to the Compassionate Use Act of 1996, found at Section 11362.5 of the California Health and Safety Code, as the same may be amended from time -to-time, or pursuant to the Adult Use of Cannabis Act. For purposes of this chapter, "cannabis" do es not include industrial hemp as defined by Section 11018.5 of the California Health and Safety Code.
“Cannabis products” has the same meaning as in Section 11018.1 of the Health and Safety Code.
“Caregiver” or “primary caregiver” has the same meaning as that term is defined in Section 11362.7 of the California Health and Safety Code. “Child resistant” means designed or constructed to be significantly difficult for children under five years of age to open, and not difficult for normal adults to use properly.
“City” or “City of Thousand Oaks” means the City of Thousand Oaks, a California General Law City.
“Commercial cannabis activity” includes the cultivation, possession, manufacture, distribution, processing, storing, laboratory testing, packaging, ORD NO. 1703-NS
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labeling, transportation, delivery or sale of cannabis and cannabis products as provided for in this chapter.
“Commercial cannabis business” means any business or operation which engages in medicinal or adult-use commercial cannabis activity. “Commercial cannabis business permit” means a regulatory permit issued by the City of Thousand Oaks pursuant to this chapter to a commercial cannabis business and is required before any commercial cannabis activity may be conducted in the City. The initial permit and annual renewal of a commercial cannabis business permit is made expressly contingent upon the busine ss' ongoing compliance with all of the requirements of this Title and any regulations adopted by the City governing the commercial cannabis activity at issue. “Customer” means a natural person of 21 years of age or over or a natural person of 18 years o f age or older who possesses a physician's recommendation.
“Day care center” has the same meaning as in Section 1596.76 of the Health and Safety Code.
“Delivery” means the commercial transfer of cannabis or cannabis products to a customer. "Delivery" also includes the use by a retailer of any technology platform owned and controlled by the retailer.
“Dispensing” means any activity involving the retail sale of cannabis or cannabis products from a retailer.
“Distribution” means the procurement, sa le, and transport of cannabis and cannabis products between licensees.
“Distributor” means a person holding a valid commercial cannabis state license for distribution, required by state law to engage in the business of purchasing cannabis from a license d cultivator, or cannabis products from a licensed manufacturer, for sale to a licensed retailer. “Dried flower” means all dead cannabis that has been harvested, dried, cured, or otherwise processed, excluding leaves and stems. “Edible cannabis produ ct” means cannabis product that is intended to be used, in whole or in part, for human consumption, including, but not limited to, chewing gum, but excluding products set forth in Division 15, commencing with Section 32501 of the Food and Agricultural Code . An edible cannabis product is not considered food, as defined by Section 109935 of the Health and Safety Code, or a drug, as defined by Section 109925 of the Health and Safety Code. “Labeling” means any label or other written, printed, or graphic matter upon a cannabis product, or upon its container.

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“Labor peace agreement” means an agreement between a licensee and any bona fide labor organization that, at a minimum protects the State's proprietary interests by prohibiting labor organizations and me mbers from engaging in picketing, work stoppages, boycotts, and any other economic interference with the applicant's business. This agreement means that the applicant has agreed not to disrupt efforts by the bona fide labor organization to communicate with , and attempt to organize and represent, the applicant's employees. The agreement shall provide a bona fide labor organization access at reasonable times to areas in which the applicant's employees work, for the purpose of meeting with employees to discuss their right to representation, employment rights under State law, and terms and conditions or employment.

