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2005 FEB 15 CC PACKET-4EXHIBIT F
City of El Segundo
INTER - DEPARTMENTAL CORRESPONDENCE
DATE: February 8, 2005
TO: City Council
FROM: Mary Strenn, City Manager
By: Kimberly Christensen, Planning Manager
SUBJECT: Sepulveda /Rosecrans Site Rezoning and Plaza El Segundo Project
(REVISED)
Information that is revised from the memorandum dated February 3 2005 is underlined
below.
Planning Manager Kim Christensen attended the Manhattan Beach City Council meeting
this past Tuesday evening February Vt. The Manhattan Beach City Council approved a
Settlement Agreement between the City of Manhattan Beach and Mar Ventures, Inc., the
developer of the project, by a unanimous vote.
We have obtained copies of the Settlement Agreement and related documents (see
attached). The following is a summary of the key business points of the Settlement
Agreement based upon the statements made at the Council hearing and per the
attached documents. There are some discrepancies between the statements made at
the public hearing and what is stated in the attached copy of the Settlement Agreement.
However, the summary below relies upon the Settlement Agreement since it is the actual
document being adopted by the City of Manhattan Beach.
Mar Ventures agrees to submit letter to City of El Segundo requesting approval
of Plaza El Segundo Reduced Traffic Generation Alternative. (This was officially
submitted to the City on January 26, 2005).
Mar Ventures agrees to fund traffic improvements at six intersections that are not
required as mitigation for the proposed project:
• Rosecrans/ Nash
• Rosecrans /Apollo
• Rosecrans /Douglas
• Rosecrans /Continental
• Rosecrans Aviation
• Sepulveda/ Marine
• Sepulveda /Marine improvement was not previously disclosed to City staff. It is an
unfunded project on the City of Manhattan Beach's Capital Improvement
Program. It is estimated to cost at least $300,000. The developer would not be
responsible for any cost over $300,000.
s ::
• Mar Ventures is required to bond against the estimated $3.45 million cost of the
six intersection improvements costs.
• Mar Ventures is required to begin construction of all six improvements upon
issuance of the first commercial building permit by the City of El Segundo for the
Plaza El Segundo Development. Construction must be diligently pursued and
completed prior to the issuance of a certificate of occupancy for the first building
or must be in progress.
• If Mar Ventures does not complete improvements, the City of Manhattan Beach
would keep the bond money and could use it to improve traffic circulation "in the
area ".
• At their public hearing on February 1, 2005 the Manhattan Beach City Council
stated they would like the existing westbound dual left turn lanes at the
Sepulveda /Rosecrans intersection (in the City of El Segundo) to be lengthened if
the Reduced Traffic Generation Alternative Project is implemented instead of the
triple left -turn lanes required as mitigation in the proposed project. (Depending
on how long the lanes would be lengthened, the ability to turn left into the
General Chemical parcel of the Rezoning Site when heading eastbound on
Rosecrans Avenue.) This is not a requirement specified in the Settlement
The City Council stated at the public hearing on February 1 2005 that Mar
Ventures could implement traffic reductions in one of three ways. 1) Obtain
approval of the Plaza El Segundo Reduced Traffic Generation Alternative from
the City of El Segundo City Council; 2) Obtain approval from the City of El
Segundo City Council of the Proposed project with restrictions to reduce traffic by
approximately 15% consistent with the Reduced Traffic Generation Alternative
through the Development Agreement; or 3) if the City of El Segundo does not
approve either of the two scenarios above, place a deed restriction on the
property to limit the traffic to the equivalent of the Plaza El Segundo Reduced
Traffic Generation Alternative. The Setttlement Agreement as drafted does not
with the land.
• Mar Ventures agrees to construct the extension of Park Place to Nash Street
before certificates of occupancy are issued for Phase II of the
Rosecrans /Sepulveda Site Rezoning.
• The development agreement with the City of El Segundo includes a restriction to
limit a single tenant to a maximum size of 125,000 square feet.
In exchange for these provisions, the City of Manhattan Beach agrees not to file
lawsuits to try to stop the project from going forward. This Settlement Agreement
only applies to Plaza El Segundo (not Area B).
ri
• As of the date of this memorandum. the Settlement Agreement has not been
signed between the parties.
Cc: Mark Hensley, City Attorney
Seimone Jurjis, Director, PBS
Attachments:
1. Staff Report
2. Settlement Agreement Including Exhibits
P: \Planning & Building Safety\ Kim\MBSettlementRevFeb82005.doc
`x tir z
City of El Segundo
INTER - DEPARTMENTAL CORRESPONDENCE
DATE: February 3, 2005
TO: City Council
FROM: Mary Strenn, City Manager
By: Kimberly Christensen, Planning Manager
SUBJECT: Sepulveda /Rosecrans Site Rezoning and Plaza El Segundo Project
Planning Manager Kim Christensen attended the Manhattan Beach City Council meeting
this past Tuesday evening February 1". The Manhattan Beach City Council approved a
Settlement Agreement between the City of Manhattan Beach and Mar Ventures, the
developer of the project, by a unanimous vote.
We have obtained copies of the Settlement Agreement and related documents (see
attached). The following is a summary of the key business points of the Settlement
Agreement based upon the statements made at the Council hearing and per the
attached documents. There are some discrepancies between the statements made at
the public hearing and what is stated in the attached copy of the Settlement Agreement.
However, the summary below relies upon the Settlement Agreement since it is the actual
document being adopted by the City of Manhattan Beach.
Mar Ventures agrees to submit letter to City of El Segundo requesting approval
of Plaza El Segundo Reduced Traffic Generation Alternative. (This was officially
submitted to the City on January 26, 2005).
Mar Ventures agrees to fund traffic improvements at six intersections that are not
required as mitigation for the proposed project:
• Rosecrans/ Nash
• Rosecrans /Apollo
• Rosecrans /Douglas
• Rosecrans /Continental
• Rosecrans Aviation
• Sepulveda/ Marine
• Sepulveda /Marine improvement was not previously disclosed to City staff. It is an
unfunded project on the City of Manhattan Beach's Capital Improvement
Program. It is estimated to cost at least $300,000. The developer would not be
responsible for any cost over $300,000.
• Mar Ventures is required to bond against the estimated $3.45 million cost of the
six intersection improvements costs.
Mar Ventures is required to begin construction of all six improvements upon
issuance of the first commercial building permit by the City of El Segundo for the
Plaza El Segundo Development. Construction must be diligently pursued and
completed prior to the issuance of a certificate of occupancy for the first building
or must be in progress.
If Mar Ventures does not complete improvements, the City of Manhattan Beach
would keep the bond money and could use it to improve traffic circulation "in the
area ".
Mar Ventures agrees to lengthen the existing westbound dual left turn lanes at
the Sepulveda /Rosecrans intersection (in the City of El Segundo) if the Reduced
Traffic Generation Alternative Project is implemented instead of the triple left -turn
lanes required as mitigation in the proposed project. (Depending on how long
the lanes would be lengthened, the ability to turn left into the General Chemical
parcel of the Rezoning Site when heading eastbound on Rosecrans Avenue.)
Mar Ventures would implement traffic reductions in one of three ways. 1) Obtain
approval of the Plaza El Segundo Reduced Traffic Generation Alternative from
the City of El Segundo City Council; 2) Obtain approval from the City of El
Segundo City Council of the Proposed project with restrictions to reduce traffic by
approximately 15% consistent with the Reduced Traffic Generation Alternative
through the Development Agreement; or 3) if the City of El Segundo does not
approve either of the two scenarios above, place a deed restriction on the
property to limit the traffic to the equivalent of the Plaza El Segundo Reduced
Traffic Generation Alternative.
Mar Ventures agrees to construct the extension of Park Place to Nash Street
before certificates of occupancy are issued for Phase II of the
Rosecrans /Sepulveda Site Rezoning.
• The development agreement with the City of El Segundo includes a restriction to
limit a single tenant to a maximum size of 125,000 square feet.
• In exchange for these provisions, the City of Manhattan Beach agrees not to file
lawsuits to try to stop the project from going forward. This Settlement Agreement
only applies to Plaza El Segundo (not Area B).
Cc: Mark Hensley, City Attorney
Seimone Jurjis, Director, PBS
Attachments:
1. Staff Report
2. Settlement Agreement Including Exhibits
P: \Planning & Building Safety \Kim \ \MBSettlement.doc
Agenda Item
Staff Report
City of Manhattan Beach
TO:
Honorable Mayor Wilson and Members of the City Council
THROUGH:
Geoff Dolan, City Manager
FROM:
Richard Thompson, Director of Community Development
Robert V. Wadden, City Attorney
Laurie B. Jester, Senior Planner
DATE:
February 1, 2005
SUBJECT: Status Report and Consideration of Settlement Agreement Regarding the Plaza El
Segundo Project in the City of El Segundo
RMl,v1v11V1SN1)A7I01N :
Staff recommends that the City Council accept the presentation and approve the Settlement
Agreement.
FISCAL IMPLICATION:
There are no fiscal implications associated with the recommended action.
BACKGROUND:
In December 2003 the City of El Segundo released a Notice of Preparation (NOP) of a Draft
Environmental Impact Report (DEIR) for the Plaza El Segundo Project. The DEIR was released
in October 2004, and staff has reviewed and commented on the project several times over the
past year, specifically with concerns regarding traffic. Staff provided a status report on the
project to Council on November 16, 2004 and at that time the City Council also approved a
comment letter on the DEIR which detailed our concerns regarding traffic impacts. At the last
City Council meeting on January 18, 2005 the Council continued the discussions regarding the
Settlement Agreement as negotiations with the developer were still on- going.
DISCUSSION:
Project Description
The proposed project is a commercial shopping center which is located on a site approximately
110 gross acres in area, in the City of El Segundo, at the northeast comer of the intersection of
Sepulveda Boulevard and Rosecrans Avenue. Construction is planned to begin early 2005 on
Area "A ", which will include approximately 425,000 SF of retail use, with completion at the end
of 2006. Area "A" is 43 acres in area, generally on the north and west portion of the site, and
includes the corner of Rosecrans and Sepulveda. Area `B', which is generally the south and east
portion of the site, is anticipated to be completed by approximately 2012. Area `B" will allow
the continuation of existing industrial uses as well as new commercial uses, totaling 425,000
square feet.
t! S'6"
y
Agenda Item
Public Review Process
On November 15, and December 15, 2004 the El Segundo Planning Commission held public
hearings on the project and at the December 15d' meeting recommended approval of the project
to the El Segundo City Council. The El Segundo City Council scheduled a public hearing for
tonight to take action on the project; however the Final Environmental Impact Report (FEIR) has
not yet been completed so the Council is not able to take action on the project. No hearing on the
project will be held on the 18th, and the item will be renoticed for the February I" regular City
Council meeting. City of El Segundo staff expects the Final EIR to be distributed by January
21". The Final EIR will include a Responses to Comments section which will provide written
responses to all of the comments received on the DEIR, including response to our comments.
Staff has been working with our outside Council retained to assist us in this matter and the City
traffic engineer, as well as the developer and their team, to address the traffic impact concerns
raised by the City Council. The development team for the project is made up of Mar Ventures,
Inc., Continental Development Corporation, and Comstock Crosser and Associates. Specifically,
traffic impacts on Rosecrans and Sepulveda due to the project are being addressed. Consistent
with direction provided by the City Council, staff is negotiating a Settlement Agreement that
details the project description and traffic improvements. The final negotiated Settlement
Agreement will be presented at the meeting.
Further information on the project can be obtained from the City of Manhattan Beach's website at
www.citvmb.info. On the homepage under "What's New" is a NEW El Segundo Project link which
provides a brief project description, information on the public hearing process, contacts for the City
of El Segundo and City of Manhattan Beach, and links to the Draft Environmental Impact Report,
and the applicants website.
CONCLUSION:
Staff recommends that the City Council review and approve the Settlement Agreement, and
authorize the City Manager to make minor changes if required.
Page 2
H: \Plaza El Segundo \CC Staff Report Plaza El Segundo 2- 1- 05.doc
ai s s
[FOR SETTLEMENT PURPOSES ONLY —
INADMISSIBLE FOR ANY OTHER PURPOSE]
AGREEMENT
THIS AGREEMENT ( "Agreement ") is made and entered into by and between the CITY OF
MANHATTAN BEACH, a municipal corporation ( "City ") and ROSECRANS - SEPULVEDA
PARTNERS, LLC, a California limited liability company ( "Developer "), as of this _ day of
February, 2005. City and Developer may also be referred to in this Agreement individually as a
"Party" and collectively as "Parties."
RECITALS
A. Developer is currently seeking entitlements from the City of El Segundo ( "ES ") to
develop a retail complex currently known as "Plaza El Segundo," which will be
comprised of approximately four hundred twenty -five thousand (425,000) square feet on
approximately 42 acres of land located at the northeast comer of Sepulveda Boulevard
and Rosecrans Avenue (the "Project "). The Project area is legally described in Exhibit
"A -1" and depicted on Exhibit "A -2" attached hereto ( "Area A "). Also depicted on
Exhibit "A" is an area of approximately 67 gross acres of property located to the south
and east of and adjacent to the Project ( "Area B ").
B. If approved, the Project entitlements will include a Final Environmental Impact Report
(the "EIR "), a General Plan Amendment, a Zone Change, a Zone Text Amendment, a
Vesting Tentative Map and a Development Agreement (the "Development Agreement ")
(collectively, the "Project Entitlements "). Concurrently with the consideration of the
Project Entitlements, ES will also be considering a General Plan Amendment, Zone
Change and Zone Text Amendment that will result in Area B's zoning being redesignated
to "Commercial Center (C -4)."
C. The EIR describes and fully studies the Project and also describes a "Reduced Traffic
Generation" alternative for the Project (the "Reduced Project Alternative ") that would
cause the proposed Project to retain the same maximum square footage but would modify
the mix of commercial uses which would result in a substantial reduction of the Project's
average daily trip generation as indicated on Exhibit `B" attached hereto.
D. During the last several months, representatives of the City and Developer have met
numerous times to discuss the proposed Project. In those meetings, the City's
representatives have expressed concerns regarding the Project's impact on traffic in the
City and a concern about the timing of the construction of an extension of Park Place to
Sepulveda Boulevard. On December 15, 2004, an attorney representing the City spoke at
a hearing before the ES Planning Commission and outlined the City's objections to the
Project. The City has indicated that it may initiate litigation if its concerns are not
adequately addressed. Developer has stated that it disagrees with the City's concerns
over traffic and believes that the traffic mitigation measures in the EIR are adequate to
address these traffic related issues.
44386 \1122897x9 2/2/2005 48"
E. Following the December 15, 2004 ES Planning Commission meeting, representatives of
the City and Developer have held further meetings regarding ways in which the City's
concerns may be addressed. Based on those meetings and in an effort to address the
City's concerns, City and Developer have reached a consensus whereby, in exchange for
the actions agreed to by Developer in this Agreement, which actions are designed to
address the City's concerns, the City will agree that it will not express fiuther opposition
to the Project or the Project Entitlements or challenge, by litigation or otherwise, the
Project or the Project Entitlements.
F. To address the City's concerns, Developer has agreed to take the following actions:
1. On or before February 1, 2005, Developer will request the ES City Council to
approve the Reduced Project Alternative.
2. Subject to the terms of this Agreement, Developer has agreed to install six (6)
additional traffic improvements above and beyond any traffic improvements that
may be required by the Project Entitlements (the "Additional Traffic
Improvements "). A list of the Additional Traffic Improvements (and each of their
projected costs) is attached hereto as Exhibit "C." The total cost to Developer to
design, permit, install and dedicate right of way for the Additional Traffic
Improvements is estimated to be approximately Three Million Dollars
($3,000,000.00) (the "Additional Traffic Improvement Cost ").
3. Developer will request that ES include a commitment in the Development
Agreement for ES to diligently process permits and/or entitlements for the
Additional Traffic Improvements and to not unreasonably withhold permits
and/or entitlements to install the Additional Traffic Improvements.
4. Once permits and/or entitlements to construct the Additional Traffic
Improvements have been obtained and a building permit for the first commercial
building within the Project (the "First Building ") has been issued to Developer,
Developer will (a) commence and thereafter diligently pursue installation of each
Additional Traffic Improvement for which permits and/or entitlements have been
issued and (b) provide, or cause to be provided, to City financial security to assure
completion of the Additional Traffic Improvements ( "Security ") either in the form
of a payment and performance bond (naming the City as beneficiary) in an
amount equal to Three Million Four Hundred Fifty Thousand Dollars
($3,450,000.00) or such other form of security as shall be reasonably acceptable
to the City. City and Developer have agreed that to the extent it is determined
that one or more Additional Traffic Improvements have not or cannot be built in
accordance with the provisions of this Agreement, City shall be entitled to collect
the proceeds of the Security equal to the estimated cost of constructing each such
Additional Traffic Improvement and City has agreed to use such proceeds to
improve circulation in the area.
5. To address the City's concern regarding the traffic impacts of the Project, in
addition to the limitations which may be imposed by the Reduced Project
44386 \1122897x9 Page 2 2/2/2005
Alternative, Developer has agreed to limitations contained within the
Development Agreement which will limit the maximum size of any tenant within
the Project to one hundred twenty -five thousand (125,000) square feet.
6. To address City's concern about the timing of the construction of the extension of
Park Place to Sepulveda Boulevard, Developer has confirmed to the City that
Section 2.P of Resolution No. 2575 adopted by the ES Planning Commission on
December 15, 2004, contains the following finding:
"The full buildout of the Sepulveda/Rosecrans Site Rezoning
includes an extension of Park Place (a four -lane east -west street)
from its current terminus at Nash Street that would connect to
Sepulveda Boulevard. The roadway extension would include a
signalized intersection at Sepulveda Boulevard south of Hughes
Way. The road would also include a grade separation structure to
allow the roadway to pass beneath the Union Pacific Railroad and
realigned Burlington Northern Santa Fe Railroad tracks that bisect
the project site."
NOW, THEREFORE, City and Developer hereby agree as follows:
1. Developer's Request for the Reduced Project Alternative. On or before February 1,
2005, Developer will request the ES City Council to approve the Reduced Project
Alternative.
2. Additional Traffic Improvements. Developer's obligation to install the Additional
Traffic Improvements shall be subject to the following conditions precedent:
a. Final Project Entitlements for a Project at least equal in Average Daily Trips
( "ADT ") traffic generation (using International Traffic Engineers ( "ITE ")
standards) as the Reduced Project Alternative (and otherwise acceptable to
Developer) being approved by ES (the "Approved Project ");
b. The statute of limitations (during which the Project Entitlements may be
challenged) having run, with no challenge having been asserted, or if asserted,
such challenge having either been dismissed by a court of final jurisdiction or
settled on terms acceptable to Developer;
C. Developer obtaining permits and approvals from other governmental agencies,
e.g., the Regional Water Quality Control Board and California Fish and Game, to
commence construction of the Approved Project;
d. Issuance to Developer of a building permit for the First Building;
e. Developer obtaining such permits and /or entitlements as may be required by
governmental agencies, utilities and third parties, e.g., owners of pipelines, to
install the Additional Traffic Improvements; Developer shall use commercially
reasonable efforts to diligently pursue obtaining such permits and/or entitlements.
44386 \1122897v9 Page 3
2/2/2005
Subject to the conditions precedent set forth above, Developer shall diligently pursue the
design and installation of the Additional Traffic Improvements in accordance with the
provisions of Section 4 below. If, for any reason, permits and /or entitlements cannot be
obtained to install one or more of the Additional Traffic Improvements, each Additional
Traffic Improvement for which permits and /or entitlements have been obtained, shall be
installed by Developer in accordance with the provisions of Section 4 below. Subject to
the conditions precedent set forth above, Developer's obligation to install the Additional
Traffic Improvements shall remain in full force and effect whether or not the Reduced
Project Alternative is approved by ES. For any Additional Traffic Improvements which
the Parties determine has not or cannot be built (with the exception of the
Marine /Sepulveda Improvement), City shall be entitled to receive Security proceeds
equal to the estimated cost of construction for that Additional Traffic Improvement in
accordance with the provisions of Section 8 below. For purposes of this Agreement, the
Additional Traffic Improvements shall be treated the same as offsite subdivision
improvements that are required by City in connection with conditions of approval for
subdivision maps that are approved by City.
3. Additional Traffic Improvement at Marine and Sepulveda. City's current estimate (in its
Capital Improvement Program) of the cost to design, permit, acquire right -of -way and
install the Additional Traffic Improvement at Marine and Sepulveda (the
"Marine /Sepulveda Improvement ") is Three Hundred Thousand Dollars ($300,000.00).
To the extent Developer's cost to design, permit, acquire right of way and install the
Marine /Sepulveda Improvement exceeds Three Hundred Thousand Dollars
($300,000.00), the City agrees that it will promptly pay the excess costs to Developer
upon receipt from Developer of receipts and such other documentation as City may
reasonably request to document such excess costs.
4. Commencement of Construction of Additional Traffic Improvements/Bonding
Requirements. When ES has issued to Developer a building permit for the First Building,
Developer shall (a) commence and thereafter diligently pursue installation of each
Additional Traffic Improvement for which permits and/or entitlements have been issued
and (b) shall provide, or cause to be provided, City with Security. To the extent the
Security consists of a payment and performance bond (the `Bond "), the Bond shall be in
an amount equal to Three Million Four Hundred Fifty Thousand Dollars ($3,450,000.00),
the surety under the Bond shall have a current A.M. Best's rating of not less than A -: VII
unless otherwise approved by City and City shall be named as beneficiary on the Bond.
City shall be entitled to collect the proceeds of the Security in accordance with the
provisions of Section 8 below.
5. Expedited Processing. The City shall process and /or cooperate with, as appropriate, and
at Developer's expense, in an expedited manner, all plan checking, grading, building and
street improvement permits, utility connection authorizations and other permits and/or
entitlements that may be required for the installation of the Additional Traffic
Improvements.
6. Development Agreement /Additional Traffic Improvements. Developer will forthwith
request ES to include in the Development Agreement ES's agreement to diligently
492
44386 \1122897v9 Page 4 2/2/2005
process and /or cooperate in the processing of permits and /or entitlements for those
portions of the Additional Traffic Improvements that are located in ES and to not
unreasonably withhold permits and/or entitlements to install those portions of the
Additional Traffic Improvements that are located in ES.
7. Impact of Additional Traffic Improvements on Existing Projects. To the extent �i,) a
dedication of additional right -of -way is required within the City as part of any Additional
Traffic Improvement and (ii) such dedication would cause any aspect of any existing
building(s) ( "Existing Project ") located adjacent to the dedicated right -of -way to become
non - conforming in any way, including but not limited to use and parking, Developer's
obligation to install any such Additional Traffic Improvement shall be conditioned upon
approval and issuance of permits and /or entitlements by the City which are reasonably
satisfactory to the owner(s) of the Existing Project from the City to allow the Existing
Project to continue to operate and function, without further conditions or restrictions, as
allowed prior to the required dedication ( "Existing Project Condition ").
8. Completion/Failure to Complete Additional Traffic Improvements; Disposition of
Security. Developer and City have agreed that the results of Developer's effort to
complete the Additional Traffic Improvements in accordance with the terms of this
Agreement will result in one of four possible scenarios as follows:
a. The Additional Traffic Improvement has been completed prior to the issuance of a
certificate of occupancy for the First Building ( "Completed Improvement ");
b. At the time of issuance of a certificate of occupancy for the First Building,
Developer has received the necessary permits and/or entitlements to construct an
Additional Traffic Improvement and is diligently pursuing the installation of the
Additional Traffic Improvement in accordance with the terms of this Agreement
( "Improvement Under Construction ");
C. At the time of issuance of a certificate of occupancy for the First Building,
Developer is diligently pursuing the necessary permits and/or entitlements to
install an Additional Traffic Improvement but the necessary permits and/or
entitlements have not yet been issued ( "Application Pending Improvement "); or
d. At the time of issuance of a certificate of occupancy for the First Building,
Developer has confirmed to City (or City has reasonably determined) that
Developer either (i) will be unable to obtain permits and/or entitlements to install
an Additional Traffic Improvement or (ii) an Existing Project Condition will not
be satisfied with respect to an Additional Traffic Improvement or (iii) City has
reasonably determined that Developer has failed to diligently pursue permits
and /or entitlements for an Additional Traffic Improvement or has failed to
diligently pursue the installation of an Additional Traffic Improvement ("Ex-
Improvement").
With respect to the foregoing scenarios, City and Developer have agreed as follows:
49s
44386 \1122897v9 Page 5 222005
(1) Completed Improvement. With respect to a Completed Improvement, City shall
forthwith release Developer's Security applicable to each Completed
Improvement, immediately following City's acceptance of such Completed
Improvement, which acceptance shall not be unreasonably withheld or delayed.
(2) Improvement Under Construction. With respect to an Improvement Under
Construction, Developer shall continue to diligently pursue the installation of
each Improvement Under Construction and upon completion of each
Improvement Under Construction, City shall forthwith release Developer's
Security applicable to each Improvement Under Construction, immediately
following City's acceptance of such Improvement Under Construction, which
acceptance shall not be unreasonably withheld or delayed.
(3) Application Pending Improvement. With respect to an Application Pending
Improvement, the Parties shall, on or before the issuance of a certificate of
occupancy for the First Building, meet in good faith and assess the probability (a)
that permits and/or entitlements to install the Application Pending Improvement
will be issued or (b) that the Existing Project Condition will be satisfied. If the
Parties reasonably determine that it is likely that permits and/or entitlements will
be issued for such Application Pending Improvement, Developer shall be
permitted to (and shall) continue to diligently pursue the permits and/or
entitlements for such Application Pending Improvement and, upon receipt
thereof, to diligently pursue the installation of such Application Pending
Improvement. In the case of an Application Pending Improvement that is
awaiting the satisfaction of an Existing Project Condition, if the Parties
reasonably determine that it is likely that the Existing Project Condition will be
satisfied, City shall notify Developer when the Existing Project Condition has
been satisfied and, upon receipt of City's notice, Developer shall thereafter
diligently pursue the installation of such Application Pending Improvement. If
the Parties reasonably determine that it is unlikely that permits and/or entitlements
for an Application Pending Improvement will be issued or it is unlikely that an
Existing Project Condition will be satisfied, Developer shall, within thirty (30)
days after such determination is made, pay City in readily available funds the cost
of such Application Pending Improvement (as such cost is reflected on Exhibit
"C" attached hereto (the "Estimated Cost ")). Upon payment to City of the cost of
such Application Pending Improvement, City shall forthwith release the Security
applicable to such Application Pending Improvement to Developer. Should
Developer fail to make such payment within the thirty (30) day period, City shall
have the right to realize on Developer's Security for such Application Pending
Improvement for an amount equal to the Estimated Cost and shall return the
balance of Developer's Security to Developer. To the extent Developer
completes an Application Pending Improvement, City shall forthwith release
Developer's Security applicable to such Application Pending Improvement,
immediately following City's acceptance of such Application Pending
Improvement, which acceptance shall not be unreasonably withheld or delayed.
44386 \1122897,9 Page 6 2/2/2005
(4) Ex- Improvement. With respect to any Ex- Improvement, Developer shall pay City
the Estimated Cost to construct any Ex- Improvement(s) within thirty (30) days of
the issuance of the occupancy certificate for the First Building. Upon payment to
City of the estimated cost to construct any Ex- Improvement(s), City shall
forthwith release the Security applicable to such Ex- Improvement to Developer.
Should Developer fail to make such payment within the thirty (30) day period,
City shall have the right to realize on Developer's Security for such Ex-
Improvement(s) for an amount equal to the Estimated Cost of constructing such
Ex- Improvement(s) and shall return the balance of Developer's Security to
Developer.
To the extent City receives payment for the cost of any Application Pending
Improvement and/or Ex- Improvement, City shall use the proceeds from such payment for
traffic /infrastructure improvements to improve circulation in the area.
