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08/10/99
/v Vg16fr Gt-Ez4 It ---9 9- ION f ----- "Worry often gives a small thing a big shadow." — Swedish Proverb AGENDA REGULAR MEETING HERMOSA BEACH CITY COUNCIL Tuesday, August 10, 1999 - Council Chambers, City Hall Regular Session - 7:10 p.m. MAYOR Julie Oakes MAYOR PRO TEM J. R. Reviczky COUNCIL MEMBERS Robert Benz John Bowler Sam Y. Edgerton CITY CLERK Elaine Doerfling CITY TREASURER John M. Workman CITY MANAGER Stephen R. Burrell CITY ATTORNEY Michael Jenkins All council meetings are open to the public. PLEASE ATTEND. The Council receives a packet with detailed information and recommendations on nearly every agenda item. Complete agenda packets are available for public inspection in the Police Department, Fire Department, Public Library, the Office of the City Clerk, and the Chamber of Commerce. During the meeting, a packet is also available in the Council foyer. CALL TO ORDER PLEDGE OF ALLEGIANCE ROLL CALL ANNOUNCEMENTS 1 PRESENTATION: PUBLIC PARTICIPATION: Although the City Council values your comments, the Brown Act generally prohibits the Council from taking action on any matter not listed on the posted agenda. (a) ORAL COMMUNICATIONS Members of the public wishing to address the City Council on any items within the Council's jurisdiction may do so at this time. (Exception: Comments on public hearing items must be heard during the public hearings.) Members of the public wishing to request the removal of an item from the Consent Calendar may do so at this time. Please limit comments to one minute. Citizens also may speak: 1) during discussion of items removed from the Consent Calendar; 2) during Public Hearings; and, 3) with the Mayor's consent, during discussion of items appearing under Municipal Matters. Citizens with comments regarding City management or departmental operations are requested to submit those comments to the City Manager. (b) WRITTEN COMMUNICATIONS 1. Letter from Carol Duff of the Hermosa Beach Chamber of Commerce requesting Proposition A/C funds for WAVE Shuttle service for Fiesta. RECOMMENDATION: Consider request. 2. Letter from David Freedman requesting Council consideration of a classic car show on lower Pier Avenue. RECOMMENDATION: Consider request. 2 • • 3. Letter from Christine Hollander of the Hermosa Beach Community Center Foundation requesting City funding of $2,500 for the 3`d Annual Film Festival beach screening event. RECOMMENDATION: Consider request. 1. CONSENT CALENDAR: The following more routine matters will be acted upon by one vote to approve with the majority consent of the City Council. There will be no separate discussion of these items unless a Council member removes an item from the Consent Calendar. Items removed will be considered under Agenda Item 3, with public comment permitted at that time. (a) Recommendation to receive and file memorandum regarding minutes. Memorandum from City Clerk Elaine Doerfling dated August 5, 1999. (b) Recommendation to ratify check register and to approve cancellation of certain checks as recommended by the City Treasurer. (c) Recommendation to receive and file Tentative Future Agenda Items. (d) Recommendation to authorize setting up a fund to receive contributions from donors to provide financial assistance to property owners in the Myrtle Avenue Utility Undergrounding Assessment District. Memorandum from City Manager Stephen Burrell dated August 4, 1999. (e) Recommendation to authorize the purchase of one (1) new police undercover vehicle for the Police Department from Wondries Fleet Group of Alhambra, CA in the amount of $31,763.80. Memorandum from Police Chief Val Straser dated July 21, 1999. (f) Recommendation to•adopt'resolution approving Final Map #25248 for a 2 -unit condominium project at 120 Monterey Boulevard. Memorandum from Community Development Director Sol Blumenfeld dated August 4, 1999. (g) Recommendation to approve the classification specification for Public Works Inspector as reviewed and approved by the Civil Service Board. Memorandum from Personnel Director/Risk Manager Michael Earl dated August 3, 1999. 3 • • (h) Recommendation to approve the plans, specifications, estimates, order the work and call for bids for Project No. CIP 99-529, Clark Field building demolition, and instruct the City Clerk to post a Notice Inviting Sealed Bids. Memorandum from Public Works Director Harold Williams dated August 2, 1999. (i) (I) Recommendation to approve plans, specifications, estimates, order the work and call for bids on Project No. CIP 95-153 and CIP 96-156, Traffic Signals at Hermosa Avenue and 14th Street and Hermosa Avenue and 13th Street, and instruct the City Clerk to issue a Notice Inviting Sealed Bids. Memorandum from Public Works Director Harold Williams dated August 3, 1999. Recommendation toladopt resolution'authorizing and providing for the issuance of bonds and approving certain documents and actions for Assessment District 97-1, Myrtle Avenue Utility Underground; and, adopt resolution determining unpaid assessments for said District. Memorandum from Finance Director Viki Copeland dated July 29, 1999. (k) Recommendation to'adopt resolution authorizing and providing for the issuance of bonds and approving certain documents and actions for Assessment District 97-2, Loma Drive Utility Underground; and, adopt resolution determining unpaid assessments for said District. Memorandum from Finance Director Viki Copeland dated July 29, 1999. (I) Recommendation to authorize staff to enter into negotiations with Purkiss Rose -RSI and return to Council with an agreement in September 1999 for the Phase III Municipal Pier Architectural upgrades. Memorandum from Public Works Director Harold Williams dated August 3, 1999. 2. CONSENT ORDINANCES NONE 3. ITEMS REMOVED FROM THE CONSENT CALENDAR FOR SEPARATE DISCUSSION. * Public comments on items removed from the Consent Calendar. 4 • • PUBLIC HEARINGS - TO COMMENCE AT 7:30 P.M. 4. TEXT AMENDMENT TO THE ZONING ORDINANCE TO MODIFY M-1 ZONE PERMITTED USE LIST. Memorandum from Community Development Director Sol Blumenfeld dated July 21, 1999. (Continued from meeting of 7/27/99) RECOMMENDATION: +Introduce arid=waive.full:reading-ofordinance� amending the Zoning Ordinance adding additional uses to the M-1 Zone permitted use list. 5. CERTIFY COMPLIANCE WITH THE CONGESTION MANAGEMENT PROGRAM (CMP) AND ADOPT THE CMP LOCAL IMPLEMENTATION REPORT, PURSUANT TO GOVERNMENT CODE SECTION 65089. Memorandum from Community Development Director Sol Blumenfeld dated August 2, 1999. RECOMMENDATION: ?Adopt;resolutioncertifying compliance with the Congestion Management Program (CMP) pursuant to California Government Code Section 65089 MUNICIPAL MATTERS 6. REQUEST FROM THE ALOHA DAYS COMMITTEE FOR PERMISSION TO BUILD A SURFING MUSEUM ON CITY PROPERTY. Memorandum from City Manager Stephen Burrell dated August 3, 1999. RECOMMENDATION: Consider request and provide direction to staff. 7. REQUEST FOR CITY TO SHARE IN THE COST OF IMPROVEMENTS AT 333 11TH STREET. Memorandum from Public Works Director Harold Williams dated August 3, 1999. RECOMMENDATION: Deny request. 8. MISCELLANEOUS ITEMS AND REPORTS - CITY COUNCIL a. VACANCIES - BOARDS AND COMMISSIONS APPOINTMENTS TO PLANNING COMMISSION TO FILL TWO EXPIRED TERMS. Memorandum from City Clerk Elaine Doerfling dated July 8, 1999. (Continued from meetings of 7/13/99 & 7/27/99) b. CITY COUNCIL COMMITTEE ASSIGNMENTS. Memorandum from City Clerk Elaine Doerfling dated July 20, 1999. (Continued from meetings of 7/13/99 and 7/27/99) 5 • • c. CITY/SCHOOL DISTRICT SUBCOMMITTEE REPORT. Memorandum from Subcommittee dated July 29, 1999. RECOMMENDATION: 1) Allow the use of the building at South Park as part of the after school program and execute a cooperative agreement with the School District; and, 2) accept the improvements to be made to the entire building as the consideration for building use. d. DESIGNATE A VOTING DELEGATE AND ALTERNATE FOR THE LEAGUE OF CALIFORNIA CITIES ANNUAL CONFERENCE. Memorandum from City Manager Stephen Burrell dated August 4, 1999. 9. OTHER MATTERS - CITY COUNCIL Requests from Council members for possible future agenda items: Recommended Action: 1) Vote by Council whether to discuss this item; 2) refer to staff for a report back on a future agenda; or, 3) resolution of matter by Council action tonight. a. Request by Councilmember Bowler to consider designating lower Pier Avenue as a "Pedestrian Plaza". (Continued from meetings of 7/13/99 and 7/27/99) b. Request by Councilmember Edgerton to direct staff to modify bench seating at South Park Roller Hockey Rink so that small children can view the action while seated. (Continued from meetings of 7/13/99 and 7/27/99) c. Request from Mayor Pro Tem Reviczky that the City Council consider adopting a resolution designating the use of the Utility Users Tax funds to sewer maintenance and renovation, public safety and capital projects. ADJOURNMENT 6 ACTION SHEET REGULAR MEETING HERMOSA BEACH CITY COUNCIL Tuesday, August 10, 1999 - 7:10 p.m. CALL TO ORDER PLEDGE OF ALLEGIANCE ROLL CALL ANNOUNCEMENTS PRESENTATION: PUBLIC PARTICIPATION: (a) ORAL COMMUNICATIONS (b) WRITTEN COMMUNICATIONS 1. Letter from Carol Duff of the Hermosa Beach Chamber of Commerce requesting Proposition A/C funds for WAVE Shuttle service for Fiesta. 2. Letter from David Freedman requesting Council consideration of a classic car show on lower Pier Avenue. 1 3. Letter from Christine Hollander of the Hermosa Beach Community Center Foundation requesting City funding of $2,500 for the 3'd Annual Film Festival beach screening event. 1. CONSENT CALENDAR: (a) Recommendation to receive and file memorandum regarding minutes. Memorandum from City Clerk Elaine Doerfling dated August 5, 1999. (b) Recommendation to ratify check register and to approve cancellation of certain checks as recommended by the City Treasurer. (c) Recommendation to receive and file Tentative Future Agenda Items. (d) Recommendation to authorize setting up a fund to receive contributions from donors to provide financial assistance to property owners in the Myrtle Avenue Utility Undergrounding Assessment District. Memorandum from City Manager Stephen Burrell dated August 4, 1999. (e) Recommendation to authorize the purchase of one (1) new police undercover vehicle for the Police Department from Wondries Fleet Group of Alhambra CA in the amount of $31,763.80. Memorandum from Police Chief Val Straser dated July 21, 1999. 2 (f) Recommendation to adopt resolution approving Final Map #25248 for a 2 -unit condominium project at 120 Monterey Boulevard. Memorandum from Community Development Director Sol Blumenfeld dated August 4, 1999. (g) Recommendation to approve the classification specification for Public Works Inspector as reviewed and approved by the Civil Service Board. Memorandum from Personnel Director/Risk Manager Michael Earl dated August 3, 1999. (h) Recommendation to approve the plans, specifications, estimates, order the work and call for bids for Project No. CIP 99-529, Clark Field building demolition, and instruct the City Clerk to post a Notice Inviting Sealed Bids. Memorandum from Public Works Director Harold Williams dated August 2, 1999. (i) Recommendation to approve plans, specifications, estimates, order the work and call for bids on Project No. CIP 95-153 and CIP 96-156, Traffic Signals at Hermosa Avenue and le Street and Hermosa Avenue and 13th Street, and instruct the City Clerk to issue a Notice Inviting Sealed Bids. Memorandum from Public Works Director Harold Williams dated August 3, 1999. (J) Recommendation to adopt resolution authorizing and providing for the issuance of bonds and approving certain documents and actions for Assessment District 97-1, Myrtle Avenue Utility Underground; and, adopt resolution determining unpaid assessments for said District. Memorandum from Finance Director Viki Copeland dated July 29, 1999. (k) Recommendation to adopt resolution authorizing and providing for the issuance of bonds and approving certain documents and actions for Assessment District 97-2, Loma Drive Utility Underground; and, adopt 3 resolution determininz unpaid assessments for said District. Memorandum from Finance Director Viki Copeland dated July 29, 1999. 4 (I) Recommendation to authorize staff to enter into negotiations with Purkiss Rose -RSI and return to Council with an agreement in September 1999 for the Phase III Municipal Pier Architectural upgrades. Memorandum from Public Works Director Harold Williams dated August 3, 1999. 2. CONSENT ORDINANCES NONE 3. ITEMS REMOVED FROM THE CONSENT CALENDAR FOR SEPARATE DISCUSSION. * Public comments on items removed from the Consent Calendar. PUBLIC HEARINGS - TO COMMENCE AT 7:30 P.M. 4. TEXT AMENDMENT TO THE ZONING ORDINANCE TO MODIFY M-1 ZONE PERMITTED USE LIST. Memorandum from Community Development Director Sol Blumenfeld dated July 21, 1999. (Continued from meeting of 7/27/99) 5. CERTIFY COMPLIANCE WITH THE CONGESTION MANAGEMENT PROGRAM (CMP) AND ADOPT THE CMP LOCAL IMPLEMENTATION REPORT, PURSUANT TO GOVERNMENT CODE SECTION 65089. Memorandum from Community Development Director Sol Blumenfeld dated August 2, 1999. 5 MUNICIPAL MATTERS 6. REQUEST FROM THE ALOHA DAYS COMMITTEE FOR PERMISSION TO BUILD A SURFING MUSEUM ON CITY PROPERTY. Memorandum from City Manager Stephen Burrell dated August 3, 1999. 7. REQUEST FOR CITY TO SHARE IN THE COST OF IMPROVEMENTS AT 333 11TH STREET. Memorandum from Public Works Director Harold Williams dated August 3, 1999. 8. MISCELLANEOUS ITEMS AND REPORTS - CITY COUNCIL a. VACANCIES - BOARDS AND COMMISSIONS APPOINTMENTS TO PLANNING COMMISSION TO FILL TWO EXPIRED TERMS. Memorandum from City Clerk Elaine Doerfling dated July 8, 1999. (Continued from meetings of 7/13/99 & 7/27/99) b. CITY COUNCIL COMMITTEE ASSIGNMENTS. Memorandum from City Clerk Elaine Doerfling dated July 20, 1999. (Continued from meetings of 7/13/99 and 7/27/99) c. CITY/SCHOOL DISTRICT SUBCOMMITTEE REPORT. Memorandum from Subcommittee dated July 29, 1999. 6 d. DESIGNATE A VOTING DELEGATE AND ALTERNATE FOR THE LEAGUE OF CALIFORNIA CITIES ANNUAL CONFERENCE. Memorandum from City Manager Stephen Burrell dated August 4, 1999. 9. OTHER MATTERS - CITY COUNCIL Requests from Council members for possible future agenda items: Recommended Action: 1) Vote by Council whether to discuss this item; 2) refer to staff for a report back on a future agenda; or, 3) resolution of matter by Council action tonight. a. Request by Councilmember Bowler to consider designating lower Pier Avenue as a "Pedestrian Plaza". (Continued from meetings of 7/13/99 and 7/27/99) b. Request by Councilmember Edgerton to direct staff to modify bench seating at South Park Roller Hockey Rink so that small children can view the action while seated. (Continued from meetings of 7/13/99 and 7/27/99) c. Request from Mayor Pro Tem Reviczky that the City Council consider adopting a resolution designating the use of the Utility Users Tax funds to sewer maintenance and renovation, public safety and capital projects. 1 ACTED STAFF TO, SOLUTION FOR ADO P`l14 1 ADJOURNMENT 7 ;.08.030 • such utilities' participation and estimates of the total costs to the city and affected property owners. Such report shall also contain an estimate of the time required to complete such underground installation and removal of overhead facilities. (Prior code § 29- 17) 13.08.040 Council may designate undergrounding utility districts by resolution. If, after any such public hearing the city council fmds that the public necessity, health, safety or welfare requires such removal and such underground installation within a designated area, the council shall, by resolution, declare such designated area an underground utility district and order suclt removal and underground installation. Such resolution shall include a description of the area comprising such district and shall fix the time within which such removal and underground installation shall be accomplished and within which affected property owners must be ready to receive underground serv- ice. A reasonable time shall be allowed for such removal and underground installation, having due regard for the availability of labor, materials and equipment necessary for such removal and for the installation of such underground facilities as may be occasioned thereby. (Prior code § 29-18) 13.08.050_ACosts for conversion. i mor_der_to_initiate_conversion proceedings, city council shall determine that the city or a public/` utility has voluntarily agreed to pay over fifty (50)1 percent of all costs ,of conversion, _excluding costs/ of users' connections to underground_electric or je - munication facilities. (P,n comor code § 29-18.1) 13.08.060 Unlawful acts after creation of underground utility district. Whenever the council creates an underground utility district and orders the removal of poles, overhead wires and associate overhead structures therein as provided in Section 13.08.040, it is unlawful for any person or utility to erect, construct, place, keep, maintain, continue, employ or operate Vi 0/9 Y poles, overhead wires and associated overhead struc- tures in the district after the date when said overhead facilities are required to be removed by such resolution, except as said overhead facilities may be required to furnish service to an owner or occupant of property prior to the performance by such owner or occupant of the underground work necessary for such owner or occupant to continue to receive utility service as provided in Stection 13.08.110, and for such reasonable time required to remove said facilities after said work has been performed, and except as otherwise provided in this chapter. (Prior code § 29-19) 13.08.070 Exceptions --Emergency or unusual circumstances. Notwithstanding the provisions of this chapter, overhead facilities may be installed and maintained for a period, not to exceed ten days, without 'authority of the council in order to provide emergency service. The council may grant special permission, on such terms as the council may deem appropriate, in cases of unusual circumstances, without discrimination as to any person or utility, to erect, construct, install, maintain, use or operate poles, overhead wires and associated overhead structures. (Prior code § 29-20) 13.08.080 Other exceptions may be authorized. In any resolution adopted pursuant to Section 13.08.040, the city may authorize any or all of the following exceptions: A. Any municipal facilities or equipment installed under the supervision and to the satisfaction of the city engineer; B. Poles or electroliers used exclusively for street lighting; C. Overhead wires (exclusive of supporting structures) crossing any portion of a district within which overhead wires have been prohibited, or connecting to buildings on the perimeter of a district, when such wires originate in an area from which poles, overhead wires and associated overhead structures are not prohibited; (13.08) 2 08/04/99 15:15 FAX 310 798 2594 • Hermosa Chamber HERMOSA BEACH CHAMBER OF COM ME CE August 3, 1999 I_j 001 Mayor Julie Oakes and Members of the City Council City of Hermosa Heach 1315 Valley Drive Hermosa Beach, CA 90254 Rat Request for Proposition A/C Hands for WAVE Shuttle Service Dear Mayor Oakes and tie bers of the City council: with the support, Involvement and a§sistance of the City Council and staff, the Memorial Day Fiesta rasa resounding success. The additions and changes made to the event contributed to renewed enthusiasm by merchants, vendors and fairgoers. We are pleased that the Fiesta continues to bring thousands of visitors to our community, ty, giving our community ty an extraordinary economic boost. Our shuttle bus system has proven to be one of the most important factors in bringing thousands of fairgoers to the event. Approximately 80% of the Fi- esta attendees take advantage of the free parking and shuttle bus rides. We continually upgrade and fine-tune the shuttle system to accommodate the in- crease in ridership. Our transportation expense rose significantly resulting from the extends d hours of the Muiorial Day Fiesta. Our shuttle bus system operated 15 hours longer than in the past.. We want to continue to offer the most efficient and extensive shuttle service possible. We request the city's partnership in this endeavor by allocating approximately $7,000 of Proposition A/C funds for 1MVE buses used to supplement the shuttle system. This augments the $16,000 paid by the Chamber for the majority of the shuttle buses. City staff indicates that Proposition A/C funds are available and special event transportation is one of the' approved uses for these funds. As always, the Chamber reimburses the city for all direct costs associated with the Fi- estas, and pays all other expenses incurred in the planning, management and production of the events. We appreciate the Council's support of the Fiesta Hermosa events, making it possible to continue this memorable Hermosa Beach tradition. We request in- clusion of this item on the August 10, 1999 City Council agenda for your consideration. In the meantime, please feel free to contact me if there is any additional information we can provide. Sincerely, Carol K. Duff president & CEO 1007 Hermosa Avenue • Hermosa Beach, California 90254 • (310) 376-0951 • FAX (310) 798-2594 bl RUG -09-99 MON 13:01 J.H.LISSNER 310 3762287 P.01 • • FACSIMILE COVER SHEET Total number of pages including this cover sheet 1 Date MON 8-9-99 Time /3/0 To/Recipient Hermosa Beach City Council at fax number auto voice phone number 318-0216 From/ James Lissner, 2715 El Oeste, Hermosa Beach, CA 90254 Sender: Fax number: (310) 376-2287 Voice number: (310) 376-4626 There is an answering machine on this line and it picks up after 5 rings. Message: For council meeting of 8-10-99, regarding Public Participation item (b)1., Chamber of Commerce request for Proposition A/C funds for Fiesta First, I ask that those councilmembers having business interests in the area of the Fiesta, and those holding positions with the Chamber of Commerce (Chamber), recuse themselves from voting on this item. As well documented in our local newspapers, the Chamber has an exclusive membership as well as a partisan political agenda. Thus it is a private, not public, entity. In the item before you tonight, the Chamber CEO is asking that you give the Chamber some public funds to offset part of its costs of providing shuttle service to an event whose profits go to the Chamber. Any amount of money you give the Chamber will, by reducing its expenses, increase its profits by the exact same amount. This type of gift of public funds is prohibited by law cc: Easy Reader, Beach Reporter, Breeze (Note to newspapers: This communication is for the use of your Hermosa Beach beat reporter and is not a letter to the editor.) Important: The pages coMprising this facsimile transmission contain confidential information from James Lissner, This information is intended solely for use by the individual or entity named as the recipient hereof. If you are not the intended recipient, be aware that any disclosure, copying distribution, or use of the contents of this transmission is prohibited_ If you have received this transmission in error, please notify us by telephone immediately so that we may arrange to retrieve this transmission at no cost to you. SUPPLEMENTAL INFORMATION b1 City Council City of Hermosa Beach 1315 Valley Drive. Hermosa Beach, CA 90254 RECEIVED AUG - 3 1999 CITY MANAGER'S OFFICE Aug. 1, 1999 My name is David Freedman and I am a long time resident of Hermosa Beach..I attend the Project Touch Car Show each year, have a number of classic cars, drive John Bowler each year in the St. Patrick Day's Parade in Hermosa Beach, and professionally run numerous classic car shows in Southern California including the Gilmore Heritage Auto Show, which is held each June at the Farmers Market in Los Angeles at 3`d and Fairfax. I would like to present my concept for a classic car show, to be held sometime in February on the end of Pier Ave, to the Hermosa Beach City Council, and would therefore like to request a hearing at the Aug. 10 meeting. This car show would be one day, preferably a Saturday in February or early March, and would be called "The Hermosa Beach Endless Summer Classic Car Show". The purpose of the show would be to highlight Hermosa Beach at a time of the year that people usually do not think of going to the beach. I am looking to have the City of Hermosa Beach sponsor the show, which means that the only outlay or cost to the city would be any extra police coverage that would be required. I spoke to Carol Duff at the Chamber of Commerce, and she has indicated that the Chamber would be glad to co-sponsor the event by providing marketing help and printing flyers for posting at