This type of agreement shall not mandate a particular method of election or certification of the bona fide labor organization.
“License” means a s tate license issued under this chapter, and includes both an A-license and an M-license, as well as a testing laboratory. “Licensee” means any person holding a license under this chapter, regardless of whether the license held is an A -license or an M -license, and includes the holder of a testing laboratory license.
“Licensing authority” means the state agency responsible for the issuance, renewal, or reinstatement of the license, or the State agency authorized to make disciplinary action against the licensee.
“Live plants” means living cannabis flowers and plants, including seeds, immature plants, and vegetative stage plants.
“Local jurisdiction” means a city, county, or city and county. “M-license” means a State license issued under this chap ter for commercial cannabis activity involving medicinal cannabis. “M-licensee” means any person holding a license under this chapter for commercial cannabis activity involving medicinal cannabis. “Manufacture” means to compound, blend, extract, infu se, or otherwise make or prepare a cannabis product.
“Manufactured cannabis” means raw cannabis that has undergone a process whereby the raw agricultural product has been transformed into a concentrate, extraction or other manufactured product intended for internal consumption through inhalation or oral ingestion or for topical application. “Manufacturer” means a licensee that conducts the production, preparation, propagation, or compounding of cannabis or cannabis products either directly or indirect ly or by extraction methods, or independently by means of chemical synthesis, or by a combination of extraction and chemical synthesis ORD NO. 1703-NS
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at a fixed location that packages or repackages cannabis or cannabis products or labels or container.
“Manufacturing s ite” means a location that produces, prepares, propagates, or compounds cannabis or cannabis products, directly or indirectly, by extraction methods, independently by means of chemical synthesis, or by a combination of extraction and chemical synthesis, an d is owned and operated by a person issued a valid commercial cannabis business permit for manufacturing from the City of Thousand Oaks and, a valid state license as required for manufacturing of cannabis products.
“Medicinal cannabis” or “medicinal can nabis product” means cannabis or a cannabis product, respectively, intended to be sold for use pursuant to the Compassionate Use Act of 1996 (Proposition 215), found at Section 11362.5 of the Health and Safety Code, by a medicinal cannabis patient in Calif ornia who possesses a physician's recommendation.
“Operation” means any act for which licensure is required under the provisions of this chapter, or any commercial transfer of cannabis or cannabis products.
“Owner” means any of the following:
(1) A person with an aggregate ownership interest of 20 percent or more in the Commercial Cannabis Business, unless the interest is solely a security, lien or encumbrance. For purposes of this section, “aggregate” means the total ownership interest h eld by a single person through any combination of individually held ownership interests in a commercial cannabis business and ownership interests in an entity that has an ownership interest in the same commercial cannabis business. For example, a person wh o owns 5 percent of the stock in a commercial cannabis business as an individual shareholder and 100 percent of the stock in an entity that owns 5 percent of the stock in the same commercial cannabis business has a 10 percent aggregate ownership interest i n the commercial cannabis business.
(2) An individual who manages, directs, or controls the operations of the Commercial Cannabis Business, including but not limited to:
(a) A member of the board of directors of a nonprofit.
(b) A general pa rtner of a Commercial Cannabis Business that is organized as a partnership.
(c) A non -member manager or manager of a Commercial Cannabis Business that is organized as a limited liability company. (d) The trustee(s) and all persons who have contro l of the trust and/or the Commercial Cannabis Business that is held in trust.

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(e) An individual with the authority to provide strategic direction and oversight for the overall operations of the Commercial Cannabis Business, such as the chief executive officer, president or their equivalent, or an officer, director, vice president, general manager or their equivalent.
(f) When an entity is an owner in a Commercial Cannabis Business, all entities and individuals with a financial interest in the enti ty shall be disclosed to the City and may be considered owners of the Commercial Cannabis Business.