9. Reducing Traffic Impacts of the Proiect. Developer hereby confirms that the Project
Entitlements including, without limitation, the Development Agreement, contain
development standards and restrictions that, among other things, prohibit any use within
the Project that exceeds one hundred twenty -five thousand (125,000) square feet of floor
area (the "Retail Size Restriction "). Section 4.2.1 of the Development Agreement reads
as follows:
"4.2 Development Standards All design and development
standards that shall be applicable to the Property ( "Development
Standards ") are set forth in the El Segundo General Plan, the El Segundo
Municipal Codes, the Applicable Rules, the Project Approvals, and this
Agreement. Additionally, the following restrictions apply:
4.2.1 Tenant Lease Space No uses within the Project
shall exceed 125,000 square feet of floor,area in size."
10. Reduced Project Alternative — Applicable to Project Only. City hereby acknowledges
that Developer's agreement to request the ES City Council to approve the Reduced
Project Alternative only applies to and shall only affect the Project/Approved Project and
shall not apply to or affect Area B.
11. Non - Opposition. Based on the foregoing, the City hereby agrees that it will neither
directly nor indirectly, express, or assist others (except as may be required by law) in
expressing, any further opposition, written or oral, to the Project /Approved Project or any
Project Entitlement including, without limitation, the EIR, or any subsequent permit or
entitlement that may be required in connection with the development of the
Project /Approved Project consistent with the limitations set forth in this Agreement and
will neither directly nor indirectly, by way of any administrative or judicial proceeding,
challenge the Project /Approved Project or any Project Entitlement including, without
limitation, the EIR, or any subsequent permit or entitlement that may be required in
connection with the development of the Project/Approved Project consistent with the
limitations set forth in this Agreement. Provided, however that City retains its right to
44386 \1122897v9 Page 7
B zaaoos
challenge the development of Area B if the Park Place extension or other traffic
mitigation is not implemented prior to obtaining certificates of occupancy for Area B.
12. Default. Either Party to this Agreement shall be deemed to have breached this
Agreement if it materially breaches any of the provisions of this Agreement and the same
is not cured within the time set forth in a written notice of violation (the "Notice of
Violation ") from the non - breaching Party to the breaching Party, which period of time
shall not be less than ten (10) days for monetary defaults, and not less than thirty (30)
days for non - monetary defaults from the date that the notice is deemed received, provided
if the breaching Party cannot reasonably cure a non - monetary default within the time set
forth in the notice, then the breaching Party shall not be in default if it commences to cure
the default within such time limit and diligently pursues such cure thereafter.
13. Legal Action. Any Party may, in addition to any other rights or remedies, institute legal
action to cure, correct or remedy any default, enforce any covenant or agreement herein,
enjoin any threatened or attempted violation hereof, or enforce by specific performance
the obligations and rights of the Parties hereto.
14. Future Litigation Expenses.
14.1 Payment to Prevailing Party. If City or Developer brings an action or proceeding
(including, without limitation, any motion, order to show cause, cross - complaint,
counterclaim, or third -party claim) by reason of defaults, breaches, tortious acts, or
otherwise arising out of this Agreement, the prevailing party in such action or proceeding
shall be entitled to its costs and expenses of suit including, but not limited to, reasonable
attorneys' fees .
14.2 Scope of Fees. Attorneys' fees under this Section shall include attorneys' fees on
any appeal and, in addition, a Party entitled to attorneys' fees shall be entitled to all other
reasonable costs and expenses, incurred in connection with such action which may be
awarded by a court. In addition to the foregoing award of attorneys' fees to the
prevailing Party, the prevailing Party in any lawsuit shall be entitled to its attorneys' fees
incurred in any post judgment proceedings to collect or enforce the judgment. This
provision is separate and several and shall survive the merger of this Agreement into any
judgment on this Agreement.
15. Permitted Delays. In addition to any specific provisions of this Agreement, performance
of obligations hereunder shall be excused during any period of delay caused at any time
by reason of: acts of God such as floods, earthquakes, fires, or similar catastrophies;
wars, terrorist activities, riots or similar hostilities; strikes and other labor difficulties
beyond the party's control (including the party's employment force); the enactment of
new laws or restrictions imposed or mandated by other governmental or quasi -
governmental entities preventing this Agreement from being implemented; litigation
involving this Agreement, the Project Entitlements, which directly or indirectly delays
any activity contemplated hereunder; or other causes beyond the Party's control. City
and Developer shall promptly notify the other Party of any delay hereunder as soon as
possible after the same has been ascertained.
4 9 fi
44386\1 122897v9 Page 8 2/2/2005
16. Operating Memoranda. The provisions of this Agreement require a close degree of
cooperation between City and Developer and the refinements and further development of
the Additional Traffic Improvements and other terms and conditions of this Agreement
may demonstrate that clarifications are appropriate with respect to the details of
performance of City and Developer. If and when, from time to time, during the term of
this Agreement, City and Developer agree that such clarifications are necessary or
appropriate, they shall effectuate such clarifications through operating memoranda
approved by City and Developer, which, after execution, shall be attached hereto. No
such operating memoranda shall constitute an amendment to this Agreement requiring
public notice or hearing. The City Attorney shall be authorized to make the
determination whether a requested clarification may be effectuated pursuant to this
Section or whether the requested clarification is of such a character to constitute an
amendment hereof. The City Manager may execute any operating memoranda hereunder
without City Council or Planning Commission action.
17. Notice. Any notice, consent or approval required or permitted to be given under this
Agreement shall be in writing and shall be deemed to have been given upon (i) hand
delivery, (ii) one (1) Business Day after being deposited with Federal Express or another
reliable overnight courier service for next day delivery, (iii) upon facsimile transmission
(except that if the date of such transmission is not a Business Day, then such notice shall
be deemed to be given on the first Business Day following such transmission), or (iv) two
(2) Business Days after being deposited in the United States mail, registered or certified
mail, postage prepaid, return receipt required, and addressed as follows (or such other
address as either Party may from time to time specify in writing to the other):
CITY: City of Manhattan Beach
Attention: City Manager
Manhattan Beach City Hall
1400 Highland
Manhattan Beach, California 90266
WITH A COPY TO: City of Manhattan Beach
Attention: City Attorney
Manhattan Beach City Hall
1400 Highland
Manhattan Beach, California 90266
DEVELOPER: Rosecrans - Sepulveda Partners, LLC
c/o Mar Ventures, Inc.
2050 West 190`h Street, Suite 201
Torrance, California 90504
Attention: Allan W. Mackenzie
WITH A COPY TO: Continental Development Corporation
2041 Rosecrans Avenue, Suite 265
El Segundo, California 90245
Attention: Leonard E. Blakesley, Jr.
` 1 t
44386 \1122897v9 Page 9
B znnoos
Comstock Crosser & Associates
321 12`h Street, Suite 200
Manhattan Beach, California 90266
Attention: Daniel D. Crosser
Cox, Castle & Nicholson
2049 Century Park East, Suite 2800
Los Angeles, California 90067
Attn: Ronald I. Silverman, Esq.
Notice of change of address shall be given by written notice in the manner detailed in this
Section. Rejection or other refusal to accept or the inability to deliver because of
changed address of which no notice was given shall be deemed to constitute receipt of the
notice, demand, request or communication sent.
18. Integration. This Agreement constitutes the entire understanding between the Parties
with respect to the subject matter hereof, superseding all negotiations, prior discussions
and prior agreements and understandings relating to such subject matter.
19. Successors and Assigns. This Agreement shall inure to the benefit of and be binding
upon the Parties and their respective heirs, representatives, successors and assigns. Upon
the transfer of Developer's interest in the Project/Approved Project, the transferring
Developer shall notify City of the name and contact information of the transferee(s) and
shall thereafter automatically be released from its obligations and any liability under this
Agreement arising subsequent to the date of such transfer and any such obligations and
liabilities shall become the sole responsibility of the transferee(s) who become(s) the
Developer of the Project/Approved Project pursuant to the provisions of the Development
Agreement.
20. Timing. Time is of the essence hereof.
21. Governing Law. This Agreement shall be governed by and construed in accordance with
the laws of the State of California.
22. Authority. Each Party to this Agreement represents and warrants that it has authority to
enter into this Agreement and to grant the rights and assume the obligations set forth in
this Agreement. Each individual signing this Agreement represents and warrants that it
has been authorized to do so by proper action of the Party on whose behalf he or she has
signed.
23. Severabilitv. In case any one or more provisions set forth in this Agreement shall for any
reason be held invalid, illegal or unenforceable in any respect, any such invalidity,
illegality, or unenforceability shall not affect any other provision of this Agreement, and
this Agreement shall be construed as if such invalid, illegal or unenforceable provision
had never been incorporated therein; provided that the deletion of such provision does not
materially alter this Agreement.
498
44386\1 122997v9 Page 10
8 zizizoos
24. Counterparts. This Agreement may be executed in any number of counterparts, each of
which shall be deemed an original, but all of which, taken together, shall constitute one
and the same instrument. Any signature page may be detached from any counterpart and
re- attached to another counterpart to make one full and complete executed agreement.
25. Amendment. Neither this Agreement nor any provision hereof may be waived, amended
or modified except pursuant to a written agreement entered into between the Parties.
26. Captions. The captions of this Agreement are inserted for convenience and are not part
of this Agreement.
27. Responsibility for Drafting and Attorney's Fees. City and Developer have cooperated in
the drafting of this Agreement and any rule of construction based on the drafter's identity
shall not be applied to any ambiguity in this Agreement.
28. No Third Party Beneficiary. This Agreement is entered into solely for the benefit of the
Parties hereto and their successors, transferees and assigns. Other than the Parties hereto
and their successors, transferees and assigns, no third party shall be entitled to directly, or
indirectly, base any claim, or to have any right arising from, or related to, this Agreement.
29. Advice of Counsel. The Parties to this Agreement hereby acknowledge that they have
executed this Agreement after consultation with their own counsel.
30. Facsimile Signatures. Signatures delivered by facsimile shall be as binding as originals
upon the Parties so signing and delivering.
31. Business Da v. As used herein, the term "Business Day" shall mean any day other than a
Saturday or Sunday or California or Federal holiday on which banks in Los Angeles,
California are customarily closed.
32. Developer Option. Developer, through its affiliate, Mar Torrance Partners, L.P:,
currently has an option to purchase Area A from Honeywell International, Inc. and
hereby confirms that if Developer does not exercise its option to acquire Area A,
Developer will notify City and following City's receipt of Developer's notice, Developer
will be released from its obligations and any liability under this Agreement arising
subsequent to the date of City's receipt of such notice.
In witness whereof, the Parties hereto have caused this Agreement to be executed as of the date
first above written.
49P
44386 \1122897v9 Page 11
B zizrzoos
"DEVELOPER"
ROSECRANS- SEPULVEDA PARTNERS LLC,a
California limited liability company
By:
Its:
By:
Its:
"CITY"
CITY OF MANHATTAN BEACH
By:
ATTEST:
City Clerk
APPROVED AS TO FORM:
City Attorney
44386\1 122897v9 Page 12
8 zanoos
EXHIBIT "A -1"
PROJECT AREA LEGAL DESCRIPTION
All that certain real property situated in the County of Los Angeles, State of Califomia,
described as follows:
Parcel 1:
That portion of the Southwest Quarter of Section 18, Township 3 South, Range 14 West, S.B.B.
& M., in the City of El Segundo, County of Los Angeles, State of California, and more
particularly described as:
Beginning at a point in the Easterly line of Sepulveda Boulevard, as described in the Final
Decree of Condemnation recorded in Book 13174 at Page 92, Official Records of said County,
said point being 1040 feet Northerly, measured along said Easterly line, from the intersection of
said Easterly line with the Northerly line of Lot 4 of Tract No. 1314, as per map recorded in
Book 20, Page 161 of Maps, in the Office of the County Recorder of said County; thence along
Easterly line as follows:
South 0° 01' East a distance of 70.16 feet to the beginning of a tangent curve concave to the West
and having a radius of 3050.00 feet; Southerly along said curve a distance of 292.78 feet; South
5° 29' West a distance of 389.98 feet to the beginning of a tangent curve concave to the East and
having a radius of 2950.00 feet; Southerly along said curve a distance of 283.18 feet; and South
0° 01' East a distance of 3.90 feet to the Northerly line of aforesaid Lot 4 of Tract No. 1314;
thence along the Northerly line of said Lot 4, South 60° 41' East a distance of 5.74 feet to the
most Westerly comer of the land described in the deed to the Pacific Electric Land Company,
recorded in Book 5839, Page 185 of Deeds, records of said County, thence along the Northerly
line of said land so described (a portion of which is shown on a map filed for records with the
deed recorded in Book 6708, Page 304 of said deed records) South 70° 41' East, a distance of
219.75 feet to the beginning of a curve concave to the North and having a radius of 458.59 feet;
thence Easterly along said curve in said Northerly line a distance of 475.29 feet; thence
continuing along said Northerly line of said land so described, North 49° 56' 05" East a distance
of 1601.41 feet to an intersection with a line which is parallel with the South line of said
Southwest Quarter and passes through the point of beginning; thence North 89° 59' 30" West, a
distance of 1820.11 feet to the point of beginning.
EXCEPTING THEREFROM that portion of said land described and granted in the deed from
Allied Corporation, a New York Corporation to Chevron U.S.A. Inc., a California Corporation
recorded October 15, 1984 as Instrument No. 84- 1233577, Official Records attached thereto a
Resolution of the City of El Segundo No. 2030 dated February 11, 1983, approving said Lot Line
Adjustment.
Assessor's Parcel No. 4138- 015 -030 and 031
JO1
44386A1122897v9 Exhibit A -1
2/2/2005
Page 1
Parcel 2:
Those portions of the Southwest Quarter of Section 18 Township 3 South Range 14 West in the
Rancho Sausal Redondo, in the City of El Segundo, County of Los Angeles, State of California.
Beginning at the intersection of the Northwesterly line of the land described in deed to the
Pacific Electric Land Company recorded in Book 5839, Page 185 of Deeds, with a line parallel
with the Southerly line of the Southwest Quarter of said Section 18, which passes through a point
in the Easterly line of Sepulveda Boulevard, as described in the Final Decree of Condemnation
recorded in Book 13174, Page 29, Official Records, said point being 1040 feet Northerly,
measured along said Easterly line from the intersection of said Easterly line with the Northerly
line of Lot 4 of Tract No. 1314, as per map recorded in Book 20, Page 161 of Maps, in the Office
of the County Recorder of said County; thence along the above mentioned Northwesterly line
South 49° 56' 05" West a distance of 1601.41 feet to the beginning of a tangent curve in said
Northwesterly line concave Northerly and having a radius of 458.59 feet; thence Westerly along
said curve, a distance of 347.97 feet to the Northerly line of the land described in the deed
recorded in Book 6706, Page 304, of Deeds; thence along the Northerly line of said last
mentioned land the following courses and distances; South 68° 48' 25" East 98.98 feet to the
beginning of a tangent curve concave Northerly and having a radius of 421.07 feet; thence
Easterly along said curve 390.17 feet; thence tangent to said curve at its point of ending North
58° 06' 05" East 172.86 feet; thence North 49° 56' 06" East a distance of 1388.71 feet to a point
which bears South 40° 03' 55" East from the point of beginning; thence leaving said Northerly
line, North 40° 03'55" West 200 feet to the point of beginning.
Assessor's Parcel No. 4138- 015 -003 and 004
Assessor's Parcel Number: 4138- 015- 3,4,30,31
Parcel 3:
Parcel 1, in the City of El Segundo, County of Los Angeles, State of California, of Parcel Map
No. 17911, as per map filed in Book 269 Pages 82 through 84, inclusive of Parcel Maps, in the
Office of the County Recorder of said County.
Assessor's Parcel Number: 4138- 015 -024
1 0 ,
44386\1 122897v9 Exhibit A -1
znizoos
Page 2
EXHIBIT "A -2"
PROJECT DEPICTION
502
44386 \I 122897v9 Exhibit A -2
2/2/2005
Page 1
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EXHIBIT "A -2"
PROJECT DEPICTION
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44386 \1122897,9
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Exhibit A -2
ll3SC I
1/28/2005
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EXHIBIT "B"
REDUCED PROJECT ALTERNATIVE -
REDUCED TRAFFIC GENERATION TABLE
505
44386 \I 122897v9 Exhibit B
2/2/2005
Page 1
EXHIBIT "B"
REDUCED PROJECT ALTERNATIVE -
REDUCED TRAFFIC GENERATION TABLE
MAXIMUM PERMITTED TRIPS AM
Plaza El Segundo Development
Baseline Project 915
Plaza El Segundo Reduced
Project Alternative 779
PM
1,790
1,477
Daily
19,151
16,645
Saturday
Midday
2,944
2,205
Percentage Reduction 15%
17%
13%
0
6 /o
44386 \1122897x9 Exhibit B I /28 /2005
Page 1
EXHIBIT "C"
LIST OF ADDITIONAL TRAFFIC IMPROVEMENTS,
INCLUDING ESTIMATED COST OF EACH IMPROVEMENT
44386\1 122897v9 Exhibit C 2/2/2005
Page 1
507
EXHIBIT "C"
LIST OF ADDITIONAL TRAFFIC IMPROVEMENTS,
INCLUDING ESTIMATED COST OF EACH IMPROVEMENT
I. Nash Street/Parkway & Rosecrans Avenue (Estimated Cost - $154,000)
• Construction of a 2nd westbound left -turn lane.
• Construction of a 2nd southbound receiving lane.
• Convert existing northbound approach to a left -turn lane, and a shared thru -right
lane.
2. Apollo Street/Market Place & Rosecrans Avenue (Estimated Cost - $1,045,000)
• Construction of a southbound right -turn lane.
• Construction of a 2nd westbound left -turn lane.
• Construction of 2nd northbound left -turn lane.
• Construction of a 2nd eastbound left -tum lane.
• Construction of a 2nd southbound receiving lane.
I Douglas Street/Redondo Avenue & Rosecrans Avenue (Estimated Cost -$617,000)
• Construction of a 2nd southbound left-turn lane.
• Construction of a 2' westbound left -turn lane.
• Construction of a 2' northbound left -turn lane.
• Construction of a 4(h eastbound receiving lane.
• Construction of a 2nd eastbound left -turn lane.
• Conversion of existing eastbound right -turn lane to a shared thru -right turn lane.
4. Continental Circle /Manhattan Gateway & Rosecrans Avenue (Estimated Cost -
$329,000)
• Construction of a 2nd southbound left -tum lane.
• Construction of a 2nd westbound left -turn lane.
• Construction of a 2nd northbound left -turn lane.
• Construction of a 2nd eastbound left -turn lane.
• Construction of a eastbound right -turn lane.
5. Aviation Boulevard & Rosecrans Avenue (Estimated Cost - .$594,000)
• Widening to construct a westbound right -turn lane and hence providing room for
a 4r" thru lane.
• Widening to construct a eastbound right -turn lane and hence providing room for a
4 1h thru lane.
6. Sepulveda Boulevard & Marine Avenue (Cost -$300,000)
• Construction of a 2nd westbound left turn lane.
• Construction of a westbound right turn pocket.
44386 \1122897,,9
E\hiblt C
Page I
1!28/2005
508
EXHIBIT 1
INTERSECTION LANE CONFIGURATION
1. Nash St/Parkway &
Rosecrans AV
2. Apollo St/Marketplace &
Rosecrans AV
3. Douglas St/Redondo AV &
Rosecrans AV
4. Continental Circle /Gateway &
Rosecrans AV [1]
EXISTING
CONDITIONS
Rosecrans AV
Nash St/Parkway
1 Rosecrans AV
Apollo SL/Marketplace
Rosecrans AV
Douglas SURedondo Av
IMPROVEMENTS BY
PROJECT & OTHERS
Same As Existing
Same As Existing
j Rosecrans AV
Douglas St/Redondo AV
1 Rosecrans Av Rosecrans AV
k
Continental Circle /Gateway Continental Circle /Gateway
LEGEND
[17 Not part of Plaza El Segundo EIR (Crain)
Mitigation proposed in Plaza El Segundo EIR (Crain)
City / County Improvements
Additional Proposed Improvements
* Increase Left -Turn Storage Length
ADDITIONAL
IMPROVEMENTS
Rosecrans A
Nash St/Parkway
Rosecrans A�
?1
Apollo St/Marketplace
L
J� Rosecrans AV
© 4 4th Thru Lane
tuglas St/Redondo AV
ecrans AV
KA«u ASSOCIATES
5Ot)
EXHIBIT 1 (CONTD.)
INTERSECTION LANE CONFIGURATION
EXISTING IMPROVEMENTS BY ADDITIONAL
CONDITIONS PROJECT & OTHERS IMPROVEMENTS
AM PM
5. Aviation BI & Rosecrans Av �!!!! secrans Av j
Rosecrans Av Rosecrans A,
Aviation BI Aviation BI Aviation BI
6. Sepulveda BI &
Marine Av
Marine Av Same As Existing
Marine Av
-
Sepulveda
BI Sepulveda
BI
LEGEND
�t7 Not part of Plaza El Segundo EIR (Crain)
Z
Mitigation proposed in Plaza El Segundo EIR (Crain)
City / County Improvements
Additional Proposed Improvements
* Increase Left -Turn Storage Length
KAKU AS SOCI /RTES
JlU
CITY OF MANHATTAN BEACH
DEPARTMENT OF COMMUNITY DEVELOPMENT
TO: Richard Thompson, Director of Community Development
FROM: Erik Zandvliet, Traffic Engineer
Laurie B. Jester, Senior Planner
DATE: February 2, 2005
SUBJECT: Plaza El Segundo Development Project
City of El Segundo
Pursuant to discussions with the developer and traffic engineers for the Plaza El Segundo
Development, a revised project scope and traffic analysis has been completed. Specifically, the
number of vehicle trips generated by the project has been reduced by approximately 15% in the AM,
PM peak hours as well as daily traffic. This reduction was accomplished by revising the proposed land
use types as follows: Eliminate big box membership store ( <80,000 sq.ft.), reduce electronic
superstore by one -half ( <35,000 sq.ft.), decrease number of restaurants ( <15,200 sq.ft.), decrease
number of fast food ( <3,800 sq.ft.) and double size of retail shopping center ( >134,000 sq. ft.) These
changes will not change the overall square footage, but will reduce the number of vehicle trips because
certain land uses generate less traffic during peak hours. Please refer to the attached chart for further
information.
Further, the developer has agreed to construct additional intersection improvements along Rosecrans
Avenue at the following locations. Additionally, the developer has agreed to construct the intersection
improvements at Sepulveda Blvd./Marine Avenue that have been identified in our Capital
Improvement Program but are currently unfunded. With the reduced project and the additional traffic
improvements, traffic will improve along Rosecrans compared to the existing conditions. Although the
Level of Service may not actually change at some intersections, the operation of each intersection will
improve and traffic delays will decrease at each intersection. This is expressed in the attached chart in
the last column that shows the percentage improvement in traffic.
TXTT C"
' ��` L`
ADDITIONAL IMPROVEMENTS
BEYOND REQUIRED MITIGATIONS
Ave.
/ Nash St. / Parkway
2" WBLT, 2" SB THRU on Parkway, convert NB to
LT and Shared THRU RT
Ave.
/ Apollo St. / Market Pl.
2" WBLT, 2" EBLT, 2" NBLT, New SBRT, 2" SB
THRU
Ave.
LRosecrans
/ Douglas St. / Redondo
2" WBLT, 2" EBLT, 2" NBLT, 2" SBLT, 4` EB
THRU, Convert EBRT to Shred THRU RT
Ave.
/Continental /Gateway
2" WBLT, 2" EBLT, 2" NBLT, 2" SBLT, New
EBRT
Ave.
/ Aviation Blvd.
4` WB THRU, 4` EB THRU
Blvd.
Marine Ave.
2" WBLT, New WB RT ocket
a])U oaungb n�nnsrensen\Local Settings \Temporary Internet Files \OLK4TIl a el Segundo- additional findings memo
CC-1 -18 -05 rev3l .doc
511
A review of the Traffic Impact Study revisions prepared by Crain & Associates in December 2004 has
been made with the following findings:
The Reduced Project (per the DEIR Reduced Project Alternative) trip generation would be
decreased by 136 AM Trips ( -15 %), 313 PM Trips ( -17 %), 139 SAT Peak Hour trips ( -6 %)
and 2,506 daily trips (43 %) compared to the original project.
With construction of the reduced project and installation of the Additional Traffic
Improvements, the Level of Service at all of the intersections is improved, when compared to
the original project analyzed in the EIR. Additionally, all of the intersections with Additional
Traffic Improvements will be better than they are currently.
The reduced project will impact the same intersections on Rosecrans Avenue as the original
project before mitigation, albeit to a lesser degree.
4. Triple westbound to southbound left turns at Rosecrans /Sepulveda will not be required with a
reduced project.
The reduced project will not significantly impact any intersections in Manhattan Beach after
mitigation with the exception of a contributory impact at Sepulveda/Marine (54% of the
cumulative impact). This impact would consequently be eliminated after additional
improvements are constructed as proposed by the developer.
6. With construction of the second phase of the project (Area B) projected to be completed in
2012, impacts on Rosecrans Avenue would also be less severe than the original project. All
intersections would operate better than existing conditions except Rosecrans /Sepulveda, which
will have less than significant impact after mitigation (and better conditions than future without
project). A new traffic impact study will be conducted prior to approval of a Program Level
development.
Attachment: 2005 and 2007 Traffic Conditions Chart- Level of Service Comparisons for Intersections
in Manhattan Beach
C:Tocuments and Settings\KChristensen\Local Settings \Temporary Internet Fi1es \OLK4\P]aza el segundo - additional findings memo
CC- 1- 18- 05rev31.doc
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EXHIBIT G
Rosecrans /Sepulveda Site Rezoning and Plaza El Segundo Project (EA -631)
Chronology of Project Milestones
Task
Date
Notice of Preparation of the Draft EIR circulated for public
review .
November 26, 2003 to
December 26, 2003
Revised Notice of Preparation of the Draft EIR circulated
for public review.
March 25, 2004 to
April 30, 2004
Draft EIR circulated for 45 -day public review.
October 5, 2004
Notice of Completion and Availability /Planning
Commission public hearing notice published in El Segundo
Herald.
October 14, 2004
Notice of Completion and Availability of Draft EIR posted
by Los Angeles County Clerk
October 12, 2004 to
November 12, 2004
Special Planning Commission public hearing.
November 15, 2004
End of 45 -day Draft EIR public review period.
November 19, 2004
Notice of second special Planning Commission public
hearing published in El Segundo Herald.
December 2, 2004
Second special Planning Commission public hearing.
December 15, 2004
10 -day public hearing notice for City Council public hearing
published in El Segundo Herald.
February 3, 2005
Circulation of Final EIR.
February 3, 2005
City Council Public Hearing on certification of EIR and
introduction of entitlements.
February 15, 2005
PAPlanning & Building Safety\PROJECTS \626- 650\EA -631 \Staff Report 2 -15 -05 Exhibit G Chronology.DOC
C'
EXHIBIT H
Crain & Asscciates
Of Southern California
FEDERAL EXPRESSED
January 14, 2005
Ms. Kimberly Christensen
City of El Segundo
350 Main Street
El Segundo, California 90245
2007 Sawtelle Boulevard, Suite 4
Los Angeles, California 90025
Telephone (310) 473 -6508
Facsimile (310) 444 -9771
RE: Evaluation of Potential Shuttle Bus Service for Plaza El Segundo Shopping Center
Dear Ms. Christensen,
As requested by the City Planning Commission an evaluation of potential shuttle bus service
servicing the proposed Plaza El Segundo Shopping Center has been conducted. The study
includes an evaluation of potential routes, including extension of existing routes, potential
ridership and anticipated reductions to vehicular trips to and from the site. It is anticipated
that vehicular trips could be reduced with such a service but not significantly during the peak
traffic periods.
Existing and Potential Routes
Current MTA routes along Sepulveda Boulevard and Rosecrans Avenue with regional access
will service the project site. Existing bus stops are located along the comers of the
intersection.