businesses in Hermosa Beach. This event is not a fundraiser. It is merely a wonderful way of bringing local classic cars and their owners to the Beach for a day of fun and (hopefully) sun. I estimate that twenty to thirty vehicles - all convertibles or woody wagons, could fit comfortably on the closed off end of Pier Ave. Admission would be free. Feel free to call me if you have any questions. My work number is 310-348-6182. Thanks for your consideration. Sincere4y, David J. F'edman 5255 Veronica St. Los Angeles, CA 90008 310-348-6182 (W) b2 • Hermosa Beach 'Endless Summer' Classic Car Show Proposal by David Freedman Aug. 10, 1999 /;)XeC • Car show will take place one Saturday from 10:00AM to 3:00PM in late February or early March on the Plaza at the end of Pier Ave. Ideal date would be Sat. Feb. 26, 2000. • Sponsorship by the City of Hermosa Beach would only involve waiving of any fees or additional permits for the event. No other outlay of time, funds or resources would be needed. • Sponsorship by the Chamber of Commerce would involve providing of printing of flyers to advertise the show and additional marketing support. • Classic Car registration is free. • Pedestrian admission is free. • Show size will be limited to 20-30 cars. City Council has final approval of the number of cars and layout for the show. • No prizes will be awarded. • All Car Show registrants will sign a release of liability. • Each vehicle will have a fire extinguisher and large flat pan placed underneath the vehicle to protect the plaza from leaking fluids and stains. Cars will not restrict the flow of foot traffic. • No advertising of any kind will be permitted. • No 'For -Sale' signs on any vehicles will be permitted. • Access to the show will not be limited by any barricade. • Car show is open to all American Convertibles and American Wood -Bodied Wagons manufactured prior to 1964. • Car show hotline will be provided free of charge. • All of my coordination services will be provided free of charge. • Any additional car show staff will be strictly volunteer. • Any incidental or unplanned costs will be covered by me. P.01i01 AUG 04 '99 16:17 FR I�ENTIAL SECURITIES310 377 7872 TO 03769380 3 _/d Hennosa Beach Community Center FOUNDATION August 4, 1999 Steve Burrell City Manager Fax (310) 376-9380 Dear Steve, Steve, as you know we are now in the planning stages for the Third Annual Film Festival. We feel this festival is a major community event well received and well attended. The beach screening has consistently been considered a major downtown event. This segment of the event however, is very expensive to produce and we were hoping to obtain DEC funds of $2,500 to be designated for projection costs. • If at all possible, we would hope to have this issue considered on the Agenda for August 10t. I will be eager to bear your response. I can be reached at either (310) 265-5433 or (310) 318-2471. Thanks for your consideration in this matter. Sincerely, Christine Hollander President Hermosa Beach Community Center, 710 Pier Avenue, Hermosa Beach, California 90254 (310) 318-3452 ** TOTAL PAGE.01 b 3 • • MEMORANDUM TO: Mayor and Members of City Council FROM: City Clerk DATE: August 5, 1999 SUBJECT: Minutes of the meetings of July 13 and July 27, 1999 The minutes of the City Council's regular meeting of July 13, 1999, and the regular and adjourned regular meetings of July 27, 1999, will not be available for approval at the August 10 meeting due to the significantly increased workload in the City Clerk's office related to the upcoming election. The minutes will be presented for approval at the next regular meeting of September 14. Thank you. Elaine Doerfling, City C/k • la • VOUCHRE2 07/22/99 17:54 VOUCHER/ CHECK NUMBER CHECK VENDOR DATE NUMBER VENDOR NAME • 18094 07/22/99 009621 ACTS, INCORPORATED 18095 07/22/99 006230 ADVANCED CONSTRUCTION 18096 07/22/99 003209 AIR TOUCH CELLULAR 18097 07/22/99 009629 SUSAN ALEXANDER CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION GFOA CONFERENCE VIDEO TENNIS COURT CONTRACT CELL PHONE BILLING/JUNE 99 CELL PHONE BILLING/JUNE 99 CITATION REFUND 18098 07/22/99 000152 ARAMARK UNIFORM SERVICE MAT SERVICES/JUNE 99 SHOP TOWEL SERVICE/JUNE 99 SHOP TOWELS/JUNE 99 SHOP TOWEL SERVICE/JUNE 99 MAT SERVICE/JUNE 99 SHOP TOWEL SERVICE/JUNE 99 SHOP TOWEL SERVICE/JUNE 99 MAT SERVICE/JUNE 99 SHOP TOWELS/JUNE 99 MATS CLEANED/JUNE 99 18099 07/22/99 009500 AT&T 18100 07/22/99 000407 AVIATION LOCK & KEY 18101 07/22/99 004277 OLIN BELL LONG DISTANCE LONG DISTANCE LONG DISTANCE LONG DISTANCE LONG DISTANCE LONG DISTANCE LONG DISTANCE LONG DISTANCE LONG DISTANCE LONG DISTANCE CHRG'S/JUNE 99 CHRG'S/JUNE 99 SERVICES SERVICES/JUNE 99 CHARG'S/JUNE 99 CHARG'S/JUNE 99 CHRG'S/JUNE 99 CHRG'S/JUNE 99 CHRG'S/JUNE 99 CHARG'S/JUNE 99 LOCKS PURCHASED/MAY 99 SERVICE CALL & REKEY KEYS MADE/MAY 99 INSTRUCTOR PAYMENT/JULY 99 INSTRUCTOR PAYMENT/SUMMER 99 18102 07/22/99 009608 CHRISTOPHER EARL BENDER WORK GUARANTEE DEPOSIT REFUND 18103 07/22/99 009640 RITA BENSON 18104 07/22/99 009601 JOE BERTRAND CLASS REFUND STAIR REMOVAL AT BASE III 18105 07/22/99 009085 BLACKMORE MASTER DISTRI PRISONER MEALS/JUNE 99 PRISONER MEALS/JULY 99 18106 07/22/99 008522 BLUE RIDGE MEDICAL INC. MEDICAL SUPPLIES/JUNE 99 18107 07/22/99 009625 STACY BOWEN WORK GUARANTEE DEPOSIT REFUND f • ACCOUNT NUMBER 001-1202-4317 126-8526-4201 001-2101-4304 001-4202-4304 110-3302 001-4204-4309 001-2201-4305 715-4206-4309 001-3104-4309 001-2101-4305 001-4204-4309 001-3104-4309 001-2101-4309 715-4206-4309 001-3104-4309 001-2101-4304 001-2101-4304 715-1206-4304 001-2201-4304 001-4202-4304 001-2101-4304 001-4202-4304 001-4202-4304 110-1204-4304 001-2101-4304 001-4204-4309 110-3302-4309 160-3102-4309 001-4601-4221 , 001-4601-4221 001-2110 001-2111 001-4204-4201 001-2101-4306 001-2101-4306 001-2201-4309 001-2110 PAGE 1 ITEM CHECK AMOUNT AMOUNT 42.00 42.00 57,600.00 57,600.00 153.07 18.17 171.24 50.00 50.00 60.22 13.18 25.55 11.15 51.46 25.55 11.15 51.46 60.22 60.22 8.36 8.36 2.95 10.96 8.72 8.36 8.64 8.61 8.62 8.41 97.30 48.00 2.71 579.60 176.40 1,600.00 64.00 1,400.00 36.72 36.72 15.50 1,600.00 370.16 81.99 148.01 756.00 1,600.00 64.00 1,400.00 73.44 15.50 1,600.00 1b' VOUCHRE2 07/22/99 17:54 VOUCHER/ CHECK CHECK NUMBER DATE VENDOR NUMBER VENDOR NAME 18108 07/22/99 000163 BRAUN LINEN SERVICE 18109 07/22/99 009627 VENDA BROCK 18110 07/22/99 003372 CA EMS PERSONNEL FUND 18111 07/22/99 000148 CAREERTRACK, INC. 18112 07/22/99 007611 CARMEN'S UNIFORM 18113 07/22/99 009455 CARPET CORNER 18114 07/22/99 000325 COAST GLASS COMPANY 18115 07/22/99 009641 PAULETTE COMEAU 18116 07/22/99 009110 CONCEPT MARINE 18117 07/22/99 009630 TERRY COOK 18118 07/22/99 007809 CORPORATE EXPRESS CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION PRISONER LAUNDRY/JUNE 99 PRISONER LAUNDRY/JUNE 99 PRISONER MAINTENANCE/JUNE 99 PRISONER LAUNDRY/JUNE 99 1998 ASSESSMENT REBATE EMT PARAMEDIC RENEWAL/GAROFANO SEMINAR/PUNNEO 8/26/99 STRIPING FOR OFFICER PANTS FIREMAN BOOTS CARPET INSTALLED/BASE 3 REPAIR GLASS IN ROOM 101 CLASS REFUND/SUMMER 99 ACCOUNT NUMBER 001-2101-4306 001-2101-4306 001-2101-4306 001-2101-4306 105-3105 001-2201-4315 001-4202-4317 001-2101-4187 001-2201-4187 110-3302-5602 001-4204-4309 001-2111 PIER RETROFIT PROJECT CONTRACT 121-8620-4201 PIER RETROFIT PHASE II 121-8621-4201 BUSINESS LICENSE REFUND IBM TYPEWRITER OFFICE SUPPLIES/JULY 99 OFFICE SUPPLIES/JULY 99 18119 07/22/99 008855 D & D DISPOSAL INC. DEAD ANIMAL DISPOSAL 18120 07/22/99 004689 DATA TICKET, INC. DMV RECORD RETRIEVAL/JUNE 99 18121 07/22/99 008933 JAMES A. DAVIS ENGR SER CAD DESIGN & DRAFTING SERVICE 18122 07/22/99 009639 MAGGIE DETTELBACH 18123 07/22/99 002855 DICTAPHONE, INC. CLASS REFUND EQUIPMENT MAINT/JULY 99 EQUIPMENT MAINT/JULY 99 18124 07/22/99 006178 DOMINO COMPUTER CENTER 3 COMPUTERS & WARRANTY 18125 07/22/99 009626 DOZAR OFFICE FURNISHING 3 CHAIRS PURCHASED 18126 07/22/99 000181 EASY READER LEGAL NOTICES/JUNE 99 LEGAL ADS/JULY 99 18127 07/22/99 000165 EDDINGS BROTHERS AUTO P AUTO PART PURCHASE/MAY 99 18128 07/22/99 003013 EGGHEAD.COM/SURPLUS DIR SOFTWARE PURCHASE SOFTWARE PURCHASE 001-3115 153-2106-5401 001-1208-4305 001-1208-4305 110-3302-4201 110-1204-4201 001-4202-4201 001-2111 001-2101-4201 001-2201-4201 001-1206-5402 170-2103-5401 001-1121-4323 001-1121-4323 715-2101-4311 001-1206-4201 001-1206-4201 ITEM AMOUNT PAGE 2 CHECK AMOUNT 41.87 26.96 32.69 30.43 131.95 24.61 24.61 130.00 130.00 129.00 129.00 51.15 173.20 224.35 450.00 450.00 56.00 56.00 106.00 106.00 1,210.75 7,357.50 8,568.25 95.00 95.00 909.30 195.59 5.36 1,110.25 200.00 200.00 400.33 400.33 400.00 400.00 62.00 62.00 2,201.40 1,467.60 3,669.00 3,750.86 3,750.86 1,182.45 1,182.45 153.92 190.58 344.50 73.99 73.99 125.91 119.98 245.89 VOUCHRE2 07/22/99 17:54 VOUCHER/ CHECK CHECK VENDOR VENDOR NUMBER DATE NUMBER NAME 18129 07/22/99 001294 EXECUTIVE -SUITE SERVICE 18130 07/22/99 008480 DON J. FALKENSTIEN 18131 07/22/99 001962 FEDERAL EXPRESS CORP. 18132 07/22/99 009622 FERRARA EQUIPMENT 18133 07/22/99 007577 FIRE ENGINEERING 18134 07/22/99 008422 FIRE INFORMATION SUPPOR 18135 07/22/99 008266 FLEMING & ASSOCIATES 18136 07/22/99 006797 DAWN GNADT CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION JANITORIAL SERVICES/JUNE 99 JANITORIAL SERVICES/JUNE 99 JANITORIAL SERVICES/JUNE 99 JANITORIAL SERVICES/JUNE 99 JANITORIAL SERVICES/JUNE 99 JANITORIAL SERVICES/JUNE 99 JANITORIAL SERVICES/JUNE 99 CANDIDATE STATEMENT REFUND EXPRESS MAIL/JULY 99 SCOTT AIRPAK PURCHASE 1 YEAR SUBSCRIPTION STATE FIRE MARSHAL QRT REPORT WORKER'S COMP CLAIMS/7/1-7/15/ INSTRUCTORS PAYMENT/SUMMER 99 18137 07/22/99 009098 HAWKEN MACHINE & TOOL C WINDMILL PARTS REWORKED 18138 07/22/99 006518 HAYER CONSULTANTS, INC. PLAN CHECKS/4/23-6/17/99 18139 07/22/99 009636 BRADLEY HERDT DEPOSIT REFUND 18140 07/22/99 006697 HYDRO TEK SYSTEMS, INC. PARTS FOR PRESSURE WASHER 18141 07/22/99 000372 INDEPENDENT CITIES ASSO 99/00 MEMBERSHIP DUES 18142 07/22/99 002458 INGLEWOOD WHOLESALE ELE 18143 07/22/99 009628 SUZY LEA JUAREZ 18144 07/22/99 006293 KINKO'S INC. ELECTRICAL TIMER PURCHASE/6/99 CITATION REFUND COPIES MADE/JUNE 99 PLANS COPIED/JUNE 99 BIND MANUALS/JUNE 99 COPIES MAPS OF VALLEY PARK COPIES MADE/JULY 99 18145 07/22/99 007859 L.A. CO METRO TRANS AUT BUS PASS SALES/JULY 99 18146 07/22/99 007136 THE LAKES AT EL SEGUNDO INSTRUCTOR PAYMENT/JUNE 99 INSTRUCTOR PAYMENT/SUMMER 99 18147 07/22/99 009637 ANN LARSON CLASS REFUND 18148 07/22/99 004186 LEAGUE OF CA CITIES/LA 99/00 MEMBERSHIP DUES 3 ACCOUNT NUMBER 001-4204-4201 001-4204-4201 001-4204-4201 001-4204-4201 001-4204-4201 001-4204-4201 001-4204-4201 001-2110 001-4101-4305 180-2202-5402 001-2201-4315 001-2201-4201 705-1217-4324 001-4601-4221 001-2125 001-4201-4201 001-2111 715-4204-4311 001-1101-4315 105-2601-4309 110-3302 001-4601-4305 120-8141-4201 001-4601-4308 001-4202-4201 001-4601-4308 145-3403-4251 001-4601-4221 001-4601-4221 001-2111 001-1101-4315 ITEM AMOUNT PAGE 3 CHECK AMOUNT 750.00 1,200.00 950.00 290.00 365.00 3,370.00 325.00 7,250.00 200.00 200.00 19.00 19.00 4,053.50 4,053.50 24.95 24.95 750.00 750.00 12,175.20 12,175.20 224.00 224.00 262.50 262.50 3,952.19 3,952.19 100.00 100.00 311.99 311.99 764.00 764.00 627.85 627.85 10.00 10.00 16.24 100.02 35.13 32.48 56.83 240.70 184.00 81.90 327.60 40.00 825.00 184.00 409.50 40.00 825.00 VOUCHRE2 07/22/99 17:54 VOUCHER/ CHECK CHECK NUMBER DATE VENDOR VENDOR NUMBER NAME 18149 07/22/99 000167 LEARNED LUMBER 18150 07/22/99 007236 LITTLE CO. OF MARY CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION HARDWARE PURCHASE/WINDMILL REBAR PURCHASE TUITION FOR INSTRUCTOR RECERT 18151 07/22/99 000077 LOMITA BLUEPRINT SERVIC COPIES/JULY 99 18152 07/22/99 009642 STEPHEN MAHER 18153 07/22/99 001911 MEDICAL INSTITUTE 18154 07/22/99 009606 0 P CONSTRUCTION 18155 07/22/99 000321 PACIFIC BELL 18156 07/22/99 007158 PEEK TRAFFIC SIGNAL 18157 07/22/99 009631 MARK PRIOLA 18158 07/22/99 008482 PRO MEDIX 18159 07/22/99 009356 QUALITY SILKSCREEN 18160 07/22/99 009635 LUIS M RAMOS 18161 07/22/99 001578 ED RUZAK 18162 07/22/99 007394 SA ASSOCIATES 18163 07/22/99 009634 SANDY SAEMANN 18164 07/22/99 009638 TINA SARAFA CLASS REFUND MEDICAL EXAMS/JUNE 99 PAGE 4 ACCOUNT ITEM CHECK NUMBER AMOUNT AMOUNT 001-2125 125.69 001-3104-4309 24.36 150.05 001-2201-4317 168.00 168.00 001-4202-4201 124.65 124.65 001-2111 47.00 47.00 001-1203-4320 1,360.00 1,360.00 WORK GUARANTEE DEPOSIT REFUND 001-2110 COMPUTER HOOK-UPS/JULY 99 TRAFFIC SIGNAL MAINT/JUNE 99 TRAFFIC SIGNAL MAINT/JUNE 99 PARKING PERMIT REFUND MEDICAL SUPPLIES/FIRE DEPT MEDICAL SUPPLIES/FIRE DEPT MEDICAL SUPPLIES/FIRE DEPT T-SHIRTS SILK SCREENED CITATION REFUND TRAFFIC ENG SERV/JUNE 99 SEWER REHABILITATION 1,600.00 1,600.00 001-2101-4304 3.46 3.46 105-2601-4201 39.50 105-2601-4201 76.85 116.35 110-3843 28.00 28.00 001-2201-4309 142.36 001-2201-4309 90.71 001-2201-4309 196.08 429.15 001-4601-4308 115.94 115.94 110-3302 10.00 10.00 001-3104-4201 332.50 332.50 160-3102-4201 4,950.00 4,950.00 CITATION REFUND/ADMIN HEARING 110-3302 CLASS REFUND/SUMMER 99 20.00 20.00 001-2111 64.00 64.00 18165 07/22/99 009624 DAVID/MARGARET SCHUMACH WORK GUARANTEE DEPOSIT REFUND 001-2110 18166 07/22/99 007518 JULES SELTZER & ASSOC. WORKSTATION/COMMUNITY RESOURCE 001-4601-5402 18167 07/22/99 007936 GREGORY SEVILLA 18168 07/22/99 009528 SINATRA UNIFORMS TUITION REIMBURSMENT/SUMMER 99 110-3302-4317 FITTED MOTOR PANTS/RICKEY 18169 07/22/99 009353 SKYHAWKS SPORTS ACADEMY INSTRUCTOR PAYMENT/SPRING 99 INSTRUCTOR PAYMENT SUMMER 99 18170 07/22/99 007689 SO BAY CITIES COUNCIL 0 MEMBERSHIP DUES FY 1999-2000 18171 07/22/99 009643 SO. CAL GAS CO. 1,600.00 1,600.00 5,909.38 5,909.38 464.85 464.85 001-2101-4187 493.62 493.62 001-4601-4221 145.80 001-4601-4221 1,328.00 1,473.80 001-1101-4315 2,708.00 2,708.00 NATURAL GAS VEHICLE FUEL/6/99 715-4204-4310 3.56 3.56 VOUCHRE2 07/22/99 17:54 VOUCHER/ CHECK CHECK NUMBER DATE VENDOR VENDOR NUMBER NAME CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION 18172 07/22/99 007189 S0. CALIFORNIA ASSOCIAT MEMBERSHIP DUES 99/2000 18173 07/22/99 009633 JENNIFER SOTO CITATION REFUND 18174 07/22/99 006511 SOUTHWEST SERVICE SOLUT TONER FOR FAX 18175 07/22/99 009198 STONEBRIDGE PRODUCTIONS 1999 SUMMER CONCERT SERIES 18176 07/22/99 009623 MICHELL TERCERO 18177 07/22/99 001427 PETER C. TUCKER 18178 07/22/99 008356 VIP KAWASAKI COBRA REFUND LUMBER PURCHASE/JUNE 99 EXPENSES FOR WINDMILL MOTORCYCLE REPAIRS MOTORCYCLE REPAIRS MOTORCYCLE REPAIRS/JUNE 99 MOTORCYCLE REPAIRS/JUNE 99 18179 07/22/99 000371 WEST BASIN WATER ASSOCI 99/00 MEMBERSHIP DUES 18180 07/22/99 009607 WEST BRANCH BUILDERS IN WORK GUARANTEE DEPOSIT REFUND 18181 07/22/99 001206 ZUMAR INDUSTRIES SIGN MATERIALS/JUNE 99 SIGNS FOR SKATEBOARD PARK TOTAL CHECKS 5 ACCOUNT NUMBER 001-1101-4315 110-3302 001-4601-4305 001-4601-4201 001-1203-4188 001-2125 001-2125 715-2101-4311 715-2101-4311 715-2101-4311 715-2101-4311 001-1101-4315 001-2110 001-3104-4309 001-4202-4309 PAGE 5 ITEM CHECK AMOUNT AMOUNT 1,004.00 1,004.00 30.00 30.00 54.08 54.08 4,000.00 4,000.00 305.54 305.54 5.59 125.49 131.08 228.36 750.68 506.14 173.40 200.00 1,600.00 736.10 504.01 1,658.58 200.00 1,600.00 1,240.11 150,146.85 VOUCHRE2 07/22/99 17:54 • • CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS FUND TITLE AMOUNT 001 GENERAL FUND 55,795.97 105 LIGHTG/LANDSCAPG DIST FUND 768.81 110 PARKING FUND 1,719.80 120 COUNTY GAS TAX FUND 100.02 121 PROP A OPEN SPACE FUND 8,568.25 126 4% UTILITY USERS TAX FUND 57,600.00 145 PROPOSITION 'A FUND 184.00 153 SUPP LAW ENF SERV (SLESF) 909.30 160 SEWER FUND 4,952.71 170 ASSET SEIZURE/FORFT FUND 1,182.45 180 FIRE PROTECTION FUND 4,053.50 705 INSURANCE FUND 12,175.20 715 EQUIPMENT REPLACEMENT FUND 2,136.84 TOTAL 150,146.85 6 • PAGE 6 VOUCHRE2 07/27/99 08:00 • • CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS PAGE 1 VOUCHER/ CHECK CHECK VENDOR VENDOR ITEM ACCOUNT ITEM CHECK NUMBER DATE NUMBER NAME DESCRIPTION NUMBER AMOUNT AMOUNT 18182 07/27/99 009523 GLACIAL GARDENS SUMMER CAMP EXCURSION/7/28/99 001-4601-4201 450.00 450.00 TOTAL CHECKS 450.00 7 VOUCHRE2 07/27/99 08:00 • 0 . CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS FUND TITLE AMOUNT 001 GENERAL FUND 450.00 TOTAL 450.00 S PAGE 2 VOUCHRE2 07/29/99 18:18 VOUCHER/ CHECK NUMBER CHECK VENDOR DATE NUMBER VENDOR NAME • • 18183 07/29/99 008626 10-S TENNIS SUPPLY 18184 07/29/99 009616 AARDVARK TACTICAL INC. 18185 07/29/99 006230 ADVANCED CONSTRUCTION 18186 07/29/99 000935 ADVANCED ELECTRONICS 18187 07/29/99 007316 ANTIQUE CORRAL, INC. 18188 07/29/99 003953 APWA 18189 07/29/99 009366 AQUA FLO CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION ROLLER RINK SUPPLIES TACTICAL GOGGLES TENNIS COURT CONTRACT 2 WAY RADIO MAINTENANCE 2 WAY RADIO MAINTENANCE 2 WAY EQUIPMENT MAINT REFUND FORFEIT FEE REGISTRATION/WILLIAMS/FLAHERTY IRRIGATION SUPPLIES 18190 07/29/99 009192 ARB, INC. CONSTRUCTORS NORTH PIER PARKING STRUCTURE 18191 07/29/99 009595 ART METAL, INC 18192 07/29/99 007366 ASTRO/CANON 18193 07/29/99 009500 AT&T 18194 07/29/99 008888 DAN AUTON 18195 07/29/99 008630 AVIS 18196 07/29/99 003420 BATTERY SPECIALTIES 18197 07/29/99 000252 BEACH TRAVEL 18198 07/29/99 009650 RICHARD BEFARANO 18199 07/29/99 004277 OLIN BELL 18200 07/29/99 006329 BERRYMAN & HENIGAR 18201 07/29/99 008937 DAVID BIZUB 50% DEPOSIT WINDMILL PARTS STAPLES FOR CANNON COPIER LONG DISTANCE SERVICES LONG DISTANCE SERVICES LONG DISTANCE SERVICES LONG DISTANCE SERVICES LONG DISTANCE CHRGS/JUNE 99 LONG DISTANCE CHRGS/JUNE 99 LONG DISTANCE CHRGS/JUNE 99 LONG DISTANCE CHRGS LONG DISTANCE CHRGS LONG DISTANCE CHRGS LONG DISTANCE CHRGS/JUNE 99 REFUND FORFEIT FEE DEPOSIT CITATION REFUND SABER RADIO SPECIALTIES AIRFARE/ROONEY REFUND FORFEIT FEES INSTRUCTOR PAYMENT/SUMMER 99 ENGINEERING CONTRACT LOMA DR ENGINEERING CONTRACT MYRTLE ENGINEERING CONTRACT MYRTLE ACCOUNT NUMBER 001-4601-4308 153-2106-5401 126-8526-4201 001-2101-4201 001-2101-4201 001-2201-4201 001-2111 001-4202-4317 105-2601-4309 121-8624-4201 121-8621-4201 001-1208-4305 001-1101-4304 001-1132-4304 001-1202-4304 001-1203-4304 001-1202-4304 001-1203-4304 001-4202-4304 001-1121-4304 001-1141-4304 001-1202-4304 001-2201-4304 001-2111 110-3302 001-2101-4307 001-4601-4317 001-2111 001-4601-4221 306-8183-4201 306-8182-4201 306-8182-4201 REFUND FORFEIT FEE 001-2111 ITEM AMOUNT 59.42 927.07 78,057.00 188.70 1,398.55 227.10 50.00 90.00 944.76 615,851.10 3,277.27 46.14 .24 .07 2.81 2.97 7.12 4.25 .51 .98 .84 8.90 8.37 50.00 40.00 827.07 438.00 50.00 724.50 1,087.50 1,087.50 3,425.00 PAGE 1 CHECK AMOUNT 59.42 927.07 78,057.00 1,814.35 50.00 90.00 944.76 615,851.10 3,277.27 46.14 37.06 50.00 40.00 827.07 438.00 50.00 724.50 5,600.00 25.00 25.00 VOUCHRE2 07/29/99 18:18 VOUCHER/ CHECK CHECK NUMBER DATE VENDOR NUMBER VENDOR NAME 18202 07/29/99 009647 BRACY PLUMBING INC. CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION REFUND FORFEIT FEES 18203 07/29/99 000355 BROOKES SPECIALTY SERVI 25% DEPOSIT/LOWER PIER 18204 07/29/99 000155 BROWNING FERRIS INDUSTR TRASH REMOVAL/JULY 99 ACCOUNT ITEM NUMBER AMOUNT 001-2111 50.00 121-8621-4201 4,925.00 109-3301-4201 383.01 18205 07/29/99 000034 BUSINESS SYSTEMS CORPOR WINDOW ENVELOPES PURCHASE/6/99 001-1208-4305 18206 07/29/99 006307 MARGARET CHASE 18207 07/29/99 000325 COAST GLASS COMPANY 18208 07/29/99 005770 COMP USA 18209 07/29/99 009653 COMPULINK 18210 07/29/99 006057 THE CORE GROUP 18211 07/29/99 001390 DAPPER TIRE CO. INSTRUCTOR PAYMENT INSTRUCTOR PAYMENT PLEXI GLASS PURCHASE/JUNE 99 SOFTWARE PURCHASE TRACKBALL MOUSE UPDATE & SUPPORT RENEWAL POWER SUPPLY & WARRANTY TIRE PURCHASE/JUNE 99 TIRE PURCHASE/JUNE 99 TIRE PURCHASE/JUNE 99 TIRE PURCHASE/JUNE 99 TIRE PURCHASE/JUNE 99 18212 07/29/99 000267 DEPARTMENT OF TRANSPORT HWY MAINT/JUNE 99 18213 07/29/99 000147 THE DEVELOPMENT 18214 07/29/99 007569 DINN BROS. TROPHIES FILM & PROCESSING/JUNE 99 FILM PROCESSING/JUNE 99 FILM DEVELOPING/JUNE 99 ROLLER HOCKEY TROPHIES 18215 07/29/99 004394 DIVERSIFIED PHOTO SUPPL FILM PURCHASE/JULY 99 18216 07/29/99 001339 DOUBLETREE INN 18217 07/29/99 001498 DYNAMED 18218 07/29/99 005626 EDEN SYSTEMS, INC. 18219 07/29/99 005509 RICK ESCALANTE 18220 07/29/99 009529 FAILSAFE TESTING 18221 07/29/99 001962 FEDERAL EXPRESS CORP. 18222 07/29/99 003169 STEVE FILLMAN LODGING/ROONEY LATEX GLOVES SOFTWARE SUPPORT 99/00 INSTRUCTOR PAYMENT/SUMMER 99 INSTRUCTOR PAYMENT/SUMMER 99 284.59 001-4601-4221 171.36 001-4601-4221 343.14 715-2101-4311 100.67 715-1206-4201 108.24 715-1206-4305 127.74 001-1121-4201 790.00 001-1206-5401 546.66 715-3102-4311 162.29 715-3102-4311 162.29 715-3302-4311 156.28 715-2201-4311 178.03 715-2201-4311 178.03 105-2601-4251 2,294.74 001-3104-4309 24.42 001-2101-4305 52.02 001-2101-4305 52.19 001-4601-4308 258.68 001-2101-4305 128.71 001-4601-4317 275.12 001-2101-4306 174.82 715-1206-4201 3,142.13 001-4601-4221 48.75 001-4601-4221 341.25 AERIAL LADDER ANNUAL INSTPECT 715-2201-4311 EXPRESS MAIL/JUNE 99 EXPRESS MAIL/JUNE 99 INSTRUCTOR PAYMENT/SUMMER 99 �0 1,448.00 001-4101-4305 23.00 001-4202-4201 19.25 001-4601-4221 415.80 PAGE 2 CHECK AMOUNT 50.00 4,925.00 383.01 284.59 514.50 100.67 235.98 790.00 546.66 836.92 2,294.74 128.63 258.68 128.71 275.12 174.82 3,142.13 390.00 1,448.00 42.25 VOUCHRE2 07/29/99 18:18 VOUCHER/ CHECK CHECK NUMBER DATE VENDOR NUMBER VENDOR NAME • • 18223 07/29/99 008357 FIRST -IN FIRE EQUIPMENT 18224 07/29/99 001186 MYRON GAZIN 18225 07/29/99 009651 STEVEN GILLAN 18226 07/29/99 005517 TIMOTHY GRAHAM 18227 07/29/99 006497 JUDY GRAY 18228 07/29/99 000015 GTE CALIFORNIA, INCORPO 18229 07/29/99' 004331 JANICE GUERRERO 18230 07/29/99 18231 07/29/99 18232 07/29/99 18233 07/29/99 006518 HAYER CONSULTANTS, INC. 008576 HEC RAMSEY ENTERPRISES 008311 STEPHEN HENDERSON 003432 HOME DEPOT/GECF 18234 07/29/99 009657 INFOLINK 18235 07/29/99 002458 INGLEWOOD WHOLESALE ELE 18236 07/29/99 005873 LARRY KESSLER 18237 07/29/99 006293 KINKO'S INC. 18238 07/29/99 009324 LAIDLAW TRANSIT SERVICE 18239 07/29/99 000317 LEAGUE OF CALIFORNIA CI 18240 07/29/99 000167 LEARNED LUMBER 18241 07/29/99 009059 YOLANTA M. LEONAKIS CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION INSTRUCTOR PAYMENT/SUMMER 99 INSTRUCTOR PAYMENT/SUMMER 99 INSTRUCTOR PAYMENT/SUMMER 99 FACE SHIELDS & REPAIR KITS 1998 ASSESSMENT REBATE REFUND FORFEIT FEES REFUND FORFEIT FEE INSTRUCTOR PAYMENT/SUMMER 99 PHONE BILLING/JUNE 99 PHONE BILLING/JULY 99 INSTRUCTOR PAYMENT/SUMMER 99 INSTRUCTOR PAYMENT/SUMMER 99 PLAN CHECKS/4/29-6/14/99 PLAN CHECKS/JUNE 99 EVENT PASSES WITH ANTI FRAUD REFUND FORFEIT FEE CONCRETE PURCHASE/JUNE 99 SHOVELS & BATTERIES/JUNE 99 SILICA SAND/BOWLING GREEN/6/99 ELECTRICAL FITTINGS IRRIGATION SUPPLIES.JUNE 99 HARDWARE PURCHASE/JUNE 99 BACKGROUND CHECKS BACKGROUND CHECKS/ SINGLE METER SERVICE INSTRUCTOR PAYMENT/SUMMER 99 INSTRUCTOR PAYMENT/SUMMER 99 SIGNS LAMINATED PARKING SHUTTLE PROGRAM/JUNE REGISTRATION/ROONEY REDWOOD FENCING INSTRUCTOR PAYMENT/SUMMER 99 11 ACCOUNT NUMBER 001-4601-4221 001-4601-4221 001-4601-4221 180-2202-5401 105-3105 001-2111 001-2111 001-4601-4221 001-4204-4321 001-2101-4304 001-4601-4221 001-4601-4221 001-4201-4201 001-4201-4201 110-1204-4305 001-2111 001-3104-4309 001-4202-4309 001-4202-4309 105-2601-4309 105-2601-4309 001-3104-4309 001-1203-4201 001-1203-4201 105-2601-4309 001-4601-4221 001-4601-4221 160-3102-4309 145-3401-4201 001-4601-4317 001-4204-4309 001-4601-4221 ITEM AMOUNT 1,117.68 277.20 2,476.82 430.30 49.22 50.00 50.00 2,320.50 42.67 217.86 58.80 176.40 8,087.58 2,823.02 358.64 50.00 49.58 88.77 25.87 34.24 88.26 161.25 315.80 31.80 915.80 100.80 302.40 43.30 9,660.00 275.00 16.95 58.80 PAGE 3 CHECK AMOUNT 4,287.50 430.30 49.22 50.00 50.00 2,320.50 260.53 235.20 10,910.60 358.64 50.00 447.97 347.60 915.80 403.20 43.30 9,660.00 275.00 16.95 • VOUCHRE2 07/29/99 18:18 CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS PAGE 4 VOUCHER/ CHECK CHECK VENDOR VENDOR ITEM ACCOUNT ITEM CHECK NUMBER DATE NUMBER NAME DESCRIPTION NUMBER AMOUNT AMOUNT INSTRUCTOR PAYMENT/SUMMER 99 001-4601-4221 117.60 176.40 18242 07/29/99 003708 DENNIS LINDSEY INSTRUCTOR PAYMENT/SUMMER 99 001-4601-4221 1,636.26 ADULT SOFBALL LEAGUES 001-4601-4221 1,637.24 3,273.50 18243 07/29/99 000077 LOMITA BLUEPRINT SERVIC BLUELINE PAPER 001-4202-4305 109.94 109.94 18244 07/29/99 001255 MANERI SIGN CO., INC. STOP SIGNS & PARKING SIGNS 001-3104-4309 2,625.06 2,625.06 18245 07/29/99 000605 MANHATTAN FORD AUTO PART PURCHASE/JUNE 99 715-2101-4311 37.41 37.41 18246 07/29/99 009644 MC CRAY RENTAL REFUND 001-2111 20.00 20.00 18247 07/29/99 009161 JOHN MEEK CO.,INC PIER RENOVATION RETENTION 121-8620-4201 115,678.99 PIER RENOVATION RETENTION 150-8620-4201 12,436.64 128,115.63 18248 07/29/99 008457 MINOLTA BUSINESS SYSTEM COPIER USAGE/JUNE 99 001-1208-4201 130.90 COPIER USAGE/JUNE 99 001-4601-4201 44.63 COPIER USAGE/JUNE 99 001-1208-4201 68.41 COPIER USAGE/JUNE 99 001-2201-4201 44.63 COPIER USAGE/JUNE 99 110-3302-4201 8.93 297.50 18249 07/29/99 008170 MUNICIPAL MAINT. EQUIPM PARTS FOR GO -4 