For example, this includes all entities in a multi - layer business structure, as well as the chief executive officer, members of the board of directors, par tners, trustees and all persons who have control of a trust and managing members or non-member managers of the entity. Each entity disclosed as having a financial interest must disclose the identities of persons holding financial interests until only individuals remain. “Package” means any container or receptacle used for holding cannabis or cannabis products.
“Patient” or “qualified patient” shall have the same definition as California Health and Safety Code Section 11362.7 et seq., as it may be amend ed, and which means a person who is entitled to the protections of California Health & Safety Code Section 11362.5.
“Person” includes any individual, firm, partnership, joint venture, association, corporation, limited liability company, estate, trust, b usiness trust, receiver, syndicate, or any other group or combination acting as a unit, and the plural as well as the singular.
“Person with an identification card” shall have the meaning given that term by California Health and Safety Code Section 11362.7.
“Physician's recommendation” means a recommendation by a physician and surgeon that a patient use cannabis provided in accordance with the Compassionate Use Act of 1996, found at Section 11362.5 of the Health and Safety Code.
“Premises” means the designated structure or structures and land specified in the application that is owned, leased, or otherwise held under the control of the applicant or licensee where the commercial cannabis activity will be or is conducted. The premises shall be a contiguous area and shall only be occupied by one licensee.
“Purchaser” means the customer who is engaged in a transaction with a licensee for purposes of obtaining cannabis or cannabis products. “Retailer” or “Cannabis Retailer” means a commercia l cannabis business facility where medicinal or adult-use cannabis, cannabis products, or devices are offered, either individually or in any combination, for retail sale, including an establishment (whether fixed or mobile) that delivers, pursuant to expr ess authorization, cannabis and cannabis products as part of a retail sale, and where ORD NO. 1703-NS
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the operator holds a valid commercial cannabis business permit from the City of Thousand Oaks authorizing the operation of a retailer, and a valid state license as required by state law to operate a retailer.
“Sell,” “sale,” and “to sell” include any transaction whereby, for any consideration, title to cannabis or cannabis products are transferred from one person to another, and includes the delivery of cannabis or cann abis products pursuant to an order placed for the purchase of the same and soliciting or receiving an order for the same, but does not include the return of cannabis or cannabis products by a licensee to the licensee from whom the cannabis or cannabis product was purchased.
“State” means the State of California, or an of its departments or divisions, having regulatory oversight over cannabis or cannabis products, including the Department of Cannabis Control.
“State License” means a permit or license issued by the State of California, or one of its departments or divisions, under MAUCRSA and any subsequent State of California legislation regarding the same to engage in commercial cannabis activity.
“Testing laboratory” means a laboratory, facility, o r entity in the state that offers or performs tests of cannabis or cannabis products and that is both of the following:
(1) Accredited by an accrediting body that is independent from all other persons involved in commercial cannabis.
(2) Licensed by the State.
“Topical cannabis” means a product intended for external application and/or absorption through the skin. A topical cannabis product is not considered a drug as defined by Section 109925 of the California Health and Safety Code. “Transport” means the transfer of cannabis products from the permitted business location of one licensee to the permitted business location of another licensee, for the purposes of conducting commercial cannabis activity authorized by MAUCRSA which may be amended or repealed by any subsequent State of California legislation regarding the same.
“Youth center” has the same meaning as in Section 11353.1 of the Health and Safety Code.

Part 4
Section 5-29.08(a) of the Thousand Oaks Municipal Code is amended to read as follows:

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Sec. 5-29.08. Maximum number and type of authorized commercial cannabis businesses permitted.
(a) Cannabis Retailer: maximum of two (2).

Part 5
Section 5-29.11 of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.11. Revocation of permits.

A commercial cannabis business permit may be revoked for any violation of any law and/or any rule, regulation and/or standard adopted pursuant to Sections 5-29.13 and 5-29.14 or any Operations Agreement entered into between City and the selected Cannabis Retailer or Cannabis Testing Laboratory Operator. The process for revocation shall be made part of the Operations Agreement.

Part 6
Section 5-29.12(a) of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.12. Renewal applications.
(a) An application for renewal of a commercial cannabis business permit for a Cannabis Retailer or Cannabis Testing Laboratory shall be filed at least sixty (60) calendar days prior to the expiration date of the current permit. A permit for Delivery from licensed facilities shall be renewed before the Delivery permit expiration date.

Part 7
Section 5-29.14(a) of the T housand Oaks Municipal Code is amended to read as follows:

Sec. 5 -29.14. Effect of federal enforcement to suspend, prohibit, revoke, terminate California or local entity licensing laws for recreational or commercial cannabis.

Federal government action suspending, prohibiting, revoking or otherwise terminating State of California's or City's laws permitting recreational or medicinal marijuana licensing as currently permitted under MAUCRSA shall immediately result in the complete ban of all commercial lic enses permitted under this chapter. Such Federal government action shall also result in the immediate ban of all personal or recreational use permitted under MAUCRSA or any other State ORD NO. 1703-NS
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law permitting the use or possession of cannabis permitted under this c hapter or any other Title of the City's municipal code and make null and void any City permits to a commercial Cannabis Retailer or Testing Facility previously issued under this chapter.

Part 8
Section 5-29.18(b) of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.18. Commercial cannabis business permit selection process. (b) The top final applicants for a Cannabis Retailer may be invited to attend the City Council meeting, where they may be expected to make a public presentation and provide an overview of their proposal.