MTA route 125 operates predominately along Rosecrans Avenue to /from Downey,
Paramount, Lynwood, Compton, Gardena, Hawthorne, Lawndale, El Segundo and
Manhattan Beach. Connections to other MTA lines are provided along the route. The 125
route detours from Rosecrans Avenue to service the Downey, Compton and El Segundo
Metrorail Stations. There is direct access from the Douglas/Rosecrans Metro Green Line
Station to the frontage along Rosecrans Avenue without altering the existing route. This
route operates Monday through Friday with approximately 15 minutes between busses during
peak hours. Service is available on the weekends and holidays with a more limited schedule.
MTA route 232 operates from LAX, El Segundo, Manhattan Beach, Hermosa Beach,
Redondo Beach, Torrance, Lomita, Harbor City and Wilmington. Connections to other MTA
lines are provided along the route. The bus line operates along Sepulveda Boulevard in the
project area with direct access to the project without altering the existing route. This route
r
MENLO PARK LOS ANGELES `�S A'I r LE
Letter to Ms. Kimberly Christenson
January 14, 2005
Page Two
operates Monday through Friday with approximately 15 minutes between busses during peak
hours. Service is available on the weekends and holidays with a more limited schedule.
Metrorail Green Line Service — Employees and some patrons may benefit from shuttle
service from the Green Line Rail Station. The station at Douglas Street and Park Place is the
closest and the most likely to benefit from such service. However, MTA line 125 already
services this green line station with a route to /from the project along Rosecrans Avenue and a
shuttle service would be redundant.
Existing Metrorail Green Line Shuttle — There is an existing shuttle service for the green line
stations at Aviation/I -105 and MariposvNash. It is a circular route predominately along
Nash Street, El Segundo Boulevard, Sepulveda Boulevard (north of El Segundo Boulevard)
and Imperial Highway. The route services some major employers in the area. The existing
shuttle does not circulate southerly to Rosecrans Avenue or the station at Douglas/Park Place.
Altering the existing route to accommodate the additional station and the proposed project
would add travel time to the existing route potentially discouraging some existing riders.
Reroute of existing services for Redondo Beach, Manhattan Beach and El Segundo
Downtown areas —
New Shuttle Service — In the development of a new shuttle service for the proposed project a
determination as to a potential route and the target ridership group would need to be
determined. The employees who are commuting to the project are already accommodated
through the existing MTA lines and Metrorail green line with transfer to a MTA line.
Therefore determination as to whether the target ridership group is from the residential areas
and/or existing office developments in the area should be made. Routes and service would
need to be convenient and reliable with routes direct enough to encourage ridership.
Anticipated Ridership and Vehicle Trip Reductions
Providing shuttle service for the proposed El Segundo shopping center with connection to
residential areas, employment centers, and/or mass transit centers could provide alternative
trip options to employees and patrons of the site. Morning peak hour ridership (7 to 9 AM)
may be used by employees during the latter part of the peak time period, mid -day ridership
would likely be the highest time period from employment centers in the area and/or
residential areas, evening peak traffic time periods (4 to 6 PM) may be dominated by
employees of the center once again. With retail projects the employees are likely to have
Letter to Ms. Kimberly Christenson
January 14, 2005
Page Three
vaned shifts and ridership patterns. The most likely highest ridership would be mid day on a
weekday from the employment centers concentrated along the Rosecrans corridor. This does
not reduce or address any of the peak hour impacts but may be a convenient source of
transportation. It is not anticipated that ridership of an exclusive shuttle for the Plaza El
Segundo would be cost effective. However, it may be beneficial to coordinate efforts with
other retail centers in the immediate area to attain a sustainable ridership.
Sincerely,
'°
Liz Culhane
LCac Senior Traffic Engineer
C15491
t,
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Special Order of Business
AGENDA DESCRIPTION:
Consideration and possible action (Public Hearing) to adopt a Resolution approving the
Recreation and Parks Commission's proposed increase for Recreation Identification Card
fees, and Co -ed Softball League Fees. Fiscal Impact $29.500 revanm-.
RECOMMENDED COUNCIL ACTION:
1. Adopt a Resolution approving the Recreation and Parks Commission's
recommendation to increase resident identification cards, and Co -ed softball league
fees
2. Alternatively, discuss and take other action regarding this item
BACKGROUND & DISCUSSION:
The Recreation and Parks Commission's, Fees and Charges subcommittee met in September
to review the Recreation Park Identification Card fee, due to the issuing of the new formatted
cards for 2005. Although the subcommittee will continue to meet and recommend many other
updates to the department's fees and charges, the ID card fee is needed now, as sales are
being processed. The Recreation and Parks Commission voted to recommend the noted fee
increases to the Recreation ID below. The incorporation of the city's new Point of Sale system
and connection with the Departments new Class registration software program has now been
installed. All systems are up and running appropriately and residents can receive their new
photo identification cards that automatically verify residencyfor each registration, and is linked
to the Point of Sale system in the Finance department. (Residents are currently purchasing
their 2005 cards at the 2004 established price with the knowledge that the department fees for
the card were being reviewed by Commission and City Council).
(Please see attached page marked "Background and Discussion ")
ATTACHED SUPPORTING DOCUMENTS:
Exhibit A — Fee Justification
Exhibit B — Fee Resolution
FISCAL IMPACT: None
Operating Budget:
Account Number:
Project Phase:
Appropriation Required: _Yes X No
ORIGINATED: DATE: February 15, 2005
Stacia Mancini, Recreation and Parks Director
REVIEWED BY:
Strenn,
February 15, 2005
.4-11-
2
Background and Discussion (con't): Recreation and Parks ID Cards
The current Recreation Park ID fees have not been increased in over 12 years and the
Recreation and Parks Commission's recommendation reflects similarcosts to other municipal
facilities still offering a Recreation ID approach for registration. After much review and
discussion the Commission is recommending the following increases:
An annual adult Recreation ID card for ages 18 — 61 cost $15. (Increase of $9.00)
An annual youth Recreation ID card for ages 17 and under cost $10. (Increase of $8.00)
An annual senior citizen Recreation ID card for ages 62 and over cost $5.00 (increase of
$5.00)
Recreation ID cards are now required for all reservations of facilities and program registration
transactions. The Recreation and Parks Department anticipates approximately a 10%
increase in sales due to this requirement. Estimated increase per 2004 sales would provide
over $27,700 in revenue.
In April 2004, the Recreation and Parks Commission approved the change in co -ed softball
league fees. They asked that they also be sent on to City Council for adoption.
The co -ed softball league fees had not been changed in over 15 years and El Segundo. While
ourfees had not increased, the cost to maintain the fields and provide the support services for
the league had increased. El Segundo's co -ed league fees were $150 per team per 11 -week
season. Commission recommended a $75 increase per season bringing the cost to $225 per
team per season.
For comparison, co -ed softball league fees in surrounding communities are:
1. Manhattan Beach:
$485 per team + $15 per game (official)
2. Redondo Beach:
$385 per team + $12 per game (official)
3. Torrance:
$410 per team + $11 per game (official)
4. Long Beach:
$412 per team + $12 per game (official)
5. Carson:
$375 per team + $11 per game (official)
The estimated revenue from this increase would be approximately $1,800 per season. Even if
the recommended fees are increased, the City will still only recover approximately 65% of its
actual costs.
RM
CITY OF EL SEGUNDO — RECREATION & PARKS DEPARTMENT
EXHIBIT A
FEES
Recreation & Parks
Current
Proposed
Justification for
Department Fees
Fee
Fee
Increase
Adult Co-ed Softball:
League Fee
$150
$225
Recreation Commission approved this
per 11 -week
per 11 -week
fee increase in April 2004 in an effort to
season
season
bring the current league fees up to an
industry equivalent standard. This fee
increase will decrease the financial
impact upon the Department in regards
to
staff and equipment. League fees have
not been addressed for over 25 years.
Estimated increase in revenue would be
approximately $1,800.
Recreation ID Cards:
Adult
$6
$15
The fees collected from Recreation ID
(18 — 61 years)
per year
per year
Cards assist the city in supplementing the
operating costs for the Recreation &
Youth
$2
$10
Parks Department. Estimated increase
(3 — 17 years)
per year
per year
per 2003 sales would provide an
increased revenue of over $27,700.
Senior
FREE
$5
Recreation ID Cards are now required for
(62+ years)
per year
per year
all reservations of facilities and program
re istration.
s1q
RESOLUTION NO.
A RESOLUTION ADOPTING NEW FEE FOR THE EL
SEGUNDO PARKS AND RECREATION DEPARTMENT TO
RECOVER COSTS INCURRED FROM PROVIDING
VARIOUS PUBLIC SERVICES.
BE IT RESOLVED by the Council of the City of El Segundo as follows:
SECTION 1: The City Council finds as follows:
A. The City Council may establish fees for services under various provisions of
California law including, without limitation, Business & Professions Code §
16000; Education Code § 18926; Government Code §§ 36936.1, 43000,
54344, 65104, 65456, 65874, 65909.5, 65943, 66013, 66014, 66451.2; and
Health & Safety Code §§ 510, 17951, 17980.1, 19852.
B. Pursuant to Government Code § 66016, the City made data available
regarding the cost, or estimated cost, of providing services for various fees
ten (10) days before the public hearing held on February 15, 2005.
C. On February 15, 2005, the City Council heard public testimony and
considered evidence in a public hearing held and noticed in accordance
with Government Code § 66016.
D. At the recommendation of the City's Departments and the City Manager,
the City Council believes that it is in the public interest to establish the
recommended fees to recover the costs of public services.
SECTION 2: The Fees attached as Exhibit 'A" and incorporated into this Resolution as if
fully set forth, are approved and adopted.
SECTION 3: This Resolution is exempt from review under the California Environmental
Quality Act (Cal. Pub. Res. Code §§ 21000, et seq.; "CEQA ") and CEQA regulations
(Cal. Code Regs. tit. 14, §§ 15000, et seq.) because it establishes, modifies, structures,
restructures, and approves rates and charges for meeting operating expenses;
purchasing supplies, equipment, and materials; meeting financial requirements; and
obtaining funds for capital projects needed to maintain service within existing service
areas. This Resolution, therefore, is categorically exempt from further CEQA review
under Cal. Code Regs. tit. 14, § 15273.
Page 1 of 3
.S.Z.p
SECTION 4: This Resolution will become effective immediately upon adoption and will
remain effective unless repealed or superseded.
SECTION 5: The City Clerk will certify to the passage and adoption of this Resolution;
will enter the same in the book of original Resolutions of said City; and will make a minute
of the passage and adoption thereof in the record of proceedings of the City Council of
said City, in the minutes of the meeting at which the same is passed and adopted.
PASSED AND ADOPTED this 15th day of February, 2005.
Kelly McDowell, Mayor
Page 2 of 3 T v
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
CITY OF EL SEGUNDO 1
I, Cindy Mortesen, City Clerk of the City of El Segundo, California, hereby certify that the whole
number of members of the City Council of the City is five; that the foregoing Resolution No.
was duly passed and adopted by said City Council, approved and signed by the
Mayor of said City, and attested to by the City Clerk of said City, all at a regular meeting of said
Council held on the day of 2005, and the same was so passed and
adopted by the following roll call vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
Cindy Mortesen,
City Clerk
APPROVED AS TO FORM:
Mark D. Hensley, City Attorney
in
Karl H. Berger
Assistant City Attorney
Page 3 of 3
n�
EXHIBIT A
FEES
Recreation & Parks
Current
Proposed
Justification for
Department Fees
Fee
Fee
Increase
Adult Co -ed Softball:
League Fee
$150
$225
Increase in staffing and equipment costs
in the twenty -five years since fees were
last increased. Even with the increase,
the City still will recover only xyz% of its
actual costs associated with League
events.
per11 -week
per11 -week
season
season
Recreation ID Cards:
Adult
$6
$15
An increase in costs associated with
staffing and equipment
maintenance /replacement requires an
increase in fees. Even with an increase
in ID Card fees, the City will recover only
abc% of its actual costs.
(18 — 61 years)
per year
per year
Youth
$2
$10
(3 — 17 years)
per year
per year
Senior
FREE
$5
(62+ years)
per year
per year
52'i
Page 1 of 4
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Unfinished Business
AGENDA DESCRIPTION:
Consideration and possible action regarding sale of future payment by the State to
compensate the City for $283,135.86 loss in Vehicle License Fee (VLF) revenues for the
period beginning June 20, 2003 and ending prior to October 1, 2003 through the California
Communities Statewide Development Authority (California Communities) program. (Fiscal
Impact $283,136)
RECOMMENDED COUNCIL ACTION:
(1) Approve attached Resolution and Purchase and Sale Agreement to sell future
payment by the State to compensate the City for $283,135.86 loss in VLF funds for
the period beginning June 20, 2003 and ending prior to October 1, 2003 through the
California Communities program.
(2) Deposit estimated proceeds of just over $250,000 into the Economic Uncertainty
Fund.
(3) Alternatively discuss and take other action related to this item.
BACKGROUND & DISCUSSION:
As part of the budget act of 2004, the City will lose $872,160 each of the next two fiscal years
and is scheduled to receive approximately $283,000 August 15, 2006 as a reimbursement for
VLF backfill funds that were taken from the City for the period beginning June 20, 2003 and
ending prior to October 1, 2003.
ATTACHED SUPPORTING DOCUMENTS:
➢ Resolution and Purchase and Sale Agreement to sell $283,135.86 in VLF backfill funds
to California Communities for estimated proceeds of $250,000.
FISCAL IMPACT:
Operating Budget:
Amount Requested:
Account Number:
Project Phase: $250,000 Sale of VLF backfill repayment funds
Appropriation Required: _ Yes x No Deposit proceeds into Economic Uncertainty Fund
VKI ri i to t5 DATE:
Rr M. Plumlee, Director Administrative Services
REVIEWED BY: DATE:
Mary Strenn, City Manager
521 3
Background and Discussion Continued -Pape Two
The term "backfill" as used in the context of vehicle license fees refers to the state's obligation
to provide funding to cities and counties for the difference between the original 2.0% VLF tax
rate and the reduced tax rate of 0.67 %. The backfill "gap" refers to the amount of unfunded
vehicle license fees payable from the state to cities and counties in FY 2003 -04 as a result of
AB 1768 (2003).
Under this bill, cities and counties were not entitled to receive backfill funding from the state to
offset reduced VLF rates on vehicle registrations due prior to October 1, 2003, but paid after
June 19, 2003. When Governor Davis "pulled the trigger" to restore the VLF tax rate from
0.67% to 2.0 %, it was to apply to registrations due October 1, 2003 and beyond.
In essence, the state's FY 03 -04 budget removed all funding for the VLF backfill effective with
the pulling of the trigger. A VLF funding gap was created from June 20, 2003 until
registrations paid at the full rate were remitted. The total backfill gap became $1.3 billion, and
represented a loss of about 31 % of cities and counties VLF revenue for 2003 -04. However,
under current law, the losses to cities and counties due to the VLF backfill gap are now
considered a loan to the state and a receivable to cities, which is to be repaid by the state in
FY 2006 -07 (August 15, 2006).
The City of El Segundo's VLF Gap Loan Receivable that is payable by the State by August 15,
2006 is $283,135.86.
California Communities, a joint powers authority sponsored by the League of California Cities
and the California State Association of Counties, has put together a program, which enables
local agencies to sell their VLF Gap Loan Receivable to California Communities today for a
price between 90 -96 %, rather than wait for payment from the State in August 2006. The
member agencies of California Communities include approximately 230 cities and 54 counties
throughout California, including El Segundo.
Under the VLF Program, each participating Agency will be selling its interest in its VLF
Receivable to California Communities for a fixed upfront purchase price. California
Communities is planning to issue bonds ( "VLF Bonds ") and to use the note proceeds to pay
the purchase price on the VLF Receivables, interest to VLF Bond investors and financing
costs. The actual purchase price of the VLF Receivables will depend on the total amount of
VLF Receivables that cities and counties sell to CSCDA and on bond market conditions at the
time the VLF Notes are priced. If the City sells its VLF Receivable under the VLF Program,
California Communities will pledge the City's VLF Receivable to secure the repayment of a
corresponding portion of the VLF Bonds. An Agency's sale of its VLF Receivable will be
irrevocable and is considered to be a "true sale" under legal and accounting guidelines.
Bondholders will have no recourse to the City if the State does not make the VLF Gap
Repayment.
Tax - Exempt Vs. Taxable Pool — Each Participating Agency has the choice of selling their
VLF Receivable on a taxable or tax - exempt basis. To receive proceeds on a tax - exempt
basis, the Agency must demonstrate that it will use the monies for a permissible tax - exempt
use (e.g. purchase of public improvement). The advantage of selling VLF receivable on a tax -
exempt basis is that the interest rates on the VLF Bonds issued to pay your purchase price will
beset at lower (tax- exempt) rates relative to VLF Bonds issued at taxable rates. This interest
cost savings, however, is offset by additional legal fees (either $10K or $20K higher,
525
depending on your expected tax - exempt use) to complete the tax analysis and prepare
additional tax documents.
Based on current rates, an Agency with a VLF receivable below $500,000 will see their net
proceeds decline by selling on a tax - exempt basis. Since the City of El Segundo's VLF gap
loan amount of $283,135.86 is under the $500,000 threshold, staff is recommending selling
the funds to CSCDA on a taxable basis to maximize the proceeds.
Current Estimate of Sale Proceeds — Assuming current interest rates and a 21 -month
taxable interest rate of 3.70 %, California Communities estimates the City would receive just
over $250,000 if the VLF bonds were sold today. The estimated breakdown of the sale of
would be as follows:
VLF Receivable: $283,135.86
Less: Interest Paid to Investors ($18,131.93)
Less: Credit Enhancement Fees ($1,507.34)
Less: Legal Fees ($10,000.00)
Less: Other Bond Issuance Costs ($1,330.74)
NET SALE PROCEEDS: $252,165.84
The actual amount of sale proceeds will not be finalized until the VLF Bonds are sold. The
VLF Bonds are expected to be sold to investors the last week in February. Each participating
local agency will receive their sale proceeds by mid - March.
Investment Opportunities for Taxable Proceeds — By participating in the VLF Program, an
Agency will receive monies for its VLF Receivable approximately 18 months before the 8/15/06
repayment date promised by the State. Assuming the estimated proceeds is invested in an
18 -month U.S. Treasury (est. yield: 2.70 %), the City would recoup an additional $10,212.72 in
earnings (equal to 3.61 % of the VLF Receivable).
If the State does not repay the VLF Receivable on 8/15/06, there is no provision in the law for
the VLF Receivables to accrue interest. Therefore any delay in payment by the State will
result in loss interest earnings for local Agencies, which do not participate in the VLF
Program. Assuming the State did not repay the VLF Receivable until 8/15/07, the City could
earn $24,586.17 in investment earnings based on an assumed 3.25% investment rate (equal
to 8.69% of the VLF Receivable) if it sold its VLF Receivable and invested the sale proceeds.
.,.-.. w,l rii— g -oaLmg cmesm;ounties — Currently, there are 130
cities /counties that are interested in participating in the program with a combined VLF
Receivable amount is over $400 million. This represents more than 40% of the total VLF
Receivable amount to cities /counties in the State.
Conceptual approval of selling the future repayment of VLF gap funds
Since there are so many agencies that are interested in joining the VLF program, the draft
Resolution attached and prepared by California Communities' legal counsel likely will need to
be modified again before becoming final.
At this point, staff is recommending that the City Council approve the concept of selling
$283,135.86 in future VLF backfill gap repayment funds through the California Communities
program. The estimated net proceeds to the City, depending on interest rates when the bonds
526
are issued, are approximately $250,000, and staff recommends these proceeds be deposited
into the Economic Uncertainty Fund.
On January 18, 2005, the City Council approved the concept to sell future payment by the
State to compensate the City for $283,135.86 loss in VLF funds for the period beginning
June 20, 2003 and ending prior to October 1, 2003 through the California Communities
program.
Staff is now returning to the City Council for final approval of the Resolution and Purchase and
Sale Agreement. No significant modifications have been made to the draft Resolution
submitted to Council January 18, 2005.
527
RESOLUTION NO.
CITY COUNCIL
OF THE
CITY OF EL SEGUNDO
A RESOLUTION APPROVING THE FORM OF AND AUTHORIZING THE
EXECUTION AND DELIVERY OF A PURCHASE AND SALE AGREEMENT
AND RELATED DOCUMENTS WITH RESPECT TO THE SALE OF THE
SELLER'S VEHICLE LICENSE FEE RECEIVABLE FROM THE STATE;
AND DIRECTING AND AUTHORIZING CERTAIN OTHER ACTIONS IN
CONNECTION THEREWITH
WHEREAS, certain public agencies within the State of California (the "State ") are
entitled to receive certain payments payable by the State to each such local agency on or before
August 15, 2006, in connection with vehicle license fees pursuant to Section 10754.11 of the
California Revenue and Taxation Code ( "VLF Gap Repayments ");
WHEREAS, the City of El Segundo (the "Seller ") is entitled to and has determined to sell
all right, title and interest of the Seller in and to the "VLF Receivable ", as defined in Section
6585(1) of the California Government Code (the "VLF Receivable "), namely, the right to
payment of moneys due or to become due to the Seller out of funds payable in connection with
vehicle license fees to a local agency pursuant to Section 10754.11 of the California Revenue
and Taxation Code;
WHEREAS, the California Statewide Communities Development Authority, a joint
exercise of powers authority organized and existing under the laws of the State (the "Authority"),
has been authorized pursuant to Section 6588(w) of the California Government Code to purchase
the VLF Receivable;
WHEREAS, the Authority desires to purchase the VLF Receivable and the Seller desires
to sell the VLF Receivable pursuant to a purchase and sale agreement by and between the Seller
and the Authority in the form presented to this City Council (the "Sale Agreement ") for the
purposes set forth herein;
WHEREAS, in order to finance the purchase price of the VLF Receivable from the Seller
and the purchase price of other VLF Receivables from other local agencies, the Authority will
issue its taxable and tax- exempt notes (the "Notes ") pursuant to Section 6590 of the California
Government Code and an Indenture (the "Indenture "), by and between the Authority and Wells
Fargo Bank, National Association, as trustee (the "Trustee "), which Notes will be payable solely
from the proceeds of the VLF Receivable and such other VLF Receivables;
WHEREAS, the Seller acknowledges that the Authority will grant a security interest in
the VLF Receivable to the Trustee and any credit enhancer to secure payment of the Notes; and
WHEREAS, a portion of the proceeds of the Notes will be used by the Authority to,
among other things, pay the purchase price of the VLF Receivable;
Taxable 528
DOCSSF1 795390.1
WHEREAS, the Seller will use the proceeds received from the sale of the VLF
Receivable for any lawful purpose as permitted under the applicable laws of the State;
NOW THEREFORE, the City Council of the City of El Segundo hereby resolves as
follows:
Section 1. All of the recitals set forth above are true and correct, and this City
Council hereby so finds and determines.
Section 2. The Seller hereby authorizes the sale of the VLF Receivable to the
Authority for a price no less than the Minimum Purchase Price set forth in Appendix A. The
form of Sale Agreement presented to the City Council is hereby approved. An Authorized
Officer (as set forth in Appendix A) is hereby authorized and directed to execute and deliver the
Sale Agreement on behalf of the Seller, which shall be in substantially the form presented to this
meeting, with such changes therein, deletions therefrom and additions thereto, as such
Authorized Officer shall approve, which approval shall be conclusively evidenced by the
execution and delivery of the Sale Agreement.
Section 3. Any Authorized Officer is hereby authorized and directed to send, or
to cause to be sent, an irrevocable written instruction to the State Controller notifying the State of
the sale of the VLF Receivable and instructing the disbursement pursuant to Section 6588.5(c) of
California Government Code of the VLF Receivable to the Trustee, on behalf of the Authority.
Section 4. The Authorized Officers and such other Seller officers, as appropriate,
are hereby authorized and directed, jointly and severally, to do any and all things and to execute
and deliver any and all documents, including but not limited to one or more tax certificates, if
required, appropriate escrow instructions relating to the delivery into escrow of executed
documents prior to the closing of the Notes, and such other documents mentioned in the Sale
Agreement or the Indenture, which any of them may deem necessary or desirable in order to
implement the Sale Agreement and otherwise to carry out, give effect to and comply with the
terms and intent of this Resolution; and all such actions heretofore taken by such officers are
hereby ratified, confirmed and approved.
Section 5. All consents, approvals, notices, orders, requests and other actions
permitted or required by any of the documents authorized by this Resolution, whether before or
after the sale of the VLF Receivable or the issuance of the Notes, including without limitation
any of the foregoing that may be necessary or desirable in connection with any default under or
amendment of such documents, may be given or taken by an Authorized Officer without further
authorization by this City Council, and each Authorized Officer is hereby authorized and
directed to give any such consent, approval, notice, order or request, to execute any necessary or
appropriate documents or amendments, and to take any such action that such Authorized Officer
may deem necessary or desirable to further the purposes of this Resolution.
Section 6. The City Council acknowledges that, upon execution and delivery of
the Sale Agreement, the Seller is contractually obligated to sell the VLF Receivable to the
Authority pursuant to the Sale Agreement and the Seller shall not have any option to revoke its
approval of the Sale Agreement or to determine not to perform its obligations thereunder.
Taxable F A (�
DOCSSF1:795390.1 2 J
Section 7. This Resolution shall take effect from and after its adoption and
approval.
PASSED AND ADOPTED by the City Council of the City of El Segundo, State
of California, this day of , 2005, by the following vote:
AYES:
NOES:
ABSENT:
Mayor
Attest:
City Clerk
Approved as to form :
SELLER'S COUNSEL
� u
Taxable 530
DOCSSF1:795390.1 3
APPENDIX A
CITY OF EL SEGUNDO
Minimum Purchase An amount equal to or greater than $250,000.00 (the "Minimum
Price: Purchase Price ").
Authorized Officers: Mayor
City Manager
any designee of any of them, as appointed in a written certificate of
such Authorized Officer delivered to the Trustee.
Taxable 531
DOCSSF1:795390.1
CITY OF EL SEGUNDO, CALIFORNIA,
as Seller
and
CALIFORNIA STATEWIDE COMMUNITIES
DEVELOPMENT AUTHORITY,
as Purchaser
PURCHASE AND SALE AGREEMENT
Dated March 2, 2005
Taxable 532
DOCSSF1:795397.1
TABLE OF CONTENTS
Page
1. DEFINITIONS AND INTERPRETATION ........................................ ..............................1
2. AGREEMENT TO SELL AND PURCHASE; CONDITIONS PRECEDENT
................ 2
3. CONVEYANCE OF VLF RECEIVABLE AND PAYMENT OF FINAL
PURCHASEPRICE... .......................................................................................................
3
4. REPRESENTATIONS AND WARRANTIES OF THE PURCHASER ..........................
3
5. REPRESENTATIONS AND WARRANTIES OF THE SELLER .... ...............................
3
6. COVENANTS OF THE SELLER ...................................................... ...............................
5
7. NOTICES OF BREACH .................................................................... ...............................
7
8. LIABILITY OF SELLER; INDEMNIFICATION ............................. ...............................
7
9. LIMITATION ON LIABILITY ......................................................... ...............................
7
10. THE SELLER'S ACKNOWLEDGMENT .......................................... ..............................7
11. NOTICES ............................................................................................. .........................:....8
12. AMENDMENTS ................................................................................ ...............................
8
13. SUCCESSORS AND ASSIGNS ........................................................ ...............................
8
14. THIRD PARTY RIGHTS ............................:...................................... ...............................
8
15. PARTIAL INVALIDITY ................................................................... ...............................
8
16. COUNTERPARTS ............................................................................. ...............................
8
17. ENTIRE AGREEMENT ..................................................................... ...............................
9
18. GOVERNING LAW ......................................................................... ...............................
10
EXHIBITA — DEFINITIONS .................................................................... ...............................
A -1
EXHIBIT B1 — OPINION OF SELLER'S COUNSEL ............................ ...............................
B1 -1
EXHIBIT B2 — BRINGDOWN OPINION OF SELLER'S COUNSEL .. ...............................