715-3302-4311 57.34 57.34 18250 07/29/99 009654 LARRY MURAKAMI CONTRACT REFUND SEWER PERMIT 160-3829 167.00 167.00 18251 07/29/99 009646 PATRICK MURPHY REFUND FORFEIT FEES 001-2111 50.00 50.00 18252 07/29/99 009494 NJP SPORTS, INC WIND SCREEN INSTALLED 001-4202-4201 420.00 420.00 18253 07/29/99 009645 JAY O'NEIL REFUND FORFEIT FEES 001-2111 50.00 50.00 18254 07/29/99 000093 OLYMPIC AUTO CENTER AUTO REPAIRS 705-1210-4324 1,544.24 AUTO REPAIRS/JULY 99 715-4202-4311 185.92 1,730.16 18255 07/29/99 009649 RON PEARCE REFUND FORFEIT FEES 001-2111 50.00 50.00 18256 07/29/99 008886 JEFFREY PIEPER REFUND FORFEIT FEE DEPOSIT 001-2111 50.00 50.00 18257 07/29/99 008482 PRO MEDIX MEDICAL SUPPLIES/FIRE DEPT 001-2201-4309 120.40 MEDICAL SUPPLIES/FIRE DEPT 001-2201-4309 291.45 411.85 18258 07/29/99 003302 JOHN PROUT REFUND FORFEIT FEE 001-2111 50.00 50.00 18259 07/29/99 008768 QUADRANT SYSTEMS SOFTWARE SUPPORT 99/00 715-1206-4201 600.00 600.00 18260 07/29/99 004222 GARRICK RAWLINGS REFUND FORFEIT FEE 001-2111 50.00 50.00 18261 07/29/99 008871 LYN RILEY, EMS EDUCATIO MANDATED TRAINING PROGRAM 001-2201-4201 1,250.00 1,250.00 18262 07/29/99 006469 DANIEL ROHRBACH REFUND FORFEIT FEE 001-2111 50.00 50.00 El VOUCHRE2 07/29/99 18:18 VOUCHER/ CHECK NUMBER CHECK VENDOR DATE NUMBER VENDOR NAME • • 18263 07/29/99 008240 MARGARITA ROLLOW 18264 07/29/99 000302 MARY C. ROONEY 18265 07/29/99 009648 KEVIN SANGIOVANNI 18266 07/29/99 009139 SECURED STORAGE 18267 07/29/99 003505 SHORELINE PRINTING 18268 07/29/99 009656 SHRED IT CALIFORNIA 18269 07/29/99 005817 SIERRA COMPUTER SYSTEMS 18270 07/29/99 000114 SMART & FINAL IRIS COMP CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION ACCOUNT NUMBER INSTRUCTORS PAYMENT/SUMMER 99 001-4601-4221 INSTRUCTOR PAYMENT/SUMMER 99 001-4601-4221 PER DEIM/LEAGUE OF CA CITIES REFUND FORFEIT FEES STORAGE CHARGES/3RD ORT 1999 REPORTS PRINTED EXCEPTION SLIPS PRINTED DESTRUCTION SERVICES SOFTWARE MAINTENANCE 99/00 SUMMER CAMP SUPPLIES PRISONER MAINTENANCE/JULY 99 SUPPLIES/FIRE DEPARTMENT COFFEE PURCHASE/JULY 99 FILM PURCHASE/JULY 99 SUPPLIES/LAWNBOWLING SUPPLIES/LAWNBOWLING EVENT 18271 07/29/99 008068 SMEAL FIRE APPARATJJS CO PARTS TO REPAIR FIRE TRUCK 18272 07/29/99 000118 SOUTH BAY MUNICIPAL COU CITATION SUR CHARGES/MAY 99 CITATION SUR CHARGE/JUNE 99 18273 07/29/99 008812 SOUTH BAY REGIONAL PUBL 7 HOURS LABOR/REPAIRING WIRIES 18274 07/29/99 008116 SOUTHERN CALIFORNIA EDI SERVICE TO PARKING STRUCTURE 18275 07/29/99 000170 SOUTHERN CALIFORNIA GAS GAS BILLING/JULY 99 GAS BILLING/JULY 99 GAS BILLING/JULY 99 18276 07/29/99 001207 SRECO FLEXIBLE SYSTEMS STEEL RODS PURCHASE 18277 07/29/99 009530 STERNDAHL ENTERPRISES, REFLECTIVE PAVEMENT MARKING 18278 07/29/99 009198 STONEBRIDGE PRODUCTIONS ADDITIONAL CONCERT 8/01/99 18279 07/29/99 009652 SUBWAY SANDWICHES SANDWICH FOR OPEN HOUSE 18280 07/29/99 009437 T.C.I. TRANSPORTATION S DIAGNOSTIC SCANNER PURCHASE 18281 07/29/99 005869 T2 SYSTEMS, INC. 18282 07/29/99 003353 VISA TERMINATOR SYSTEM MAINT MEETING EXPENSES/JULY 99 MEETING EXPENSES/OAKS 13 001-4601-4317 001-2111 001-1121-4201 001-2101-4305 001-2201-4305 001-2101-4201 715-1206-4201 001-4601-4308 001-2101-4306 001-4204-4309 001-4601-4305 001-2201-4305 001-4601-4308 001-4601-4308 715-2201-4311 110-3302 110-3302 715-2101-4311 121-8624-4201 001-4204-4303 001-4204-4303 001-4204-4303 160-3102-4309 001-3104-4201 001-4601-4201 001-4601-4308 715-4206-5402 715-1206-4201 001-1201-4317 001-1101-4317 ITEM AMOUNT 140.00 280.00 150.00 50.00 24.00 238.15 211.09 90.00 2,828.95 41.45 69.04 142.90 49.90 12.98 145.22 15.10 63.42 20,485.00 23,737.00 332.50 218.96 36.23 140.02 37.63 1,623.75 3,772.00 10,000.00 139.90 2,619.07 7,136.38 26.41 33.62 PAGE 5 CHECK AMOUNT 420.00 150.00 50.00 24.00 449.24 90.00 2,828.95 476.59 63.42 44,222.00 332.50 218.96 213.88 1,623.75 3,772.00 10,000.00 139.90 2,619.07 7,136.38 VOUCHRE2 07/29/99 18:18 VOUCHER/ CHECK CHECK NUMBER DATE VENDOR NUMBER VENDOR NAME 18283 07/29/99 008313 DAVE WHITHAM 18284 07/29/99 009346 DAWN WINZEN CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION MEETING EXPENSES/REMODEL ORAL BOARD LUNCHES FIRE CODE AMENDMENT PACKAGE REFUND FORFEIT FEE INSTRUCTOR PAYMENT 18285 07/29/99 006098 WONDRIES FLEET DIVISION LNG CARGO VAN/POLICE LNG CARGO VAN/POLICE 18286 07/29/99 007707 WPA TRAFFIC ENGINEERING PROFESSIONAL SERVICES/7/99 PROFESSIONAL SERVICES/7/99 18287 07/29/99 009234 ZEP MANUFACTURING COMPA ASPHALT RELEASE SPECIAL MIX 18288 07/29/99 009655 JOHN ZIEGLER DEPOSIT REFUND 18289 07/29/99 001206 ZUMAR INDUSTRIES POST & ANCHORS TOTAL CHECKS iy S ACCOUNT NUMBER 001-1201-4317 001-1203-4201 001-2201-4305 001-2111 001-4601-4221 715-3701-5403 715-2101-5403 105-8156-4201 105-8153-4201 001-3104-4309 001-2111 001-3104-4309 ITEM AMOUNT 15.77 110.45 61.85 50.00 50.40 10,795.00 16,801.86 1,480.00 1,480.00 122.53 25.00 843.00 PAGE 6 CHECK AMOUNT 248.10 50.00 50.40 27,596.86 2,960.00 122.53 25.00 843.00 1,003,339.78 VOUCHRE2 07/29/99 18:18 • • CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS FUND TITLE AMOUNT 001 GENERAL FUND 53,378.01 105 LIGHTG/LANDSCAPG DIST FUND 7,287.02 109 DOWNTOWN ENHANCEMENT FUND 383.01 110 PARKING FUND 44,629.57 121 PROP A OPEN SPACE FUND 739,951.32 126 4% UTILITY USERS TAX FUND 78,057.00 145 PROPOSITION 'A FUND 9,660.00 150 GRANTS FUND 12,436.64 153 SUPP LAW ENF SERV (SLESF) 927.07 160 SEWER FUND 1,834.05 180 FIRE PROTECTION FUND 430.30 306 LOMA/MYRTLE UNDRGRND DISTRICT 5,600.00 705 INSURANCE FUND 1,544.24 715 EQUIPMENT REPLACEMENT FUND 47,221.55 TOTAL 1,003,339.78 1.5 PAGE 7 VOUCHRE2 08/03/99 08:54 VOUCHER/ CHECK CHECK NUMBER DATE VENDOR NUMBER VENDOR NAME • • 18290 08/03/99 005706 GABLE HOUSE BOWL 18291 08/03/99 006093 OFFICER LANCE HEARD 18292 08/03/99 009527 LA DUINTA CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS ITEM DESCRIPTION EXCURSION/DAY CAMP/SUMMER 99 MEALS/POST CLASS LODGING/LANCE HEARD 18293 08/03/99 004632 SUNSET RANCH HOLLYWOOD EXCURSION/AUGUST 7,1999 18294 08/03/99 007106 JENNIFER YAMANE INSTRUCTOR PAYMENT/SUMMER 99 INSTRUCTOR PAYMENT/SUMMER 99 TOTAL CHECKS 16 ACCOUNT NUMBER 001-4601-4201 001-2101-4312 001-2101-4312 001-4601-4201 001-4601-4221 001-2020 ITEM AMOUNT 697.00 140.00 302.50 1,050.00 813.40 PAGE 1 CHECK AMOUNT 697.00 140.00 302.50 1,050.00 450.80 1,264.20 3,453.70 VOUCHRE2 08/03/99 08:54 i • CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS FUND TITLE AMOUNT 001 GENERAL FUND 3,453.70 TOTAL 3,453.70 11 PAGE 2 VOUCHRE2 08/03/99 08:54 • • CITY OF HERMOSA BEACH VOUCHER/CHECK REGISTER FOR ALL PERIODS CLAIMS VOUCHER APPROVAL I HEREBY CERTIFY THAT THE D MANDS OR CLAIMS COVERED BY THE CHECKS LISTED ON PAGES I TO /7 INCLUSIVE, OF THE VOUCHER REGISTER FOR ')f),?-.-?/ 1ARE ACCURATE, FUNDS ARE AVAILABLE FOR PAYMENT, AND ARE IN CONFORMANCE TO THE BUDGET. BY FINANCCCEE DIR CTOR DATE o! ;'lyq() PAGE 3 i • July 20, 1999 Honorable Mayor and For the Meeting of Members of the City Council August 10, 1999 CANCELLATION OF CHECKS Please consider the following request for cancellation of the checks listed below: FISCAL YEAR 98/99 #18077 - 07/15/99 - $ 627.85 Regents of Uni of California. Issued to the wrong vendor. Check was never mailed. #17953 — 07/01/99 - $ 20.00 Ruth Steffey. Lost in the mail. Stop payment placed on item August 2, 1999. Concur: Noted for fiscal impact: Viki Copeland, Finance Director August 4, 1999 Honorable Mayor and Members of the Hermosa Beach City Council Regular Meeting of August 10, 1999 i TENTATIVE FUTURE AGENDA ITEMS NO MEETING Award of contract of 300' noticing contracting service Community Development Director Recommendation to receive and file action minutes from the Parks, Recreation and Community Resources Advisory Commission meeting of August 3, 1999 Community Resources Director Recommendation to receive and file action minutes from the Planning Commission meeting of August 17, 1999 Appeal of P.C. denial of a CUP amendment at 1100 The Strand, Scotty's (cont'd from 6/22/99 meeting) Monthly Activity Reports for July, 1999 Community Development Director Community Development Director All Departments EMBER2 .............................. ......................... Recommendation to receive and file action minutes from the Parks, Recreation and Community Resources Advisory Commission meeting of September 7, 1999 Recommendation to receive and file action minutes from the Planning Commission meeting of September 21, 1999 Monthly Activity Reports for August, 1999 Community Resources Director Community Development Director All Departments lc • August 4, 1999 Honorable Mayor and Members of the Hermosa Beach City Council Regular Meeting of August 10, 1999 HARDSHIP FUND - MYRTLE AVENUE UTILITY UNDERGROUNDING ASSESSMENT DISTRICT Recommendation: That the City Council authorize setting up a fund to receive contributions from donors to provide financial assistance to property owners in the Myrtle Avenue area. Background: During the Public Hearing on the assessments for the Myrtle Avenue Utility Undergrounding project, one of the residents suggested that a fund be set up to provide assistance for those who were unable to pay the assessment. In order to receive donations, a separate fund needs to be set up. Assuming that donations are received for this purpose, they could be distributed each year to cover the assessment charges that will appear on the property tax bill. The determination of need can be developed later, after we know the amount of the donations. Staff is in the process of checking with other cities to come up with a needs test that can be applied here. Respectfully submitted, Stephen R. Burrell City Manager ld FROM : Panasonic FAX SYSTEM • PHONE NO. : • Aug. 10 1999 O2:43AM P1 FAX Date 8/10/99 Number of pages Including cover sheet 1 HERMOSA CITY HALL Ate: ROBIN Phone 310/319-0201 Fax Phone 310/376-9380 FROM: Gerard Ravel 2552 Manhattan Ave. Hermosa Beach CA 90254 Phone 310/374-7478 Fax Phone 310/372-2106 I REMARKS: Urgent ® For your review ❑ Reply ASAP 0 Please Comment PLEASE PASS THIS ON TO THE COUNCIL MEMBERS AND THE MAYOR FOR TONIGHT'S MEETING. RE: MYRTLE AVE. UTILITY SETTING UP A FUND FORRDONATIONS FOR THE PROPERTY OWNERS WHO HAVE FINANCIA HARDSHIP WE APPLAUD THE ASSESSMENT DISTRICT FOR THEIR HARD WORK IN GETTING THIS UNDERGROUND UTILITY PROJECT LAUNCHED.R CT DECLARED THAT THE DISTRICT WAS T THE JULY 13TH COUNCIL MEETING, THE SPOKESMAN FOR THE ASSESSMENT DIST SO ELATED ABOUT THE PASSING OF THE PROPOSAL, PO A WOULD WILLINGLY HE MEMBERS OF THE ASSESSMENT DISTRICT WHO VOTED "YES" ON THE PR CONTRIBUTE TO THE FEES OWED BY PROPERTY OWNERS WITH FINANCIAL HARDSHIPS. N I LIVE IN THE ASSESSMENT DISTRICT, I BELIEVE THAT DE FSTRIOC7rM MEMING BERS VOTING IN SHOULD BE PART OF THE NEW FUND: THE ASSESSMENT FAVOR OF THE PROJECT SHOLD BE HELD TO THEIR G ORD ABOUT HELPING OTHERS IN THE DISTRICT WITH FINANCIAL HARDSHIPS_ AS AO D FAITH DONATION EACH PERSON VOTING YES (116 MEMBERS) IN THE DISTRICT SH C �LD WRITE UT ITOUT A CHECK FOR WOULD ALSO SHOW 00. THIS WOULD NOT ONLY PAY OFF ONE HARDSHIP OTHERS IN THE COMMUNITY THAT THE ASSESSMENT DISTRICT MEMBERS WERE HONEST IN THEIR INTENTIONS OF KEEPING THEIR WORD. SINCERELY. GERARD RAVEL SUPPLEMENTALi INFORMATION III i • Wednesday, July 21, 1999 Honorable Mayor and Members of Regular meeting of The Hermosa Beach City Council August 10, 1999 PURCHASE OF UNDERCOVER VEHICLE FOR THE POLICE DEPARTMENT RECOMMENDATION Staff recommends that Council: 1. Authorize the purchase of one (1) new police undercover vehicle (Chevy Tahoe) for the Police Department from Wondries Fleet Group of Alhambra, California. BACKGROUND It is recommended that this vehicle be purchased from Wondries Fleet Group in Alhambra, CA It is proposed that we "piggy -back" on the purchase order established with the City of Beverly Hills (purchase order no. 99202379) which purchased 10 Chevy Tahoe police vehicles. However, the price will be less since the vehicle will come in a standard color (a reduction of $849.00). Neither the State nor the County has contracts for vehicles that meet our needs. FISCAL IMPACT The funding for the purchase of this vehicle has been approved in the Equipment Replacement Fund for the current 1999/2000 fiscal year. ($31,763.80) Respectfully submitted, Concur: tqVf'f STEPHEN BURRELL VAL STRASER, CHIEF OF POLICE HERMOSA BEACH POLICE DEPARTMENT CITY MANAGER Fiscal Impact: Viki Copeland, Finance Director le r • HONORABLE MAYOR and MEMBERS of the HERMOSA BEACH CITY COUNCIL Q_„e4 0,..11 August 2, 1999 Regular Meeting of August 10, 1999 SUBJECT: FINAL MAP #25248 (C.U.P. CON NO. 98-19, PDP NO. 98-24) LOCATION: 120 MONTEREY BOULEVARD APPLICANT(S): HOFFMAN AND LUDLOW DEVELOPMENT CORP. REQUEST: TO ADOPT A RESOLUTION APPROVING FINAL MAP FOR A TWO -UNIT CONDOMINIUM PROJECT Recommendation Staff recommends approval of Final Parcel Map #25248 which is consistent with the approved Vesting Tentative Parcel Map, and recommends the City Clerk be directed to endorse the certificate for said map. Background The Planning Commission approved a Conditional Use Permit for a two -unit condominium project and Vesting Tentative Parcel Map #25248 at their September 15, 1998 meeting. The project is currently under construction. Process Once a map has been tentatively approved by the Planning Commission, copies of the tentatively approved map must be submitted to the L.A. County Engineer, who is contracted by the City, to review the map for its technical correctness (pursuant to Section 66442(a)(4)of the Subdivision Map Act). An applicant has two years from the date of tentative map approval to submit for final map approval. Typically applicants have not submitted for final map approval until projects are near completion and ready to be sold. Final maps must be submitted to the City Council and must be approved by the City Council, "...if it conforms to all the requirements of [Subdivision Map Act] and any local subdivision ordinance applicable at the time of approval or conditional approval of the tentative map and any rulings made thereunder...." pursuant to Section 66458(a) of the Subdivision Map Act. if Analysis The staff has reviewed the Final Map and found it substantially consistent with the Vesting Tentative Parcel Map approved by the Planning Commission and in conformance with the State Subdivision Map Act. CONCUR: Sol Blumen ld, It 'rector Community Development Department l Stephen R. 11 City Manager Z Respectfully submitted, Ken Robertson Associate Planner y/f:fm120 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 RESOLUTION NO. 99- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HERMOSA BEACH, CALIFORNIA, GRANTING APPROVAL OF FINAL PARCEL MAP #25248 FOR A TWO UNIT CONDOMINIUM PROJECT LOCATED AT 120 MONTEREY BOULEVARD, HERMOSA BEACH, CALIFORNIA. WHEREAS, the City Council held a meeting on August 10, 1999 and made the following Findings: A. This project will not violate any of the provisions of Sections 66427.1, 66474, 66474.1, and 66474.6 of the Subdivision Map Act; B. The proposed subdivision, together with the provisions for its design and improvement, is consistent with the General Plan required by Article 5 (commencing with Section 65300) of Chapter 3 of Division 1 of the Government Code, or any specific plan adopted pursuant to Article 8 (commencing with Section 65450) of Chapter 3 of Division 1 of the Government Code; C. The development of the property in the manner set forth on the subject division of land will not unreasonably interfere with the free and complete exercise of any public entity and/or public utility rights-of-way and/or easements within the subject division of land; D. The approval of said map is subject to all conditions outlined in Planning Commission Resolution P.C. No. 98-55 adopted after hearing on September 15, 1998; E. This project is Categorically Exempt pursuant to 15268(b)(3), "Approval of final subdivision maps", of the California Environmental Quality Act. NOW, THEREFORE, the City Council of the City of Hermosa Beach, California, does hereby resolve as follows: 1. Pursuant to the recommendation of the Planning Commission and to the recommendation of the County Engineer, the City Council does hereby grant final approval of Parcel Map #25248 in the City of Hermosa Beach, State of California, being a Subdivision of Lot 3, Yoeman's Subdivision, as recorded in Book 6, Page 84 of Maps in the Office of the Recorder of Los Angeles County, for a two -unit condominium project on land commonly known as 120 Monterey Boulevard, Hermosa Beach, California. PASSED, APPROVED, and ADOPTED this 10th day of August, 1999. PRESIDENT of the City Council and Mayor of the City of Hermosa Beach, California ATTEST: APPROVED AS TO FORM: CITY CLERK CITY ATTORNEY P:fml2ors 3 August 3, 1999 • x/)99 City Council Meeting of August 10, 1999 Approval of Classification Specification for Public Works Inspector as Approved by the Civil Service Board Recommendation Staff recommends that the City Council approve the classification specification for Public Works Inspector as reviewed and approved by the Civil Service Board. Background With the vacancy in the Engineering Technician classification, the Public Works Director requested that the Personnel Department review and update the class specification and consider changing the title of the position to Public Works Inspector. The City's Civil Service Board reviewed and approved the proposed changes to the class specification at their meeting of July 28, 1999. Analysis The primary function of the Engineering Technician in recent years has been to issue permits and inspect improvements made in the public right of way. There has been some low level engineering and drafting work performed in the past; however, the primary function has been for inspection. With the level and type of building and capital improvements occurring in the City, there is a great need to continue to have this position focus on the inspection function. As such, it is appropriate update the class specification to reflect the actual duties performed. The changes proposed to the class specification include changing the title of the class from Engineering Technician to Public Works Inspector, eliminating the duties involving technical engineering work, changing the experience requirement from five years to two, and updating the format to be consistent with other class specifications that have been updated recently. The recommendation to change the experience requirement is made as a result of information obtained by surveying other agencies and reviewing the actual duties to be performed. The average experience required for a Public Works Inspector is between two and four years. Due to the nature and level of work performed by this classification, two years experience appears to be appropriate as a minimum requirement. It is important to note that the education and experience qualifications are guides only and would typically be necessary to perform the level of duties required of the position. Upon approval by the City Council, the Personnel Department will begin an open recruitment and examination process to fill the vacant position. There is no change in salary proposed. This is a full-time budgeted position funded in the 1999/2000 budget. Respectfully s�tbmitted: ichael A. Earl Personnel & Risk Management Director Steph rrell City Manager 1 9 CITY OF HERMO,BEACH Class Specification PUBLIC WORKS INSPECTOR DEFINITION Under general supervision, to perform inspections in the public right-of-way and to do related work as required. EXAMPLES OF DUTIES Duties may include, but are not limited to the following: Performs field inspections of improvements in the public right-of-way; establishes locations of various underground utilities; gathers data and prepares necessary details from commencement through to the completion of public works projects for adherence to plans and specifications. Interacts with other City, County, State and Federal Departments in projects related to Public Works; and prepares simple engineering sketches and drawings. Inspects a variety of public works construction and maintenance projects for adherence to plans and specifications; performs utility permit inspections and closes out issuance; inspects the curbs, gutters, sidewalks, driveways, streets, street lighting, bike paths and any other types of improvements in the public right-of-way or on public lands, including inspecting and making recommendations for encroachments; inspects work methods, procedures and materials used; inspects back -filling of trenches. Assists in resolving conflicts between contractors and the engineering office; checks construction drawings to determine if improvement plans conform to City standards. Read and interpret engineering data such as cross-sections, profiles, diagrams and legal descriptions; prepare topographic surveys; prepare construction and other field surveys. Maintains sewer location card file, survey map file, tie notes, and public utility permit file. Maintains record of pier soundings. Issues permits at the public counter; assists in various other office duties. Performs related work duties as required. QUALIFICATION GUIDELINES Knowledge, Skills & Abilities: Knowledge of surveying procedures and equipment; ability to verify and record survey readings; ability to read and interpret engineering maps and blueprints; ability to maintain precise records; ability to effectively communicate both orally and in writing and prepare written reports in a format that can be understood by a layperson; ability to work and deal courteously and effectively with the general public as well as co-workers. • • Education and Experience: Two years experience inspecting public works, engineering, or construction work. Educational achievement equivalent to graduation from high school supplemented by college -level course work in engineering, drafting, public works inspection or a directly related field. Licenses/Certificates: Possession of a valid Class C California Driver's License with a safe driving record is required and must be maintained as valid during the course of employment. Approved by the Civil Service Board: 7-28-99 Approved by the City Council: • • CITY OF HERMOSA BEACH ENGINEERING TECHNICIAN DEFINITION: Under general supervision of the Deputy City Engineer, to assist in engineering activities within the office and in the field; to perform inspections in the public right-of-way and to do related work as required. EXAMPLES OF TYPICAL DUTIES: Perform field inspections of improvements in the public right-of-way; establish locations of various underground utilities; gather data and prepare necessary details from commencement through to the completion of public works projects for adherence to plans and specifications. Interact with.other City, County, State and Federal Departments in projects related to Public Works; make detailed maps and profiles from field survey notes; make tracings, drafting, reductions, and revisions in maps and drawing in pencil or ink; operate blueprint machine; review and analyze traffic accident reports. Inspect a variety of public works construction and maintenance projects for adherence to plans and specifications; perform utility permit inspections and closeout issuance; inspect the curbs, gutters, sidewalks, driveways, streets, street lighting, bike paths and any other types of improvements in the public right-of-way or on public lands, including inspection and recommendations for encroachments; inspection of work methods, proceduresand materials used; inspect back -filling of trenches. Assist in resolving conflicts between contractors and the engineering office; check construction drawings to determine if improvement plans conform to City standards. Prepare engineering data such as cross-sections, profiles, diagrams and legal descriptions; prepare topographic surveys; prepare construction and other field surveys; calculate distances, angles, areas and stations; maintain engineering maps and files. Maintain sewer location card file, survey map file, tie notes, and public utility permit file. Maintain record of pier soundings. Issue permits at the public counter; assist in various other office duties. Perform related duties as assigned. • • QUALIFICATIONS: Knowledge and Abilities: Knowledge of surveying procedures and equipment; ability to verify and record survey readings; ability to read and interpret engineering maps and blueprints; drafting skills necessary for the preparation of various types of engineering drawings; ability to prepare plans and drawings neatly and accurately; ability to maintain precise records; ability to effectively communicate both orally and in writing and prepare written reports in a format that can be understood by a layperson; ability to work and deal courteously and effectively with the general public as well as co-workers. Previous experience in computer uses is highly desirable. Must be able to successfully demonstrate computer proficiency on applicable programs within the one year probationary period. Training and Experience: Any combination of training and experience which would provide the required knowledge, skills, and abilities is qualifying. A typical way to obtain these knowledges, skills, and abilities would be: Five (5) years experience in a field or office operation, or a combination of the two, directly related to public works, engineering, or other related field. Education: Graduation from high school or G.E.D. certificate, and at least twenty (20) units from an accredited college or university with course work related to the engineering or public works fields (such as surveying, algebra, geometry engineering drafting, technical writing). License: Possession of a valid California driver's license at the time of employment and thereafter during the course of employment. Approved by Civil Service Board 8/8/90 Approved by City Council 8/14/90 i Honorable Mayor and Members of the Hermosa Beach City Council 3W-> atp August 2, 1999 Regular Meeting of August 10, 1999 PROJECT NO. CIP 99-529, , CLARK FIELD -BUILDING DEMOLITION - APPROVAL OF PLANS, SPECIFICATIONS & ESTIMATES AND ADVERTISE FOR BIDS Recommendation: It is recommended that the City Council: 1. Approve the plans, specifications, estimates, order the work and call for bids; and 2. Instruct the City Clerk to post a Notice Inviting Sealed Bids for said project. Background: In an effort to enhance the beauty and safety of the Clark Field it has been recommended and acted upon to prepare specifications and estimates to demolish the old locker room building located at the southwest corner of Clark Field, on Valley Drive and 11`h Street. The work to be performed consists of a complete building demolition, including flooring, brick walls and all existing items internally and externally as well as checking for asbestos contamination. The Plans, Specifications and Estimates are available in the office of the Director of Public Works/City Engineer for review. Fiscal Impact: The Engineer's estimate for demolition is $50,000. The current project budget for the various Clark Field Improvements is $157,000 as shown below: • $ 44,660 Fund 125 — Park and Recreation • $112,340 Fund 126 — 4% Utility Users Tax The Clark Field Building demolition project will be funded from the 4% Utility Users Tax Fund 126. There currently is a total budget of $112,340 in Fund 126 and upon the deduction of $50,000 for the Clark Field Building demolition project, there will be a remaining balance of $62,340 in Fund 126 and $44,660 in Fund 125. The remaining balance of $107,000 will be available to repair park retaining walls, replace lighting systems, fencing and perform necessary park painting. 