Part 9
Section 5-29.24 of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.24. Location and design of commercial cannabis businesses.

Cannabis businesses permitted to engage in Retailer and Testing Laboratory activities are subject to the following zon ing and locational requirements:
(a) The commercial cannabis business must be located on property in a zone pursuant to Title 9, Chapter 4, and must meet all of the requirements for development in that zone; and
(b) The property on which the commercial cannabis business is located must also meet all of the following distance requirements:
(1) It shall be no closer than six hundred (600) feet of any of the following:
(i) Any residentially used parcel as of the date the cannabis business permit is issued.
(ii) Any school providing instruction in kindergarten or any grades 1 through 12, whether public, private, or charter, including pre -school, transitional kindergarten, and K-12;
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(iii) Any commercial daycare center licensed by the State or County t hat is in existence at the time the license is issued, unless the State licensing authority or the City specifies a different radius.
(iv) Any youth center that is in existence at the time the license is issued, unless the State licensing authority or the City specifies a different radius. (2) The distance specified in this section shall be the horizontal distance measured in a straight line from the property line of the identified sensitive use to the front door of the medical cannabis cooperative, col lective, dispensary, operator, establishment, or provider without regard to intervening structures, except as modified herein.
(3) The distance between a sensitive use and a medical cannabis cooperative, collective, dispensary, operator, establishment, o r provider may be closer than six hundred (600) feet in the following situation:
(i) The commercial cannabis business and the sensitive use are separated by a freeway, with no direct pedestrian or vehicular access between the two uses.
(c) Notwithstanding the requirements of this section, a person authorized to make a Delivery in Thousand Oaks from a State -licensed Retailer located inside City of Thousand Oaks' jurisdiction may conduct such deliveries subject to a requirement that the person making the delivery maintains and controls all product as required for deliveries under State regulations, including a prohibition from storing any cannabis product in a dwelling, commercial office, storage facility, hotel room, motel room or any other structure in T housand Oaks other than the approved Cannabis Retailer facility. Any delivery person completing scheduled deliveries as legally permitted by the State and the City of Thousand Oaks, must return the unsold product to the retail operator.

Part 10
Section 5-29.27(d) of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.27. Records and recordkeeping.
(d) All commercial cannabis businesses shall maintain an inventory control and reporting system that accurately documents the present location, amounts, and descriptions of all cannabis and cannabis products for all stages of the growing and production or manufacturing, laboratory testing and distribution processes until purchase as set forth MAUCRSA and State regulations.

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Part 11
Section 5-29.31(c) of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.31. Fees and charges.
(c) Prior to operating in the city and as a condition of issuance of a regulatory permit, the operator of the Retailer and Testing Laboratory shall enter into an Operating Agreement with the city setting forth the terms and conditions under which the Retailer and Cannabis Testing Laboratory will operate that are in addition to the requirements of this chapter, including, but not limited to, public outreach and education, community service, payment of fees and other charges as mutually agreed, and such other terms and conditions that will protect and promote the public health, safety and welfare.

Part 12
Section 5-29.32(e) of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.32. Miscellaneous operating requirements.
(e) Prior to dispensing medicinal cannabis or medicinal cannabis products to any person, a Retailer shall obtain ve rification from the recommending physician that the person requesting medicinal cannabis or medicinal cannabis products is a qualified patient.

Part 13
Sections 5-29.34(a)(1), 5-29.34(a)(2), 5-29.34(a)(3), and 5 -29.34(a)(6) of the Thousand Oaks Municipal Code are amended to read as follows:

Sec. 5-29.34. Operating requirements for retailer facilities. (1) Retailers shall verify the age and all necessary documentation of each customer to ensure the customer is not under th e age of eighteen (18) years. If a customer is under the age of twenty -one (21) years, Retailers shall confirm the customer’s possession of a valid doctor’s recommendation and/or Health and Safety Code Section 11362.71 identification card (Medical Cannabi s Card) for the purchase of medicinal cannabis or medicinal cannabis products.

For adult-use sales, Retailers shall verify that all customers are twenty -one (21) years of age or older for the purchase of adult -use cannabis or adult -use cannabis products.