132 -1
EXHIBIT C1— CLERK'S CERTIFICATE .............................................. ...............................
Cl -I
EXHIBIT C2 — SELLER CERTIFICATE ................................................ ...............................
C2 -1
EXHIBIT C3 — BILL OF SALE AND BRINGDOWN CERTIFICATE . ...............................
C3 -1
EXHIBIT D — IRREVOCABLE INSTRUCTIONS TO CONTROLLER . ...............................
D -1
EXHIBITE — RESERVED ........................................................................ ...............................
E -1
EXHIBIT F— ESCROW INSTRUCTION LETTER ..................................... ............................F
-1
Taxable cry
DOCSSF1:795397.1 j J J
PURCHASE AND SALE AGREEMENT
THIS PURCHASE AND SALE AGREEMENT, dated March 2, 2005 (this
"Agreement "), is entered into by and between:
(1) CITY OF EL SEGUNDO, a municipal corporation of the State of
California (the "Seller "); and
(2) CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT
AUTHORITY, a joint exercise of powers authority organized and existing under the laws of the
State of California (the "Purchaser ").
RECITALS
A. The Seller is the owner of the VLF Receivable (as defined below).
B. The Seller is willing to sell, and the Purchaser is willing to purchase, the
VLF Receivable upon the terms specified in this Agreement.
C. The Purchaser will issue its taxable and tax- exempt notes (the "Notes ")
pursuant to an Indenture (the "Indenture "), between the Purchaser and Wells Fargo Bank,
National Association, as trustee (the "Trustee "), and will use a portion of the proceeds thereof to
purchase the VLF Receivable from the Seller.
D. The Purchaser will grant a security interest in such VLF Receivable to the
Trustee and each Credit Enhancer to secure the Notes.
AGREEMENT
NOW, THEREFORE, in consideration of the above Recitals and the mutual
covenants herein contained, the parties hereto hereby agree as follows:
1. Definitions and Interpretation.
(a) For all purposes of this Agreement, except as otherwise expressly provided
herein or unless the context otherwise requires, capitalized terms not otherwise defined herein
shall have the meanings ascribed to such terms in Exhibit A attached hereto and which is
incorporated by reference herein.
(b) The words "hereof," "herein," "hereunder" and words of similar import when
used in this Agreement shall refer to this Agreement as a whole and not to any particular
provision of this Agreement; section and exhibits references contained in this Agreement are
references to sections and exhibits in or to this Agreement unless otherwise specified; and the
term "including shall mean "including without limitation."
(c) Any agreement, instrument or statute defined or referred to herein or in any
instrument or certificate delivered in connection herewith means such agreement, instrument or
statute as from time to time may be amended, modified or supplemented and includes (in the
Taxable 534
DOCSSFI:795397.1
case of agreements or instruments) references to all attachments and exhibits thereto and
instruments incorporated therein; and any references to a Person are also to its permitted
successors and assigns.
2. Agreement to Sell and Purchase, Precedent.
(a) The Seller agrees to sell, and the Purchaser agrees to purchase, on the Closing
Date, for cash paid by the Purchaser in an amount equal to the amount determined pursuant to
Section 3(a) (the "Final Purchase Price "), which shall be not less than $$250,000.00 (the
"Minimum Purchase Price'), all future right, title and interest of the Seller in and to the "VLF
Receivable" as defined in Section 6585(i) of the California Government Code (the "VLF
Receivable "), namely, the right to payment of moneys due or to become due to the Seller out of
funds payable in connection with vehicle license fees to a local agency pursuant to Section
10754.11 of the California Revenue and Taxation Code. The Purchaser shall pay the Final
Purchase Price by transferring such Final Purchase Price directly to the Seller.
(b) The performance by the Purchaser of its obligations hereunder shall be
conditioned upon:
(i) Transaction Counsel receiving on or before the date the Notes are sold (the
"Pricing Date "), to be held in escrow until the Closing Date and then
delivered to the Purchaser on the Closing Date, the following documents
duly executed by the Seller or its counsel, as applicable: (1) an opinion of
counsel to the Seller dated the Pricing Date in substantially the form
attached hereto as Exhibit 1311 (2) certificates dated the Pricing Date in
substantially the forms attached hereto as Exhibit C1 and Exhibit C2,
(3) irrevocable instructions to the Controller dated as of the Closing Date
in substantially the form attached hereto as Exhibit D, (4) this Agreement,
(5) a certified copy of the resolution of the Seller's City Council approving
this Agreement, the transactions contemplated hereby and the documents
attached hereto as exhibits, and (6) an escrow instruction letter in
substantially the form attached hereto as Exhibit F;
(ii) Transaction Counsel receiving on or before the Closing Date, (1) a
bringdown opinion of counsel to the Seller dated as of the Closing Date in
substantially the form attached hereto as Exhibit B2, and (2) a bill of sale
and bringdown certificate of the Seller (the "Bill of Sale ") in substantially
the form attached hereto as Exhibit C3: provided that the Purchaser may
waive in its sole discretion the requirements of Section 2(b)(ii)(1); and
(iii) the Purchaser issuing notes in an amount which will be sufficient to pay
the Final Purchase Price.
(c) The performance by the Seller of its obligations hereunder shall be
conditioned solely upon the Purchaser's payment of the Final Purchase Price as set forth in this
Agreement and no other act or omission on the part of the Purchaser or any other party shall
excuse the Seller from performing its obligations hereunder.
Taxable .
DOCSSF1:795397.1 2 535
A The Final Purchase Price shall be an amount that satisfies the conditions of
Section 2 of the Resolution referred to in Section 2(b)(i)(5) above.
3. Conveyance of VLF Receivable and Payment of Final Purchase Price.
(a) Upon pricing of the Notes by the Purchaser, the Purchaser will inform the
Seller of the Final Purchase Price, which shall be an amount at least equal to the Minimum
Purchase Price, and which shall be determined by the Purchaser based on the final interest rates,
costs of credit enhancement and issuance and terms of the Notes. Upon pricing of the Notes, the
Purchaser shall deliver a certificate to the Seller indicating the Final Purchase Price to be paid to
the Seller on the Closing Date.
(b) In consideration of the payment and delivery by the Purchaser to the Seller of
the Final Purchase Price, the Seller agrees to (a) transfer, grant, bargain, sell, assign, convey, set
over and deliver to the Purchaser, absolutely and not as collateral security, without recourse
except as expressly provided herein, and the Purchaser agrees to purchase, accept and receive,
the VLF Receivable, and (b) assign to the Purchaser, to the extent permitted by law (as to which
no representation is made), all present or future rights, if any, of the Seller to enforce or cause the
enforcement of payment of the VLF Receivable pursuant to the Act and other applicable law.
4. Representations and Warranties of the Purchaser. The Purchaser represents
and warrants to the Seller that, as of the date hereof, (a) it is duly organized, validly existing and
in good standing under the laws of the State of California, (b) it has full power and authority to
enter into this Agreement and to perform its obligations hereunder, (c) neither the execution and
delivery by the Purchaser of this Agreement, nor the performance by the Purchaser of its
obligations hereunder, shall conflict with or result in a breach or default under any of its
organizational documents, any law, rule, regulation, judgment, order or decree to which it is
subject or any agreement or instrument to which it is a party, and (d) this Agreement, and its
execution, delivery and performance hereof have been duly authorized by it, and this Agreement
has been duly executed and delivered by it and constitutes its valid and binding obligation
enforceable against it in accordance with the terms hereof, subject to the effect of bankruptcy,
insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws relating to
or affecting creditors' rights generally or the application of equitable principles in any
proceeding, whether at law or in equity.
5. Representations and Warranties of the Seller. The Seller hereby represents
and warrants to the Purchaser, as of the date hereof, as follows:
(a) The Seller is a municipal corporation validly existing under the laws and
constitution of the State of California, with full power and authority to execute and deliver this
Agreement and to carry out its terms.
(b) The Seller has full power, authority and legal right to sell and assign the VLF
Receivable to the Purchaser and has duly authorized such sale and assignment to the Purchaser
by all necessary action; and the execution, delivery and performance by the Seller of this
Agreement has been duly authorized by the Seller by all necessary action.
Taxable
536
DOCSSF1:795397.1 3
(c) This Agreement has been, and as of the Closing Date the Bill of Sale will have
been, duly executed and delivered by the Seller and, assuming the due authorization, execution
and delivery of this Agreement by the Purchaser, constitutes a legal, valid and binding obligation
of the Seller enforceable in accordance with its terms, subject to the effect of bankruptcy,
insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws relating to
or affecting creditors' rights generally or the application of equitable principles in any
proceeding, whether at law or in equity.
(d) All approvals, consents, authorizations, elections and orders of or filings or
registrations with any governmental authority, board, agency or commission having jurisdiction
which would constitute a condition precedent to, or the absence of which would adversely affect,
the sale by the Seller of the VLF Receivable or the performance by the Seller of its obligations
under the Resolution and the Transaction Documents and any other applicable agreements, have
been obtained and are in full force and effect.
(e) Insofar as it would materially adversely affect the Seller's ability to enter into,
carry out and perform its obligations under any or all of the Transaction Documents to which it is
a party, or consummate the transactions contemplated by the same, the Seller is not in breach of
or default under any applicable constitutional provision, law or administrative regulation of the
State of California or the United States or any applicable judgment or decree or any loan
agreement, indenture, bond, note, resolution, agreement or other instrument to which it is a party
or to which it or any of its property or assets is otherwise subject, and, to the best of the
knowledge of the Seller, no event has occurred and is continuing which with the passage of time
or the giving of notice, or both, would constitute a default or an event of default under any such
instrument, and the adoption of the Resolution and the execution and delivery by the Seller of the
Transaction Documents to which it is a party, and compliance by the Seller with the provisions
thereof, under the circumstances contemplated thereby, do not and will not in any material
respect conflict with or constitute on the part of the Seller a breach of or default under any
agreement or other instrument to which the Seller is a party or by which it is bound or any
existing law, regulation, court order or consent decree to which the Seller is subject.
(f) To the best of the knowledge of the Seller, no action, suit, proceeding, inquiry
or investigation, at law or in equity, before or by any court, public board or body, is pending or
threatened in any way against the Seller affecting the existence of the Seller or the titles of its
City Council members or officers to their respective offices, or seeking to restrain or to enjoin
the sale of the VLF Receivable or to direct the application of the proceeds of the sale thereof, or
in any way contesting or affecting the validity or enforceability of any of the Transaction
Documents or any other applicable agreements or any action of the Seller contemplated by any
of said documents, or in any way contesting the powers of the Seller or its authority with respect
to the Resolution or the Transaction Documents to which the Seller is a party or any other
applicable agreement, or any action on the part of the Seller contemplated by the Transaction
Documents, or in any way seeking to enjoin or restrain the Seller from selling the VLF
Receivable or which if determined adversely to the Seller would have an adverse effect upon the
Seller's ability to sell the VLF Receivable, nor to the knowledge of the Seller is there any basis
therefor.
Taxable
DOCSSFI:795397.1 4 537
(g) Prior to the sale of the VLF Receivable to the Purchaser, the Seller was the
sole owner of the VLF Receivable, and has such right, title and interest as provided in the Act.
From and after the conveyance of the VLF Receivable by the Seller to Purchaser on the Closing
Date, the Seller shall have no interest in the VLF Receivable. Except as provided in this
Agreement, the Seller has not sold, transferred, assigned, set over or otherwise conveyed any
right, title or interest of any kind whatsoever in all or any portion of the VLF Receivable, nor has
the Seller created, or to the knowledge of the Seller permitted the creation of, any lien, pledge,
security interest or any other encumbrance (a "Lien ") thereon. Prior to the sale of the VLF
Receivable to the Purchaser, the Seller held title to the VLF Receivable free and clear of any
Liens. As of the Closing Date, this Agreement, together with the Bill of Sale, constitutes a valid
sale to the Buyer of the Seller's right, title and interest in and to the VLF Receivable.
(h) The Seller acts solely through its authorized officers or agents.
(i) The Seller maintains records and books of account separate from those of the
Purchaser.
0) The Seller maintains its respective assets separately from the assets of the
Purchaser (including through the maintenance of separate bank accounts); the Seller's funds and
assets, and records relating thereto, have not been and are not commingled with those of the
Purchaser.
(k) The Seller's principal place of business and chief executive office is located at
350 Main St., El Segundo, CA 90245.
(1) The Seller has received reasonably equivalent value for the VLF Receivable.
(m)The Seller does not act as an agent of the Purchaser in any capacity, but
instead presents itself to the public as an entity separate from the Purchaser.
(n) The Seller has not guaranteed and shall not guarantee the obligations of the
Purchaser, nor shall it hold itself out or permit itself to be held out as having agreed to pay or as
being liable for the debts of the Purchaser; and the Seller has not received nor shall the Seller
accept any credit or financing from any Person who is relying upon the availability of the assets
of the Purchaser to satisfy the claims of such creditor.
(o) All transactions between or among the Seller, on the one hand, and the
Purchaser on the other hand (including, without limitation, transactions governed by contracts for
services and facilities, such as payroll, purchasing, accounting, legal and personnel services and
office space), whether existing on the date hereof or entered into after the date hereof, shall be on
terms and conditions (including, without limitation, terms relating to amounts to be paid
thereunder) which are believed by each such party thereto to be both fair and reasonable and
comparable to those available on an arms- length basis from Persons who are not affiliates.
6. Covenants of the Seller.
(a) The Seller shall not take any action or omit to take any action which adversely
affect the interests of the Purchaser in the VLF Receivable and in the proceeds thereof The
Taxable
DOCSSFI:795397.I 5 538
Seller shall not take any action or omit to take any action that shall adversely affect the ability of
the Purchaser, and any assignee of the Purchaser, to receive payments made under the Act.
(b) The Seller shall not take any action or omit to take any action that would
impair the validity or effectiveness of the Act, nor, without the prior written consent of the
Purchaser or its assignee, amend, modify, terminate, waive or surrender, or agree to any
amendment, modification, termination, waiver or surrender of, the terms of the Act, or waive
timely performance or observance under the Act, in each case if the effect thereof would be
materially adverse to the Purchaser or to the Noteholders or any Credit Enhancer as assignees of
the Purchaser. Nothing in this agreement shall impose a duty on the Seller to seek to enforce the
Act or to seek enforcement thereof by others, or to prevent others from modifying, terminating,
discharging or impairing the validity or effectiveness of the Act.
(c) Upon request of the Purchaser or its assignee, (i) the Seller shall execute and
deliver such further instruments and do such further acts (including being named as a plaintiff in
an appropriate proceeding) as may be reasonably necessary or proper to cant' out more
effectively the purposes and intent of this Agreement, and (ii) the Seller shall take all actions
necessary to preserve, maintain and protect the title of the Purchaser to the VLF Receivable,
provided that such acts shall not impose any additional cost on the Seller that is not reimbursed.
(d) On or before the Closing Date, the Seller shall send (or cause to be sent) an
irrevocable instruction to the Controller pursuant to Section 6588.5(c) of California Government
Code to cause the Controller to disburse all payments of the VLF Receivable to the Trustee,
together with notice of the sale of the VLF Receivable to the Purchaser and the assignment of all
or a portion of such assets by the Purchaser to the Trustee. Such notice and instructions shall be
in the form of Exhibit D hereto. The Seller shall not take any action to revoke or which would
have the effect of revoking, in whole or in part, such instructions to the Controller. The Seller
hereby relinquishes and waives any control over the VLF Receivable, any authority to collect the
VLF Receivable, and any power to revoke or amend the instructions to the Controller
contemplated by this paragraph. The Seller shall not rescind, amend or modify the instruction
described in the first sentence of this paragraph. The Seller shall cooperate with the Purchaser or
its assignee in giving instructions to the Controller if the Purchaser or its assignee transfers the
VLF Receivable. In the event that the Seller receives any proceeds of the VLF Receivable, the
Seller shall hold the same in trust for the benefit of the Purchaser and the Trustee and each Credit
Enhancer, as assignees of the Purchaser, and shall promptly remit the same to the Trustee.
(e) The Seller hereby covenants and agrees that it will not at any time institute
against the Purchaser, or join in instituting against the Purchaser, any bankruptcy, reorganization,
arrangement, insolvency, liquidation, or similar proceeding under any United States or state
bankruptcy or similar law.
(f) The financial statements and books and records of the Seller prepared after the
Closing Date shall reflect the separate existence of the Purchaser.
(g) The Seller shall treat the sale of the VLF Receivable as a sale for regulatory
and accounting purposes.
Taxable
DOCSSFI:795397.1 6 539
(h) From and after the date of this Agreement, the Seller shall not sell, transfer,
assign, set over or otherwise convey any right, title or interest of any kind whatsoever in all or
any portion of the VLF Receivable, nor shall the Seller create, or to the knowledge of the Seller
permit the creation of, any Lien thereon.
7. Notices of Breach.
(a) Upon discovery by the Seller or the Purchaser that the Seller has breached any
of its covenants or that any of the representations or warranties of the Seller or the Purchaser are
materially false or misleading, in a manner that materially and adversely affects the value of the
VLF Receivable, the discovering party shall give prompt written notice thereof to the other party
and to the Trustee, as assignee of the Purchaser, who shall, pursuant to the Indenture, promptly
thereafter notify each Credit Enhancer and the Rating Agencies.
(b) The Seller shall not be liable to the Purchaser, the Trustee, the Noteholders, or
any Credit Enhancer for any loss, cost or expense resulting solely from the failure of the Trustee,
any Credit Enhancer or the Purchaser to promptly notify the Seller upon the discovery by an
authorized officer of the Trustee, any Credit Enhancer or the Purchaser of a breach of any
covenant or any materially false or misleading representation or warranty contained herein.
8. Liability of Seller; hidemnification. The Seller shall be liable in accordance
herewith only to the extent of the obligations specifically undertaken by the Seller under this
Agreement. The Seller shall indemnify, defend and hold harmless the Purchaser, the Trustee and
each Credit Enhancer, as assignees of the Purchaser, and their respective officers, directors,
employees and agents from and against any and all costs, expenses, losses, claims, damages and
liabilities to the extent that such cost, expense, loss, claim, damage or liability arose out of, or
was imposed upon any such Person by the Seller's breach of any of its covenants contained
herein or any materially false or misleading representation or warranty of the Seller contained
herein. Notwithstanding anything to the contrary herein, the Seller shall have no liability for the
payment of the principal of or interest on the Notes issued by the Purchaser.
9. Limitation on Liability.
(a) The Seller and any officer or employee or agent of the Seller may rely in good
faith on the advice of counsel or on any document of any kind, prima facie properly executed and
submitted by any Person respecting any matters arising hereunder. The Seller shall not be under
any obligation to appear in, prosecute or defend any legal action regarding the Act that is
unrelated to its specific obligations under this Agreement.
(b) No officer or employee of the Seller shall have any liability for the
representations, warranties, covenants, agreements or other obligations of the Seller hereunder or
in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which
recourse shall be had solely to the assets of the Seller.
10. The Seller's Acknowled nent. The Seller hereby agrees and acknowledges
that the Purchaser intends to assign and grant a security interest in all or a portion of (a) its rights
hereunder and (b) the VLF Receivable, to the Trustee and each Credit Enhancer pursuant to the
Indenture. The Seller further agrees and acknowledges that the Trustee, the Noteholders, and
Taxable
DOCSSF1:795397.1 7 540
each Credit Enhancer have relied and shall continue to rely upon each of the foregoing
representations, warranties and covenants, and further agrees that such Persons are entitled so to
rely thereon. Each of the above representations, warranties and covenants shall survive any
assignment and grant of a security interest in all or a portion of this Agreement or the VLF
Receivable to the Trustee and each Credit Enhancer and shall continue in full force and effect,
notwithstanding any subsequent termination of this Agreement and the other transaction
documents. The above representations, warranties and covenants shall inure to the benefit of the
Trustee and each Credit Enhancer.
11. Notices. All demands upon or, notices and communications to, the Seller, the
Purchaser, the Trustee or the Rating Agencies under this Agreement shall be in writing,
personally delivered or mailed by certified mail, return receipt requested, to such party at the
appropriate notice address, and shall be deemed to have been duly given upon receipt.
12. Amendments. This Agreement may be amended by the Seller and the
Purchaser, with (a) the consent of the Trustee, (b) the consent of each Credit Enhancer, and (c) a
Rating Agency Confirmation, but without the consent of any of the Noteholders, for the purpose
of adding any provisions to or changing in any manner or eliminating any of the provisions of
this Agreement.
Promptly after the execution of any such amendment, the Purchaser shall furnish
written notification of the substance of such amendment to the Trustee and to the Rating
Agencies.
13. Successors and Assigns. This Agreement shall be binding upon and inure to
the benefit of the Seller, the Purchaser and their respective successors and permitted assigns.
The Seller may not assign or transfer any of its rights or obligations under this Agreement
without the prior written consent of the Purchaser. Except as specified herein, the Purchaser may
not assign or transfer any of its rights or obligations under this Agreement without the prior
written consent of the Seller.
14. Third Party Rights. The Trustee and each Credit Enhancer are express and
intended third party beneficiaries under this Agreement. Nothing expressed in or to be implied
from this Agreement is intended to give, or shall be construed to give, any Person, other than the
parties hereto, the Trustee and each Credit Enhancer, and their permitted successors and assigns
hereunder, any benefit or legal or equitable right, remedy or claim under or by virtue of this
Agreement or under or by virtue of any provision herein.
15. Partial Invalidity. If at any time any provision of this Agreement is or
becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, neither
the legality, validity or enforceability of the remaining provisions of this Agreement nor the
legality, validity or enforceability of such provision under the law of any other jurisdiction shall
in any way be affected or impaired thereby.
16. Counterparts. This Agreement may be executed in any number of identical
counterparts, any set of which signed by all the parties hereto shall be deemed to constitute a
complete, executed original for all purposes.
Taxable
DOCSSFI:795397.1 8 541
17. Entire Agreement. This Agreement sets forth the entire understanding and
agreement of the parties with respect to the subject matter hereof and supersedes any and all oral
or written agreements or understandings between the parties as to the subject matter hereof.
Taxable
DOCSSF1:795397.1 9 542
18. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
IN WITNESS WHEREOF, the Seller and the Purchaser have caused this
Purchase and Sale Agreement to be duly executed as of the date first written above.
CITY OF EL SEGUNDO, as Seller
Authorized Officer
CALIFORNIA STATEWIDE COMMUNITIES
DEVELOPMENT AUTHORITY, as Purchaser
M
Member
Taxable
DOCSSFI:795397.1 10 543
EXHIBIT A
DEFINITIONS
For all purposes of this Agreement, except as otherwise expressly provided herein
or unless the context otherwise requires, capitalized terms not otherwise defined herein shall
have the meanings set forth below.
"Act" means Section 10754.11 of the California Revenue and Taxation Code.
"Bill of Sale" has the meaning give to that term in Section 2(b)(ii) hereof.
"Credit Enhancer" means any municipal bond insurance company, bank or other
financial institution or organization which is performing in all material respects its obligations
under any Credit Support Instrument for some or all of the Notes.
"Credit Support Instrument" means a policy of insurance, a letter of credit, a
stand -by purchase agreement, revolving credit agreement or other credit arrangement pursuant to
which a Credit Enhancer provides credit or liquidity support with respect to the payment of
interest, principal or the purchase price of the Notes.
"Closing Date" means the date the Notes are issued.
"Controller" means the Controller of the State.
"Final Purchase Price" has the meaning ascribed thereto in Section 2.
"Minimum Purchase Price" has the meaning ascribed thereto in Section 2.
"Noteholder" means, with respect to any Note, the person in whose name such
Note is registered.
" Outtanding" has the meaning given to that term in the Indenture.
"Pricing Date" means the date the Notes are sold.
"Rating Agency" means any nationally recognized rating agency then providing
or maintaining a rating on the Notes at the request of the Purchaser.
"Rating Agency Confirmation" means written confirmation from each Rating
Agency that any proposed action will not, in and of itself, cause the Rating Agency to lower,
suspend or withdraw the rating then assigned by such Rating Agency to any Outstanding Notes.
"Resolution" means the resolution adopted by the City Council approving the sale
of the VLF Receivable.
"State" means the State of California.
"Transaction Counsel" means Orrick, Herrington & Sutcliffe LLP.
Taxable 544
DOCSSFl:795397.1 A -1
and the Notes. "Transaction Documents" mean this Agreement, the Bill of Sale, the Indenture,
Taxable
DOCSSF1:795397.1 - A_2 545
EXHIBIT B1
OPINION OF COUNSEL
to
CITY OF EL SEGUNDO
March 2, 2005
California Statewide Communities Development Authority
Sacramento, California
Wells Fargo Bank, National Association
Los Angeles, California
Re: Sale of VLF Receivable
Ladies & Gentlemen:
This Office acted as counsel for the City of El Segundo (the "Seller ") in
connection with the adoption of that certain resolution (the "Resolution ") of the City Council of
the Seller (the "Governing Body ") pursuant to which the Seller authorized the sale to the
California Statewide Communities Development Authority (the "Purchaser ") of the Seller's
"VLF Receivable ", as defined in and pursuant to the Purchase and Sale Agreement dated March
2, 2005 (the "Sale Agreement ") between the Seller and the Purchaser. In connection with these
transactions, the Seller has issued certain Irrevocable Instructions For Disbursement of the
Seller's VLF Receivable to the Controller of the State of California (the "Disbursement
Instructions" and collectively with the Sale Agreement, the "Transaction Documents "). Unless
the context otherwise requires, capitalized terms used but not otherwise defined herein shall have
the meanings given to such terms in the Sale Agreement.
I have examined and am familiar with those documents relating to the existence,
organization, and operation of the Seller, the Resolution, the Transaction Documents and such
certified proceedings, certifications of officers of the Seller and others, and such other
agreements, instruments and documents, and have satisfied myself as to such other matters, as I
deem necessary in order to render the following opinions.
Based upon the foregoing, I am of the opinion that:
1. The Seller is a municipal corporation of the State of California, duly
organized and validly existing pursuant to laws and the Constitution of the State of California.
2. The Seller has full power and authority to adopt the Resolution and to execute
and deliver the Transaction Documents.
Taxable 546
DOCSSF1:795397.1 B I -I
3. The Seller has duly authorized and executed the Transaction Documents and,
assuming delivery, each Transaction Document will be legal, valid, and binding against the
Seller, and enforceable against the Seller in accordance with its terms, except as enforcement
may be limited by bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or
laws relating to or affecting creditors' rights, and the application of equitable principles and the
exercise of judicial discretion in appropriate areas.
4. The Resolution was duly adopted at a meeting of the Governing Body which
was called and held pursuant to law with all public notice required by law and at which a quorum
was present and acting when the Resolution was adopted.
5. The Resolution is in full force and effect and has not been amended, modified,
supplemented or rescinded.
6. To the best of my knowledge, no action, suit, proceeding, inquiry or
investigation, at law or in equity, before or by any court, public board or body, is pending or
threatened in any way against the Seller affecting the existence of the Seller or the titles of its
Governing Body members or officers to their respective offices, or seeking to restrain or to
enjoin the sale of the VLF Receivable or to direct the application of the proceeds of the sale
thereof, or in any way contesting or affecting the validity or enforceability of the Resolution, the
Transaction Documents or any other applicable agreements or any action of the Seller
contemplated by any of said documents, or in any way contesting the powers of the Seller or its
authority with respect to the Resolution or the Transaction Documents or any other applicable
agreement, or any action on the part of the Seller contemplated by any of said documents, or in
any way seeking to enjoin or restrain the Seller from selling the VLF Receivable or which if
determined adversely to the Seller would have a material and adverse effect upon the Seller's
ability to sell the VLF Receivable, nor to my knowledge is there any basis therefor.