1h • Attachment: Project Location Map Respectfully submitted, Keith C. Williams Assistant Engineer Noted For Fiscal Impact: Viki Copeland Finance Director • Concur: /Harold C. Williams, P.E. Director of Public Works/City Engineer Stephen R. Burre City Manager FB95/pwfiles/ccitems/CIP99529 •,,45,44fflorw--•••••••',•r.',•=•••;-4•• ,. (TY.ti 04,494.,Eria Ix ''';'....',-,-,..) 3 . ft k ,I•e:/,..,'.' ;it'll V;i'''''..4'''' '''';'"r' . - • 1:f1V:...44.e.- '::'":11;14-1:t• '...if ', ,issni, ...,, .1.- ',...',::-,,,-,•iiriAii.o. itie.ri., ir,pa•P-. v• ^' ...e,,,:i.,:i„lifr--15ri i,"•:'.... -4,-z-jtv7i-44,-, . -'. . , . ..•• I T-.- • . r .,.. , ..,,„.„.,rs," ,, •'•4 . • j ' 4.• . !,,•-• .14.4,1411; al. 4'..1,•4,2,0,1,,''''', 'VA . 7•Att,,.•41sVi';''' VA"-*•4Vilfi'll:S.1 ''''' .:i•Viti:P.• .S.- 1.4 M 4&t,•• .4 1`, • .4-41••-i-x- ANIt',‘' Ai ;p4 kr?i,t44.11`4.'fi' •'''Ci+;•;:ig • 4rf.`'.: 0 •.• on: . • • e'• • • c•-•, •,,. • ?r,e-4°A-0•41T •17,?,;:tTltkfl'Ai `Pq4)01'.3.0 L. 4,V.t..!:.-,.,;:, 4::',-iC•1070,-$::,... ./4, • , A.,N ...: -,6'k 4,-. '%•••••••••-',•,- •• ..",:•.;:•=.4 •::.#' • 4,•,-„••• -, V.A,F• „,,,,.."‘''' ^".,ntroli-v•—...,...-1;4-4,i4 ..k"t‘,..:4;-_,-,7--;f- c1 ''''',..„::. •••p• ,,,•• *. ••••••,,,7,„••••••,I.: ,-, • - ' .rd ';',‘• ''.....iik•*!..t...-1 •lr.‘ :' i ••:•trii, 410 ••• i.•••••4 ti,.•••,•,•,`.- ••'• A . ......:,..% •.V,.:.1ti,.‘":','..et.....5...i.,..'....'!%! „ ...4....,,.., .1..:..^. %..:',.?".:.. r. CwrA3`not tuNorrlr Sr. sr. sr. t L__J PfCR SS31✓A3 SS7?IA, AVC. ELCv£NY1r r CLCvCNrH $r. NINTH sr Crc,rU rLACC C1 C11TH ,:1. • sr:V1 NTIH ST. • SIXTH sl. 0 71 -ter 0 0 0 N iv • Honorable Mayor and Members of the Hermosa Beach City Council August 3, 1999 Regular Meeting of August 10, 1999 PROJECT NO. CIP 95-153 & CIP 96-156, TRAFFIC SIGNALS AT HERMOSA AVENUE & 14Th STREET AND HERMOSA AVENUE & 13TH STREET, APPROVAL OF PLANS, SPECIFICATIONS, ESTIMATES AND ADVERTISE FOR BIDS Recommendation: It is recommended that the City Council: 1. Approve the plans, specifications, estimates, order the work and call for bids; and 2. Instruct the City Clerk to issue a Notice Inviting Sealed Bids for said project. Background: The 1999-2000 Capital Improvement Project Budget includes a project for the installation of new traffic signals at Hermosa Avenue & 14th Street and Hermosa Avenue & 13th Street (see attached Project Location Map). Plans, specifications and estimates for the project were previously completed by WPA Traffic Engineering, Inc. The proposed scope of construction work is an outlined as follows. The work consists of installation of new traffic signals for the above mentioned intersections. The 13th Street location will become an access to the new parking structure. Both locations are to receive major upgrades, which include new controllers/cabinets, poles, signal heads and detectors. Pedestrian signals for Hermosa Avenue will be added. In addition, some intersection safety lighting upgrades will be made. The plans, specifications and estimates are available in the office of the Director of Public Works/City Engineer for review. Fiscal Impact: The Engineer's estimate for construction is $200,000. The current project budget is $223,620 from the following sources: • 105 Street Lighting Fund - $213,380 • 115 TDA - $10,240 Attachment 1 1i • • Respectfully submitted, atricia Kaldis Associate Engineer Noted for Fiscal Impact: Viki Copeland Finance Director 2 Concur: Harold C. Williams, P.E. Director of Public Works/City Engineer At Step OF' . Burrell City Manager F/B95/pwfiles/ccitems/agendaitem2 ATTACHMENT #1 PROJECT LOCATION NEW TRAFFIC SIGNALS AT HERMOSA AVE. & 14TH ST. AND HERMOSA AVE. & 131H ST. PROJECT LOCATION MAP AUG -09-99 MON 12:28 J.H.LISSNER 310 3762287 P.01 • • FACSIMILE COVER SHEET Total number of pages including this cover sheet 1 Date MON 8-9-99 Time To/Recipient Hermosa Beach City Council at fax number auto voice phone number 318-0216 From/ James Lissner, 2715 El Oeste, Hermosa Beach, CA 90254 Sender: Fax number: (310) 376-2287 Voice number: (310) 376-4626 There is an answering machine on this line and it picks up after 5 rings. Message: For council meeting of 8-10-99, consent calendar item 1(i), Hermosa Avenue traffic signals Please pull and discuss: First, I ask that those councilmembers having business interests in the area served by the parking structure associated with these signals recuse themselves from voting on this item. The item before you proposes spending over $200,000 from the Landscaping and Lighting District (L&LD) on traffic signals on Hermosa Avenue at 13th and 14th. The work proposed replaces the existing signals with completely new ones that will have left turn arrows to lead traffic to the parking structure. But since we never had the chance to vote on the past increases to the citywide L&LD assessment, L&LD funds can only be used for maintenance, not capital improvements. Adding the left turn arrows clearly is a capital improvement, and must not be funded with L&LD funds. 1 suggest instead that the cost of the signals be funded from the parking structure fund. cc: Easy Reader, Beach Reporter, Breeze (Note to newspapers: This C:uIulululi.. Liu11 Luz Llit= use u[ yuuL }'icLinusa. Hedl:11 Lt:al. LciJuLLcJ atia i� iiuL a letter to the editor.) Important: The pages comprising this facsimile transmission contain confidential information from .7amco Liooner. Thin 4nF.+r,w,.F 4.+.+ +,. inF...ma.A +.„r., .- env une by t}.c individual or entity named as the recipient hereof. If you are not the intended recipient, be aware that any disclosure, copying distribution, or use of the contents of this transmission is prohibited. If you have received this transmission in error, please notify us by telephone immediately so that we may arrange to retrieve this transmission at no cost to you. SUPPLEMENTAI INFORMATION ‘Doz3 July 29, 1999 Honorable Mayor and Members of Regular Meeting of the Hermosa Beach City Council August 10, 1999 RESOLUTIONS AUTHORIZING ISSUANCE OF BONDS, APPROVAL OF DOCUMENTS AND DETERMINATION OF UNPAID ASSESSMENTS FOR MYRTLE AVENUE UTILITY UNDERGROUNDING ASSESSMENT DISTRICT Recommendation: It is recommended that the City Council approve and adopt the following resolutions: �3 1. Resolution authorizing and providing for the issuance of bonds and a pprovin 'q9. certain documents and actions for Assessment District 97-1, Myrtle Avenue g Utility Undergrounding. ()-'2. Resolution determining unpaid assessments for gq said District. Background: Assessment District 97-1, Myrtle Avenue Utility Undergrounding, was approved on July 13, 1999 after the required public hearing and ballot tabulations. Analysis: The attached resolutions authorize issuance and sale of bonds for this District, approve the Fiscal Agent Agreement, Continuing Disclosure Agreement, Preliminary Official Statement, Bond Purchase Agreement and determine unpaid assessments. Unpaid assessments will be determined after the cash payment period expires on August 16, 1999 and a certificate filed with the resolution. Upon adoption of the resolutions, bonds will be sold at competitive bid on August 23, 1999, with estimated closing on September 8, 1999. Fritz Stradling, Bond Counsel, and Mark Northcross, Financial Advisor, will be present at the City Council Meeting. Respectfully submitted, Viki Copeland Finance Director NOTE: The Preliminary Official Statement covers both Districts and is included with this first agenda item for District 97-1. CONCUR: City Manager F:B95/Fin1/Myrtle Assess CC Report.doc 1 j • . RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF CITY OF HERMOSA BEACH AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF BONDS PURSUANT TO THE PROVISIONS OF THE IMPROVEMENT BOND ACT OF 1915 FOR ASSESSMENT DISTRICT NO. 97-1 (MYRTLE AVENUE UTILITY UNDERGROUNDING) AND APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, this City Council has taken proceedings under the Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the "Code"), for the formation of Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) (the "Assessment District") and has confirmed an assessment, which assessment and a related diagram were recorded in the office of the City Engineer, acting as the Superintendent of Streets, and with the County Recorder of the County of Los Angeles; and WHEREAS, a notice of assessment, as prescribed in Section 3114 of the Code, has been recorded with the County Recorder of the County of Los Angeles, whereupon the assessment attached as a lien upon the property assessed within the Assessment District as provided in Section 3115 of the Code; and WHEREAS, said proceedings provide that bonds would be issued pursuant to the Improvement Bond Act of 1915, Division 10 of the Code (the "Act") to represent and be secured by the unpaid assessments on the parcels within the Assessment District; and WHEREAS, this City Council has determined that the assessments upon the security of which such bonds are to be issued is $1,647,549, less the amount of bonds that would have been issued to represent assessments that are paid and may be paid on or before April 16, 1999; and WHEREAS, it is necessary and desirable that the City sell bonds (the "Bonds") to be issued to represent the unpaid assessments; and 671726.3\22337.0008 • • WHEREAS, there have been presented to this City Council the forms of a Fiscal Agent Agreement By and Between the City and U.S. Trust Company, N.A. (the "Fiscal Agent Agreement"), a Continuing Disclosure Agreement By and Between the City and U.S. Trust Company, N.A. (the "Continuing Disclosure Agreement") and a Preliminary Official Statement relating to the Bonds (the "Preliminary Official Statement"); and WHEREAS, this City Council wishes to approve the Fiscal Agent Agreement, the Continuing Disclosure Agreement and the Preliminary Official Statement; to authorize the distribution of the Preliminary Official Statement to prospective purchasers of the Bonds; and to authorize the issuance of the Bonds and the sale thereof to a purchaser of the Bonds to be determined as hereinafter set forth; NOW, THEREFORE, the City Council of the City of Hermosa Beach, County of Los Angeles, DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER as follows: SECTION 1. The above recitals are all true and correct. SECTION 2. The Fiscal Agent Agreement is approved in substantially the form presented to the City Council; and the Mayor is authorized and directed, for and in the name of and on behalf of the City, to execute and the City Clerk to attest and to deliver to U.S. Trust Company, N.A., the Fiscal Agent Agreement in the form approved with such additions thereto and changes therein as may be approved or required by the City Manager or the City's Bond Counsel and Disclosure Counsel, Stradling Yocca Carlson & Rauth, a Professional Corporation (the "Bond Counsel") (and the insertion therein of the total principal amount of the Bonds and the principal amount and interest rate of each maturity of thereof, as set forth in the Bond Purchase Agreement upon the execution and delivery thereof as hereinafter authorized and the amounts to be deposited in the Improvement Fund and the Reserve Fund), such approval or requirement to be conclusively evidenced by the execution and delivery of the Fiscal Agent Agreement. SECTION 3. U.S. Trust Company, N.A. is hereby designated Fiscal Agent, Transfer Agent, Paying Agent and Registrar with respect to these proceedings and the Bonds to be issued, all as provided for in the Fiscal Agent Agreement. SECTION 4. Bonds in an aggregate principal amount not to exceed $1,647,549 shall be issued pursuant to the provisions of the Act upon the security of unpaid assessments levied within the 671726.3\22337.0008 -2- • • Assessment District and as set forth in the Fiscal Agent Agreement. The Bonds shall be dated, be in such aggregate principal amount, bear interest at such rates, and mature on such dates and in such amounts as are set forth in the Bond Purchase Agreement upon the execution and delivery thereof as hereinafter authorized. The Bonds shall be issued substantially in the form of bonds set forth in the Act, except as such form may vary from the terms and conditions set forth in this Resolution and the Fiscal Agent Agreement. SECTION 5. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY, THE COUNTY OF LOS ANGELES, THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE BONDS. THE CITY IS NOT OBLIGATED TO ADVANCE AVAILABLE FUNDS FROM THE CITY TREASURY TO THE REDEMPTION FUND IN THE EVENT OF A DELINQUENCY IN THE PAYMENT OF AN ASSESSMENT INSTALLMENT OR INSTALLMENTS. THE BONDS ARE NOT GENERAL OBLIGATIONS OF THE CITY; THEY ARE LIMITED OBLIGATIONS PAYABLE SOLELY FROM THE FUNDS SPECIFIED IN THE ACT AND THE FISCAL AGENT AGREEMENT. SECTION 6. The City Treasurer shall deposit in a special fund heretofore created and designated the "Assessment District No. 97-1 Improvement Fund" (the "Improvement Fund") the amounts received by the City Treasurer from the proceeds of the sale of the Bonds transferred to the City Treasurer pursuant to the Fiscal Agent Agreement. All moneys in the Improvement Fund shall be applied exclusively to the payment of the costs of the acquisition and construction of the Improvements described in the Assessment Engineer's Report concerning the Assessment District, as approved by the City Council and as now or hereafter amended or changed by appropriate change and modification proceedings, and all expenses incidental thereto, including the costs of issuing the Bonds. Any surplus remaining in the Improvement Fund after payment of all costs and all legal charges, claims and expenses shall be used as set forth in the Fiscal Agent Agreement. SECTION 7. The provisions of Part 11.1 (commencing with Section 8760) of the Act, providing an alternative procedure for the division of land and the Bonds, shall apply. SECTION 8. The Continuing Disclosure Agreement hereby is approved in substantially the form presented to the City Council; and the Mayor is hereby authorized and directed, for and in the 671726.3\22337.0008 -3- • • name of and on behalf of the City, to execute and the City Clerk to attest and deliver to U.S. Trust Company, N.A., the Continuing Disclosure Agreement in the form hereby approved with such additions thereto and changes therein as may be approved or required by the City Manager or Bond Counsel, such approval or requirement to be conclusively evidenced by the execution and delivery of the Continuing Disclosure Agreement. SECTION 9. The Preliminary Official Statement presented at this meeting is hereby approved in substantially the form presented with such changes thereto as may be approved or required by the Mayor, or the City Manager or Bond Counsel to make such Preliminary Official Statement final as of its date, except for the omission of certain information, as permitted by Section 240.15c2 - 12(b)(1) of Title 17 of the Code of Federal Regulations (the "Rule"); and the distribution of such Preliminary Official Statement in connection with the sale of the Bonds, with such changes included, is hereby authorized. The Mayor is authorized and directed to execute and deliver a certificate relating to compliance with the Rule and a final Official Statement in substantially the form of the Preliminary Official Statement hereby approved, with such additions thereto and changes therein as are approved or required by the Mayor or the City Manager or Bond Counsel, such approval or requirement to be conclusively evidenced by the execution and delivery thereof. SECTION 10. The City's Financial Advisor, Project Finance Associates, is authorized to receive bids from a group of potential purchasers of the Bonds and to present to the City Manager the purchaser agreeing to purchase the Bonds at the lowest net interest cost to the City and on terms to be set forth in a Bond Purchase Agreement to be approved by the City Manager and Bond Counsel provided that (a) the purchaser's discount, exclusive of original issue discount, shall not exceed two percent (2%) of the original aggregate principal amount of the Bonds, (b) the interest rates on the Bonds shall not exceed six and one-half percent (6.5%) and (c) such discount and interest rates shall have been approved by the City Manager; and, subject to such approval, the City Manager is hereby authorized and directed to evidence the City's acceptance of the offer made by executing and delivering to the purchaser the Bond Purchase Agreement. SECTION 11. The Fiscal Agent is hereby authorized and directed to authenticate the Bonds and to deliver them to The Depository Trust Company on behalf of the purchaser upon payment of the purchase price thereof. 671726.3\22337.0008 -4- • • SECTION 12. The officers of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the sale and delivery of the Bonds, and otherwise to effectuate the purposes of this Resolution; and such actions previously taken by such officers are hereby ratified and confirmed. SECTION 13. Any action authorized or directed in this Resolution to be taken or performed by the Mayor or the City Manager may be taken or performed by their designee with the same force and effect as if taken or performed by the Mayor or the City Manager, respectively. SECTION 14. If any section, subsection, sentence, clause or phrase of this Resolution shall be for any reason held by a court of competent jurisdiction to be unconstitutional, invalid or unenforceable, such holding shall not affect the validity of the remaining portions hereof. The City Council hereby declares that it would have passed this Resolution and each section, subsection, sentence, clause or phrase hereof irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases be declared to be unconstitutional, invalid or unenforceable, and such holding shall not affect the validity of the remaining portions hereof. SECTION 15. This Resolution shall be liberally construed to the end that its purpose may be effected. No error, irregularity or informality and no neglect or omission herein or in any proceeding had pursuant hereto which does not directly affect the jurisdiction of the City Council shall void or invalidate this Resolution or such proceeding or any part thereof, or any act or determination made pursuant thereto. SECTION 16. This Resolution shall take effect immediately upon its adoption. Mayor of the City of Hermosa Beach ATTEST: City Clerk 671726.3\22337.0004 • • I, , City Clerk of the City of Hermosa Beach, certify that the foregoing Resolution was duly adopted at a regular meeting of the City Council of the City of Hermosa Beach held on the day of , 1999. AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: 671726.3\22337.0008 City Clerk of the City of Hermosa Beach -6- I, as follows: • • CITY CLERK'S CERTIFICATE , City Clerk of the City of Hermosa Beach, California, hereby certify The foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the City Council of said City duly and regularly and legally held at the regular meeting place thereof on 1999, of which meeting all of the members of said City Council had due notice and at which a majority thereof were present. At said meeting said resolution was adopted by the following vote: Ayes: Noes: Absent: Councilmembers: Councilmembers: Councilmembers: I have carefully compared the same with the original minutes of said meeting on file and of record in my office, and the foregoing is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes. Said resolution has not been amended, modified or rescinded since the date of its adoption, and same is now in full force and effect. Dated: , 1999 (Seal) 671726.3\22337.0008 City Clerk of the City of Hermosa Beach -7- • • OR gl FISCAL AGENT AGREEMENT By and Between CITY OF HERMOSA BEACH And U.S. TRUST COMPANY, N.A. In Connection with $ CITY OF HERMOSA BEACH ASSESSMENT DISTRICT NO. 97-1 (MYRTLE AVENUE UTILITY UNDERGROUNDING) LIMITED OBLIGATION IMPROVEMENT BONDS Dated as of September 1, 1999 670609.3\22337.0008 08/05/99 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 101. Section 102. Section 103. Definitions. 1 Interpretation. 6 Equality of Bonds; Pledge of Assessments; No Obligation to Cure Deficiency 6 ARTICLE II AUTHORIZATION AND ISSUANCE OF BONDS 7 Section 201. Assessments. 7 Section 202. Type and Nature of Bonds; Limited Liability. 7 Section 203. Authorization and Purpose of Bonds. 7 ARTICLE III TERMS AND PROVISIONS OF BONDS 8 Section 301. Section 302. Section 303. Section 304. Section 305. Section 306. ARTICLE IV Section Section Section Section Section ARTICLE V Terms of Bonds. 8 Execution and Authentication 10 Registration, Exchange or Transfer. 10 Bond Register 11 Mutilated, Lost, Destroyed or Stolen Bonds 11 Form of Bonds; Temporary Bonds. 12 REDEMPTION OF BONDS 12 401. Privilege of Redemption of Bonds 12 402. Selection of Bonds for Redemption. 13 403. Notice of Redemption 13 404. Partial Redemption of Bonds 15 405. Effect of Notice and Availability of Redemption Money. 15 CREATION OF FUNDS AND ACCOUNTS; APPLICATION OF PROCEEDS AND ASSESSMENTS 16 Section 501. Funds and Accounts. 16 Section 502. Improvement Fund. 16 Section 503. Assessment Fund. 17 Section 504. Administrative Expense Fund. 17 Section 505. Redemption Fund. 18 Section 506. Reserve Fund. 19 Section 507. Investments. 19 Section 508. Delinquency Resulting in Ultimate or Temporary Loss on Bonds. 21 ARTICLE VI ISSUANCE OF BONDS 22 Section 601. Section 602. Section 603. Section 604. Section 605. 670609.3\22337.0008 08/05/99 Authorization and Designation of Bonds. 22 Denominations of Bonds. 23 Interest Payment Date of Bonds. 23 Form of Bonds. 23 Application of Proceeds of the Sale of Bonds and of the Transfers. 30 -1- ARTICLE VII COVENANTS AND WARRANTY 30 Section 701. Warranty 30 Section 702. Covenants 30 ARTICLE VIII AMENDMENTS TO AGREEMENT 32 Section 801. Amendments Not Requiring Bondowner Consent 32 Section 802. Amendments Requiring Bondowner Consent. 33 Section 803. Notation of Bonds; Delivery of Amended Bonds. 