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(2) Individuals must show their government -issued identification and, in the case of medicinal cannabis patients, their physician’s recommendation or a Medical Cannabis Card, in order to gain access into the Retailer. The government-issued identification and, if applicable, physician’s recommendation or Medical Cannabis Card, must also be shown at the point -of-sale station at the time of purchase. Physician’s recommendations are not to be obtained or provided at the retail location.
(3) Operating hours of the Retailer shall be limited between the hours of 8:00 a.m. through 9:00 p.m., seven days a week.
(6) The Retailer facility may have in the retail sales area of the licensed facility only that quantity of cannabis and cannabis products reasonably anticipated to meet the daily demand readily available for sale.

Part 14
Section 5-29.36 of the Thousand Oaks Municipal Code is a dded to read as follows:

Sec. 5-29.36. Packaging and labeling.

Before a retailer of commercial cannabis sells any edible cannabis or edible cannabis product to a customer, it shall be labeled and placed in tamper - evident packaging which at least meets the requirements of the MAUCRSA and all implementing rules and regulations.
(b) Labeling must include a warning if nuts or other known allergens are used, and must include the total weight, in ounces or grams, of cannabis in the package.
(c) A warning that the item is a medication and not a food must be clearly legible on the front of the package and/or must comply with Sta te packing requirements.(d) The package must have a label warning that the product is to be kept away from children.
(e) The label must also state that the product contains cannabis and must specify the date of manufacture.
(f) Any edible cannabis pr oduct that is made to resemble a typical food product must be in a properly labeled opaque, or non -see-through package, before it leaves the commercial cannabis retail business. (g) Retail products must be in a properly labeled opaque package when purchased.

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(h) The City Council may impose additional packaging and labeling requirements on cannabis or cannabis products as permitted by law.

Part 15
Section 5-29.37(c) of the Thousand Oaks Municipal Code is added to read as follows:

Sec. 5-29.37. Operating requirements for testing laboratory. (c) A Testing Laboratory performing testing shall obtain and maintain ISO/IEC 17025 accreditation as required by State regulations.

Part 16
Section 9-4.202 of the Thousand Oaks Municipal Code is amended in pa rt as follows:
1) A new definition for “Adult-use cannabis” or “adult-use product” is added to read as follows:
“Adult-use cannabis” or “adult-use product” means cannabis or a cannabis product, respectively, intended to be sold for use by adults 21 years of age and over and who do not possess a physician’s recommendation. 2) The definition for “Cannabis retailer – medical” is deleted in its entirety and replaced with a new definition for “Cannabis Retailer” to read as follows:
“Cannabis Retailer” means a commercial cannabis business facility where medicinal or adult-use cannabis, cannabis products, or devices for the use of cannabis or cannabis products are offered, either individually or in any combination, for retail sale, including an establishment (whether fixed or mobile) that delivers, pursuant to express authorization, cannabis and cannabis products as part of a retail sale, and where the operator holds a valid commercial cannabis business permit from the City of Thousand Oaks authorizing the operation of a retailer, and a valid state license as required by state law to operate a retailer. 3) The definition for “Medical cannabis,” “medical cannabis product,” or “cannabis product” is deleted in its entirety and replaced with a new definition for “Medicinal cannabis” or “medicinal cannabis product” to read as follows:
“Medicinal cannabis” or “medicinal cannabis product” means cannabis or a cannabis product, respectively, intended to be sold for use pursuant to the Compassionate Use Act of 1996 (Proposition 215), found at Section 11362.5 of the Health and Safety Code, by a medicinal cannabis patient in California who ORD NO. 1703-NS
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possesses a physician's recommendation.

Part 17
Section 9-4.2105 of the Thousand Oaks Municipal Code is amended as follows:

Sec. 9-4.2105. Permitted use matrix - Non- residential zones.