7. Insofar as it would materially adversely affect the Seller's ability to enter into,
carry out and perform its obligations under any or all of the foregoing agreements, or
consummate the transactions contemplated by the same, the Seller is not in breach of or default
under any applicable constitutional provision, law or administrative regulation of the State or the
United States or any applicable judgment or decree or any loan agreement, indenture, bond, note,
resolution, agreement or other instrument to which it is a party or to which it or any of its
property or assets is otherwise subject, and, to the best of my knowledge, no event has occurred
and is continuing which with the passage of time or the giving of notice, or both, would
constitute a default or an event of default under any such instrument, and the adoption of the
Resolution and the execution and delivery by the Seller of the Transaction Documents, and
compliance with the provisions thereof, under the circumstances contemplated thereby, do not
and will not in any material respect conflict with or constitute on the part of the Seller a breach
of or default under any agreement or other instrument to which the Seller is a party or by which
it is bound or any existing law, regulation, court order or consent decree to which the Seller is
subject.
8. Prior to the sale of the VLF Receivable to the Purchaser, the Seller was the
sole owner of the VLF Receivable, and has such right, title and interest as provided in the Act.
From and after the conveyance of the VLF Receivable by the Seller to Purchaser on the Closing
Taxable
DOCSSFI :795397.1 BI-2
547
Date, the Seller shall have no interest in the VLF Receivable. Except as provided in the Sale
Agreement, the Seller has not sold, transferred, assigned, set over or otherwise conveyed any
right, title or interest of any kind whatsoever in all or any portion of the Seller's VLF Receivable,
nor has the Seller created, or to my knowledge permitted the creation of, any Lien thereon. Prior
to the sale of the VLF Receivable to the Purchaser, the Seller held title to the VLF Receivable
free and clear of any Liens.
9. To the best of my knowledge, all approvals, consents, authorizations, elections
and orders of or filings or registrations with any governmental authority, board, agency or
commission having jurisdiction which would constitute a condition precedent to, or the absence
of which would materially adversely affect, the sale by the Seller of the VLF Receivable or the
performance by the Seller of its obligations under the Resolution and the Transaction Documents
and any other applicable agreements, have been obtained and are in full force and effect.
10. The Disbursement Instructions are irrevocable by the Seller, and comply with
the requirements of Section 6588.5(c) of the California Government Code.
Each Credit Enhancer, the underwriters of the Notes and Transaction Counsel
may rely upon this legal opinion as if it were addressed to them.
Very truly yours,
M
Seller's Counsel
Taxable
DOCSSF1:795397.1 131 -3 548
EXHIBIT B2
OPINION OF COUNSEL
to
CITY OF EL SEGUNDO
[Closing Date]
California Statewide Communities Development Authority
Sacramento, California
Wells Fargo Bank, National Association
Los Angeles, California
Re: Sale of VLF Receivable (Bringdown Opinion)
Ladies & Gentlemen:
Pursuant to that certain Purchase and Sale Agreement dated March 2, 2005 (the
"Sale Agreement ") between the City of El Segundo (the "Seller ") and the California Statewide
Communities Development Authority (the "Purchaser "), this Office delivered an opinion (the
"Opinion ") dated the Pricing Date (as defined in the Sale Agreement) as counsel for the Seller in
connection with the sale of the Seller's VLF Receivable (as defined in the Sale Agreement), the
execution of documents related thereto and certain other related matters.
I confirm that you may continue to rely upon the Opinion as if it were dated as of
the date hereof. Each Credit Enhancer, the underwriters of the Notes and Transaction Counsel
may rely upon this legal opinion as if it were addressed to them. This letter is delivered to you
pursuant to Section 2(b)(ii)(1) of the Sale Agreement.
Very truly yours,
In
Seller's Counsel
Taxable
DOCSSFI:795397.1 B2 -1
549
EXHIBIT Cl
CLERK'S CERTIFICATE
CERTIFICATE OF THE
CITY CLERK OF
CITY OF EL SEGUNDO, CALIFORNIA
Dated: March 2, 2005
The undersigned City Clerk of the City of El Segundo, California, do hereby certify that
the foregoing is a full, true and correct copy of Resolution No. duly adopted at
a regular meeting of the City Council of said Seller duly and regularly and legally held at the
regular meeting place thereof on the day of , 2005, of which
meeting all of the members of said City Council had due notice and at which all members thereof
were present, and that at said meeting said resolution was adopted by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
I do hereby further certify that I have carefully compared the same with the original
minutes of said meeting on file and of record in my office and that said resolution is a full, true
and correct copy of the original resolution adopted at said meeting and entered in said minutes
and that said resolution has not been amended, modified or rescinded since the date of its
adoption and the same is now in full force and effect.
I do hereby further certify that an agenda of said meeting was posted at least 72 hours
before said meeting at a location in the City of El Segundo, California freely accessible to
members of the public, and a brief general description of said resolution appeared on said
agenda.
WITNESS my hand as of the day and year first above written
Lo
City Clerk of the City of El Segundo,
California
Taxable
DOCSSFI :795397.1 C l - l
550
EXHIBIT C2
SELLER CERTIFICATE
SELLER CERTIFICATE
Dated: March 2, 2005
We, the undersigned officers of the City of El Segundo (the "Seller"), State of
California, holding the respective offices herein below set opposite our signatures, do hereby
certify that on the date hereof the following documents (the "Transaction Documents') were
officially executed and delivered by the Authorized Officer or Officers whose names appear on
the executed copies thereof, to wit:
Document
1. Purchase and Sale Agreement, dated March 2, 2005 (the "Sale
Agreement "), between the Seller and the California Statewide
Communities Development Authority (the "Purchaser ")
2. Irrevocable Instructions For Disbursement of Seller's VLF
Receivable to the Controller of the State of California dated the
Closing Date
Capitalized terms used herein and not defined herein shall have the meaning given
such terms in the Sale Agreement.
We further certify as follows:
At the time of signing the Transaction Documents and the other documents and opinions
related thereto, we held said offices, respectively, and we now hold the same.
2. The representations and warranties contained in the Transaction Documents are true and
correct as of the date hereof in all material respects.
The City Council duly adopted its resolution (the "Resolution ") approving the sale of the
Seller's VLF Receivable at a meeting of the City Council which was duly called and held
pursuant to law with all public notice required by law and at which a quorum was present and
acting when the Resolution was adopted, and such Resolution is in full force and effect and
has not been amended, modified, supplemented or rescinded.
4. To the best knowledge of the undersigned, no action, suit, proceeding, inquiry or
investigation, at law or in equity, before or by any court, public board or body, is pending or
threatened, in any way against the Seller affecting the existence of the Seller or the titles of
its City Council members or officers to their respective offices, or seeking to restrain or to
enjoin the sale of the Seller's VLF Receivable or to direct the application thereof of the
Taxable
DOCSSFI:795397.1 C2-1 55.1
proceeds of the sale thereof, or in any way contesting or affecting the validity or
enforceability of the Resolution, the Transaction Documents, the Indenture, the Notes, or any
other applicable agreements or any action of the Seller contemplated by any of said
documents, or in any way contesting the powers of the Seller or its authority with respect to
the Resolution or the Transaction Documents or any other applicable agreement, or any
action on the part of the Seller contemplated by any of said documents, or which if
determined adversely to the Seller would have a material and adverse effect upon the Seller's
ability to sell the Seller's VLF Receivable, nor to our knowledge is there any basis therefor.
5. Insofar as it would materially adversely affect the Seller's ability to enter into, carry out and
perform its obligations under any or all of the Transaction Documents, or consummate the
transactions contemplated by the same, the Seller is not in breach of or default under any
applicable constitutional provision, law or administrative regulation of the State of California
or the United States or any applicable judgment or decree or any loan agreement, indenture,
bond, note, resolution, agreement or other instrument to which it is a party or to which it or
any of its property or assets is otherwise subject, and, to the best of our knowledge, no event
has occurred and is continuing which with the passage of time or the giving of notice, or
both, would constitute a default or an event of default under any such instrument, and the
adoption of the Resolution and the execution and delivery by the Seller of the Transaction
Documents, and compliance by the Seller with the provisions thereof, under the
circumstances contemplated thereby, do not and will not in any material respect conflict with
or constitute on the part of the Seller a breach of or default under any agreement or other
instrument to which the Seller is a party or by which it is bound or any existing law,
regulation, court order or consent decree to which the Seller is subject.
6. Prior to the sale of the VLF Receivable to the Purchaser, the Seller was the sole owner of the
VLF Receivable, and has such right, title and interest as provided in the Act. From and after
the conveyance of the VLF Receivable by the Seller to Purchaser on the Closing Date, the
Seller shall have no interest in the VLF Receivable. Except as provided in the Sale
Agreement, the Seller has not sold, transferred, assigned, set over or otherwise conveyed any
right, title or interest of any kind whatsoever in all or any portion of the Seller's VLF
Receivable, nor has the Seller created, or to our knowledge permitted the creation of, any
Lien thereon. Prior to the sale of the VLF Receivable to the Purchaser, the Seller held title to
the VLF Receivable free and clear of any Liens.
7. All approvals, consents, authorizations, elections and orders of or filings or registrations with
any governmental authority, board, agency or commission having jurisdiction which would
constitute a condition precedent to or the absence of which would materially adversely affect,
the sale by the Seller of the Seller's VLF Receivable or the performance by the Seller of its
obligations under the Resolution and the Transaction Documents and any other applicable
agreements, have been obtained and are in full force and effect.
Taxable
DOCSSF1:795397.1 C2 -2
552
Dated as of the date first above written.
Name. Official Title Si¢ nature
Kelly McDowell, Mayor
Mary Streen, City Manager
genuine.
I HEREBY CERTIFY that the signatures of the officers named above are
Dated as of the date first above written.
Un
City Clerk of the City of El Segundo,
California
Taxable
DOCSSF1:795397.1 C2 -3 553
EXHIBIT C3
BILL OF SALE AND BRINGDOWN CERTIFICATE
BILL OF SALE AND BRINGDOWN CERTIFICATE
In consideration of the payment and delivery by the California Statewide
Communities Development Authority (the "Purchaser") to the undersigned (the "Seller ") of
$[Final Purchase Price] (the "Final Purchase Price "), and pursuant to terms and conditions of the
Purchase and Sale Agreement (the "Sale Agreement'), dated March 2, 2005, between the Seller
and the Purchaser, the Seller does hereby (a) transfer, grant, bargain, sell, assign, convey, set
over and deliver to the Purchaser, absolutely and not as collateral security, without recourse
except as expressly provided in the Sale Agreement, the VLF Receivable as defined in the Sale
Agreement (the "VLF Receivable "), and (b) assign to the Purchaser, to the extent permitted by
law (as to which no representation is made), all present or future rights, if any, of the Seller to
enforce or cause the enforcement of payment of the VLF Receivable pursuant to the Act (as
defined in the Sale Agreement) and other applicable law.
The Seller hereby acknowledges receipt of the Final Purchase Price.
The Seller hereby certifies that the representations and warranties of the Seller set
forth in the Certificate of the City Clerk dated March 2, 2005, the Seller Certificate dated March
2, 2005, and in the Transaction Documents (as such terms are defined in the Sale Agreement) are
true and correct in all material respects as of the date hereof (except for such representations and
warranties made as of a specified date, which are true and correct as of such date).
Dated: _[Closing Date]_
CITY OF EL SEGUNDO
M
Authorized Officer
Taxable
DOCSSFl:795397.1 C3 -I 554
EXHIBIT D
IRREVOCABLE INSTRUCTIONS TO CONTROLLER
IRREVOCABLE INSTRUCTIONS FOR DISBURSEMENT
OF VLF RECEIVABLE OF
CITY OF EL SEGUNDO
.2005
Office of the Controller
State of California
P.O. Box 942850
Sacramento, California 94250 -5872
Re: Notice of Sale of VLF Receivable by the City of El Segundo and
Wiring Instructions Information Form
Dear Sir or Madam:
Pursuant to Section 6588.5(c) of the California Government Code, City of El
Segundo (the "Seller ") hereby notifies you of the sale by the Seller, effective as of the date of
these instructions written above, of all right, title and interest of the Seller in and to the "VLF
Receivable" as defined in Section 6585(1) of the California Government Code (the "VLF
Receivable "), namely, the right to payment of moneys due or to become due to the Seller out of
funds payable in connection with vehicle license fees to a local agency pursuant to Section
10754.11 of the California Revenue and Taxation Code.
By resolution, the Seller's City Council authorized the sale of the VLF Receivable
to the California Statewide Communities Development Authority (the "Purchaser ") pursuant to a
Purchase and Sale Agreement, dated March 2, 2005 and a Bill of Sale, dated [Closing Date].
The VLF Receivable has been pledged and assigned by the Purchaser pursuant to an Indenture,
dated March 2, 2005 (the "Indenture ") between the Purchaser and Wells Fargo Bank, National
Association, as Trustee (the "Trustee ").
The Seller hereby irrevocably requests and directs that, commencing as of the
date of these instructions written above, all payments of the VLF Receivable (and documentation
related thereto) be made directly to Wells Fargo Bank, National Association, as Trustee, in
accordance with the wire instructions and bank routing information set forth below.
Please note that the sale of the VLF Receivable by the Seller is irrevocable and
that (i) the Seller has no power to revoke or amend these instructions at any time, (ii) the
Purchaser shall have the power to revoke or amend these instructions only if there are no
notes of the Purchaser outstanding under the Indenture and the Indenture has been
discharged, and (iii) so long as the Indenture has not been discharged, these instructions
cannot be revoked or amended by the Purchaser without the consent of the Trustee.
Taxable
DOCSSFl:795397.1 D -1
555
Bank Name:
Bank ABA Routing #:
Bank Account #:
Bank Account Name:
Further Credit To:
Bank Address:
Bank Telephone #:
Bank Contact Person:
Wells Fargo N.A.
121000248
0001038377
Corporate Trust Clearing
CSCDA VLF #16914200
Wells Fargo Bank
707 Wilshire Blvd., 17 Floor
Los Angeles, CA 90017
(213) 614 -3353
Robert Schneider
Please do not hesitate to call the undersigned if you have any questions regarding
this transaction. Thank you for your assistance in this matter.
Taxable
DOCSSF1:795397.1
Very truly yours,
CITY OF EL SEGUNDO
D-2
Authorized Officer
5 5f;
EXHIBIT E
RESERVED
Taxable
DOCSSF1:795397.1 E_1 557
EXHIBIT F
ESCROW INSTRUCTION LETTER
PARTICIPATION AGREEMENT
AND
ESCROW INSTRUCTIONF LETTER
March 2, 2005
California Statewide Communities Development Authority
1100 K Street
Sacramento, CA 95814
Re: VLF Receivable Financing
Dear Sir or Madam:
The City of El Segundo (the "Seller ") hereby notifies you of its agreement to
participate in the California Statewide Communities Development Authority VLF Receivable
Financing. By adoption of a resolution (the "Resolution ") authorizing the sale of its VLF
Receivable, the Seller's City Council has agreed to sell to the California Statewide Communities
Development Authority, for a purchase price that meets the conditions set forth in the
Resolution, all of its right, title and interest in the VLF Receivable.
Enclosed herewith are the following documents which have been duly approved
and executed by the Seller and which are to be held in escrow by Orrick, Herrington &
Sutcliffe LLP, as transaction counsel ( "Transaction Counsel "), as instructed below:
certified copy of the Resolution, together with a certificate of the City Clerk,
dated March 2, 2005;
2. the Seller Certificate, dated March 2, 2005;
3. the Opinion of Seller's Counsel, dated March 2, 2005;
4. the Purchase and Sale Agreement, dated March 2, 2005; and
5. the Irrevocable Instructions to the Controller, undated.
The foregoing documents are to be held in escrow by Transaction Counsel and
shall be delivered only upon payment to the Seller on or before April 29, 2005, of the Final
Purchase Price (as defined in the Purchase and Sale Agreement) that meets the conditions of the
Resolution. Upon such payment, Transaction Counsel is hereby authorized to fill in the closing
date on the Irrevocable Instructions to the Controller.
Taxable F -1
DOCSSF1:795397.1
559
If the Final Purchase Price meeting the conditions of the Resolution is not paid to
the Seller on or before April 29, 2005, this agreement shall terminate and Transaction Counsel
shall return all of the enclosed documents to the Seller.
Enclosures
cc: Orrick, Herrington & Sutcliffe LLP
Taxable
DOCSSF1:795397.1
Very truly yours,
CITY OF EL SEGUNDO
0
F -2
Authorized Officer
5 51
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CITY OF EL SEGUNDO
PAYMENTS BY WIRE TRANSFER
1/21/2005 THROUGH 2/03/2005
Date
1/26/05
1/26/05
1/27/05
1/28/05
2/1/05
2/2/05
2/2/05
1/21-2/3/05
Payee Amount
Employment Development
IRS
Health Comp
Federal Reserve Bank
Siemens Credit Corp
Lane Donovan Golf Ptr LLc
Health Comp
Workers Comp Activity
DATE OF RATIFICATION: 2/15/05
TOTAL PAYMENTS BY WIRE:
Certified as to the accuracy of the wire transfers by:
33,228.15
170,469.55
1,317.84
250.00
44,837.50
17,434.93
814.59
34,051.62
302,404.18
57
Deputy 1 reasuret Date
2,
2 o}
irectter of Administrative Service Date Z�
City Man Date
Description
State Taxes
Federal Taxes
Weekly claims 1/21
Employee Savings Bonds I
Qtrly Energy Credit
Payroll transfer
Weekly claims 1/29
SCRMA checks issued
Information on actual expenditures is available in the City Treasurer's Office of the City of El Segundo.
302,404.18
5F1
REGULAR MEETING OF THE EL SEGUNDO CITY COUNCIL
TUESDAY, FEBRUARY 1, 2005 — 5:00 P.M.
5:00 P.M. SESSION
CALL TO ORDER — Mayor McDowell at 5:00 p.m.
ROLL CALL
Mayor McDowell -
Present
Mayor Pro Tern Gaines -
Present
Council Member Boulgarides -
Present
Council Member Busch -
Present
Council Member Jacobson -
Present
City Attorney Mark Hensley announced that Council would be meeting in closed session pursuant
to items identified on the agenda and that 54956.2(b) items are a threat of litigation regarding a
second unit on 916 Sheldon Street and Christina Wall claim, Claim No. 04 -14.
PUBLIC COMMUNICATION — (Related to City Business Only — 5 minute limit per person, 30
minute limit total) Individuals who have received value of $50 or more to communicate to the City
Council on behalf of another, and employees speaking on behalf of their employer, must so identify
themselves prior to addressing the City Council. Failure to do so shall be a misdemeanor and
punishable by a fine of $250.
CLOSED SESSION:
The City Council moved into a closed session pursuant to applicable law, including the Brown Act
(Government Code Section §54960, et sue.) for the purposes of conferring with the City's Real
Property Negotiator; and /or conferring with the City Attorney on potential and /or existing litigation;
and /or discussing matters covered under Government Code Section §54957 (Personnel); and /or
conferring with the City's Labor Negotiators; as follows:
CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION (Gov't Code §54956.9(a)) — 5
matters
City of El Segundo v. City of Los Angeles, et. al. LASC No. BS094279
Michael Ward v. City of El Segundo, et. al., LASC No. BC325247
El Segundo v. Stardust West Apartments, LASC No. YC031364
Flynn v. City of El Segundo, LASC No. YC046253
Irene Chen v. City of El Segundo, LASC No. YC049424
CONFERENCE WITH LEGAL COUNSEL — ANTICIPATED LITIGATION
Significant exposure to litigation pursuant to Government Code §54956.9(b): -2- potential case (no
further public statement is required at this time); Initiation of litigation pursuant to Government
Code §54956.9(c): -1- matter
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 1
562
5
DISCUSSION OF PERSONNEL MATTERS (Gov't Code §54957) — 0 matter
CONFERENCE WITH CITY'S LABOR NEGOTIATOR (Gov't Code §54957.6) — 0 matter
CONFERENCE WITH REAL PROPERTY NEGOTIATOR (Gov't Code §54956.8) — 0 matter
SPECIAL MATTERS - 0 matter
Council moved to open session at 6:59 p.m.
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
5y,�, faG NO. 2
REGULAR MEETING OF THE EL SEGUNDO CITY COUNCIL
TUESDAY, FEBRUARY 1, 2005 - 7:00 P.M.
7:00 P.M. SESSION
CALL TO ORDER — Mayor McDowell at 7:00 p.m.
INVOCATION— Rev. Elizabeth Morse of Saint Michael, the Archangel Episcopal Church
PLEDGE OF ALLEGIANCE — Council Member Carl Jacobson
PRESENTATIONS —
(a) Council Member Busch presented a Commendation to El Segundo Firefighter Andrew
Powell for his quick response to danger and application of life saving techniques which
saved the life of a fellow crew member from the Dana Point Outrigger Canoe Club.
(b) Council Member Jacobson presented a Certificate of Appreciation to Don Brann in
recognition of Outstanding Community Support for securing $5,000 in funding for the City of
El Segundo Recreation and Parks Department's Camp Eucalyptus facility from the Chamber
of Commerce Leadership Class of 1998.
ROLL CALL
Mayor McDowell
Mayor Pro Tem Gaines
Council Member Boulgarides
Council Member Busch
Council Member Jacobson
Present
- Present arrived at 7:59 P.M.
Present
Present
Present
PUBLIC COMMUNICATIONS — (Related to City Business Only — 5 minute limit per person, 30
minute limit total) Individuals who have received value of $50 or more to communicate to the City
Council on behalf of another, and employees speaking on behalf of their employer, must so identify
themselves prior to addressing the City Council. Failure to do so shall be a misdemeanor and
punishable by a fine of $250. While all comments are welcome, the Brown Act does not allow
Council to take action on any item not on the agenda. The Council will respond to comments after
Public Communications is closed.
Liz Garnholz, resident, asked for clarification on item one.
Terri Atkins and Sheri Metcalf, residents, spoke regarding water billing. The residents were asked,
as Council policy, to hold their comments until the second public communications at the end of the
meeting.
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 3
564
A. PROCEDURAL MOTIONS
Consideration of a motion to read all ordinances and resolutions on the Agenda by title only.
MOVED by Council Member Jacobson, SECONDED by Council Member Busch to read all
ordinances and resolutions on the Agenda by title only. MOTION PASSED BY UNANIMOUS
VOICE VOTE. 5/0
B. SPECIAL ORDERS OF BUSINESS
Consideration and possible action (Public Hearing) regarding the introduction and first
reading of an Ordinance adding a new Article E to Chapter 15 -4 of the El Segundo
Municipal Code pursuant to Government Code § 65852.2 affecting Second Dwelling Units.
Mayor McDowell stated this is the time and place hereto fixed for a public regarding the
introduction and first reading of an Ordinance adding a new Article E to Chapter 15-4 of the El
Segundo Municipal Code pursuant to Government Code § 65852.2 affecting Second Dwelling
Units. City Clerk Mortesen stated that proper notice was completed and no communication had
been received in the City Clerk's Office.
Seimone Jurjis, Planning and Building Safety Director, gave a report.
City Attorney Mark Hensley read the following Ordinance changes into the record with regard to
Section 2 Definition and Section 15 -4E -6 Parking for R -1 Zones:
"Second dwelling unit' means independent living facilities of limited size (based
upon lot coverage which includes the size of the second dwelling unit as well as the
primary dwelling unit on the parcel) that provides permanent provisions for living,
sleeping, eating, cooking and sanitation located on the same parcel as a single -
family dwelling and either attached or detached from the single - family dwelling but
share no common interior passageways."
Parking for R -1 Zones.
Pursuant to Government Code § 65852.2, the City finds that the requirement that a second
dwelling unit on Single - Family Residential (R -1) property maintain two parking spaces is
consistent with existing neighborhood standards applicable to existing dwellings. Because
the square footage of second dwelling units are not limited except by lot coverage
restrictions (allowing large multi- bedroom units which tend to create the need for more than
one parking space), the required parking is directly related to the use of a second dwelling
unit. Requiring two parking spaces per dwelling unit is consistent with existing
neighborhood standards since two parking spaces are required in all residential zones
throughout the City. Off - street parking is allowed in rear and side yard setback areas in the
rear third of a lot and tandem parking is also permitted.
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 4
56
Offstreet Parking. Off - street parking spaces must be provided for a second dwelling unit in
addition to that required for the main residence. The number and type of parking spaces
must comply with § §15 -15 -3 and 15 -15 -5 as they relate to two- family dwellings. The
required parking space may not block any required existing enclosed space for the existing
underlying zone, nor conflict with access to a required parking space.
Jack Kenton, resident, requested clarification regarding the interpretation of "owner occupied" and
how that would be enforced.
Jane Friedkin, resident, spoke about R -1 zoning and the City of El Segundo's responsibilities.
John Hergoni, resident, spoke about R -1 zoning, and the enforcement of the Municipal Code. He
further stated that he was in favor of the new ordinance.
Rick Hannah, resident, spoke in favor of the new ordinance and his concern regarding second
units being built in R -1 zones.
Wanda Fransen, resident, presented a petition that she has circulated requesting the City enforce
the Code and disallow the two units being built on Sheldon Street.
Julie Potter, resident, spoke of her concerns with second units being built in R -1 zones.
Peggy Tyrell, resident, spoke of her concerns with second units being built in R -1 zones.
Eric Fransen, resident, spoke of his concerns with second units being built in R -1 zones.
Artie McKewen, resident, spoke of his concerns with the proposed ordinance and requested how it
is to be enforced and the "owner occupied" definition.
Eric Bimber, resident, spoke of his concerns with the second units being built in R -1 zones, and the
mistakes made by the City.
Liz Garnholz, resident, spoke of her concerns with second units being built in R -1 zones, and the
mistakes made by the City. She also spoke about the zoning code and the changes proposed.
Council Member Gaines arrived at 7:59 P.M.
John Rotondo, resident, spoke of his concerns with second units being built in R -1 zones, and
stated he supports the proposed ordinance.
Bob Metcalf, resident, spoke of his support of the staff and their honesty. He further stated that he
has always had fair treatment and respect from City Staff. He also requested what the zoning was
for the School behind the property on Sheldon.
Harry Winston, resident, spoke in support the city staff, and his respect for the building inspectors
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 5
566
Claudia, resident, supports the Fransen's and entered a letter into the record. She requesting that
Council to resolve this situation.
Bonnie Speilman, resident, spoke regarding the property at 916 Sheldon Street.
MOVED by Council Member Jacobson, SECONDED by Council Member Busch to close the Public
Hearing. MOTION PASSED BY UNANIMOUS VOICE VOTE. 5/0
Mayor McDowell stated that the ordinance being adopted tonight would not have affected the
situation with the second units built on R -1 zones. He further stated that the Council, staff and City
Attorney were working extremely hard towards a solution to resolve the situation.
City Attorney, Mark Hensley, stated that the owner occupied requirements would be a recorded
convenance on the property per state law, and any person purchasing the property would be
aware of the convenance. Further he stated that the property would have to meet the strict
guidelines. To qualify as owner /occupied, the person living in one of the residence must be on the
deed.
Council Member Boulgarides stated that he feels owner /occupied units were in the best interest of
the City.
Council Member Jacobson stated that where these units are allowed to be built, they abut an R -3
zone. He feels that enforcing the owner /occupied restriction may be difficult. He further stated that
he does not feel there would be a problem with rentals in the areas where they are allowed.
Mayor ProTem Gaines stated he was in favor of the owner /occupied restriction
Council Member Busch stated that he did not feel the City should dictate to an owner who can
reside on their property.
MOVED by Council Member Boulgarides SECONDED by Mayor ProTem Gaines to include the
owner /occupied restriction, Section 15 -4E-4 in the Ordinance.
Substitute MOTION by Council Member Busch, SECONDED by Council Member Jacobson to
remove the owner /occupied restriction Section 15 -4E -4 Occupancy, from the Ordinance. MOTION
PASSED BY THE FOLLOWING VOICE VOTE. AYES; MCDOWELL, BUSCH, JACOBSON,
NOES: BOULGARIDES AND GAINES. 3/0
Original motion died due to the passage of the Substitute motion
Mark Hensley, City Attorney, read by title only:
ORDINANCE NO. 1381
AN ORDINANCE ADDING A NEW ARTICLE E TO CHAPTER 15 -4 OF THE EL
SEGUNDO MUNICIPAL CODE PURSUANT TO GOVERNMENT CODE § 65852.2
AFFECTING SECOND DWELLING UNITS.