34 ARTICLE IX FISCAL AGENT 34 Section Section Section Section Section Section ARTICLE X Section Section ARTICLE XI Section ARTICLE XII 901. Fiscal Agent. 34 902. Removal of Fiscal Agent. 35 903. Resignation of Fiscal Agent 35 904. Liability of Fiscal Agent. 35 905. Interested Transactions 37 906. Agents. 37 EVENTS OF DEFAULT; REMEDIES 37 1001. Event of Default. 37 1002. Remedies of Owners. 37 DEFEASANCE 38 1101. Defeasance. 38 MISCELLANEOUS 39 Section 1201. Section 1202. Section 1203. Section 1204. Section 1205. Section 1206. Section 1207. Section 1208. Section 1209. Section 1210. Cancellation of Bonds 39 Execution of Documents and Proof of Ownership. 39 Unclaimed Moneys 40 Provisions Constitute Contract; Successors 40 Further Assurances; Incontestability 41 Severability 41 General Authorization. 41 Liberal Construction. 41 Notice. 41 Action on Next Business Day 41 670609.3\22337.0008 08/05/99 -11- /0 — • • FISCAL AGENT AGREEMENT This Fiscal Agent Agreement, dated as of September 1, 1999 (the "Agreement"), is made and entered into by the City of Hermosa Beach (the "City"), a municipal corporation organized and existing under the laws of the State of California (the "State"), and U.S. Trust Company, N.A. (the "Fiscal Agent") in connection with Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) of the City (the "Assessment District"). WITNESSETH: WHEREAS, the City Council of the City of Hermosa Beach (the "City Council") has taken proceedings under the Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the "Code"), for the formation of Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) (the "Assessment District") and has confirmed an assessment, which assessment and a related diagram were recorded in the office of the Director of Public Works/City Engineer, acting as the Superintendent of Streets and Engineer of Work, and a notice of assessment, as prescribed in Section 3114 of the Code, has been recorded with the County Recorder of the County of Los Angeles, whereupon the assessment attached as a lien upon the property assessed within the Assessment District as provided in Section 3115 of the Code; and WHEREAS, it is necessary and desirable that the City sell bonds (the "Bonds") to be issued to represent the unpaid assessments; In consideration of the mutual covenants herein contained and for other valuable consideration, the parties hereto do hereby agree as follows: ARTICLE I DEFINITIONS Section 101. Definitions. Unless the context otherwise requires, the following terms shall have the following meanings: "1913 Act" means the Municipal Improvement Act of 1913, being Division 12 (commencing with Section 10000) of the California Streets and Highways Code. "1915 Act" means the Improvement Bond Act of 1915, being Division 10 (commencing with Section 8500) of the California Streets and Highways Code. "Administrative Expense Requirement" means an amount, not in excess of the aggregate maximum annual assessment for Administrative Expenses permitted to be levied within the Assessment District as set forth in the Engineer's Report, to be specified each year by the Treasurer to be used for Administrative Expenses. "Administrative Expenses" means the ordinary and necessary fees and expenses for determination of the Assessment and administering the levy and collection of the Assessment and 670609.3\22337.0008 08/05/99 1/_ • • servicing, calling and redeeming the Bonds, including any or all of the following: the fees and expenses of the Fiscal Agent (including any fees or expenses of its counsel), the expenses of the City in carrying out its duties hereunder (including, but not limited to, annual audits and costs incurred in the levying and collection of the Assessment) including the fees and expenses of its counsel and all other costs and expenses of the City or the Fiscal Agent incurred in connection with the discharge of their respective duties hereunder and, in the case of the City, in any way related to the administration of the Assessment District. "Agreement" means this Fiscal Agent Agreement, as amended or supplemented pursuant to the terms hereof. "Assessment" or "Assessments" means the special assessments levied in the Assessment District in accordance with the 1913 Act and the Resolution of Intention, together with the net proceeds derived from any foreclosure proceedings and interest and penalties thereon. "Assessment District" means Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) of the City. "Assessment Installment" means the annual portion of the Assessment required to amortize the Bonds and pay the Administrative Expenses. "Authorized Investments" means, subject to applicable law, (1) Federal Securities; (2) an Investment Agreement, including GICs, acceptable to, and approved in writing by, the Treasurer; (3) taxable government money market portfolios rated in one of the two highest rating categories by Standard & Poor's Rating Services restricted to obligations with maturities of one year or less, insured or fully guaranteed as to the principal and interest thereon by the full faith and credit of the United States of America or by repurchase agreements collateralized by such obligations; (4) tax-exempt obligations, including tax exempt money market funds, rated at least "A" or higher by Standard & Poor's Rating Services and Moody's Investors Service; (5) commercial paper of "prime" quality of the highest ranking or of the highest letter and numerical rating as provided for by Moody's Investors Service and Standard & Poor's Rating Services, limited to issuing corporations that are organized and operating within the United States and having total assets in excess of five hundred million dollars ($500,000,000) and having an "A" or higher rating for such corporation's debt, other than commercial paper, as provided for by Moody's Investors Service and Standard & Poor's Rating Services and which may not exceed 180 days maturity nor represent more than 10% of the outstanding paper of an issuing corporation; (6) notes, bonds or other obligations which are at all times secured by a perfected first security interest in securities of the types listed by Section 53651 of the California Government Code as eligible securities for the purpose of securing local agency deposits or which are listed as an Authorized Investment under any of the clauses (1) through (5) of this definition (except those described in this clause (6)) and which have a market value, determined at least weekly, at least equal to 102% of the amount of principal and accrued interest on such obligation, which shall be placed by delivery into the custody of a trust company or the trust department of a bank which is not affiliated with the issuer of the secured obligation and which bank shall be responsible for making any market value determinations, and the security interest shall be perfected in accordance with the requirements of the Uniform Commercial Code or federal regulations applicable to the types of securities in which the security interest is granted; (7) any other investment in which funds of the City may be legally invested pursuant to Government Code Section 53635; (8) repurchase agreements secured by Federal 670609.3\22337.0008 08/05/99 • • Securities; and (9) time or demand deposits (including those of the Fiscal Agent or its affiliates) fully insured by the Federal Deposit Insurance Corporation or with institutions rated in one of the two highest rating categories by Moody's Investors Service or Standard & Poor's Rating Services. "Bond Counsel" means an attorney or a firm of attorneys, selected by the City, of nationally recognized standing in matters pertaining to the tax treatment of interest on bonds issued by states and their political subdivisions, duly admitted to the practice of law before the highest court of any state of the United States of America or the District of Columbia. "Bond Purchase Agreement" means the Bond Purchase Agreement authorized and executed by the City Manager as provided in the Resolution of Issuance. "Bond Register" means the books which the Fiscal Agent shall keep or cause to be kept pursuant to Section 304, on which the registration and transfer of the Bonds shall be recorded. "Bond Year" means the one year period or shorter period ending each year on June 1, or such other date as may be specified by the City in the Tax Certificate. "Bondowner" or "Owner" means the person or persons in whose name or names any Bond is registered as shown on the Bond Register. "Bonds" means the City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding), Limited Obligation Improvement Bonds issued pursuant to the Resolution of Issuance. "Business Day" means any day of the year other than a Saturday, Sunday, a day on which the New York Stock Exchange is closed or any day on which the Fiscal Agent is not open for business. "Clerk" means the City Clerk of the City or his or her designee. "Closing Date" means the date of delivery of the Bonds by the City and payment therefor by the original purchaser thereof. "Code" means the Internal Revenue Code of 1986, as amended. "City" means the City of Hermosa Beach, California. "Council" or "City Council" means the City Council of the City of Hermosa Beach. "County" means the County of Los Angeles. "DTC" means The Depository Trust Company, New York, New York, and its successors and assigns. "DTC Participants" means securities brokers and dealers, banks, trust companies, clearing corporations and other organizations maintaining accounts with DTC. "Engineer's Report" means the report concerning the Assessment District prepared by Berryman & Henigar, as approved by the City Council on July 13, 1999 and on file with the City Clerk. 670609.3\22337.0008 08/05/99 3 • • "Federal Securities" means, subject to applicable law, United States Treasury notes, bonds, bills or certificates of indebtedness, including United States Treasury Obligations, State and Local Government Series ("SLGS") or other direct obligations issued by the United States Treasury for which the faith and credit of the United States are pledged for the payment of principal and interest; and obligations issued by banks for cooperatives, federal land banks, federal intermediate credit banks, federal home loan banks, the Federal Home Loan Bank Board, the Tennessee Valley Authority, or other federal agencies or United States Government-sponsored enterprises. "Fiscal Agent" means U.S. Trust Company, N.A., a national banking association duly organized and existing under and by virtue of the laws of the United States of America, or any other bank or trust company which may at any time be substituted in its place as provided in Sections 902 and 903 and any successor thereto. "Fiscal Year" means the twelve-month period terminating on June 30 of each year, or any other annual accounting period hereafter selected and designated by the City as its Fiscal Year in accordance with applicable law. "Improvements" means the following public improvements are proposed to be constructed and installed in the Myrtle Avenue, 24th Street and 26th Street areas: 1. Removal of existing power and telephone poles. 2. Removal of overhead resident service drops. 3. Construction of mainline underground power and telephone conduit, with appurtenant manholes and pullboxes. 4. Construction of service conduit and appurtenances, all as shown in the Engineer's Report. The improvements will be designed by the Southern California Edison Company and GTE. Either Edison or the City will construct the improvements, and the City will inspect the work to ensure conformance to City standards and specifications where applicable. Once completed, the underground facilities will become the property and responsibility of Southern California Edison Company and GTE. "Independent Financial Consultant" means a financial consultant or firm of such consultants generally recognized to be well qualified in the financial consulting field, appointed and paid by the City and who, or each of whom: (1) is in fact independent and not under the domination of the City; (2) does not have any substantial interest, direct or indirect, with the City; and (3) is not connected with the City as a member, officer or employee of the City, but who may be regularly retained to make annual or other reports to the City. "Interest Payment Date" means each March 2 and September 2, commencing March 2, 2000. 670609.3\22337.0008 08/05/99 4 • • "Investment Agreement" means one or more agreements entered into between the Fiscal Agent, for the benefit of the City, and an entity or entities whose long term uninsured, unsecured and unguaranteed debt or claims -paying ability is rated as of the date of the Investment Agreement in either of the two highest categories (without regard to gradations of plus and minus within such categories) by Standard & Poor's Rating Services or Moody's Investors Service, or an agreement between the Fiscal Agent, for the benefit of the City, and an entity which is rated as of the date of the Investment Agreement in either of the two highest categories (without regard to gradations of plus and minus within such categories) by Standard & Poor's Rating Services or Moody's Investors Service. "Nonpurpose Investment" means Authorized Investments described as Nonpurpose Investments in the Tax Certificate. "Outstanding Bonds" or "Outstanding" means all Bonds theretofore issued by the City, except: (1) Bonds theretofore canceled or surrendered for cancellation in accordance with Section 1201 hereof; (2) Bonds for the payment or redemption of which moneys shall have been deposited in trust (whether upon or prior to the maturity or the redemption date of such Bonds), provided that, if such Bonds are to be redeemed prior to the maturity thereof, notice of such redemption shall have been given as provided in this Agreement; and (3) Bonds defeased pursuant to Sections 1101(b) or (c) hereof. "Owner" means, with respect to any Bond, the person shown as the owner thereof in the Bond Register. "Rebate Requirement" shall have the meaning ascribed to it in the Tax Certificate. "Record Date" means the fifteenth day of the month preceding an Interest Payment Date, whether or not such day is a Business Day. "Reserve Requirement" means, on each September 2nd (the calculation date) an amount equal to % of the net proceeds derived from the sale of the Bonds, less any amount withdrawn from the Reserve Fund of Assessments and prepaid as provided in Section 506 hereof. "Resolution of Intention" means Resolution No. 99-5990, adopted by the City Council of the City on May 11, 1999, stating the City's intention, among other things, to issue the Bonds. "Resolution of Issuance" means Resolution No. 99- , adopted by the City Council of the City on August 10, 1999, authorizing the issuance of the Bonds and approving the terms and provisions of this Agreement. "Serial Bonds" means the Bonds maturing on or prior to September 2, "Superintendent of Streets" means the Director of Public Works/City Engineer or his or her designee. 670609.3\22337.0008 08/05/99 5 --15 "Supplemental Fiscal Agent Agreement" or "Supplement" means any supplemental agreement amending or supplementing this Agreement. "Tax Certificate" means the Tax Certificate delivered upon the issuance of the Bonds. "Tax -Exempt" means, with reference to an Authorized Investment, as Authorized Investment described as a tax-exempt obligation in the Tax Certificate. "Term Bonds" means the Bonds maturing on September 2, 2023. "Treasurer" means the Treasurer of the City or his or her designee. "Yield on the Bonds" has the meaning as described in the Tax Certificate. Section 102. Interpretation. (a) Unless the context otherwise indicates, words expressed in the singular shall include the plural, and vice versa and the use of the neuter, masculine, or feminine gender is for convenience only and shall be deemed to mean and include the neuter, masculine or feminine gender, as appropriate. (b) Headings of articles and sections herein and the table of contents hereof are solely for convenience of reference, do not constitute a part hereof and shall not affect the meaning, construction or effect hereof. Section 103. Equality of Bonds; Pledge of Assessments; No Obligation to Cure Deficiency. Pursuant to the 1913 Act, the 1915 Act and this Agreement, the Bonds shall be equally payable from the Assessments without priority for number, issue date, date of sale, date of execution or date of delivery, and the payment of the interest on and principal of the Bonds and any premiums upon the redemption thereof shall be exclusively paid from the Assessments and moneys on deposit in the Assessment Fund, Redemption Fund and the Reserve Fund which are hereby set aside for the payment of the Bonds. The Assessments and any interest earned on the funds established herein shall constitute a trust fund held for the benefit of the Owners of the Bonds to be applied to the payment of the interest on, premium, if any, and principal of the Bonds and so long as any of the Bonds remain Outstanding and shall not be used for any other purpose, except as permitted by the 1913 Act, the 1915 Act, this Agreement or any Supplemental Fiscal Agent Agreement. Nothing in this Agreement or any Supplemental Fiscal Agent Agreement shall preclude the redemption prior to maturity of any Bonds subject to call and redemption and payment of said Bonds from proceeds of refunding bonds issued under the Refunding Act of 1984 for 1915 Improvement Act Bonds or under any other law of the State of Califomia. 670609.3\22337.0008 08/05/99 • • ARTICLE II AUTHORIZATION AND ISSUANCE OF BONDS Section 201. Assessments. The Assessments remaining unpaid, and the aggregate principal amount thereof, shall be determined by the Treasurer, and the Treasurer shall file a list of said Assessments in the office of the Clerk. For a particular description of the lots or parcels of land bearing the respective assessment numbers set forth in said unpaid list and upon which Assessments remain unpaid, severally and respectively, reference is hereby made to the Assessment and to the diagram recorded in the office of the Superintendent of Streets after confirmation by the City Council, the several lots or parcels of land represented by said assessment numbers being so numbered and designated upon said diagram and Assessment as so confirmed and recorded, severally and respectively, and to the Assessment approved and confirmed by resolution of the City, which is also recorded in the office of said Superintendent of Streets. Collection of the remaining Assessments shall cease in the event sufficient moneys are available to redeem the Bonds as provided in Section 506. Section 202. Type and Nature of Bonds; Limited Liability. Notwithstanding anything contained herein, in the Bonds, in the 1915 Act, any other provision of law, or in any of the resolutions adopted in connection with the proceedings for the Assessment District to the contrary, all Bonds authorized pursuant to this Agreement shall be a special obligation of the City, and the City shall not under any circumstances (including, without limitation, after any installment of principal or interest of any Assessment levied on any lot or parcel in the Assessment District becomes delinquent or after the City acquires title to any such lot or parcel whether through foreclosure or otherwise) be obligated to pay principal, premium, if any, or interest on the Bonds from any source whatsoever other than the Redemption Fund (including any transfers thereto from the Assessment Fund and Reserve Fund). Neither the City, the City Council, the officers or employees of the City, any person or entity acting for or on behalf of the City in connection with the issuance of the Bonds or in connection with the formation or operation of the Assessment District, nor any persons executing the Bonds, shall be liable personally on the Bonds or be subject to any personal liability for the Bonds or any personal liability or accountability whatsoever by reason of or in connection with the issuance of the Bonds or by reason of any act or acts or the failure or omission to take any act or acts (including, without limitation, a negligent act or omission) in connection with or related to the formation or operation of the Assessment District. THE CITY COUNCIL DETERMINED AND DECLARED IN THE RESOLUTION OF INTENTION THAT, PURSUANT TO SECTION 8769 OF THE 1915 ACT, THE CITY WILL NOT OBLIGATE ITSELF TO ADVANCE AVAILABLE FUNDS FROM THE TREASURY OF THE CITY TO CURE ANY DEFICIENCY WHICH MAY OCCUR IN THE REDEMPTION FUND. This determination, however, shall not prevent the City, in its sole discretion, from so advancing such funds. Section 203. Authorization and Purpose of Bonds. The Bonds shall be designated "City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding), Limited Obligation Improvement Bonds" and shall be issued by the City under and pursuant to the 1915 Act and under and pursuant hereto in the aggregate principal amount equal to the aggregate amount of the 670609.3\22337.0008 08/05/99 7 //— • • unpaid Assessments determined by the Treasurer pursuant to Section 201. The designation of the Bonds shall include, in addition to the name "City of Hermosa Beach Assessment District No. 97- 1(Myrtle Avenue Utility Undergrounding), Limited Obligation Improvement Bonds," such further appropriate particular designation added to or incorporated in the title for the Bonds as the City may determine or as shall be required by the 1915 Act; and each Bond shall bear upon its face the designation so determined. The Bonds may contain or have endorsed thereon such other descriptive provisions, specifications and words not inconsistent with the provisions hereof as may be desirable or necessary to comply with custom or the rules of any securities exchange or commission or brokerage board or otherwise as may be determined by the City prior to the delivery thereof. The primary purpose for which the Bonds are to be issued is to provide funds to pay the cost of the Improvements heretofore ordered by the City Council. ARTICLE III TERMS AND PROVISIONS OF BONDS Section 301. Terms of Bonds. (a) The interest on and principal of and redemption premiums, if any, on the Bonds shall be payable in lawful money of the United States of America at the office of the Fiscal Agent designated by the Fiscal Agent. Interest on the Bonds shall be calculated on the basis of a 360 -day year consisting of twelve 30 -day months. (b) All Bonds shall be initially issued in the form of a separate single certificated fully registered Bond for each maturity date. Upon initial issuance, the ownership of each Bond shall be registered in the Bond Register in the name of Cede & Co., as nominee of DTC. Except as provided in Subsection (d) hereof, all outstanding Bonds shall be registered in the Bond Register in the name of Cede & Co., as nominee of DTC. (c) With respect to Bonds registered in the Bond Register in the name of Cede & Co., as nominee of DTC, the City and the Fiscal Agent shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any other person of any notice with respect to the Bonds, including any notice of redemption, or (iii) the payment to any DTC Participant or any other person of any amount with respect to principal of, premium, if any, and interest on the Bonds. The City and the Fiscal Agent may treat and consider the person in whose name each Bond is registered in the Bond Register as the holder and absolute owner of such Bond for the purpose of payment of principal, premium, if any, and interest on such Bond, for the purpose of giving notices of redemption and other matters with respect to such Bond, for the purpose of registering transfers with respect to such Bond, and for all other purposes whatsoever. The Fiscal Agent shall pay all principal of, premium, if any, and interest on the Bonds only to or upon the order of the respective Owners or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to payment of principal of, premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. No person other than an Owner shall receive a certificated Bond evidencing the obligation of the City to make payments of principal, premium, if any, and interest pursuant to this Agreement. Upon delivery by DTC to the Fiscal Agent of written notice to the effect that DTC has determined to substitute a new nominee in 670609.3\22337.0008 08/05/99 8 r • place of Cede & Co., and subject to the provisions herein with respect to record dates, the word "Cede & Co." in this Agreement shall refer to such new nominee of DTC. (d) The delivery of a representation letter by the City and the Fiscal Agent shall not in any way limit the provisions of subsection (b) hereof or in any other way impose upon the City or the Fiscal Agent any obligation whatsoever with respect to persons having interests in the Bonds other than the Owners. The Fiscal Agent shall take all action necessary for all representations in the representation letter with respect to the Fiscal Agent to be complied with at all times. (e) (i) DTC may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and the Fiscal Agent and discharging its responsibilities with respect thereto under applicable law. (ii) The City, in its sole discretion and without the consent of any other person, may terminate the services of DTC with respect to the Bonds if the City determines that: (A) DTC is unable to discharge its responsibilities with respect to the Bonds, or (B) a continuation of the requirement that outstanding Bonds be registered in the Bond Register in the name of Cede & Co., or any other nominee of DTC, is not in the best interest of the Beneficial Owners of such Bonds. (iii) Upon the termination of the services of DTC with respect to the Bonds pursuant to subsection (d)(ii)(B) hereof, or upon the discontinuance or termination of the services of DTC with respect to the Bonds pursuant to subsection (d)(i) or subsection (d)(ii)(A) hereof after which no substitute securities depository willing to undertake the functions of DTC hereunder can be found which, in the opinion of the City, is willing and able to undertake such functions upon reasonable and customary terms, the City is obligated to deliver Bond certificates, as described in this Agreement and the Bonds shall no longer be restricted to being registered in the Bond Register in the name of Cede & Co. as nominee of DTC, but may be registered in whatever name or names DTC shall designate to the Fiscal Agent in writing, in accordance with the provisions of this Agreement. (f) Notwithstanding any other provisions of this Agreement to the contrary, as long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal or, premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, in the manner provided in the representation letter. (g) Each Bond shall bear interest from the Interest Payment Date next preceding its date of authentication and registration, unless (i) its date of authentication is after a Record Date and on or before the immediately succeeding Interest Payment Date, in which event the Bond shall bear interest from such Interest Payment Date or (ii) its date of authentication is before the close of business on the first Record Date, in which event the Bond shall bear interest from its dated date; provided, that if at the time of authentication of any Bond interest is then in default on the Outstanding Bonds, such Bonds shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment on the Outstanding Bonds. 