A. The permitted use “Cannabis Retailer – Medical” under “Medical Care Uses” is replaced with “Cannabis Retailer” as follows:

Medical Care Uses
C-0 C-1 C-2 C-3 C-4 C-
2/AM
M-1 M-
2 P-L O-S
Cannabis
Retailer-
DP
Subject
to permit
pursuant
to Title
5,
Chapter
29 B. The permitted use “Cannabis Retailer” is added under “Personal and General Services” as follows:

Personal and General Services
C-0 C-1 C-2 C-3 C-
4 C-
2/AM
M-1 M-
2 P-L O-S
Cannabis
Retailer
DP
Subject
to permit
pursuant
to Title 5,
Chapter
29 ORD NO. 1703-NS
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Part 18
(Uncodified)
Severability
If any section, subsection, clause or phrase of this Ordinance is for any reason held to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portions of this title; it being hereby expressly declared that this title, and each section, subsection, sentence, clause and phrase hereof, would have been prepared, proposed, adopted, approved and ratified irrespective of the fact that anyone or more sections, subsections, sentences, clauses or phrases be declared invalid or unconstitutional.

Part 19
This Ordinance shall take effe ct on the thirty- first (31 st) day following its final passage and adoption.

PASSED AND ADOPTED THIS 5th day of July, 2022 by the following vote:

Ayes:

Noes:

Absent:
___________________________
Bob Engler
City of Thousand Oaks, California
ATTEST/CERTIFY:
________________________________
Cynthia M. Rodriguez, City Clerk
Date Attested: ___________________
APPROVED AS TO FORM:

Office of the City Attorney
___________________________________
Patrick J. Hehir, Chief Assistant City Attorney
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APPROVED AS TO ADMINISTRATION:
____________________________________
Andrew P. Powers, City Manager
Introduced: June 28, 2022
Published: June 29, 2022 and July 15, 2022
Ordinance No.: 1703-NS
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the City of Thousand Oaks City Council on the date cited above.

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ORDINANCE NO. 1703-NS

AN ORDINANCE OF THE CITY COUNCIL OF THE

CITY OF THOUSAND OAKS AMENDING
THOUSAND OAKS MUNICIPAL CODE TITLE 5,
CHAPTER 29, SECTIONS 5 -29.01, 5-29.05, 5-

29.0 8 ( a ) , 5-29.11, 5-29.12(a), 5-29.14, 5 -
2 9 . 1 8 ( b ) , 5-29.24, 5-29.27(d), 5-29.31(c), 5 -

29.32(e), 5 -29.34(a)(1), 5 -29.34(a)(2), 5 -29.34(a)(3), 5-29.34(a)(6), 5-29.36(h) and 5 -29.37(c)

REGARDING ALLOWING ADULT-USE RETAIL OF

CANNABIS AND UPDATED LANGUAGE TO MEET
CURRENT STANDARDS, AND AMENDING TITLE 9,
CHAPTER 4, SECTIONS 9 -4.202 AND 9 -4.2105 TO

INCLUDE CANNABIS RETAILER AS A PERMITTED
USE IN THE M-1 ZONE (MCA 2022-70430)
The City Council of the City of Thousand Oaks does hereby ordain as follows:

Part 1
(Uncodfied)
Based upon the information contained in the Staff Report and testimony provided at the public hearing, the City Council makes the following findings:

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one medical cannabis dispensary, and one cannabis testing laboratory, while prohibiting other aspects of commercial cannabis activities as established in MAUCRSA;

5. On January 16, 2019, Title 16, Section 5416(d) of the California Code o f Regulations adopted by the State of California went into effect.

Section 5416(d) permits commercial cannabis Delivery from State of California-licensed retail operators to all counties and cities within California;

6. On June 11, 2019, City Council adopted an amendment t o allow state -licensed companies to deliver cannabis to addresses within the City with certain requirements.

8. The Municipal Code amendment is consistent with and does not conflict with State law and any element of the Thousand Oaks General Plan, and;

Part 2
Section 5-29.01 of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.01. Purpose and intent.

ORD NO. 1703-NS
Item No.7P
cdd:660-21/Ordinance-CC/pz (FILE ID: MCA 2022-70430)

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Part 3
Section 5-29.05 of the Thousand Oaks Municipal Code is amended to read as follows:

Sec. 5-29.05. Definitions.

ORD NO. 1703-NS
Item No.7P
cdd:660-21/Ordinance-CC/pz (FILE ID: MCA 2022-70430)

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ORD NO. 1703-NS
Item No.7P
cdd:660-21/Ordinance-CC/pz (FILE ID: MCA 2022-70430)

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Thousand Oaks City CouncilJuly 5, 2022

Thousand Oaks City Council
July 5, 2022