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 6
567
Council Member Busch introduced the ordinance with the amendments as noted by the City
Attorney.
2. Consideration and possible action (Continued Public Hearing) regarding an appeal of the
Planning Commission's decision to approve Environmental Assessment No. 636,
Subdivision No. 04 -02 (Vesting Tentative Tract Map 60995) and Variance No. 04 -01 for the
conversion of an existing 35 -unit apartment complex to condominiums at 910 E. Grand
Avenue.
MOVED by Council Member Jacobson, SECONDED by Council Member Busch to continue the
Public Hearing to March 1, 2005 at the request of the applicant. MOTION PASSED BY
UNANIMOUS VOICE VOTE.
C. UNFINISHED BUSINESS
3. Consideration and possible action regarding adoption of plans and specifications for the
Douglas Street Gap Closure Project, authorize staff to advertise the project for receipt of
construction bids, and approve an additional authorization of $138,000 to Los Angeles
County Department of Public Works for providing right -of -way acquisition services.
(Estimated Cost: $16,291,470)
City Manager, Mary Strenn, gave a brief report.
MOVED by Council Member Busch, SECONDED by Mayor ProTem Gaines, to adopt plans and
specifications for the Douglas Street Gap Closure Project, authorize staff to advertise the project
for receipt of construction bids, and approve an additional authorization of $138,000 to Los
Angeles County Department of Public Works for providing right -of -way acquisition services.
MOTION PASSED BY UNANIMOUS VOICE VOTE. 5/0
D. REPORTS OF COMMITTEES, BOARDS AND COMMISSIONS
E. CONSENT AGENDA
All items listed are to be adopted by one motion without discussion and passed unanimously. if a
call for discussion of an item is made, the item(s) will be considered individually under the next
heading of business.
4. Approved Warrant Numbers 2545397 to 2545647 on Register No. 8 in the total amount of
$843,057.69 and Wire Transfers from 1/7/2004 through 1/20/2005 in the total amount of
$1,039,318.38. Authorized staff to release. Ratified: Payroll and Employee Benefit checks;
checks released early due to contracts or agreement; emergency disbursements and /or
adjustments; and wire transfers.
5. Approved City Council Meeting Minutes of January 18, 2005 and Special Meeting Minutes
of February 25, 2005.
6. PULLED BY CITY ATTORNEY MARK HENSLEY
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 7
%Lafti
7. Adopted Ordinance No. 1380 to continue a public parking permit fee for the parking garage
located at 121 Grand Avenue in Article E, Chapter 8 -5 of the El Segundo Municipal Code.
MOVED by Council Member Jacobson, SECONDED by Mayor ProTem Gaines to approve
Consent Agenda items 4, 5, and 7. MOTION PASSED BY UNANIMOUS VOICE VOTE. 5/0.
COUNCIL MEMBER JACOBSON NOT PARTICIPATING IN ITEM 7 DUE TO HIS INTERESTS IN
REAL PROPERTY.
CALL ITEMS FROM CONSENT AGENDA
Mark Hensley, City Attorney, announced that Council Members Boulgarides, Busch and Jacobson
have a potential conflict regarding Consent Agenda Item 6 concerning the location of their
residences. In order to have a voting majority, Council Member Busch was selected by random
draw to participate in the vote.
6. Consideration and possible action regarding adoption of plans and specifications for
replacement of water lines, located at 600 -1000 block of Mariposa Avenue; 600 -1000 block
of Maple Avenue; 600 -700 block of Maryland Street and 600 -700 block of Bungalow Drive,
Fiscal Year 2003 -2004 - Approved Capital Improvement Project — Project No. PW 04 -06.
(Estimated Cost: $595,000)
MOVED by Mayor ProTem Gaines SECONDED by Council Member Busch to adopt plans and
specifications for replacement of water lines, located at 600 -1000 block of Mariposa Avenue; 600-
1000 block of Maple Avenue; 600 -700 block of Maryland Street and 600 -700 block of Bungalow
Drive, Fiscal Year 2003 -2004 - Approved Capital Improvement Project — Project No. PW 04 -06.
(Estimated Cost: $595,000) Authorized staff to advertise the project for receipt of construction
bids. MOTION PASSED BY THE FOLLOWING VOICE VOTE. AYES: MCDOWELL, GAINES,
BUSCH. NOES: NONE. NOT - PARTICIPATING: JACOBSON AND BOULGARIDES 3/0/2
F. NEW BUSINESS
8. Consideration and possible action regarding the Fiscal Year 2004 -2005 First Quarter
Financial Review, preliminary Fiscal Year 2003 -2004 General Fund savings and direction on
funding additional items from the Economic Uncertainty Fund.
Bret Plumlee, Director of Administrative Services, gave a report.
MOVED by Council Member Busch, SECONDED by Mayor ProTem Gaines, to receive and file FY
2004 -2005 First Quarter Financial staff report; direct staff to continue funding the CSI position,
provide part-time staff for the Club House, and not implement the Fire Department Run Short
Option for the reminder of the FY 2004 -2005. The Slurry Seal project east of Sepulveda; City
Council legislative trip to Washington D. C.; GIS consulting services; electronic posting of agenda
backup material on the website; and establish a residential e-mail database to be reviewed at mid-
year. MOTION PASSED BY THE FOLLOWING VOICE VOTE. AYES: MCDOWELL, GAINES,
BUSCH, BOULGARIDES. NOES: JACOBSON. 4/1
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 8
569
G. REPORTS — CITY MANAGER — NONE
H. REPORTS — CITY ATTORNEY — NONE
REPORTS — CITY CLERK — NONE
REPORTS — CITY TREASURER — NONE
K. REPORTS — CITY COUNCIL MEMBERS
Council Member Boulgarides — Announced the phone survey being conducted on aquatics. He
requested staff to agendize for Council consideration the possible review of design guidelines and
standards.
Council Member Busch — announced the many ROAD programs. Requested Recreation and Parks
report on the first of a series of concerts presented at the Teen Center at the next meeting. He also
announced the progress of tree planting in the median strip on Imperial Highway.
Council Member Jacobson — None
Mayor Pro Tern Gaines —
9. Consideration and possible action regarding the current capabilities of the City of El
Segundo's Emergency Public Notification Systems. (Fiscal Impact: None)
Dave Burns, Emergency Services Coordinator, gave a report.
Mayor ProTem Gaines recommended that staff investigate the possibility of using the old siren as
an emergency notification tool. Council Member Jacobson noted that the City of Torrance has
used and tested a siren warning system and that we may learn from Torrance's experience. Mayor
McDowell also requested that a cost estimate of a notification exercise be addressed.
Mayor McDowell — Announced the upcoming rabies clinic.
PUBLIC COMMUNICATIONS — (Related to City Business Only — 5 minute limit per person, 30
minute limit total) Individuals who have receive value of $50 or more to communicate to the City
Council on behalf of another, and employees speaking on behalf of their employer, must so identify
themselves prior to addressing the City Council. Failure to do so shall be a misdemeanor and
punishable by a fine of $250. While all comments are welcome, the Brown Act does not allow
Council to take action on any item not on the agenda. The Council will respond to comments after
Public Communications is closed.
Loretta Frye, resident, spoke regarding the income tax services being provided to senior citizens at
the Joslyn Center.
Peggy Tyrell, resident, spoke regarding the trees being planted, and felt they were being planted
too close together. Also inquired as to how they are to be watered.
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 9
5 '7 0
Richard Arabian, resident, spoke regarding the new water billing system and his displeasure of the
process that has been adopted.
Jane Friedkin, resident, spoke regarding property rights, and other property owners infringing on
their neighbors rights.
Julie Potter, resident, addressed the second unit issue, and suggested pre- framing be required
prior to a building permit being issued.
Liz Garnholz, resident, commented on "mansionization" and offered suggestions for control on
building. She also reported on airport issues.
Dean Shevel, resident, spoke on the deletion of the 439 bus route to downtown Los Angeles. He
also spoke on tsunamis and notification systems.
Jack Kenton, resident, spoke regarding the possible movement of the south runway at the airport,
He also spoke on the Douglas Street gap closure project.
Mayor McDowell requested an update on the Water billing system be agendized.
MEMORIALS — adjourned in Memory of Walt Gurrera, Wiseburn School District Trustee.
CLOSED SESSION - None
ADJOURNMENT at 10:10 p.m.
Cindy Mortesen, City Clerk
MINUTES OF THE REGULAR CITY COUNCIL MEETING
FEBRUARY 1, 2005
PAGE NO. 10
571
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action regarding a resolution in support of retaining the Los
Angeles Air Force Base ( LAAFB) during the upcoming Base Closure and Realignment
Commission (BRAC) process.
RECOMMENDED COUNCIL ACTION:
Recommendation — (1) Adopt a resolution in support of the Los Angeles Air Force Base
during the upcoming BRAC process; (2) Alternatively, discuss and take other action related
to this item.
BACKGROUND & DISCUSSION:
The Los Angeles Air Force Base Regional Alliance was formed in 2004 in an effort to prevent
the possible closure of the LAAFB during the current BRAC process. The City of El Segundo
actively supports the efforts of the Regional Alliance including contributions of $20,000 in 2004
and 2005. Recently the Regional Alliance requested that all of the participating cities pass
resolutions in support of retaining the LAAFB.
ATTACHED SUPPORTING DOCUMENTS:
Resolution No.
FISCAL IMPACT: None
Operating Budget: N/A
Amount Requested: N/A
Account Number: N/A
Project Phase: N/A
Appropriation Required: None
ORIGINATED BY: DATE:
vJ� /� /� S
Ja s M. Hansen, Director of Economic Development
BY:
Mary Strenn, ity Manager /9�S
572 s
RESOLUTION NO.
A RESOLUTION OF THE CITY COUNCIL OF
THE CITY OF EL SEGUNDO SUPPORTING THE RETENTION OF
THE LOS ANGELES AIR FORCE BASE
BE IT RESOLVED by the Council of the City of El Segundo as follows:
SECTION 1: The City Council finds and declares as follows:
A. The Los Angeles Air Force Base, ( LAAFB) generates
approximately 13,000 jobs as well as at least $8 Billion in annual
contracts to local aerospace companies; and
B. To financially and politically support the role of the LAAFB in our
nation's war on terrorism, providing new, state -of- the -art, safe and
efficient buildings in which the Air Force can carry out its missions
is necessary; and
C. History has demonstrated the potential costs of base closure with
California alone loosing 29 defense installations and more than
92,000 direct jobs; and
D. There is a project underway to relocate the outdated LAAFB
facilities to new facilities which LAAFB estimates will generate
approximately $3.5 Million in annual operations and maintenance
savings; and
E. It is in the public interest for the City to take all reasonable and
necessary actions to help preserve jobs and local businesses that
are dependent on the LAAFB.
SECTION 2: That the continued operation of the LAAFB is critical to the local
and regional economy.
SECTION 3: That there is an urgent need to support efforts to retain the LAAFB.
SECTION 4: Pledge the support of the City in efforts to retain the LAAFB.
SECTION 5: The City Clerk is directed to certify the adoption of this Resolution;
record this Resolution in the book of the City's original resolutions; and make a
minute of the adoption of the Resolution in the City Council's records and the
minutes of this meeting.
5 73
SECTION 6: This resolution will become effective immediately upon adoption
and will remain effective unless repealed or superseded.
PASSED, APPROVED, AND ADOPTED this 15th day of February 2005.
Kelly McDowell,
Mayor
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
CITY OF EL SEGUNDO 1
I, Cindy Mortesen, City Clerk of the City of El Segundo, California, hereby certify
that the whole number of members of the City Council of the City is five; that the
foregoing Resolution No. was duly passed and adopted by said City Council,
approved and signed by the Mayor of said City, and attested to by the City Clerk
of said City, all at a regular meeting of said Council held on the 15th day of
February 2005, and the same was so passed and adopted by the following roll
call vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
ATTEST:
Cindy Mortesen,
City Clerk
574
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Calendar
AGENDA DESCRIPTION:
Consideration and possible action regarding the approval of the examination plan for the
Personnel Merit System job classification of Meter Reader /Repairer.
RECOMMENDED COUNCIL ACTION:
1) Approve the Examination Plan;
2) Alternatively discuss and take other action related to this item.
BACKGROUND & DISCUSSION:
Section 1 -6 -9 of the El Segundo Municipal Code, entitled "Examinations ", provides that the
Personnel Officer shall review and recommend to the City Manager, who in turn shall
recommend to the City Council, an appropriate examination plan and weights for each portion
of the examination for Personnel Merit System job classifications.
Approval of exam plans for Merit System job classifications in all City Departments has been
required since the passage of initiative Ordinance No. 586 in April 1962.
- continued on next page -
ATTACHED SUPPORTING DOCUMENTS:
None
FISCAL IMPACT:
Operating Budget:
Amount Requested:
Account Number:
Project Phase:
Appropriation Required: _Yes X No
ORIGINATED: DATE: February 2, 2005
re M. Plumlee, Director of Administrative Services
EWED BY:
DATE:
/����`7 /yls
Mary S anager Agenda 530
7
5 '7
BACKGROUND & DISCUSSION:
For departments other than the Police and Fire Departments, the plan may consist of any
one or combination of the following techniques:
1. Written;
2. Oral;
3. Demonstration;
4. Any evaluation of education, experience, or skills or physical fitness, which fairly
evaluated the relative capacities of the applicants.
Police and Fire Departments:
The examination plan, for entrance or promotional, for the Police and Fire Departments,
shall consist of a written examination and one or more of the following:
1. Oral;
2. Demonstration;
3. Any evaluation of education certification, experience, or skills or any test of
manual skills or physical fitness, which fairly evaluates the relative capacities of
the applicant.
The following position's exam plan has never been established and is now being submitted
to the City Council for approval.
METER READER/REPAIRER
Structured, Technical and Career
Preparation Oral Interview
(Closed - Promotional)
Weighted 100%
576
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action regarding second reading and adoption of Ordinance No.
1381 adding a new Article E to Chapter 15 -4 of the El Segundo Municipal Code pursuant to
California Government Code § 65852.2 affecting Second Dwelling Units.
RECOMMENDED COUNCIL ACTION:
1) Second reading and adoption of Ordinance No. 1381 by title only; and /or
2) Alternatively, discuss and take other action related to this item.
BACKGROUND & DISCUSSION:
On February 1, 2005, the Council held a public hearing and discussed a proposed Ordinance
that adds a new Article E to Chapter 15 -4 of the El Segundo Municipal Code affecting second
units. The proposed Ordinance consolidates, clarifies and implements the existing regulations
for second units in the R -1 Zone through the addition of a new article to the El Segundo
Municipal Code. Second dwelling units must comply with all applicable, health and safety
codes and are subject to the City's plan review process which is consistent with the process for
all building construction in the City.
on next
ATTACHED SUPPORTING DOCUM
1. Exhibit A - Ordinance No. 1381
FISCAL IMPACT: None
Operating Budget:
N/A
Amount Requested:
N/A
Account Number:
N/A
Project Phase:
N/A
Appropriation Required:
No
ORIGINATED BY: DATE: January 18, 2005
Lonewzurjis, Sei Dir or Pl-anning and Building Saf t
y /Acting City Engineer
REVIEWED BY: DATE:
577
BACKGROUND & DISCUSSION: (cont.)
A lot proposed for a second dwelling unit must form a common boundary with a lot or lots
zoned for R -3 [Multi - Family Residential], P [Automobile Parking], C -RS [Downtown
Commercial], C -2 [Neighborhood Commercial], C -3 [General Commercial], CO [Corporate
Office], or MU [Mixed Use]. Planning staff has determined that 40 properties meet this
requirement under the City's current Zoning designations.
At the hearing the City Council voted to remove a requirement in the Ordinance that one of the
two units be owner occupied. None of all regulations in the Ordinance changes the
regulations in the R -1 Zone.
PAPlanning & Building Safety \Sju6is \Staff Reports Part 2\2nd unit ordinance\FINAL 02 -15-05 2nd unit ordinance.doc
578
EXHIBIT A
ORDINANCE NO. 1381
AN ORDINANCE ADDING A NEW ARTICLE E TO CHAPTER 15-
4 OF THE EL SEGUNDO MUNICIPAL CODE PURSUANT TO
GOVERNMENT CODE § 65852.2 AFFECTING SECOND
DWELLING UNITS.
The Council of the City of El Segundo does ordain as follows:
SECTION 1: The City Council finds and declares as follows:
A. This Ordinance is consistent with the City's procedures and standards as set forth
in the El Segundo Municipal Code (`SSMC ") and State mandates regarding
Second Unit housing.
B. Amendments to the ESMC affecting second dwelling units complies with the
Land Use Element of the General Plan by providing alternative means of housing
for our divergent and expanding populace.
C. Amending the ESMC will not have a significant adverse impact upon local or
regional housing needs, but will help to provide a variety of housing types, from
single living to convalescent care, and will aid in meeting regional housing needs.
D. It is in the public interest to adopt this Ordinance in compliance with Government
Code § 65852.2.
E. As demonstrated in the recently adopted Circulation Element (EA No. 579 and
GPA No. 02 -1), and its accompanying FEIR (certified September 7, 2004) traffic
volume continues to increase within the City's jurisdiction and numerous
intersections are currently at less than desired levels of service, requiring, among
other things, improvements to a number of traffic intersections, street
construction, and other mitigations which are not projected to be completed for an
extended period of time.
F. There are currently approximately 16,033 residents in El Segundo. The residential
zones in El Segundo are located within approximately .84 square miles of an
approximately 5.46 square mile City which results in a relatively high density of
housing in a relatively small area and resulting in intense on- street parking. The
remainder of the City is zoned for industrial and commercial uses which are not
suitable for housing.
G. To help avoid additional significant traffic impacts, preserve the enjoyment of the
R -1 Zone consistent with the goals and policies of the current General Plan, and
avoid the adverse noise and parking impacts associated with increasing the
Page I of 6 579
density of the R -1 Zone, the City Council believes that it is in the public interest
to continue to limit construction of second dwelling units within R -1 zones to the
particular areas that are currently allowed under ESMC §§ 15 -4A -2 (A) and (J),
15- 4B -2(B), and 15 -4C -2.
SECTION 2: A new definition is added to ESMC § 15 -1 -6 to read as follows:
"'Second dwelling unit' means independent living facilities of limited
size (based upon lot coverage which includes the size of the second
dwelling unit as well as the primary dwelling unit on the parcel) that
provides permanent provisions for living, sleeping, eating, cooking and
sanitation located on the same parcel as a single - family dwelling and
either attached or detached from the single - family dwelling but share no
common interior passageways."
SECTION 3: A new Article E is added to ESMC Chapter 15 -4 to read as follows:
"ARTICLE E. SECOND DWELLING UNITS."
15 -4E -1 Purpose.
This Article is adopted pursuant to Government Code § 65852.2 for the purpose
of consolidating, clarifying, and implementing the City's regulation of second
dwelling units. Because second dwelling units tend to increase the volume of
vehicle traffic within the City, street parking, noise, and other negative impacts,
this Code restricts the location of second dwelling units within single family
residential zones as set forth in this Article and elsewhere within this Title.
Increased traffic not only impacts existing public infrastructure, such as streets
and intersections, but degrades air quality, increases noise, and can introduce
pollutants into the City's storm drains. Further, the density of housing within the
City's jurisdiction, when coupled with the industrial, commercial, and airport uses
prevalent throughout the City, impacts aesthetics; public health and safety; and
public welfare by increasing the demand for public services. Moreover, because
of the limited parking throughout the City, this Article makes the findings needed
by the Government Code to require additional off - street parking for second
dwelling units in single - family residential zones.
15 -4E -2 Location in R -1 Zones.
In accordance with § 15- 4A -2(J), second dwelling units are allowed as a matter of right
anywhere within an R -1 zone if they meet the following zone requirements:
A. Lots upon which the second unit is to be constructed when the side lot line must
form a common boundary with a lot or lots zoned for R -3 [Multi - Family
Residential], P [Automobile Parking], C -RS [Downtown Commercial], C -2
Page 2 of 6 580
[Neighborhood Commercial], C -3 [General Commercial], CO [Corporate Office],
MU -N [Urban Mixed -Use North] or MU -S [Urban Mixed Use South]; and,
B. The real property proposed for the second unit cannot consist of more than one
lot; and
C. The real property cannot be more than fifty (50) feet wide; or,
D. Where a single family dwelling unit containing seven hundred (700) square feet
or less exists on the rear portion of the lot and was placed thereon prior to, or for
which a building permit was issued prior to December 26, 1947, in conformance
to the requirements of Ordinance 293 of the City a second detached unit may be
erected on the front portion of the lot, whereupon the dwelling on the rear portion
of the lot shall assume the status of a nonconforming use as defined herein, but
may be expanded to a maximum of seven hundred (700) square feet.
15 -4E -3 Location in R -2 and R -3 Zones
In accordance with the requirement of §§ 15- 4B -2(B) and 15 -4C -2, second dwelling units
are allowed as a matter of right anywhere within R -2 and R -3 Zones as these zones
already allow for more than one dwelling unit. This Section 15 -4E -3 does not grant
additional rights to construct second dwelling units beyond the rights already set forth in
Title 15.
15 -4E -4 General Requirements.
A. Lot Area. All lots must conform with the lot area, width and depth requirements
of the underlying zone.
B. Minimum Yard Requirements. The minimum front, side and rear setbacks of the
underlying zone provisions apply to any second unit.
C. Design. Each unit must be designed to be compatible with the main dwelling. The
design must consider the use of the same exterior materials, roof covering, colors,
and other architectural features as the main residence.
D. The second unit must comply with applicable building, health and fire codes.
E. It is prohibited to have more than one second dwelling unit per lot. A second
dwelling unit may only be built on a site which contains another residence or in
conjunction with the construction of a main residence.
Access. The second unit must be served by the same driveway access to the street
as the existing main dwelling.
G. Common entrance. If the second unit is attached to the main dwelling, both the
Page 3 of 6 581,
second unit and the main dwelling must be served either by a common entrance or
a separate entrance to the second unit must be located on the side or at the rear of
the main dwelling.
15 -4E -6 Parking for R -1 Zones.
A. Pursuant to Government Code § 65852.2, the City finds that the requirement that
a second dwelling unit on Single - Family Residential (R -1) property maintain two
parking spaces is consistent with existing neighborhood standards applicable to
existing dwellings. Because the square footage of second dwelling units are not
limited except by lot coverage restrictions (allowing large multi- bedroom units
which tend to create the need for more than one parking space), the required
parking is directly related to the use of a second dwelling unit. Requiring two
parking spaces per dwelling unit is consistent with existing neighborhood
standards since two parking spaces are required in all residential zones throughout
the City. Off - street parking is allowed in rear and side yard setback areas in the
rear third of a lot and tandem parking is also permitted.
B. Offstreet Parking. Off - street parking spaces must be provided for a second
dwelling unit in addition to that required for the main residence. The number and
type of parking spaces must comply with § §15 -15 -3 and 15 -15 -5 as they relate to
two- family dwellings. The required parking space may not block any required
existing enclosed space for the existing underlying zone, nor conflict with access
to a required parking space.
15 -4E -7 Plan review process.
A. The review process is necessary to ensure that development standards are
complied with and that proposed buildings, structures and uses maintain the
integrity of the zone and are compatible with other buildings and structures in the
zone.
B. A plan must be filed with the Planning and Building Safety Department on a form
supplied by that department and contains the following information:
I. The use to which the property will be put;
2. An accurately dimensioned plot plan showing existing and proposed
topography, all existing and proposed buildings and structures, off - street parking,
landscaping areas, walls and fences, and all existing or proposed streets adjacent
to the property;
3. The dimension of all yards, setbacks, parking areas, driveways, walls and
fences, and square footage of all building or other structures; and
Page 4of6 582
4. The floor plans, sections and elevations of all buildings and structures
proposed with a notation of the type of material to be used, the color, and a
material sample.
C. The applicant must pay a filing and processing fee, in an amount set by city
council resolution when filing an application for plan approval.
D. The Planning and Building Safety Director will provide the applicant with a
written decision regarding the application. The decision of the director is final
unless an appeal is filed in accordance with this Code.
SECTION 4: The term "Two Family Dwelling" in Section 15 -4A -2 (J) is replaced with the
term "Second dwelling unit."
SECTION 5: If any part of this Ordinance or its application is deemed invalid by a court of
competent jurisdiction, the city council intends that such invalidity will not affect the
effectiveness of the remaining provisions or applications and, to this end, the provisions of this
Ordinance are severable.
SECTION 6: Repeal of any provision of the El Segundo Municipal Code does not affect any
penalty, forfeiture, or liability incurred before, or preclude prosecution and imposition of
penalties for any violation occurring before this Ordinance's effective date. Any such repealed
part will remain in full force and effect for sustaining action or prosecuting violations occurring
before the effective date of this Ordinance.
SECTION 7: The City Council determines that this ordinance is exempt from review under the
California Environmental Quality Act (California Public Resources Code §§ 21000, et seq.,
"CEQA ") and the regulations promulgated thereunder (14 California Code of Regulations §§
15000, et seq., the "State CEQA Guidelines ") because it consists only of minor revisions and
clarifications to an existing zoning code and specification of procedures related thereto and will
not have the effect of deleting or substantially changing any regulatory standards or findings
required therefor. This ordinance is an action that does not have the potential to cause significant
effects on the environment.
SECTION 8: The City Clerk is directed to certify the passage and adoption of this Ordinance;
cause it to be entered into the City of El Segundo's book of original ordinances; make a note of
the passage and adoption in the records of this meeting; and, within fifteen (15) days after the
passage and adoption of this Ordinance, cause it to be published or posted in accordance with
California law.
SECTION 9: This Ordinance will take effect on the 31st day following its final passage and
adoption.
Page 5of6 583
PASSED AND ADOPTED this day of 2005.
ATTEST:
Cindy Mortesen
City Clerk
APPROVED AS TO FORM
Mark D. Hensley, City Attorney
Lm
Karl H. Berger,
Assistant City Attorney
Kelly McDowell,
Mayor
P: \Planning & Building Safety\PR0JECTS \651- 675 \659\2nd Unit Ordinance Exhibit A CC Final.doc
Page 6of6 5$11
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action to withdraw award of the contract to HH Construction and
award a contract to Premium Construction for replacement of playground equipment at the
Holly- Kansas Park - Approved Capital Improvement Project - Project No. PW 04 -09 - (Fiscal
Impact = $81,810).
RECOMMENDED COUNCIL ACTION:
Recommendation — (1) Withdrawal award of the contract to HH Construction; (2) Award
contract to the second lowest responsible bidder, Premium Construction; (3) Authorize the City
Manager to execute the construction contract on behalf of the City; and /or (4) Alternatively,
discuss and take other action related to this item
BACKGROUND & DISCUSSION:
On December 21, 2004, the City Council awarded a contract to HH Construction for
replacement of playground equipment at Holly- Kansas Park in the amount of $81,300. The
contract package was mailed to HH Construction for signature, faithful performance, Material
and Labor bonds and necessary insurance documentations on December 21, 2004.
(Background and discussion continued on the next page......)
ATTACHED SUPPORTING DOCUMENTS:
Notice of Withdrawal letter from HH Construction
FISCAL IMPACT:
Capital Improvement Program:
Amount Requested:
Account Number:
Project Phase:
Appropriation Required:
Seimone Juriis, Dille
REVIEWED BY:
Ma
$87,410
$81,810
301- 400 - 8202 -8978 ($74,610)
301 - 400 - 8201 -8573 ($12,800)
Award of Contract
X Yes _ No ($6,500 to be funded from JHBP Grant)
lanning and Build
DATE: February 9,
En
2 -15 -05 Award of Contrail to Premium Conatmction for Replacement
of playground Equipment at the Holly — Kansas Park PIN 04 -09
585
J
BACKGROUND & DISCUSSION: (continued)
On January 31, 2005, the City received a notice of withdrawal letter from HH Construction
indicating that the company is not able to obtain the insurance documentation required by the
City.