670609.3\22337.0008 08/05/99 • • Payment of interest on the Bonds due on or before the maturity or prior redemption thereof shall be made only to the person whose name appears in the Bond Register as the registered owner thereof at the close of business on the Record Date, such interest to be paid by check mailed by first class mail on the Interest Payment Date to such registered owner at his address as it appears on such books or at such other address as he may have filed with the Fiscal Agent for that purpose. Payment of the principal of and redemption premiums, if any, on the Bonds shall be made by check only to the person whose name appears in the Bond Register as the registered owner thereof, such principal and redemption premiums, if any, to be paid only on the surrender of the Bonds at the office of the Fiscal Agent at maturity or on redemption prior to maturity. (h) The Bonds shall recite in substance that the interest on and principal of and redemption premiums, if any, on the Bonds are payable solely from the levy of the Assessments, that the Bonds are limited obligations of the City and that the City will not obligate itself to advance available funds from its treasury to cure any deficiency in the Redemption Fund. (i) From and after the issuance of the Bonds, the findings and determinations of the City Council shall be conclusive evidence of the existence of the facts so found and determined in any action or proceeding in any court in which the validity of such Bonds is at issue; and no bona fide purchaser of any of such Bonds shall be required to independently establish the existence of any fact or the performance of any condition or the taking of any proceeding required prior to such issuance or the application of the purchase price paid for such Bonds. The recital contained in the Bonds that the Bonds are issued under and pursuant to the 1915 Act and under and pursuant hereto shall be conclusive evidence of their validity and of the regularity of their issuance and all Bonds shall be incontestable from and after their issuance. Bonds shall be deemed to be issued, within the meaning hereof, whenever the definitive Bonds (or any temporary Bonds exchangeable therefor) have been delivered to the Purchaser thereof and the purchase price thereof received. Section 302. Execution and Authentication. The Bonds shall be signed on behalf of the City by the manual or facsimile signature of the Treasurer of the City and by the manual or facsimile signature of the Clerk in their capacity as officers of the City, and the seal of the City (or a facsimile thereof) shall be impressed, imprinted, engraved or otherwise reproduced thereon, and attested by the signature of the Clerk. In case any one or more of the officers who shall have signed or sealed any of the Bonds shall cease to be such officer before the Bonds so signed and sealed have been authenticated and delivered by the Fiscal Agent (including new Bonds delivered pursuant to the provisions hereof with reference to the transfer and exchange of Bonds or to lost, stolen, destroyed or mutilated Bonds), such Bonds shall nevertheless be valid and may be issued as if the person who signed or sealed such Bonds had not ceased to hold such office. Only such Bonds as shall bear thereon such certificate of authentication in the form set forth in Section 605 hereof shall be entitled to any right or benefit under this Agreement, and no Bond shall be valid or obligatory for any purpose until such certificate of authentication shall have been manually executed by the Fiscal Agent. Section 303. Registration, Exchange or Transfer. The registration of any Bond may, in accordance with its terms, be transferred upon the Bond Register by the person in whose name it is registered, in person or by his or her duly authorized attorney, upon surrender of such Bond for cancellation at the aforesaid office of the Fiscal Agent, accompanied by delivery of a written instrument 670609.3\22337.0008 08/05/99 10 • • of transfer in a form acceptable to the Fiscal Agent and duly executed by the Bondowner or his or her duly authorized attorney. Bonds may be exchanged at the aforesaid office of the Fiscal Agent for a like aggregate principal amount of Bonds of other authorized denominations of the same maturity. The Fiscal Agent will not charge the Owner for any new Bond issued upon any exchange or transfer, but shall require the Owner requesting such exchange or transfer to pay any tax or other governmental charge required to be paid with respect to such exchange or transfer. The cost of printing any Bonds and any services rendered or any expenses incurred by the Fiscal Agent in connection with any exchange or transfer shall be paid by the City as Administrative Expenses. Whenever any Bond or Bonds shall be surrendered for registration of transfer or exchange, the City shall execute, and the Fiscal Agent shall authenticate and deliver, a new Bond or Bonds of the same maturity for a like aggregate principal amount; provided, that the Fiscal Agent shall not be required to register transfers or make exchanges of Bonds (a) 15 days prior to the date established by the Fiscal Agent for selection of Bonds for redemption, or (b) with respect to a Bond after such Bond has been selected for redemption. Section 304. Bond Register. The Fiscal Agent will keep or cause to be kept, at its corporate trust office, sufficient books for the registration and transfer of the Bonds which shall at all times upon reasonable prior notice be open to inspection by the City; and, upon presentation for such purpose, the Fiscal Agent shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be transferred on said Bond Register, Bonds as herein provided. The City and the Fiscal Agent may treat the Owner of any Bond whose name appears on the Bond Register as the absolute Owner of such Bond for any and all purposes, and the City and the Fiscal Agent shall not be affected by any notice to the contrary. The City and the Fiscal Agent may rely on the address of the Owner as it appears in the Bond Register for any and all purposes. It shall be the duty of the Bondowner to give written notice to the Fiscal Agent of any change in the Owner's address so that the Bond Register may be revised accordingly. Section 305. Mutilated, Lost, Destroyed or Stolen Bonds. If any Bond shall become mutilated, the City shall execute, and the Fiscal Agent shall authenticate and deliver, a new Bond of like tenor, date, maturity and principal amount in exchange and substitution for the Bond so mutilated, but only upon surrender to the Fiscal Agent of the Bond so mutilated. Every mutilated Bond so surrendered to the Fiscal Agent shall be handled in accordance with Section 1201 of this Agreement. If any Bond shall be lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the Fiscal Agent; and, if such evidence is satisfactory to the Fiscal Agent and, if indemnity satisfactory to the City and the Fiscal Agent shall be given, the City, at the expense of the Bondowner, shall execute and the Fiscal Agent shall authenticate and deliver, a new Bond of like tenor and maturity, numbered and dated as such Fiscal Agent shall determine in lieu of and in substitution for the Bond so lost, destroyed or stolen. Any Bond issued in lieu of any Bond alleged to be lost, destroyed or stolen shall be equally and proportionately entitled to the benefits hereof with all other Bonds issued hereunder. The Fiscal Agent shall not treat both the original Bond and any replacement Bond as being Outstanding Bonds for the purpose of determining the principal amount of Bonds which may be executed, authenticated and delivered or for the purpose of determining any percentage of Bonds Outstanding hereunder, but both the original and replacement bond shall be treated as one and the same. Notwithstanding any other provision of this Section, in lieu of delivering a new Bond to replace a Bond which has been mutilated, lost, destroyed or stolen, and which has matured or is about to 670609.3\22337.0008 08/05/99 11 • • mature, the Fiscal Agent may make payment with respect to such Bond upon receipt of indemnity satisfactory to it and the City. Section 306. Form of Bonds; Temporary Bonds. At the option of the City, the definitive Bonds may be printed from steel engraved or lithographic plates, and the Bonds and the certificate of authentication shall be substantially in the form provided in Section 604. Until definitive Bonds shall be prepared, the City may cause to be executed and delivered, in lieu of such definitive Bonds, temporary Bonds in typed, printed, lithographed or engraved form and in fully registered form, subject to the same provisions, limitations and conditions as are applicable in the case of definitive Bonds, except that they may be in any denominations authorized by the City. Until exchanged for definitive Bonds, any temporary Bonds shall be entitled and subject to the same benefits and provisions of this Agreement as definitive Bonds. If the City issues temporary Bonds, it will execute and furnish definitive Bonds without unnecessary delay and thereupon any temporary Bond may be surrendered to the Fiscal Agent at the aforesaid office, without expense to the Owner, in exchange for a definitive Bond of the same maturity, interest rate and principal amount in any authorized denomination. All temporary Bonds so surrendered shall be canceled by the Fiscal Agent and shall not be reissued. ARTICLE IV REDEMPTION OF BONDS Section 401. Privilege of Redemption of Bonds. O (a) Sinking Fund Redemption. The Term Bonds maturing on September 2, are subject to mandatory sinking fund redemption, in part by lot, from sinking fund payments set forth in the following schedule commencing on September 2, and on September 2 in each year thereafter at a redemption price equal to the principal amount thereof to be redeemed (without premium), together with interest accrued thereon to the date fixed for redemption: Redemption Date (September 2) 1• t Final Maturity. Principal Amount provided, however, that if some but not all of the Term Bonds have been redeemed pursuant to subsection (b) below, the total amount of mandatory sinking fund payments to be made subsequent to such redemption shall be reduced in an amount equal to the principal amount of the Term Bonds so 670609.3\22337.0008 ",'05/99 12 • • redeemed by reducing each such future mandatory sinking fund payment on a pro rata basis (as nearly as practicable) in integral multiples of $5,000, as shall be designated pursuant to written notice filed by the City with the Fiscal Agent received by the Fiscal Agent prior to selection of Bonds for redemption. (b) Redemption. Any Bond may be redeemed in whole or in part in integral multiples of $5,000 on any Interest Payment Date, at the option of the City, upon thirty (30) days' notice to the Bondowner, from moneys on deposit with the Fiscal Agent at the following prices, expressed as a percentage of the principal amount of the Bonds called for redemption, together with accrued interest thereon to the date of redemption: 102% if redeemed on or before March 2, 2010; 101% if redeemed on September 2, 2010 or March 2, 2011; 100% if redeemed on September 2, 2011 or thereafter. Any Bond shall be redeemed in whole or in part in integral multiples of $5,000 on any Interest Payment Date from proceeds of refunding bonds issued pursuant to the Refunding Act of 1984 for 1915 Improvement Act Bonds, from prepayments of Assessments by property owners deposited in the Prepayment Account of the Redemption Fund, or from moneys in the Assessment Fund and designated by the Treasurer for such purpose pursuant to Section 503, upon thirty (30) days' written notice to the Bondowner and upon payment of the principal amount thereof and interest accrued thereon to the date of redemption, at the redemption prices shown above. Section 402. Selection of Bonds for Redemption. If less than all of the Outstanding Bonds are to be redeemed, the City shall designate the principal amount of Bonds of each maturity to be redeemed as provided for in the 1915 Act, and the Fiscal Agent shall select the particular Bonds to be redeemed from each maturity in said designated amount by lot in such manner as the Fiscal Agent may choose. The Fiscal Agent shall promptly notify the City in writing of the Bonds, or portions thereof, selected for redemption. In lieu, or partially in lieu, of such call and redemption, moneys deposited in the Prepayment Account of the Redemption Fund may be used to purchase Outstanding Bonds in the manner hereinafter provided. Purchases of Outstanding Bonds may be made by the City prior to the selection of Bonds for redemption by the Fiscal Agent, at public or private sale as and when and at such prices as the City may in its discretion determine, but only at prices (including brokerage or other expenses) of not more than par, plus the premium, if any, which would be payable with respect to such Bonds upon the redemption thereof, plus accrued interest, and any accrued interest payable upon the purchase of Bonds may be paid from the amount in the Interest Account of the Redemption Fund for payment of interest on the next following Interest Payment Date. The Fiscal Agent shall disburse moneys in the Prepayment Account for such purpose upon written direction of the City. Section 403. Notice of Redemption. When Bonds are to be called for redemption under Section 401 and the Fiscal Agent has received the required notice from the City, the Fiscal Agent shall give notice, in the name of the City, of the redemption of such Bonds. Such notice of redemption shall (a) specify the serial numbers and the maturity date or dates of the Bonds selected for redemption, except that where all the Bonds subject to redemption, or all the Bonds of one maturity, are to be redeemed, the serial numbers thereof need not be specified; (b) state the date fixed for redemption and for surrender of the Bonds to be redeemed; (c) state the redemption price; (d) state the place or places where the Bonds are to be surrendered for redemption; and (e) in the case of Bonds to be redeemed 670609.3\22337.0008 08'05/99 13 only in part, state the portion of such Bond which is to be redeemed. Such notice shall further state that on the date fixed for redemption, there shall become due and payable on each Bond or portion thereof called for redemption, the principal thereof, together with any premium, and interest accrued to the redemption date, and that from and after such date, interest thereon shall cease to accrue and be payable. At least thirty (30) days but no more than sixty (60) days prior to the redemption date, the Fiscal Agent shall mail a copy of such notice, by registered or certified mail, postage prepaid, to the respective Owners of Bonds selected for redemption at their addresses appearing on the Bond Register. The actual receipt by the Owner of any Bond of notice of such redemption shall not be a condition precedent thereto, and failure to receive such notice shall not affect the validity of the proceedings for the redemption of such Bonds, or the cessation of interest on the redemption date. A certificate by the Fiscal Agent that notice of such redemption has been given as herein provided shall be conclusive as against all parties. Notices of redemption of Bonds registered in the name of DTC's nominee will be mailed by the Fiscal Agent to DTC, or its nominee, and not to the owners of beneficial interests in the Bonds. Notice of redemption will be provided to such beneficial owners only in accordance with the procedures governing the DTC book -entry system. The Fiscal Agent shall take the following additional actions with respect to such notice of redemption provided that neither the failure to take such actions nor any defect in the action taken shall affect the validity of the proceedings for such redemption. On the date on which the notice to redemption is mailed to the Owners of the Bonds pursuant to the provisions above, such notice of redemption shall be given: (a) to each of the following securities depositories by (i) first class mail, postage prepaid, (ii) confirmed facsimile transmission, or (iii) overnight delivery service: (1) The Depository Trust Company 711 Stewart Avenue Garden City, New York 11530 Facsimile transmission: (516) 227-4039 or (516) 227-4190 (2) Midwest Securities Trust Company Capital Structures — Call Notification 440 South LaSalle Street Chicago, Illinois 60605 Facsimile transmission: (312) 663-2343 (3) Philadelphia Depository Trust Company Reorganization Division 1900 Market Street Philadelphia, Pennsylvania 19103 Facsimile transmission: (215) 496-5058 (b) to each of the following services by (i) first class mail, postage prepaid, or (ii) overnight delivery service,: 670609.3\22337.0008 08/05/99 14 (1) • • Financial Information, Inc. Daily Called Bond Service 30 Montgomery Street, 10th Floor Jersey City, New Jersey 07302 (2) Interactive Data Corporation's Bond Service 22 Cortland Street New York, New York 10007 (3) Kenny Information Service's Called Bond Service 65 Broadway, 16th Floor New York, New York 10006 (4) Moody's Municipal Government 99 Church Street, 8th Floor New York, New York 10007 Attention: Municipal News Reports (5) Standard & Poor's Called Bond Service 25 Broadway, Third Floor New York, New York 10004 Section 404. Partial Redemption of Bonds. Upon surrender of any Bond to be redeemed in part only, the City shall execute and the Fiscal Agent shall authenticate and deliver to the Owner, at the expense of the City, a new Bond or Bonds of authorized denominations equal in aggregate principal amount to the unredeemed portion of the same interest rate and the same maturity. Section 405. Effect of Notice and Availability of Redemption Money. Notice of redemption having been duly given, as provided in Section 403, and the amount necessary for the redemption having been made available for that purpose and being available therefor on the date fixed for such redemption: (a) the Bonds, or portions thereof, designated for redemption shall, on the date fixed for redemption, become due and payable at the redemption price thereof as provided in this Agreement, anything in this Agreement or in the Bonds to the contrary notwithstanding; (b) upon presentation and surrender thereof at the corporate trust office of the Fiscal Agent, the redemption price of such Bonds shall be paid to the Owner thereof; (c) after the redemption date the Bonds or portions thereof so designated for redemption shall be deemed to be no longer Outstanding and such Bonds or portions thereof shall cease to bear further interest; and (d) after the date fixed for redemption no Owner of any of the Bonds or portions thereof so designated for redemption shall be entitled to any of the benefits of this Agreement, or to any 670609.3\22337.0008 08/05/99 15 • S other rights, except with respect to payment of the redemption price and interest accrued to the redemption date from the amounts so made available. ARTICLE V CREATION OF FUNDS AND ACCOUNTS; APPLICATION OF PROCEEDS AND ASSESSMENTS Section 501. Funds and Accounts. There are hereby created and established the following funds and accounts, which funds and accounts the City agrees and covenants to maintain with the Fiscal Agent so long as any Bonds are Outstanding hereunder, provided that the Improvement Fund and the Administrative Expense Fund shall be held by the Treasurer: (a) the Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Improvement Fund (the "Improvement Fund"); (b) the Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Assessment Fund (the "Assessment Fund"); (c) the Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Administrative Expense Fund (the "Administrative Expense Fund"); (d) the Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Redemption Fund (the "Redemption Fund"), in which there shall be established and created a Principal Account, an Interest Account and a Prepayment Account; and (e) the Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Reserve Fund (the "Reserve Fund"). All moneys in such funds and accounts (other than the Improvement Fund and Administrative Expense Fund) shall be held by the Fiscal Agent hereunder and shall be accounted for separately and apart from all other accounts, funds, money or other resources of the City held by the Fiscal Agent and shall be allocated, applied and disbursed solely to the uses and purposes hereinafter set forth in this Article. All moneys in the Improvement Fund shall be held by the Treasurer hereunder and shall be accounted for separately and apart from all other accounts, funds, money or other resources of the City held by the Treasurer and shall be allocated, applied and disbursed solely to the uses and purposes hereinafter set forth in this Article. The Fiscal Agent may establish such additional funds, accounts or subaccounts of the funds or accounts listed above as it deems necessary or prudent to further its duties pursuant to this Agreement or any Supplemental Fiscal Agent Agreement and shall establish any additional funds, accounts or subaccounts which the City directs it to establish. Section 502. Improvement Fund. The Fiscal Agent shall transfer to the Treasurer for deposit into the Improvement Fund the amount specified in Section 605. The Treasurer shall pay the costs of issuing the Bonds and the costs of the Improvements from the Improvement Fund. Amounts on deposit in the Improvement Fund after the completion of the Improvements and the payment of all 670609.3'22337.0003 03/05/99 l6 • claims with respect thereto shall be transferred to the Redemption Fund and applied by the Treasurer as a credit upon the Assessment in the manner provided in Section 10427.1 of the 1913 Act. Section 503. Assessment Fund. Upon receipt of Assessment Installments, the Treasurer shall transfer the Assessment Installments, less the Administrative Expense Requirement which the Treasurer shall deposit in the Administrative Expense Fund, to the Fiscal Agent for deposit to the Assessment Fund. On or