Staff notified the second lowest responsible bidder, Premium Construction. They were in
agreement to perform the work and honor their bid amount of $81,810.
The City was awarded a grant in the amount of $74,610 from the Los Angeles County
Regional Park and Open Space District, from which $68,500 was allocated for the replacement
of the playground equipment. The deadline to use this grant is June 30, 2005. The City also
received a grant from the Job Housing Balance Incentive Grant Program (JHBP) in the amount
of $6,500 for purchase of playground equipment. The JHBP grant was approved by the City
Council on November 5, 2003. The additional fund needed to award the contract was allocated
from the savings from the Downtown Specific Plan Improvement Project.
Staff contacted and received favorable references for Premium Construction. Staff
recommends canceling the contract with HH Construction and award of contract to Premium
Construction in the amount of $81,810.
2 -15 -05 Award of Contract to Premium Construction for Replacement
of playground Equipment at the Holly— Kansas Perk PW 04 -09
JAN -31 -2005 03:10 PM HHCONSTRUCTION 805 527 4612 P.02
HH Construction
2828 Cochran Stree4 Suits 320
Simi Valley, CA 93063
Phone — (805) 526 -9437 Fax — (805) 327 -4612
Moray 31, 2005
City of El Segundo
Public Works Dept.
3500 Main Street
El Seguado, Ca
Alto: Mwyam Jones
Re: Holly/Kansw park
Dear Ms. Jones;
Please accept this letter ae notice of withdrawal for the above ummened project. After masy Lotus apent
between HK Construction and as hu urance Company, ae well as other itlanaoce ournpaniea. At this time
we are unable to accommodate your requircrom s for insurance.
We apologize for may inconvenience this has caused your deparhnent.
Sincerely.
40�
Hama Huns"
HR Construction
58"
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action regarding the authorization of a license agreement for the
encroachment of an awning located at 319 Main Street.
RECOMMENDED COUNCIL ACTION:
1) Approve License Agreement as to form approved by the City Attorney; and /or
2) Alternatively, discuss and take other action related to this item.
BACKGROUND & DISCUSSION:
The existing building located at 319 Main Street has been undergoing a remodel that includes
a new aluminum awning. The awning will be nine feet six inches (9'— 6 ") above the sidewalk
and project five feet nine inches (5'— 9 ") from the exterior face of the building. Title 9 -2 -1 of
the El Segundo Municipal Code requires Council authorization before any structure can
permanently encroach into the public right -of -way. The encroachment will not impact the
sidewalks day -to -day use.
ATTACHED SUPPORTING DOCUMENTS
Site plan and elevation view
FISCAL IMPACT: None.
Operating Budget:
Amount Requested:
Account Number:
Project Phase:
Appropriation Required:
ORIGINATED BY: DATE: February 7, 2005
Seimone Jurjis, Director Planning and Building Safety / Acting City Er
REVIEWED BY: DATE:
Mary Strenn,
�r
ow
P: \PUBLIC WORKS \COUNCIL STAFF REPORTS \FINAL 02 -15 -05 License Agreement far Encroachment of a awning at 319 Main Street.doc
10
s
ELI
319 MAIN STREET
FACE OF BUILDING PROPOSED PERFORATED ALUMINUM
F- AWNING
( > PLAN VIEW
MAIN
STRE
CV
r
SIDEWALK
OF CURB Q
MAIN STREET
M •►
319 MAIN STREET EXHIBIT "All
589
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2004
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action regarding adoption of plans and specifications for four
public works projects at the George E. Gordon Community Clubhouse: Interior Painting Project
- Project No. PW 05 -03 (Estimated cost = $16,000.00); Plumbing Refurbishment Project -
Project No. PW 05 -02 (Estimated cost = $15,000.00); HVAC Refurbishment and Maintenance
Project - Project No. PW 05 -04 (Estimated cost = $31,000.00); Roof Refurbishment and
Maintenance Project - Project No. PW 05 -05 (Estimated cost = $16,500.00).
RECOMMENDED COUNCIL ACTION:
Recommendation — (1) Adopt plans and specifications; (2) Authorize staff to advertise the four
projects for receipt of bids; and /or (3) Alternatively discuss and take other action related to this
item.
BACKGROUND & DISCUSSION:
Pursuant to City Council direction, the Clubhouse will reopen this spring. In order to
accomplish this, a variety of maintenance and repairs must be performed including interior
painting, plumbing refurbishment, and refurbishment and maintenance of the HVAC system
and roof. Originally, the scope of work required to reopen the Clubhouse was believed to be
general maintenance projects. However, upon continued evaluation of the work required, the
costs of the work exceeded $5,000.00 per project, thus necessitating that the painting,
plumbing, HVAC repairs and roof repairs be bid as public works projects.
(Please see attached page marked 'Background and Discussion ")
ATTACHED SUPPORTING DOCUMENTS:
None
FISCAL IMPACT:
Operating Budget: $78,500.00
Amount Requested: $78,500.00
Account Number: 301 - 400 - 8202 -8490 ($50,000.00) 405 -400- 0000 -6215 ($20,000)
001 -400- 2601 -6206 ($8,500.00)
Project Phase: Adoption of plans and specifications
Appropriation Required: No
ORIGINAJ5�,Y: DATE: February 8, 2005
Mc Twvcu 0T: DATE:
Mary Stren , City Manager
�1s 11
590
Background and Discussion (con't):
The scope of the interior painting project provides for the preparation, patching, priming, and
painting of all painted surfaces inside of the building excluding storage areas and the inside of
cabinets. The ceilings will be repaired and repainted except in the auditorium area. The total
estimated cost of the project is $16,000.00.
The scope of the plumbing project includes refurbishing all fixtures in the building and
replacement of all flush valves and faucets. In addition, all drain lines will be cleaned
approximately 100 feet to the main drain. The total estimated cost of the project is
$15,000.00.
The air conditioning systems and equipment require extensive repair and refurbishing, and one
unit is in need of replacement. The scope of the HVAC project includes rebuilding, repairing
and replacing the system as required and that all units are put into good condition. Estimated
cost for repairs is $25,000.00. Once the system is in place, an annual maintenance contract is
required (approximately $6,000.00). The total estimated cost of the project is $31,000.00.
The roof systems are in poor condition with several leaks around the air conditioning duct work
and deteriorated areas. The scope of the project includes repair and refurbishment of the roof
in order to extend the roof's working life for up to five years. Estimated cost for repairs is
$14,000.00. Once the roof is repaired, an annual maintenance contract is required
(approximately $2,500.00). The total estimated cost of the project is $16,500.00.
It is anticipated that the plumbing work and HVAC repairs may not be fully completed by the
scheduled reopening of the Clubhouse in April. However, the building will be functional while
work continues. Funding for the repairs would come from the 2004/2005 Capital Improvement
Budget ($50,000), the City's Scheduled Preventative Maintenance budget ($20,000) and the
Government Buildings Contractual Services account ($8,500).
591
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2004
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action to approve and send a letter supporting the West Basin
Municipal Water District's Proposition 50 grant applications to develop the West Basin
Seawater Desalinization Project and Demonstration of Integrated Membrane Seawater
Desalinization Project
RECOMMENDED COUNCIL ACTION:
1) Authorize the Mayor to forward the attached letter supporting the West Basin MWD's
Proposition 50 grant applications; 2) Alternatively, discuss and take other action related to this
item.
BACKGROUND & DISCUSSION:
The West Basin Municipal Water District has requested the City to send a letter supporting it's
continuing efforts to generate desalinated water in El Segundo. Specifically, West Basin has
forwarded three Proposition 50 grant applications related to that effort: $250,000 for a
feasibility study related to examine the permitting requirements for a coastal seawater
desalinization plant co- located with the existing Dynegy facility; $1,000,000 for a Pilot -scale
Research and Development Study for novel seawater desalinization technologies; and
(Please see attached page marked "Background and Discussion ")
ATTACHED SUPPORTING DOCUMENTS:
Letter supporting the West Basin Municipal Water District's Proposition 50 grant applications
for seawater desalinization projects.
FISCAL IMPACT: N/A
Operating Budget:
Amount Requested:
Account Number:
Project Phase:
Appropriation Required: _Yes X No
Mary St n, City Manager
�k5 _
12
592
Background and Discussion (con't):
$2,499,716 for a Integrated Membrane Seawater (Single -Pass RO) Desalinization
Demonstration Facility which would have an estimated final capacity of 500,000 gallons of
water per day.
These projects represent a natural expansion of the successful pilot seawater desalinization
project that West Basin has operated near the Dynegy facility over the past three years. It
appears that the integrated membrane single pass RO technology is yielding high quality
potable desalinated seawater, and West Basin is seeking to take the next step in determining
the ultimate viability of that approach as a part of maintaining a stable supply of potable water
in the area. Once implemented, West Basin has concluded that it would be able to generate
500,000 gallons of potable water per day as a result of its planned desalinization efforts. Staff
recommends that the City Council support those efforts and authorize the Mayor to forward the
attached letter. It should noted that if this project goes forward, it would utilize most of the land
adjacent to the Dynegy facility where the storage tanks are currently located and scheduled to
be demolished as a part of the power plant repowering approved recently by the California
Energy Commission.
593
GAT Y 08>
4 Kelly McDowell, Mayor
SEGVlZ
Elected Officials:
Kelly McDowell,
Mayor
John G. Gaines,
Mayor Pro Tom
Jim Boulgarides,
Council Member
Eric Busch,
Council Member
Carl Jacobson,
Council Member
Cindy Mortesen,
City Clerk
Ralph Lanphere,
City Treasurer
Appointed Officials:
Mary Strem ,
City Manager
Mark D. Hensley,
City Attorney
Department Directors:
Jeffrey Stewart,
Assistant City Manager/
Public Works
Bret Plumlee,
Administrative Services
James Hansen,
Economic Development
Norm Angelo,
Fire Chief
Debra Brighton,
Library A Cable Services
Seimone Judis,
Planning and Building
Safety
Jack WaA
Police Chief
Stacia Mancini,
Recreation A Parks
www.elsegundo.org
February 9, 2005
Debra Gonzalez
Environmental Scientist
Office of Water Use Efficiency
California Department of Water Resources
P.O. Box 942836
Sacramento CA 94236 -0001
Barbara Evoy
Chief of Division of Financial Assistance
State Water Resources Control Board
Water Recycling Funding Program
P.O. Box 944212
Sacramento CA 94244 -2120
RE: Support for West Basin Municipal Water District's Prop. 50 Grant Applications
Dear Ms. Gonzalez and Ms. Evoy:
The City of El Segundo is pleased to express its strong support for West Basin Municipal Water
District's Proposition 50 Grant Applications for the West Basin Seawater Desalination Project,
including funding for Feasibility ($250,000), Pilot -Scale Research and Development ($1,000,000)
and an Integrated Membrane Seawater (Single -Pass RO) Desalination Demonstration Facility
($2,499,716).
Our City strongly supports West Basin MWD in its efforts to enhance our local region's water
resource infrastructure through the development of seawater desalination. West Basin MWD's
leadership role in public utility seawater desalination research has positioned it well to take
maximum advantage of State Prop. 50 funds for additional larger scale desalinization projects.
West Basin MWD currently operates a Seawater Desalination Demonstration Pilot Project which
has enabled valuable operational and water quality research to be performed on a limited scale.
The grant funding requested by West Basin MWD represents an appropriate and effective use of
available Proposition 50 funds.
Please give the West Basin Municipal Water District's Proposition 50 Grant Applications your
fullest consideration. We feel that these continued efforts will have a positive input on the West
Basin Municipal Water District's ability to supply clean potable water for local residents
Sincerely,
Kelly McDowell
Mayor
350 Main Street, El Segundo, California 90245 -3813
Phone (310) 524 -2302 FAX (310) 322 -7137 5(4"i
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action to approve an amendment to a license agreement between
Southern California Edison Company and the City of El Segundo to provide pedestrian access
from Douglas Street to the Metro Green Line Station. (Estimated Cost = $6,070)
RECOMMENDED COUNCIL ACTION:
Recommendation — (1) Approve amendment to license agreement; (2) Authorize the City
Manager to execute the agreement on behalf of the City; (3) Approve a payment of $6,070 to
Southern California Edison Company; (4) Alternatively discuss and take other action related
to this item.
BACKGROUND & DISCUSSION:
Douglas Street, north of the Metro Green Line Station and south of Alaska Avenue currently
dead -ends at the Southern California Edison Company right -of -way. Access from this dead -
end to the Metro Green Line Station is provided by a walkway through the Edison property by
means of a license agreement given by Edison to the City. This agreement expired on
December 31, 2004 and Edison has required the City to extend the agreement for one more
year should the City want to continue the public pedestrian access to the Green Line Station.
The annual fee for this license agreement is $6,070.00.
ued on next page)
ATTACHED
1. License Agreement.
2. Location map.
FISCAL IMPACT:
Capital Improvement Program: $4,950,000
Amount Requested:
$6,070
Account Number:
301 - 400 - 8202 -8949
Project Phase:
Caltrans Review
Appropriation Required:
No
ORIGINATED BY: DATE: February 1, 2005
Seimone Jurjis/,Dirp for of Planning and Building Safety / Acting City Engineer
kz__ �j
r
ga
Mary Str nn, City Manager � A
P: \PUBLIC WORKS \COUNCIL STAFF REPORTS\ 2005 \StaffReport.SoCAEd.CC2.15.05.doc 3
595
STAFF REPORT — FEBRUARY 15, 2005
Background & Discussion: (cont.)
Page 2
Staff recommends that this agreement be extended for one year so that pedestrian access to
the station can be maintained at least until start of construction of the Douglas Street Project
in July 2005. Depending on the construction contractor's operations, the walkway may be
needed during the early phases of construction. At the time the walkway is not needed after
start of construction, upon notification, Edison will cancel the license and refund the unused
portion of the license fee.
596
PAPUBLIC WORKS \COUNCIL STAFF REPORTS\ 2005 \StaffReport.SoCAEd.CC2.15.05.doc
fir•,.
SOUTHERN CALIFORNIA
EDISON'
An EDISM 1 A 11RNAT10NAL' Campnm
City of El Segundo
350 Main Street
El Segundo, CA 90245 -3895
Attention: Bellur Devaraj, City Engineer
Subject: Amendment to License Agreement
Parking/Equipment &Material Storage
N/S Douglas Street @ AT &SF RR
SCE Account No. 3722
Dear Mr. Devaraj:
RECEIVEr)
jAN 17 2m
January 6, 2005
The enclosed Amendment to License Agreement extends the term of the subject License
Agreement an additional year, per our recent communication.
Please have the proper officials sign and return the Original Amendment to this office along
with a check for the annual fee of $6,070.00. Retain the File Copy of the Amendment for
your records. Make the check payable to Southern California Edison Company and forward
it along with the signed Amendment to this office. Enclosed is a self addressed envelope for
your use in this regard.
Should you have any questions, please call me at (714) 934 -0833.
Sincerely,
Alice Likely (/
Right of Way Agent
Enclosures
Corporate Real Estate
14799 Chestnut Street :� F'1
Westminster. CA 92685
U t t i "''" l L Property No. PLENS732J34
Account No. 3722
LICENSE AGREEMENT AMENDMENT
IT IS MUTUALLY AGREED that the License Agreement entered into on November 21,
2002, between SOUTHERN CALIFORNIA EDISON COMPANY, a corporation, as Licensor,
and the CITY OF EL SEGUNDO, a municipal corporation, as Licensee, covering that certain
real property in the county of Los Angeles, State of California, as described in said License
Agreement and being the parcel delineated on the print attached hereto and made a part hereof,
marked Exhibit "A" for the term commencing on the first day of January, 2003, and ending on
the last day of December, 2004, is hereby amended as follows:
Article 2. Term: Unless otherwise terminated as provided herein, this agreement will be
in effect for one (1) additional year commencing on the first day of January, 2005 and ending on
the last day of December, 2005.
Article 3. Consideration: Licensee will pay to Licensor the sum of Six Thousand
Seventy dollars and no cents ($6,070.00).
Except as otherwise herein provided, it is mutually understood and agreed that all terms,
covenants, and conditions of said License Agreement shall be and remain in full force and effect.
DATED AS OF , GGS
SOUTHERN CALIFORNIA EDISON COMPANY, a corporation
Alice Likely
Right of Way Agent
Real Estate Operations
Corporate Real Estate
CITY OF EL SEGUNDO
A MUNICIPAL CORPORATION
Print
Title:
/al
APPROVED AS TO FORM
City Attorney
LICENSOR
LICENSEE
Page 1 of 2 5.98
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TOTAL AREA(GROSS) SQ.FT. 7546 AC. 0.773 EXHIBIT " A 51
FACILITY NAME: EL NIDO- SEPULVEDA CULVER BBKY T/L R/W P.I.D. NO.
ACCT. NO.: 3722 -- PROPERTY NO.: PLENS732J34 CITY: EL SEGUNDD T.G.: 732/J3
PERMITTEE: CITY OF EL SEGUNDO R/P AGENT: STEVEN ALFORD COUNTY: LOS ANGELES STATE: CA
LAND MAPPING: SPECIALIST: C. E. LAMPINO T/S APPROVAL:
SANDERS MAP NO.: 520579 M.S.: / Ceogrophrc /nforrrtaGon Services
OTHER REF.: ASSESSORS MAP 4138 -12 DATE: J "'� ReaI Properties & Administrative Services 5
Southem California Edison Compan
File Name: P94WO224.DWG
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDAHEADING: Consent Agenda
AGENDA DESCRIPTION:
Consideration and possible action regarding approval of a piggyback purchase on the County
of Orange Contract #TSZ12 for the purchase of two full size sedans with police packages.
The total purchase price will not exceed $40,300.00.
RECOMMENDED COUNCIL ACTION:
Recommendation — (1) Approve the purchase of two full size sedans with police packages; (2)
Pursuant to El Segundo Municipal Code Sec. 1 -7 -10, waive the formal bidding process based
upon a piggyback purchase on the County of Orange Contract #TSZ12; (3) Approve the
auction sale of the two replacement vehicles and place those funds back into the General
Fund Account (001- 300 - 0000 - 3901); and (4) Alternatively discuss and take other action related
to this item.
BACKGROUND & DISCUSSION:
The FY 2004/2005 Equipment Replacement Fund identifies two police cars scheduled for
replacement. Both units are well over 100,000 miles and display significant wear and tear.
Due to the condition of the vehicles, staff recommends the units be auctioned rather than
rotated back into stock and two new sedans with police packages replace the units. The
purchase will be piggybacked on the County of Orange Contract #TSZ12 and will not exceed
$40,300.00.
ATTACHED SUPPORTING DOCUMENTS:
None
FISCAL IMPACT:
Operating Budget: $50,000
Amount Requested: $40,300
Account Number: 601 - 400 - 3101 -8105
Project Phase: Vehicle Purchase
Appropriation Required: No
Rol 14
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent
AGENDA DESCRIPTION:
Consideration and possible action regarding the request to waive fees for city services for the
El Segundo Little League and Girls Softball Opening Day parade. Fiscal Impact: $1,979.
RECOMMENDED COUNCIL ACTION:
(1) Waive fees for city services needed for securing the parade
(2) Alternatively, discuss and take other action related to this item
BACKGROUND & DISCUSSION:
The El Segundo Little League and El Segundo Girls Softball Association have traditionally put
on a short parade as part of their Opening Day ceremonies. The parade begins with the
staging at 8 a.m. in the Joslyn Center parking, officially hitting the streets at 10 a.m. The
parade runs from the Joslyn Center in Recreation Park, up Grand Ave, to Main St and back
down Pine Street back to Recreation Park to their respective fields of play.
The conclusion of the parade is estimated within one hour from the start time. There is a
minimum of cost for Police and Public support which is already budgeted. The attached
request is for the waiving of fees, although budgeted, not incurred by the Leagues.
These fees have been approved for fee waiver by City Council.
ATTACHED SUPPORTING DOCUMENTS:
Letter of Request from, Lena Weinger, the League's Ceremonies Chairperson
FISCAL IMPACT:
Operating Budget: $1,979
Amount Requested: None
Account Number: 001 - 400 -4202 -6224 — Public Works 1 001. 400 - 3104 -4103 - Police
Appropriation Required: _Yes _X_ No
•
S
Mary , Stre City Manager �jJ'
15
602
To El Segundo City Council:
On behalf of the El Segundo Little League and the El Segundo Softball League, I would
like to request a permit to hold a parade on February 26, 2005. If possible, we request
that the fees associated with this event be waived as we are a non -profit group.
We would like to begin organizing at 9:OOAM in the parking lot adjacent to the Joslyn
Center, and would require the entire lot to assemble the players. The parade would then
leave the parking lot, proceed down Grand Avenue, heading west to Main Street. The
group would go north on Main Street, and turn east on Pine, arriving at the entrance of
the park. At this point, the El Segundo Softball League would turn south on Eucalyptus
to the girl's softball field. The El Segundo Little League would proceed to George Brett
Field. Only one side of Main Street is needed.
The event at George Brett Field would require speakers, and a microphone. Two
speakers would need to fact out, and two would need to face the crowd.
Any help you can provide for this event would be very much appreciated.
Best regards,
i
Lena Weinger
Ceremonies Chairperson
(310) 640 -9685 (I)
(310) 426 -6204 (W)
60,1
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent
AGENDA DESCRIPTION:
Consideration and possible action regarding the Special Permit request to waive fees for the El
Segundo Neighborhood of the Angeles Girl Scout Council for their Annual Tasting Bee and
Cultural Fair. (Fiscal Impact: $144)
RECOMMENDED COUNCIL ACTION:
1. Approve Special Event Permit request to waive fees for El Segundo Neighborhood of
Angeles Girl Scout Council to host their Annual Tasting Bee and Cultural Fair at the El
Segundo Teen Center on Saturday, Feb. 26, 2005.
2. Alternatively, discuss and take other action regarding this item
BACKGROUND & DISCUSSION:
The El Segundo Neighborhood of Angeles Girl Scout Council has hosted their Annual Tasting
Bee and Cultural Fair at the El Segundo Teen Center for approximately the past seven years.
The only City cost associated to their use of this facility is for facility staff, who will open the
center and assist as needed for basic facility use throughout the event.
The Tasting Bee and Cultural Fair is open to the public, with all Girl Scout activity ending just
prior to the opening of the Teen Center at 2:30 p.m. The El Segundo Girl Scout troops come
together at the Teen Center each representing a different culture. They have their own areas
decorated and provide ethnic food samples as well. Some troops will be volunteering to do
demonstrations and skits on stage which are representative of their culture.
ATTACHED SUPPORTING DOCUMENTS:
Letter of
IMPACT:
to waive fees associated with event
44
Operating Budget: $144
Amount Requested: $144
Account Number: 104 - 400 - 5205 -4102 (Teen Center Part time staffing)
Project Phase: N/A
Appropriation Required: _Yes X No
ORIGINATED: DATE: February 1, 2005
YkAtj &
Judy Andoe
REVIEWED
DATE:
0r
604
16
El Segundo Neighborhood Girl Scouts
Debra Jacobson, Leader
314 W. Maple Avenue
El Segundo CA 90245
January 5, 2005
To Whom It May Concern;
I'm writing to request special consideration for waiving the fees for the annual
Girl Scout Cultural Fair and Tasting Bee. This annual fund - raising event is where
troops in the El Segundo Neighborhood represent various countries throughout
the world by learning of their people, culture and preparing food items from that
country. These items are then sold for a minimum cost. Once troop funds have
been recouped, the profit from the event is donated to the Juliette Low Fund
which allows underprivileged Girl Scouts to apply for a grant to participate in
Wider Ops and other official Girl Scout activities; thus benefiting all parties by
learning to both give and receive service.
The El Segundo Neighborhood has enjoyed working with the City on this event
for many years, the last seven at the Teen Center. We are grateful for your past
support and look forward to another successful event in 2005.
Sincerely,
Debra Jacobson
605
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Calendar
AGENDA DESCRIPTION:
Consideration and possible action regarding the purchase of Self Contained Breathing
Apparatus (SCBA) from Allstar Fire Equipment, Inc., utilizing funds from the USFA/Federal
Emergency Management Agency (FEMA) 2004 Assistance to Firefighters Grant Program.
Fiscal Impact: $121,200 (General Fund Fiscal Impact: $12,100)
RECOMMENDED COUNCIL ACTION:
1) Approve the purchase of twenty -six (26) complete SCBA units, and forty-one (41)
SCBA face pieces, under the FEMA 2004 Assistance to Firefighters Grant Program;
2) Alternatively, discuss and take other action related to this item.
BACKGROUND & DISCUSSION:
The purchase of new SCBA equipment extends protection for response to chemical, biological
and other hazards at emergency incidents under five NFPA standards recently adopted by the
Federal Department of Homeland Security (DHS).
On September 21, 2004, Council approved the acceptance of $145,200 under the
USFA/FEMA 2004 Assistance to Firefighters Grant Program. The grant is provided on a
"90/10" cost formula; the federal government provides 90% and local government (under
50,000 population) provides a 10% cost share. In utilizing the grant award for the purchase of
26 SCBA units and 41 SCBA face pieces, the Fire Department's local cost share in this grant
is $12,120 and is covered through the department's Equipment Replacement Fund for
SCBAs; the federal cost share is $109,080.
Continued next page
ATTACHED SUPPORTING DOCUMENTS:
None
FISCAL IMPACT:
Operating Budget:
Amount Requested:
Account Number:
Project Phase:
Appropriation Required:
$145,200
$121,200
001 -400- 3202 -8104 - $109,100
601 - 400 - 3202 -8104, SCBA - $12,100
_Yes X No
ORIGINATED BY: DATE: 02/01/05
Norm Angelo, Fire hief
rcr-viewtu etr: DATE:
/ 000t�i =z
Mary Strenn, City Manager 17
60G
BACKGROUND & DISCUSSION, continued:
The U.S. Department of Homeland Security, National Fire Protection Administration (NFPA),
and the National Institute for Occupational Safety and Health ( NIOSH) require that all
equipment purchased under the federal grants system for terrorism response meet NIOSH
and Chemical, Biological, Radiological, and Nuclear (CBRN /NIOSH) rating standards.
The purchase of the recommended SCBA units and face pieces meet three National Institute
of Occupational Safety and Health ( NIOSH) standards for respirators to protect against
chemical / biological /radiological /nuclear environments.
As a department standard, the Fire Department has utilized Scott breathing equipment since
1993. The Scott breathing apparatus being requested meets the requirements for self -
contained breathing atmospheres and response to terrorism environments. Although there are
other companies that offer similar devices, the department has established Scott breathing
apparatus as the standard to facilitate standardization for maintenance and infrastructure of
the breathing apparatus program. Based on our history of proven reliability, Scott is deemed
to be the most desirable and compatible source for our remaining Scott breathing
apparatus /infrastructure. Additionally, Scott has received type acceptance for the NFPA,
NIOSH, and CBRN standards under federal rules.
At the request of the Purchasing, the Fire Department sent requests for price quotes to four
vendors, initiating the process on 1/17/05 with a deadline for submission of 17:00 hours on
2/1/05. Two vendors returned quotes of $125,201.90 (Allstar Fire Equipment, Inc.) and
$127,523.91 (Fischer Safety) within the specified deadline. After consideration to the price
quotes submitted, as well as previous experience with the vendors, the department is
recommending purchase through Allstar Fire Equipment Inc., who submitted the lowest price
quote and has established an excellent service history with the Fire Department.
In accordance with the City Council Policy regarding grant submissions:
1. The Federal Department of Homeland Security, under the Office for Domestic
Preparedness (ODP), administers the grant program.
2. The total amount being requested is: $121,200 out of the $145,200 grant award
3. Matching Funds Cost -Share for this purchase — Local (10 %): $12,120
4. Matching Funds Cost Share for this purchase — Federal (90 %): $109,080
5. Source of Matching Funds Cost Share: Fire Department Equipment Replacement
Funds for SCBA (Account # 601 - 400 - 3202 -8104)
6. The grant does not provide up front funding. Municipalities encumber the approved
funds and are reimbursed by direct deposit through electronic funds transfer.
7. _Conditions required under this grant:
a. All equipment purchased under the grant funding, if awarded, is required to
be maintained and replaced under the city's capital equipment replacement
standards.
b. All equipment purchased under the grant funding must be entered into the
city's terrorism grant inventory system prior to distribution.
6i()"
EL SEGUNDO CITY COUNCIL
AGENDA ITEM STATEMENT
AGENDA DESCRIPTION:
MEETING DATE: February 15, 2005
AGENDA HEADING: Consent Calendar.
Consideration and possible action to replace a marked police vehicle that was totaled in a
collision. City to seek pro rata compensation from the other involved party.
Fiscal impact: $33,200.00.
COUNCIL ACTION:
1) Approve purchase of replacement unit, 2) Alternatively, discuss and take other action
related to this item.
BACKGROUND & DISCUSSION:
On December 18, 2004, ESPD unit # 55(black and white patrol car) was totaled in a collision.
The CHP prepared a collision report and determined that the primary collision factor was the
other party making an unsafe left turn. An associated factorwas the patrol unit being driven in
excess of the posted speed limit.
To maintain continuity with the new fleet and to take advantage of fleet pricing, the Police
Department is requesting the purchase of a replacement unit be expedited. In addition to the
cost of the unit, the cost of damaged equipment and labor required to "strip" the totaled unit
have been included in the requested amount. The Risk Manager and City Attorney will be
processing the claim to recover costs related to the replacement of unit #55.
ATTACHED SUPPORTING DOCUMENTS:
none
FISCAL IMPACT: $33,200 Equipment Replacement Fund, which will be replenished if the
City recovers the costs.
Operating Budget:
Amount Requested: $33,200
Account Number: 601 -400- 3101 -8105
Project Phase:
Appropriation Required: _x_ Yes _ No
ORIGIN BY: DATE: January 19, 2005
of Police
REVIEWED BY: DATE:
Mary Str�Manager f
18
6()S
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: Consent Calendar
AGENDA DESCRIPTION:
Consideration and possible action on the Police Department utilizing $50,000 of existing
Citizens Option for Public Safety (COPS) grant funds to operate on an overtime basis,
special enforcement details during the calendar year. (Fiscal impact: $50,000 from COPS
grant fund)
RECOMMENDED COUNCIL ACTION:
(1) Approve the use of COPS grant funds for special enforcement details; 2) Alternatively,
discuss and take other action related to this item.
BACKGROUND & DISCUSSION:
During the 1996 legislative session, the state government adopted legislation to provide
block grant money for law enforcement purposes. Specific to the grant guidelines are that
the funds be utilized for "front line law enforcement' and that they be used to supplement
existing programs.
In September, 2004, the City Council approved a request by the Chief of Police to utilize
the existing, un- encumbered COPS grant funds to supplement "front line law enforcement'
One of the proposals presented was the overtime funding of Special Enforcement details
to target specific crimes including burglary, auto theft, robbery, Driving Under the Influence
(DUI), or other crime trends identified by the Police Department.
ATTACHED SUPPORTING DOCUMENTS:
None
FISCAL IMPACT:
Operating Budget: $253,000
Amount Requested: $50,000
Account Number: 120.400- 000 -8104
Project Phase:
Yes
ORIGINATED BY:
Jack Wayt, Chief of Police
REVIEWED BY:
Ml
.�......
Mary Strenn, City Ma
DATE:
DATE:
uary 19, 2005
�n9 19
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: New Business
AGENDA DESCRIPTION:
Consideration and possible action regarding the authorization of allowing a median cut on
Continental Blvd. for the purposes of ingress and egress for the Computer Science
Corporation (CSC) - 2100 E. Grand Avenue. (Estimated Cost: To be paid by CSC)
RECOMMENDED COUNCIL ACTION:
Approve an agreement as to form approved
make a 42' median cut; and,
Alternatively, discuss and take other action
BACKGROUND & DISCUSSION:
by the City Attorney authorizing CSC to
related to this item.
On November 4, 2004 Computer Science Corporation (CSC) sent a letter to the City outlining
their desire to enhance the security to their facility located at 2100 East Grand Avenue at the
corner of Grand Ave and Continental Blvd. To meet their security needs CSC has made
several requests from the City. After several discussions staff has agreed to two of the
requests. The first request is to change the merge lane on the east bound direction of Grand
Avenue east of Continental Blvd into a third traffic lane. Their second request is to allow CSC
to cut and remove 42 feet from center median of Continental Blvd south of Grand Ave. This is
to allow the south bound traffic on Grand Ave. to ingress to their driveway located off of
Continental Blvd.
nued on next page...
ATTACHED
Roadway Improvement Plan
Traffic Engineer's Reports
FISCAL IMPACT: None
Operating Budget:
Amount Requested:
Account Number:
Project Phase:
Seimone J
BY:
BY:
,sum
of
DATE:
Z/-5
and Building Safety/ Acting City Engineer
DATE:
21,
Mary Strenn; City Manager �� 20
610
BACKGROUND & DISCUSSION (cont):
The requests were analyzed by CSC's traffic engineer, Crain & Associates, and reviewed by
the City's traffic engineer, Richard Garland & Associates. The results identified no negative
impact to the traffic for both of CSC's requests.
Grand Ave. — Merge Lane
The purpose of this request is to change the merge lane to a third traffic lane on Grand Ave. is
to prevent a vehicle from stopping for long periods of time adjacent to the CSC headquarters
potentially eavesdropping or observing their day -to -day operation. The work for the request
has been completed by City Public Works staff and the cost will be reimbursed by CSC.
Continental Blvd. — Median Cut
The purpose of this request is to provide a security checkpoint of all vehicles that are entering
and leaving the facility. CSC's goal is to funnel all employees and visitors through the
driveway located off of Continental Blvd onto their facility. To accomplish this, CSC has
requested a 42 feet cut in the center median on Continental Blvd. to allow vehicles the option
of traveling either in the north or south bound direction on Continental Blvd. when leaving the
facility.
Agreement
CSC has agreed to enter into an agreement with the City to pay for all the work requested.
In addition, CSC has also agreed to:
1) Replace two of the trees that were removed at a location approved by the
Recreation Parks Director;
2) Fully reimburse the City of expenses related to the addition of a third lane on Grand
Ave.;
3) Submit construction documents to the Public Works Department for review and
approval prior to obtaining a permit to construct.
The work requested will be paid for, managed, and performed by CSC. El Segundo Public
Works staff will monitor and inspect the work to ensure it meets the City's standards.
California Environmental Quality Act
This project is exempt from review under the California Environmental Quality Act because it
consists only of minor alteration to an existing road.
PAPUBLIC WORKS \COUNCIL STAFF REPORTS \Final 02 -15 -05 Computer Science Corooration doc
611
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CITY OF EL SEGUNDO
INTEROFFICE MEMORANDUM
TO: SEIMONE JURJIS, CITY ENGINEER
FROM: RICHARD GARLAND, CONTRACT TRAFFIC ENGINEER
SUBJECT: GRAND AVENUE & CONTINENTAL BOULEVARD
PROPOSED MODIFICATIONS BY COMPUTER SCIENCES CORP
DATE: DECEMBER 1, 2004
I have reviewed the Traffic Evaluation prepared by Crain & Associates for the modifications
proposed by Computer Sciences Corporation (CSC) on Grand Avenue and Continental
Boulevard, and submit the following comments.
• The proposal to vacate a portion of the roadway on the south side of Grand Avenue along
the frontage of CSC east of Continental Boulevard would result in the following adverse
impacts:
- It would reduce the capacity of the Grand Avenue /Continental Boulevard
intersection by reducing the number of through lanes from three to two and it
would reduce the ultimate capacity of eastbound Grand Avenue.
- It would eliminate the future possibility of providing three eastbound lanes on
Grand Avenue east of Continental Boulevard to be consistent with the westbound
direction of Grand Avenue and both directions of Grand Avenue west of
Continental Boulevard.
- It would eliminate the potential use of the area of roadway adjacent to the curb as a
temporary parking zone for stalled vehicles, thereby increasing the safety risks.
- The reduced curb -to -curb width on Grand Avenue would limit the design
opportunities and constrain the lane widths and median width associated with the
future provision of double left -turn lanes on westbound Grand Avenue at
Continental Boulevard.
• While the level of service analysis at the intersection of Grand Avenue and Continental
Boulevard indicates that the intersection would operate at an acceptable level of service
"A" for all scenarios, it would be advantageous to the City to maintain the buildout
capacity of the intersection by preserving the opportunity to provide three through lanes
in all directions through the intersection.
613
Grand/Continental Proposal by CSC
November 16, 2004 Memo
Page 2
• The proposal to vacate a portion of the roadway on the south side of Grand Avenue
would be inconsistent with the City's Circulation Element and Master Plan for Streets,
which indicates that Grand Avenue should extend from Sepulveda Boulevard to Douglas
Street as a six -lane arterial street. The proposal would preclude the opportunity to
provide six through lanes between Continental Boulevard and Nash Street and thereby
result in restricted traffic flow, a reduction in east -west roadway capacity, and increased
traffic delays for the buildout scenario.
• The proposal to provide a median opening on Continental Boulevard as well as a
southbound left -turn pocket and a northbound right -turn lane at the driveway would
improve site access and would accommodate the projected traffic volumes at an
acceptable level of service.
• It is recommended that if the proposed median opening and turn pockets are approved by
the City, that the developer shall incur the costs of these modifications as well as the cost
of providing a northbound left -turn lane at the Grand Avenue /Continental Boulevard
intersection.
• While it may be better from an on -site operational perspective to close the Grand Avenue
driveway, traffic access and circulation would be better served if this driveway were to
remain open during the primary operating hours at the site.
In summary, it is recommended that Grand Avenue not be redesigned to reduce the curb -to -curb
width along the site frontage. The proposal to provide the main entrance on Continental
Boulevard and enhance this access location with a median opening, a southbound left -turn
pocket, and a northbound right -turn lane is acceptable.
2
614
TRAFFIC EVALUATION
COMPUTER SCIENCES CORPORATION
2100 East Grand Avenue
El Segundo, California
INTRODUCTION
Computer Sciences Corporation proposes to utilize a portion of the south side of Grand Avenue
east of Continental Boulevard along their project frontage. The acquired land would be used to
provide a buffer between the public street and the existing structures. The current driveway
along Grand Avenue would provide access during limited times only and the existing entrance
on Continental Boulevard would become the main vehicular access point. A break in the median
along Continental Boulevard south of Grand Avenue is proposed along with a left -turn pocket to
accommodate left -tum access into and out of the property. In addition, a northbound
deceleration lane would be provided at the project driveway along Continental Boulevard.
TRAFFIC ANALYSIS PROCEDURES
In order to determine if the project would disrupt current and future conditions of traffic flow, a
traffic analysis was conducted. The analysis includes an evaluation of current conditions,
development of recommended changes to the geometric design on Grand Avenue, evaluation of
future conditions (2005) with the recommended changes, and an evaluation of future conditions
(2025) with reference to the Draft Circulation Update and the recommended changes. Future
conditions were analyzed with the proposed improvements which consist of the change in lane
configurations at Grand Avenue and Continental Boulevard, relocation of the main access point
for Computer Sciences Corporation, and the resulting redistribution of vehicular trips associated
with the site.
EXISTING (2004) CONDITIONS
Trip Generation
Computer Sciences Corporation occupies three buildings and a parking structure on the southeast
comer of Grand Avenue and Continental Boulevard. Two of the buildings operate as offices
totaling approximately 172,000 square feet of floor space. The third building is approximately
32,000 square feet and serves dual purposes as a service center and storage facility. Figure 1
shows the project area and vicinity. Currently, there are approximately 332 personnel are
employed on the site. National standard trip generation evaluation was conducted to determine
the estimated vehicular trips generated by the site.
615
The formulas used to estimate the vehicular trips at the site are listed in Table 1(a) with the
corresponding calculated trip generation of Computer Science Corporation summarized in
Table 1(b) for the daily, morning, and afternoon commuter peak hours. The redistribution and
assignment of project trips are illustrated in Figure 2.
Table 1(a)
Computer Sciences Corporation
Vehicular Trip Generation Rates/Equations
Office (per 1.000 sf) — LU 710
Daily: Ln(T) = 0.77 Ln(A) + 3.65
AM Peak Hour: T = 0.80 Ln(A) + 1.55;18 = 88 %, OB = 12%
PM Peak Hour: T = 1.12 (A) + 78.81; IB = 17 %, OB = 83%
Storage (per 1,000 sf) — LU 150
Daily: T = 4.96 (A)
AM Peak Hour: T = 0.45 (A); IB = 82 %, OB = 18%
PM Peak Hour: T = 0.47 (A); IB = 25 %, OB = 75%
Source: Trip Generation, T° Edition Institute of Transportation Engineers, 2003.
Existing Uses
to Remain
Office
Storage /Service Ctr.
Total
Table 1(b)
Computer Sciences Corporation
Vehicular Trip Generation
Grand Avenue and Continental Boulevard
Currently, the intersection of Grand Avenue and Continental Boulevard is signalized with
landscaped center medians on all approaches. The southbound approach provides one left -turn
lane, two through lanes and one shared through/right -turn lane, the northbound approach
provides one shared left/through lane, one through lane, and one shared through/right -turn lane,
the eastbound and westbound approaches both provide one left -turn lane, two through lanes and
one shared through/right -turn lane. Existing operating conditions at this intersection are
excellent during the peak hours.
51. R
AM Peak Hour
PM Peak Hour
Size/Unit
Daily
In Out Total
In Out Total
172,000 sf
2,025
254 35 289
46 225 271
32,000 sf
159
11 3 14
4 11 15
2,184
265 38 303
50 236 286
Grand Avenue and Continental Boulevard
Currently, the intersection of Grand Avenue and Continental Boulevard is signalized with
landscaped center medians on all approaches. The southbound approach provides one left -turn
lane, two through lanes and one shared through/right -turn lane, the northbound approach
provides one shared left/through lane, one through lane, and one shared through/right -turn lane,
the eastbound and westbound approaches both provide one left -turn lane, two through lanes and
one shared through/right -turn lane. Existing operating conditions at this intersection are
excellent during the peak hours.
51. R
Traffic analysis was performed through the use of the Intersection Capacity Utilization (ICU)
technique, a traffic industry standard recognized as an acceptable analysis methodology. A
traffic count was conducted in January 2003 and increased by a generous 2 percent to determine
existing (2004) traffic volumes at the intersection of Grand Avenue and Continental Boulevard.
Other data pertaining to intersection geometrics, on- street parking restrictions, and traffic signal
operations were obtained through field surveys and aerial graphics of the study intersections.
The intersection volume -to- capacity ratio was calculated to develop ICU values used for the
analysis and evaluation of traffic conditions at the intersection. In the discussion of ICU values
for signalized intersections, guidelines have been developed for grading the operational quality
of an intersection in terms of the Level of Service (LOS) which describes different traffic flow
characteristics. LOS's A to C operate quite well. LOS D grade typically is the level for which a
metropolitan area street system is designed. LOS E represents volumes of severe congestion
with some longstanding lines on critical approaches and fairly unstable flow. LOS F occurs
when a facility is overloaded and is characterized by stop - and -go traffic with stoppages of long
duration.
"Capacity" represents the maximum volume of vehicles in the critical lanes that have a
reasonable expectation of passing through an intersection in one hour, under prevailing roadway
and traffic conditions. To simulate start up conditions at each of the intersections, a ten percent
reduction in the capacity (delay) was incorporated into the analysis at intersections which operate
under relatively simple operational conditions. The LOS corresponding to a range of ICU values
is shown in Table 2.
Table 2
Level of Service
As a Function of ICU Values
Level of
Service
Description of Ooeratine Characteristics
Range of
ICU Values
A
Uncongested operations; all vehicles clear
< 0.60
in a single cycle.
B
Same as above.
>0.60 < 0.70
C
Light congestion; occasional backups on
>0.70 < 0.80
critical approaches.
D
Congestion on critical approaches, but
>0.80 < 0.90
intersection functional. Vehicles required
to wait through more than one cycle during
short peaks. No long- standing lines formed.
E
Severe congestion with some long- standing
>0.90 < 1.00
lines on critical approaches. Blockage of
intersection may occur if traffic signal does
not provide for protected turning movements.
F
Forced flow with stoppages of long duration.
> 1.00
617
By applying this analysis procedure to the intersection of Grand Avenue and Continental
Boulevard, the ICU value and the corresponding LOS for existing traffic conditions was
determined. The values, for existing (2004) AM and PM weekday peak -hour conditions are
shown in Table 3.
Intersection
Table 3
ICU and LOS Summary
Existing (2004) Traffic Conditions
AM Peak Hour
ICU LOS
Grand Ave. & Continental Blvd. 0.395 A
FUTURE (2005, 2025) CONDITIONS
PM Peak Hour
ICU LOS
0.317 A
In order to implement the proposed acquisition of a portion on the south side Grand Avenue east
of Continental Boulevard, the current lane configurations at the intersection would need to be
altered. There is a Draft Circulation Update (June 2004) being circulated by the City of El
Segundo which recommends short-term and long -term changes at the intersection of Grand
Avenue and Continental Boulevard. The short-term change includes the installation of a
dedicated northbound left -tum lane. The long -term changes include the installation of dual
westbound and southbound left -turn lanes. Future analysis was conducted for year 2005 with the
inclusion of the short-term improvement and year 2025 with the long -term improvements.
Implementation of the project will include further refinements to both of these improvements.
Currently, the third departure lane for eastbound Grand Avenue at Continental Boulevard is a
lane reduction from three lanes to two lanes. Therefore it is recommended that the eastbound
striping be altered to one left -turn lane, two through lanes, and one right -tum only lane.
An ICU analysis was conducted at the intersection of Grand Avenue and Continental Boulevard
to evaluate future conditions (year 2005 and 2025). Evaluation of future conditions includes the
programmed future lane configuration changes without the project. Conditions with the project
include the removal of the third eastbound through lane and installation of an eastbound right -
turn lane. Note that future conditions with and without the project include ambient traffic growth
and potential cumulative projects in the immediate area. Table 4 summarizes future year 2005
traffic conditions and Table 5 summarizes future year 2025 traffic conditions.
6
618
Table 4
ICU and LOS Summary
Future (2005) Traffic Conditions
Peak
Without Project*
With Project*
Intersection Hour
ICU LOS
ICU LOS Impact
Impacted
Grand Ave. AM
0.452 A
0.489 A 0.037
No
& Continental Blvd. PM
0.405 A
0.426 A 0.021
No
* Includes future northbound left -turn lane.
Intersection
Grand Ave.
& Continental Blvd.
Table 5
ICU and LOS Summary
Future (2025) Traffic Conditions
Peak Without Project* With Project*
Hour ICU LOS ICU LOS Impact Impacted
AM 0.537 A 0.561 A 0.024 No
PM 0.492 A 0.521 A 0.029 No
* Includes future northbound left-tum lane and dual southbound and westbound left -turn lanes.
PROJECT BENEFITS
While the proposed project benefits Computer Sciences Corporation by providing a larger buffer
between the private buildings and public street, additional benefits are gained by the motoring
public. Current confusion for drivers in the third eastbound through lane (curb lane) with the
lane reduction on the departure will be removed. Instead this lane will become a right -turn lane
on the approach with two through lanes. In addition, Grand Avenue curves to the north east of
Continental Avenue. Vehicles will be forced closer to the lane line and away from the curb prior
to this transition with the extension of the southeast comer. Furthermore, through physical
constraints, the narrow roadway on the east side of Grand Avenue may create a slight beneficial
reduction in speed along eastbound Grand Avenue which curves to the north immediately east of
the project.
CONCEPTUAL DRAWING
Future conditions are anticipated to be adequate with the proposed changes. However, these
improvements may be difficult to visualize. Figure 3 demonstrates the Computer Sciences
Corporation proposed changes with no other improvements in place. Figure 4 shows the same
project improvements along with the short-tern improvement of a northbound left -turn lane.
7
6 ? 9
And finally Figure 5 demonstrates these changes with the Draft Circulation Update
improvements.
SUNEWA RY
The analysis indicates that the proposed changes by Computer Sciences Corporation do not
deteriorate the current excellent levels of service at the intersection of Grand Avenue and
Continental Boulevard. The conceptual drawings further demonstrate that the potential future
improvements at the intersection are not impeded by the proposed acquisition of street width.
62
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: New Business
AGENDA DESCRIPTION:
Consideration and possible action regarding the award of a contract with Telecommunications
Management Corp. to provide cable franchise renewal consulting services with Time Warner
Cable (TWC).
(Fiscal Impact: $10,000 for 2004/05; $10, 000 for 2005/06; Total: $20,000 )
RECOMMENDED COUNCIL
1. Approve the award of a contract with Telecommunications Management Corp.
2. Alternatively, discuss and take other actions related to this item.
BACKGROUND & DISCUSSION:
The City's franchise with TWC for cable services will expire in September 2006. TWC has
requested renewal of the franchise in accordance with Federal law 47 U.S.C. 546 and 47
U.S.C. 546(a). TWC currently serves approximately4, 600 customers in El Segundo underthis
franchise. The City receives 5% of gross revenues as a franchise fee, plus an additional 2% of
gross revenues for Public, Educational, and Governmental (PEG) access services.
(Continued on next page...)
ATTACHED SUPPORTING DOCUMENTS:
None
FISCAL IMPACT: In Budget Sessions Council approved $20,000 for a two year process, 2004 -06.
$10,000 is budgeted for 2004/05.
Operating Budget: $10,000
Amount Requested: $10,000
Account Number: 001 - 400 - 6101 -6206
Project Phase: Phase I - "Needs Assessment'
Appropriation Required: _Yes x No
Debra Brighton D ctor of Library & Cable Services
DATE:
n, City Man
/g15—
21
STAFF REPORT: FEBRUARY 15, 2005
Cable Franchise Consulting Contract
BACKGROUND & DISCUSSION (CONTINUED)
PAGE 2
Following the Request for Proposal #0410, two bids from Telecommunications Management
Corp. and Communications Support Group, Inc were opened on November 16, 2004.
Their total proposal costs were for $59,600 and $66,200 respectively.
The El Segundo Community Cable Advisory Committee met on November 17, 2004 and
December 15, 2004 to review the proposals. In order to keep within the City's budget, the
committee determined that the original "Technical Audit" and "Franchise Fee Compliance"
components were not essential to the renewal process. Therefore, it was unanimously
approved by the committee that Telecommunications Management Corp. would provide the
consultant services needed to best meet the required components of a "Needs Assessment"
and a "Negotiations Process ", plus stay within our budget parameters .
The "Needs Assessment" component will survey the community and City staff to determine
their current and future needs for cable - related programming and coverage of events. The
"Negotiations Process " will consist of attendance at franchise renewal negotiation meetings
with City staff and TWC representatives. The consultant will also review and provide written
comments on drafts of the City's franchise renewal agreement with TWC.
622
EL SEGUNDO CITY COUNCIL MEETING DATE: February 15, 2005
AGENDA ITEM STATEMENT AGENDA HEADING: New Business
AGENDA DESCRIPTION:
Consideration and possible action to award a Professional Services Agreement to Answer
America, LLC for the operation of the City's Hyperion and Aircraft Noise Complaint Hotline
(640 -CITY)
RECOMMENDED COUNCIL ACTION:
1) Award a professional services agreement to Answer America, LLC; 2) Authorize the City
Manager to execute the agreement in a form approved by the City Attorney; and 3)
Alternatively, discuss and take other action related to this item.
BACKGROUND & DISCUSSION:
Since October 1, 2002 AAM Communications has operated the City's Hyperion and Noise
Complaint Hotline (commonly known as 640- CITY). Over the past year, City staff has
witnessed an increase in complaints about the service and the treatment community members
have received when calling to complain about aircraft noise from Los Angeles International
Airport (LAX) or odors from Hyperion Treatment Plant.
AAM Communications contract has officially expired and staff has researched alternative
answering services as potential replacements. Of the six firms, Answer America was the most
responsive to the scope of services established by the City. Other firms contacted were either
non - responsive, not interested, or unable to respond to the scope of services.
City staff is recommending a contract based on Answer America's "Orderpak 200" service,
which includes 200 minutes of service — the most comparable to the level of service
witnessed in recent past.
The transition would be seemless to the public, as they will utilize the 640 -CITY call -in
number.
ATTACHED SUPPORTING DOCUMENTS:
Answer America's Inbound Order Entry rate sheet
FISCAL IMPACT:
Operating Budget: $
Amount Requested: $3,000
Account Number: 001 - 400 - 2901 -6244
Appropriation Required: X Yes _ No
,-, C�;j✓o*
S. O'Neill. Proarar
lkf
Mary St n, City Manager
2.2.
623
12/08/2094 19:29 9188410171 ANSWER, AMEPICA PAGE 03
Answer America. LLC
An S weer 348 E. Olive Avenue,
CA Suite H -1
Iwo Burbank, Tel: 818.8567555
r Imerica 800.44e.648e
Fax: 818.841.0171
wvvw. an swelamerira. ccm
Live Operators 24/7
We offer personalbred services based on your Individual requlrsrrrenft
Bess Call Eacps Reiayel
&M Milim q4k Paging
Answsrpak 50 $ 45.00 50 S OJO i 0.70
Answerpok 75 i 61100 75 $ 0.66 i 0.68
Answsrpak 100 $ 75.00 100 $ 0.65 $ 0.65
Answerpok 100 $ 105.00 160 $ 0.63 $ 0.63
Ane"rpok 200 $ 132.00 200 $ 0.61 i 0.61
Anewerpsk 250 $ 156.00 250 $ 0.56 $ 0.59
Answrpak 300 $ 161.00 300 S 0.57 $ 0.57
Answerpek 400 $ 230.00 400 $ 0.65 $ 0.55
Base Rate includes e-mail message or fax message delivery
PemonalWW Voice Mail
Whether you need one Voice Mall Box or a sophleticated mulliple box arrangement our voice
mail equipment provides re0eble 24 hrs./ 7 days a week service
Stand Alone Voice Mall $12.00 - Each Additional Box $10.00
Wipe Mail with 2417 Live Back -up
Stand Alone Voice Mail 612.00 - Each Additional Box $10.00 plus an Anewerpak Han
Mail RQreiving
Base Raft $35.00 - Mail Forwarding additional $ 5.00 plus postage
To start asrvlo* we require, MM, IW and a *mail programmbg lea, A prwaled eyrie may be
required, depending Won Mad up dal*.
Bahq Cyda are every 4 wMlu_
A $7.50 holiday charge we be added for New Vesee day, Pr»IdsnVa dry, Easier Sundry,
Memorial Day, independence Day, Labor Day, Then knuivarg and Ch isir
DEC-09-2004 10:31 9198410171 99
62-4
P.03
t, ,
ANSWER AMERICA ANSWERING SERVICE ANSWERS PHONES
' 2417 365 DAYS A YEAR WITH PROFESSIONALLY TRAINED,
FRIENDLY OPERATORS WHO USE MODERN STATE OF THE
ART TECHNOLOGYI ALL SERVICES ARE TAILORED TO YOUR
INDIVIDUAL NEEDS, PROVIDING YOUR CLIENTS WITH
FAST, EFFICIENT & COURTEOUS SERVICE.
Answer America Answering Service gives your company the convenience of an
► office without the additional cost of office rent, telephone system or full time
employee, plus the added benefit of after-hours availability. We become an
► extension of your business, saving you time and money, allowing you to focus
on your product or service thereby improving your bottom Hue. Consider us a
Nationwide Telecommunications Company with a local presence right in your
area.
We are "TODAY'S ANSWER FOR TOMORROW'S BUSINESS"
Please Call Me ... I'm Veronica Camarillo at (818) 955 -7555'
You'll be glad you did.
Ask about our Free Email Delivery
' and your FREE Month of service!
Serving Burbank, Glendale, and Pasadena Communiriesfor over 40 years!
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