prior to the first day of March and September of each year commencing, March 1, 2000, the Fiscal Agent is to then transfer moneys on deposit in the Assessment Fund in the amounts set forth in the following clauses, in the following order of priority, to: (a) the Interest Account of the Redemption Fund, an amount sufficient to make the Interest Payment on the next succeeding Interest Payment Date for the Bonds; (b) the Principal Account of the Redemption Fund, the amount needed to make the Principal Payment due on the following September 2 on the Outstanding Bonds; (c) the Reserve Fund, the amount needed to restore the Reserve Fund to the Reserve Requirement; and (d) any remaining portion of each apportionment shall remain in the Assessment Fund. Any moneys remaining in the Assessment Fund after the deposits described above shall be transferred by the Fiscal Agent, at the written direction of the City, and to the extent that there are sufficient moneys on deposit therein, to the Prepayment Account of the Redemption Fund and used to redeem Bonds as provided herein. To the extent that there are insufficient moneys to redeem Bonds, such moneys shall be used by the Fiscal Agent, at the direction of the City, as a credit against each of the unpaid Assessments in amounts equal to each parcel's share or portion thereof, of the total amount of Assessment. Upon provision for payment or redemption of all Bonds and after payment of any amounts due to the Fiscal Agent, all moneys remaining in the Assessment Fund shall be paid to the City. Section 504. Administrative Expense Fund. Upon receipt of the Assessment Installments, the Treasurer shall transfer the amounts designated as the Administrative Expense Requirement to the Administrative Expense Fund as provided in Section 503. The Fiscal Agent shall apply the moneys on deposit in the Administrative Expense Fund for payment of Administrative Expenses, as directed in writing by the Treasurer. Fees or charges incurred by the City or the Fiscal Agent in performance of their respective obligations hereunder shall be paid from the Administrative Expense Fund, except that the fees or charges payable to the County for enrolling the levy shall be retained by the County prior to making an apportionment pursuant to the provisions of Section 8682 of the 1915 Act and shall not be transferred to the Fiscal Agent or considered part of the apportionment. All fees or charges of the City and the Fiscal Agent shall be reimbursed or satisfied by the collection of such fees or charges or estimates thereof with the principal of and interest on the Assessment Installments due at the time of such collection. The amount of any such fees, charges or estimates thereof shall be apportioned pro -rata and 670609.3\22337.0008 08/05/99 17 • • shall be collected with the same collection and enforcement procedures and with the same priority and effect as with respect to the collection of the principal of and interest on the Assessments. Section 505. Redemption Fund. The principal of and interest on the Bonds until maturity shall be paid by the Fiscal Agent from the Redemption Fund. At the maturity of the Bonds, and after all principal and interest then due on any Outstanding Bonds has been paid or provided for, moneys in the Redemption Fund shall be transferred to the Assessment Fund. (a) On or prior to the first day of March or September of each year, commencing March 1, 2000, the Fiscal Agent shall transfer to the Redemption Fund, Interest Account from the Assessment Fund an amount such that the balance in the Interest Account one day prior to each Interest Payment Date shall be equal to the installment of interest due on the Bonds on said Interest Payment Date. Moneys in the Interest Account shall be used for the payment of interest on the Bonds as the same becomes due. (b) On or prior to the first day of September of each year, commencing September 1, 1999, the Fiscal Agent shall transfer to the Redemption Fund, Principal Account from the Assessment Fund an amount up to the principal payment due on the Bonds on the following September 2nd. Moneys in the Principal Account shall be used as the same become due at maturity. (c) Any amounts remaining in the Redemption Fund, other than in the Prepayment Account, on September 15 of each year, after all principal and interest payments due on the prior September 2 have been paid, shall be transferred to the Assessment Fund. Prepayment Account. Moneys set aside in the Prepayment Account of the Redemption Fund shall be used solely for the purpose of redeeming Bonds and shall be applied on or after the redemption date to the payment of principal of and premium, if any, on the Bonds to be redeemed upon presentation and surrender of such Bonds. Upon receiving any prepayment of a Assessment, the City shall transfer such prepayment to the Fiscal Agent for deposit in the Prepayment Account, with written direction to the Fiscal Agent. Upon receipt of written instructions from the City, the Fiscal Agent shall transfer that portion, if any, of the prepayment representing accrued interest owing on the Bonds to the Interest Account of the Redemption Fund and that portion, if any, representing principal due on the Bonds on the next principal payment date to the Principal Account of the Redemption Fund, provided that no such transfer shall be made to the Principal Account if Bonds will be redeemed with such prepayment on an Interest Payment Date prior to the next principal payment date. The remaining portion of the prepayment is to be retained in the Prepayment Account and, when coupled with the moneys transferred from the Reserve Fund pursuant to Section 506 to the Prepayment Account, shall be used to redeem Bonds on the next Interest Payment Date for which proper notice pursuant to Section 403 can be given by the Fiscal Agent. If, after all of the Bonds have been redeemed and canceled or paid and canceled, there are moneys remaining in any account of the Redemption Fund, said moneys shall be transferred to the Assessment Fund, provided, that if said moneys are part of the proceeds of refunding bonds said moneys shall be transferred to the fund or account created for the payment of principal of and interest on such refunding bonds. 670609.3\22337.0008 08/05/99 18 • • Section 506. Reserve Fund. The Fiscal Agent shall initially deposit into the Reserve Fund the amount specified in Section 605. Thereafter, the City shall provide sufficient funds to maintain the Reserve Requirement in the Reserve Fund at all times, but only from the sources described below. On or before each February 15 and August 15, the Fiscal Agent shall determine whether the amount on deposit in the Reserve Fund equals the Reserve Requirement and shall so certify to the City. Moneys in the Reserve Fund shall be used solely for the purpose of paying the principal of and interest on the Bonds when due in the event that the moneys in the Redemption Fund are insufficient therefor and to make rebate payments to the United States as required. The Fiscal Agent shall withdraw moneys as necessary from the Reserve Fund for deposit in the Redemption Fund on or before the first day of March and September of each year. In the event an Assessment is prepaid in whole or in part, the Assessment thus prepaid shall be reduced by an amount equal to that proportionate of the amount in the Reserve Fund at the time of said prepayment attributable to the amount of the Assessment prepaid, and the amount thus determined shall be transferred from the Reserve Fund to the Prepayment Account of the Redemption Fund. The City shall notify, or shall cause the Fiscal Agent to be notified, of such amounts to be transferred. In the event that moneys comprising (i) the Reserve Fund, (ii) the Redemption Fund, and (iii) the Assessment Fund are sufficient to retire all of the Outstanding Bonds plus accrued interest thereon, such moneys shall be transferred to the Redemption Fund for the Bonds and collection of the remaining Unpaid Assessments shall cease. All amounts remaining in the Reserve Fund in the year in which the last Assessment Installments become due and payable shall be credited toward said assessments as set forth below: On or prior to July 1st of the Fiscal Year next preceding the Fiscal Year in which the last unpaid Assessment Installment becomes due and payable, the City shall determine the amount remaining in the Reserve Fund, and shall declare such amount to be surplus and direct the Fiscal Agent as to the transfer of such amount in order that it may be credited in the manner set forth in Section 10427.1 of the 1913 Act; provided that if all or any part of such Assessments remain unpaid and are payable in installments, the amount apportioned to each parcel shall be credited against the last of such unpaid Assessment Installments and, if the amount apportioned to each parcel exceeds the amount of said last installment, then such excess shall be credited against the next to last of such Assessment Installments. Notwithstanding any provisions herein to the contrary, moneys in the Reserve Fund in excess of the Reserve Requirement shall be withdrawn from the Reserve Fund by the Fiscal Agent on or before each February 15 and August 15, and shall be transferred to the Assessment Fund and shall be used as provided in Section 503. Section 507. Investments. Moneys held in any of the funds and accounts under this Agreement shall be invested at the written direction of the Treasurer only in Authorized Investments which shall be deemed at all times to be a part of such funds and accounts. The Fiscal Agent shall provide monthly statements or reports, by the fifteenth day of each month, of the principal balances and investment earnings thereon in each fund and account maintained by the Fiscal Agent hereunder. 670609.3\22337.0008 08/05/99 19 -.29 • • Authorized Investments shall be purchased at such prices as directed by the Treasurer in written directions (or telephonic directions confirmed in writing) delivered to the Fiscal Agent. Directions as to the purchase of all Authorized Investments shall be subject to the limitations set forth in Section 702(d), the limitations as to maturities hereinafter in this Section set forth and such additional limitations or requirements consistent with the foregoing as may be established by the Treasurer. Moneys in all funds and accounts except for the Reserve Fund shall be invested in Authorized Investments maturing, or with respect to which payments of principal and interest are scheduled or otherwise payable, not later than the date on which the Treasurer has estimated that such moneys will be required by the Fiscal Agent for the purposes specified in this Agreement. Moneys in the Reserve Fund shall be invested in Authorized Investments, not less than 50% of which must mature within six months and all of which must mature within one year; however, if such investments may be sold at par on the Business Day prior to each Interest Payment Date, 100% of the amount of the Reserve Fund may be invested therein. Authorized Investments purchased under a repurchase agreement may be deemed to mature on the date or dates on which the Fiscal Agent may deliver such Authorized Investments for repurchase under such agreement. All interest, profits and other income received from the investment of moneys in any fund or account established pursuant to this Agreement shall be retained therein. Notwithstanding anything to the contrary contained in this Section, an amount of interest received with respect to any Authorized Investment equal to the amount of accrued interest, if any, paid as part of the purchase price of such Authorized Investment shall be credited to the fund or account for the credit of which such Authorized Investment was acquired. For the purpose of determining the amount in any fund or account other than the Reserve Fund, all Authorized Investments credited to such fund or account shall be valued at the lower of the cost or the market value thereof, exclusive of accrued interest. Amounts in the Reserve Fund shall be valued at their fair market value at least semi-annually on or before February 15 and August 15 (or more frequently as may be requested by the Treasurer, but in no event more often than monthly). In making any such valuation, the Fiscal Agent may utilize nationally recognized securities valuation or pricing services available to it through its accounting system. The Fiscal Agent may rely on such valuations and shall not be responsible for the accuracy thereof. The Fiscal Agent or any of its affiliates may act as principal or agent in the making or disposing of any investment or as a sponsor, depository, manager for or advisor to any issuer of Authorized Investments. The Fiscal Agent shall sell or present for redemption, any Authorized Investment so purchased whenever it shall be necessary to provide moneys to meet any required payment, transfer, withdrawal or disbursement from the fund or account to which such Authorized Investment is credited, and, subject to the provisions of Section 904, the Fiscal Agent shall not be liable or responsible for any loss resulting from such investment, or any other investment made at the direction of the City or otherwise made in accordance with this Agreement. In the absence of written investment direction from the Treasurer received at least two Business Days prior to the maturity of an Authorized Investment, the Fiscal Agent shall invest solely in Authorized Investments set forth in subsection (3) of the definition thereof. 670609.3\22337.0008 08/05/99 20 • • The Fiscal Agent shall be entitled to rely conclusively upon the written instructions of the City directing investments in Authorized Investments as to the fact that each such investment is permitted by the laws of the State of California and is an Authorized Investment as required by this Agreement and shall not be required to make further investigation with respect thereto. With respect to any restrictions set forth in the list of Authorized Investments which embody legal conclusions (e.g., the existence, validity and perfection of security interests in collateral), the Fiscal Agent shall be entitled to rely conclusively on an opinion of counsel or upon a representation of the provider of such Authorized Investment obtained at the City's expense. Except as specifically provided in this Agreement, the Fiscal Agent shall not be liable to pay interest on any moneys received by it, but shall be liable only to account to the City for earnings derived from funds that have been invested. The City acknowledges that regulations of the Comptroller of the Currency grant the City the right to receive brokerage confirmation of security transactions to be effected by the Fiscal Agent hereunder as they occur. The City specifically waives the right to receive such notification to the extent permitted by applicable law and agrees that it will instead receive periodic cash transaction statements which include detail for the investment transactions effected by the Fiscal Agent hereunder; provided, however, that the City retains its right to receive brokerage confirmation on any investment transaction requested by the City. Section 508. Delinquency Resulting in Ultimate or Temporary Loss on Bonds. If a temporary deficiency occurs in the Redemption Fund with which to pay Bonds that have then matured, past due interest or the principal and interest on Bonds coming due during the current year, but it does not appear to the City Treasurer that there will be an ultimate loss to the Bond owners, the City Treasurer shall cause the Fiscal Agent to pay the principal of Bonds which have matured as presented and make interest payments on the Bonds when due, as long as there are available funds in the Redemption Fund, in the following order of priority: (1) All matured interest payments shall be made before the principal of any Bonds is paid. (2) Interest on Bonds of earlier maturity shall be paid before interest on Bonds of later maturity. (3) Within a single maturity, interest on lower -numbered Bonds shall be paid before interest on higher -numbered Bonds. (4) The principal of Bonds shall be paid in the order in which the Bonds are presented for payment. Any Bond which is presented but not paid shall be assigned a serial number according to the order of presentment and shall be returned to the Bond owner. When funds become available for the payment of any Bond which was not paid upon presentment, the City Treasurer shall cause the Fiscal Agent to notify the registered owner of such Bond by registered mail to present the Bond for payment. If the Bond is not presented for payment within ten days after the mailing of the notice, interest shall cease to run on the Bond. 670609.3\22337.0008 08/05/99 21 • • If it appears to the City Treasurer that there is a danger of an ultimate loss accruing to the Bond owners for any reason, he or she is required pursuant to the 1915 Act to withhold payment on all matured Bonds and interest on all Bonds and report the facts to the City Council so that the City Council may take proper action to equitably protect all Bond owners. Upon the receipt of such notification from the City Treasurer, the City Council shall fix a date for a hearing upon such notice. At the hearing the City Council must determine whether in its judgment there will ultimately be insufficient money in the Redemption Fund to pay the principal of the unpaid Bonds and interest thereon. If the City Council determines that in its judgment there will ultimately be a shortage in the Redemption Fund to pay the principal of the unpaid Bonds and interest thereon (an "Ultimate Loss"), the City Council shall direct the City Treasurer to pay to the owners of all outstanding and unpaid Bonds such proportion thereof as the amount of funds on hand in the Redemption Fund bears to the total amount of the unpaid principal of the Bonds and interest which has accrued or will accrue thereon. Similar proportionate payments shall thereafter be made periodically as moneys come into the Redemption Fund. Upon the determination by the City Council that an Ultimate Loss will occur, the City Treasurer shall cause the Fiscal Agent to notify all Bond owners to surrender their Bonds to the City Treasurer for cancellation. Upon cancellation of the Bonds, the Bond owner shall be credited with the principal amount of the Bond so canceled. The City Treasurer shall then pay by warrant the proportionate amount of principal and accrued interest due on the Bonds of each Bond owner as may be available from time to time out of the money in the Redemption Fund. Interest shall cease on principal payments made from the date of such payment, but interest shall continue to accrue on the unpaid principal at the rate specified on the Bonds until payment thereof is made. No premiums shall be paid on payments of principal on Bonds made in advance of the maturity date thereon. If a Bond is not surrendered for registration and payment, the City Treasurer shall cause the Fiscal Agent to give notice to the Bond owner by registered mail, at the Bond owner's last address as shown on the registration books, of the amount available for payment. Interest on such amount shall cease as of ten days from the date of mailing of such notice. If the City Council determines that in its judgment there will not be an Ultimate Loss, it shall direct the City Treasurer to pay matured Bonds and interest as long as there is available money in the Redemption Fund. The priority of payments will be as set forth in the first paragraph hereof. ARTICLE VI ISSUANCE OF BONDS Section 601. Authorization and Designation of Bonds. The City has reviewed all proceedings heretofore taken relative to the authorization of the Bonds and has found, as a result of such review, and hereby finds and determines, that all acts, conditions and things required by law to exist, happen and be performed precedent to and in the issuance of the Bonds do exist, have happened and have been performed in due time, form and manner as required by the 1915 Act, and that the City is now authorized, pursuant to each and every requirement of the 1915 Act and hereof, to issue the Bonds upon the security of the Assessments in the aggregate principal amount described in the Bond Purchase Agreement and in the form and manner provided herein, which Bonds shall be entitled to the benefit, protection and security of the provisions hereof. 670609.3\22337.0008 08/05/99 22 3 2 • • Section 602. Denominations of Bonds. The Bonds shall be issued as fully registered Bonds in the denomination of $5,000 or any integral multiple thereof (except that one Bond of the first maturity may be in, or may include, the amount by which the aggregate principal amount of the Bonds exceeds the largest integral multiple of $5,000 included therein ). Section 603. Interest Payment Date of Bonds. The Bonds shall be dated their date of issuance and shall mature on September 2 of the years, and in the respective principal amounts set forth opposite such years, and shall bear interest at the respective rates per annum, set forth in the following table: Maturity Date Principal Interest (September 2) Amount Rate 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 (Term Bonds?) Section 604. Form of Bonds. The Bonds shall be in substantially the following form, the blanks to be filled in with appropriate words and figures, namely 670609.3\22337.0008 08/05/99 23 - 33 -► R- • [FORM OF FACE OF BOND] UNITED STATES OF AMERICA STATE OF CALIFORNIA CITY OF HERMOSA BEACH ASSESSMENT DISTRICT NO. 97-1 (MYRTLE AVENUE UTILITY UNDERGROUNDING) LIMITED OBLIGATION IMPROVEMENT BOND INTEREST MATURITY BOND CUSIP RATE DATE DATE NUMBER September 2, , 1999 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: 00/100 DOLLARS Under and by virtue of the Improvement Bond Act of 1915, Division 10 (commencing with Section 8500) of the California Streets and Highways Code (the "Act") and Resolution No. 99 - (the "Resolution of Issuance") adopted by the City Council of the City of Hermosa Beach (the "City") on the day of , 1999, the City will, out of the redemption fund for the payment of the bonds issued upon the unpaid portion of assessments made for the acquisition, work, and improvements more fully described in proceedings taken pursuant to Resolution No. 99-5990 (the "Resolution of Intention") adopted by the City Council of the City on the day of 1999, pay to the registered owner stated above, on the maturity date stated above, the principal sum stated above in lawful money of the United States of America, all as provided for in a Fiscal Agent Agreement dated as of , 1999 (the "Fiscal Agent Agreement"), by and between U.S. Trust Company, N.A., as fiscal agent (the "Fiscal Agent") and the City. In like manner, the City will pay interest on this bond from the Interest Payment Date (as defined below) next preceding the date on which this bond is authenticated, unless (i) its date of authentication is after the fifteenth day of the month preceding an Interest Payment Date (the "Record Date") and on or before the immediately succeeding Interest Payment Date, in which event the bond shall bear interest from such Interest Payment Date or (ii) its date of authentication is before the close of business on the first Record Date, in which event the bond shall bear interest from the date of this bond; provided, however, that if at the time of authentication of this bond, interest is in default, interest on this bond shall be payable from the last Interest Payment Date to which the interest has been paid or made available for payment. Such interest shall be payable on March 2 and September 2 of each year, commencing March 2, 2000 (each, an "Interest Payment Date"). 670609.3\22337.0008 08/05/99 74 • • Both the principal hereof and redemption premium hereon, if any, are payable at the office of the Fiscal Agent, and the interest hereon is payable by check mailed by first class mail, postage prepaid, on the Interest Payment Date to the owner hereof at the owner's address as it appears on the records of the Fiscal Agent or at such address as may have been filed with the Fiscal Agent for that purpose, at the close of business on the applicable Record Date. This bond will continue to bear interest after maturity at the rate above stated provided it is presented at maturity and payment hereof is refused upon the sole ground that there are not sufficient moneys in said redemption fund with which to pay the same. If it is not presented at maturity, interest hereon will run only until maturity. This bond shall not be entitled to any benefit under the Act or the Fiscal Agent Agreement or become valid or obligatory for any purpose, until the certificate of authentication and registration hereon endorsed shall have been manually signed by the Fiscal Agent. THE CITY HAS DECLARED AND DETERMINED IN THE RESOLUTION OF INTENTION THAT PURSUANT TO SECTION 8769 OF THE IMPROVEMENT BOND ACT OF 1915 IT WILL NOT OBLIGATE ITSELF TO ADVANCE AVAILABLE FUNDS FROM THE CITY TREASURY TO CURE ANY DEFICIENCY WHICH MAY OCCUR IN THE REDEMPTION FUND. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY OF HERMOSA BEACH, THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE BONDS. THE BONDS ARE SPECIAL OBLIGATIONS OF THE CITY PAYABLE SOLELY FROM THE SOURCES DESCRIBED IN THE FISCAL AGENT AGREEMENT. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF FULLY SET FORTH AT THIS PLACE. 670609.3\22337.0008 08/05/99 ' 5 i • IN WITNESS WHEREOF, the City of Hermosa Beach has caused this bond to be signed in manual or facsimile form by the Treasurer of said City and attested to by the City Clerk, and has caused its corporate seal to be reproduced in manual or facsimile hereon, all as of the day of , 1999. CITY OF HERMOSA BEACH Treasurer [SEAL] A 1"1'hST: City Clerk [FORM OF CERTIFICATE OF AUTHENTICATION AND REGISTRATION] This is one of the bonds described in the within -mentioned Fiscal Agent Agreement, which bond has been authenticated and registered on 670609.3\22337.0008 08/05/99 U.S. TRUST COMPANY, N.A., as Fiscal Agent By: Authorized Signatory 26 36 - • • [FORM OF BACK OF BOND] This bond is one of several annual maturities of bonds of like date, tenor and effect, but differing in amounts, maturities and interest rates, issued by the City under the Act and the Fiscal Agent Agreement for the purpose of providing means for paying for the improvements described in the proceedings; and it is secured by the moneys in the redemption fund and by the unpaid portion of certain assessments made for the payment of those improvements, and, including principal and interest, is payable exclusively out of said fund. The Term Bonds maturing on September 2, are subject to mandatory sinking fund redemption, in part by lot, from sinking fund payments set forth in the following schedule commencing on September 2, and on September 2 in each year thereafter at a redemption price equal to the principal amount thereof to be redeemed (without premium), together with interest accrued thereon to the date fixed for redemption: Redemption Date (September 2) 1 t Final Maturity. Principal Amount This bond or any portion of it in the amount of five thousand dollars ($5,000), or any integral multiple thereof, may be redeemed and paid in advance of maturity in whole or in part, at the option of the City, on any Interest Payment Date, by giving at least 30 days' notice by registered or certified mail to the registered owner hereof at the owner's address as it appears on the registration books of the Fiscal Agent, at the following prices expressed as a percentage of the principal amount called for redemption, together with accrued interest to the date of redemption: 102% if redeemed on or before March 2, 2010; 101% if redeemed on September 2, 2010 or March 2, 2011; 100% if redeemed on September 2, 2011 or thereafter. Any Bond may be redeemed in whole or in part in integral multiples of $5,000 on any Interest Payment Date from proceeds of refunding bonds issued pursuant to the Refunding Act of 1984 for 1915 Improvement Act Bonds, from prepayments of Assessments by property owners deposited in the Prepayment Account of the Redemption Fund, or from moneys in the Assessment Fund and designated by the Treasurer for such purpose, upon thirty (30) days' written notice to the Bondowner and upon 670609.3\22337.0008 08/05/99 27 • • payment of the principal amount thereof and interest accrued thereon to the date of redemption, at the redemption prices shown above. In lieu, or partially in lieu, of redeeming bonds, the City may purchase bonds at public or private sale to the extent provided in the Fiscal Agent Agreement. This bond is transferable by the registered owner hereof, in person or by the owner's attorney duly authorized in writing, at the office of the Fiscal Agent, subject to the terms and conditions provided in the Fiscal Agent Agreement, including the payment of certain charges, if any, upon surrender and cancellation of this bond. Upon such transfer a new registered bond or bonds of any authorized denomination or denominations, of the same maturity, for the same aggregate principal amount, will be issued to the transferee in exchange herefor. Bonds shall be registered only in the name of an individual (including joint owners), a corporation, a partnership, or a trust. Neither the City nor the Fiscal Agent shall be required to make such exchanges or to register such transfers of bonds (a) 15 days prior to the date established by the Fiscal Agent for selection of bonds for redemption, or (b) with respect to a bond after such bond has been selected for redemption. The City and the Fiscal Agent may treat the owner hereof, as shown on the bond register kept by the Fiscal Agent, as the absolute owner for all purposes; and the City and the Fiscal Agent shall not be affected by any notice to the contrary. The Fiscal Agent Agreement is incorporated by reference herein and by acceptance hereof the registered owner assents to said terms and conditions. This bond is subject to refunding pursuant to the procedures of the Refunding Act of 1984 for 1915 Improvement Act Bonds. 670609.3\22337.0008 08/05/99 28 • • [FORM OF ASSIGNMENT] ASSIGNMENT For value received the undersigned do(es) hereby sell, assign and transfer unto TAX I.D. #: the within bond and doe(es) hereby irrevocably constitute and appoint attorney to transfer the same on the register of the Fiscal Agent with full power of substitution in the premises. Date: SIGNATURE GUARANTEED: NOTE: The signature(s) to this Assignment must correspond with the name(s) as written on the face of the within bond in every particular, without alteration or enlargement or any change whatsoever and the signature(s) must be guaranteed by an eligible guarantor. 670609.3\22337.0008 08/05/99 29 -3? - • • Section 605. Application of Proceeds of the Sale of Bonds and of the Transfers. Proceeds from the sale of the Bonds shall be used as follows: Reserve Fund; and thereof shall be deposited by the Fiscal Agent into the (ii) the remainder thereof shall be transferred by the Fiscal Agent to the Treasurer and deposited into the Improvement Fund. ARTICLE VII COVENANTS AND WARRANTY Section 701. Warranty. The City shall preserve and protect the security of the Bonds and the rights of the Owners against all claims and demands of all persons. Section 702. Covenants. So long as any of the Bonds are Outstanding and unpaid, the City makes the following covenants with the Owners under the provisions of the 1913 Act, the 1915 Act and this Agreement (to be performed by the City or its proper officers, agents or employees), which covenants are necessary, convenient and desirable to secure the Bonds and tend to make them more marketable; provided, however, that said covenants do not require the City to expend any funds or moneys other than the Assessments: (a) Punctual Payment; Covenant Against Encumbrances. The City covenants that it will receive all Assessment Installments in trust and will, consistent with Section 503 hereof, deposit the Assessment Installments with the Fiscal Agent and the City shall have no beneficial right or interest in the amounts so deposited except as provided by this Agreement. All such Assessment Installments, whether received by the City in trust or deposited with the Fiscal Agent, all as herein provided, shall nevertheless be disbursed, allocated and applied solely to the uses and purposes herein set forth, and shall be accounted for separately and apart from all other money, funds, accounts or other resources of the City. The City covenants that it will duly and punctually pay or cause to be paid the principal of and interest on every Bond issued hereunder, together with the premium, if any, thereon on the date, at the place and in the manner set forth in the Bonds and in accordance with this Agreement to the extent Assessments and interest earnings transferred to the Redemption Fund are available therefor, and that the payments into the Redemption Fund and the Reserve Fund will be made, all in strict conformity with the terms of the Bonds and this Agreement, and that it will faithfully observe and perform all of the conditions, covenants and requirements of this Agreement and all Supplements and of the Bonds issued hereunder. If at any time the total balance in the Redemption Fund, the Assessment Fund and the Reserve Fund is sufficient to redeem all Outstanding Bonds pursuant to Section 401 hereof, the Treasurer may direct the Fiscal Agent to effect such redemption on the earliest date on which all Outstanding Bonds may be redeemed. The City will not mortgage or otherwise encumber, pledge or place any charge upon any of the Assessment Installments, and will not issue any obligation or security superior to the Bonds, payable in whole or in part from the unpaid Assessments. 670609.3\22337.0005 08/05/99 30 {0 • • (b) Commence Foreclosure Proceedings. Assessment Installments 120 days after being delinquent following the close of the Fiscal Year. The City need not cause such proceedings if both (a) the aggregate amount of such delinquent Assessment Installments does not exceed the lesser of (i) five percent (5%) of the Assessment Installments posted to the tax roll for the preceding fiscal year, or (ii) $10,000; and (b) the balance on deposit in the Reserve Fund is not less than the Reserve Requirement. (c) Books and Accounts. The City will cause the Fiscal Agent to keep proper books of record and accounts, separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions made by its Fiscal Agent hereunder. Such books of record and accounts shall at all times during business hours and upon reasonable prior notice be subject to the inspection of the City or of the Owners of not less than ten percent (10%) of the principal amount of the Bonds then Outstanding or their representatives authorized in writing. (d) Tax Covenants. Notwithstanding any other provision of this Agreement, absent an opinion of Bond Counsel that the exclusion from gross income of interest on the Bonds will not be adversely affected for federal income tax purposes by reason of the City's failure to do so, the City covenants to comply with all applicable requirements of the Code, necessary to preserve such exclusion from gross income and specifically covenants, without limiting the generality of the foregoing, as follows: Private Activity. The City will not take or omit to take any action or make any use of the proceeds of the Bonds or of any other moneys or property which would cause the Bonds to be "private activity bonds" within the meaning of Section 141 of the Code. Arbitrage. The City will make no use of the proceeds of the Improvement Bonds or of any other amounts or property, regardless of the source, or take or omit to take any action which would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code. Federal Guarantee. The City will make no use of the proceeds of the Bonds or take or omit to take any action that would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Code. Information Reporting. The City will take or cause to be taken all necessary action to comply with the informational reporting requirement of Section 149(e) of the Code. Miscellaneous. The City will take no action inconsistent with its expectations stated in the Tax Certificate and will comply with the covenants and requirements stated therein and incorporated by reference herein. Without limiting the generality of the foregoing, the City agrees that there shall be paid from time to time all amounts required to be rebated to the United States pursuant to Section 148(f) of the Code and any temporary, proposed or final Treasury Regulations as may be applicable to the Bonds from time to time. In particular, the City shall pay to the United States Treasury, 670609.3\22337.0008 08/05/99 (i) Not later than 60 days after the end of (A) the fifth Bond Year, and (B) each applicable fifth Bond Year thereafter, an amount equal to at least 90% of the Rebate Requirement calculated as of the end of such Bond Year; and 31 • • (ii) Not later than 60 days after the payment of all the Bonds, an amount equal to 100% of the Rebate Requirement calculated as of the end of such applicable Bond Year, computed in accordance with Section 148(f) of the Code. This covenant shall survive payment in full or defeasance of the Bonds. The Fiscal Agent shall comply with the instructions of the City given in accordance with the Tax Certificate and such compliance shall be deemed conclusive evidence of satisfaction of any obligations in connection with such Tax Certificate. (e) Collection of the Administrative Expense Requirements. The City covenants that it will collect annually an amount specified by the Treasurer to be the Administrative Expense Requirement, which amount will be expressed as a percentage of the annual levy of Assessment Installments, to pay for Administrative Expenses. The Administrative Expense Requirement so collected shall not exceed the amount specified in the Engineer's Report. Section 703. Continuing Disclosure Agreement. The City hereby covenants and agrees that it will comply with and carry out all of its obligations under the Continuing Disclosure Agreement to be executed and delivered by the City in connection with the issuance of the Bonds. Notwithstanding any other provision of this Fiscal Agent Agreement, failure of the City to comply with the Continuing Disclosure Agreement shall not be considered an Event of Default; however, any Owner or Beneficial Owner may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Section 703. For purposes of this Section, `Beneficial Owner" means any person which has or shares the power, directly or indirectly, to make investment decisions concerning ownership of any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries). ARTICLE VIII AMENDMENTS TO AGREEMENT Section 801. Amendments Not Requiring Bondowner Consent. The City may from time to time, and at any time, without notice to or consent of any of the Bondholders, adopt Supplements hereto for any of the following purposes: (a) to cure any ambiguity or to correct or supplement any provisions herein provided that such action shall not materially adversely affect the interests of the Bondowners; (b) to add to the covenants and agreements of, and the limitations and the restrictions upon, the City contained in this Agreement, other covenants, agreements, limitations and restrictions to be observed by the City which are not contrary to or inconsistent with this Agreement as theretofore in effect; (c) to modify, amend or supplement this Agreement in such manner as to permit the qualification hereof under the Trust Indenture Act of 1939, as amended, or any similar federal statute hereafter in effect, and to add such other terms, conditions and provisions as may be permitted by said act or similar federal statute, and which shall not, materially adversely affect the interests of the Owners of the Bonds; or 670609.3\22337.0008 0'05/99 32 _112 . • (d) to modify, alter, amend or supplement this Agreement in any other respect which is not materially adverse to the Bondowners. Section 802. Amendments Requiring Bondowner Consent. Exclusive of the Supplements described in Section 801, the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding shall have the right to consent to and approve such Supplements as shall be deemed necessary or desirable by the City for the purpose of waiving, modifying, altering, amending, adding to or rescinding, in any particular, any of the terms or provisions contained in this Agreement; provided, however, that nothing herein shall permit, or be construed as permitting, (a) an extension of the maturity date of the principal, or the payment date of interest on, any Bond, (b) a reduction in the principal amount of, or redemption premium on, any Bond or the rate of interest thereon, (c) a preference or priority of any Bond or Bonds over any other Bond or Bonds, or (d) a reduction in the aggregate principal amount of the Bonds the Owners of which are required to consent to such Supplement without the consent of the Owners of all the Bonds then Outstanding. If at any time the City shall desire to enter into a Supplement, which pursuant to the terms of this Section shall require the consent of the Bondowners, the City shall so notify the Fiscal Agent and shall deliver to the Fiscal Agent a copy of the proposed Supplement. The Fiscal Agent shall, at the expense of the City, cause notice of the proposed Supplement to be mailed, by first class mail postage prepaid, to all Bondowners and their addresses as they appear in the Bond Register. Such notice shall briefly set forth the nature of the proposed Supplement and shall state that a copy thereof is on file at the office of the Superintendent of Streets for inspection by all Bondowners. The failure of any Bondowners to receive such notice shall not affect the validity of such Supplement when consented to and approved by the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding as required by this Section. Whenever at any time within one year after the date of the first mailing of such notice the Fiscal Agent shall receive an instrument or instruments purporting to be executed by the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding, which instrument or instruments shall refer to the proposed Supplement described in such notice, and shall specifically consent to and approve the Supplement substantially in the form of the copy referred to in such notice as on file with the Superintendent of Streets, such proposed Supplement, when duly executed by the City, shall thereafter become a part of the proceedings for the issuance of the Bonds. In determining whether the Owners of a majority of the aggregate principal amount of the Bonds have consented to the adoption of any Supplement, Bonds which are owned by the City or by any person directly or indirectly controlling or controlled by or under the direct or indirect common control with the City, shall be disregarded and shall be treated as though they were not Outstanding for the purpose of any such determination. Upon request, the City shall designate to the Fiscal Agent those Bonds disqualified by this Section 802. Upon the execution and delivery by the City and the Fiscal Agent of any Supplement and the receipt of consent to any such Supplement from the Owners of not less than a majority in aggregate principal amount of Bonds Outstanding in instances where such consent is required pursuant to the provisions of this Section, this Agreement shall be, and shall be deemed to be, modified and amended in accordance therewith, and the respective rights, duties and obligations under this Agreement of the City, the Fiscal Agent and all Owners of Bonds then Outstanding shall thereafter be determined, exercised and enforced hereunder, subject in all respects to such modifications and amendments. 670009.3\22337.0008 0s: nc'99 33 • i No Supplement pursuant to either Section 801 or Section 802 shall modify or amend any of the rights or obligations of the Fiscal Agent without its written consent thereto. The Fiscal Agent may obtain an opinion of counsel that any such Supplement complies with the provisions of this Article VIII and the Fiscal Agent may conclusively rely upon such opinion. Section 803. Notation of Bonds; Delivery of Amended Bonds. After the effective date of any action taken as hereinabove provided, the City may determine that the Bonds may bear a notation, by endorsement in form approved by the City, as to such action, and in that case upon demand of the Owner of any Bond Outstanding at such effective date and presentation of his Bond for the purpose at the office of the Fiscal Agent, a suitable notation as to such action shall be made on such Bonds. If the City shall so determine, new Bonds so modified as, in the opinion of the City, shall be necessary to conform to such action shall be prepared and executed, and in that case upon demand of the Owner of any Bond Outstanding at such effective date such new Bonds shall be exchanged at the office of the Fiscal Agent without cost to each Owner, for Bonds then Outstanding, upon surrender of such Outstanding Bonds. ARTICLE IX FISCAL AGENT Section 901. Fiscal Agent. U.S. Trust Company, N.A. is hereby appointed Fiscal Agent for the City for the purpose of receiving all money which the City is required to deposit with the Fiscal Agent hereunder and to allocate, use and apply the same as provided in this Agreement. The Fiscal Agent is hereby authorized to and shall mail by first-class mail, postage prepaid, interest payments to the Bondowners, select Bonds for redemption, and maintain the Bond Register. The Fiscal Agent is hereby authorized to pay the principal of and premium, if any, on the Bonds when the same are duly presented to it for payment at maturity or upon redemption, to provide for the registration of transfer and exchange of Bonds presented to it for such purposes, to provide for the cancellation of Bonds, and to provide for the authentication of Bonds, and shall perform all other duties assigned to or imposed on it as provided in this Agreement. The Fiscal Agent shall keep accurate records of all funds administered by it and all Bonds paid and discharged by it. The Fiscal Agent is hereby authorized to pay the Bonds when duly presented for payment at maturity, or on redemption prior to maturity. The Fiscal Agent shall cancel all Bonds upon payment thereof or upon the surrender thereof by the City pursuant to Section 1201 hereof. The Fiscal Agent shall keep accurate records of all Bonds paid and discharged and canceled by it. The Fiscal Agent shall supply information regarding investments made under Article V at the written request of the City including: (i) purchase date, (ii) purchase price, (iii) any accrued interest paid, (iv) face amount, (v) coupon rate, (vi) periodicity of interest payments, (vii) disposition price, (viii) any accrued interest, received, and (ix) disposition date. In the event a Nonpurpose Investment is subject to a receipt of bids, the City shall maintain a record of all information establishing fair market value on the date such investment became a Nonpurpose Investment. Such detailed record keeping is required for the calculation of the Rebate Requirement which shall be performed by the City and, in part, will require a determination of the difference between the actual aggregate earnings of all Nonpurpose Investments and the amount of such earnings assuming a rate of return equal to the Yield on the Bonds. 670609.3\22337.0008 08/05/99 34 o • The City shall from time to time, subject to any agreement between the City and the Fiscal Agent then in force, pay to the Fiscal Agent compensation for its services, reimburse the Fiscal Agent for all its advances and expenditures, including, but not limited to, advances to and fees and expenses of independent accountants, counsel, agents, receiver and engineers or other experts employed by it in the exercise and performance of its powers and duties hereunder, and indemnify, defend and save the Fiscal Agent harmless against any losses, costs, expenses or liabilities, including reasonable fees and expenses of its attorneys (including the allocated costs and disbursements of in-house counsel, to the extent such services are not redundant with those provided by outside counsel), not arising from its own negligence or willful misconduct which it may incur in the exercise and performance of its powers and duties hereunder, which indemnity shall survive discharge of the Bonds. All amounts owed by the City to the Fiscal Agent shall constitute Administrative Expenses. Any bank or trust company into which the Fiscal Agent may be merged or converted or with which either of them may be consolidated or any bank or trust company resulting from any merger, conversion or consolidation to which it shall be a party or any bank or trust company to which the Fiscal Agent may sell or transfer all or substantially all of its corporate trust business, provided such bank or trust company shall be eligible under Section 902, shall be the successor to such Fiscal Agent without the execution or filing of any paper or any further act, anything herein to the contrary notwithstanding. Section 902. Removal of Fiscal Agent. The City may in the absence of an event of default at any time, in the exercise of its sole discretion, upon thirty (30) days prior written notice to the Fiscal Agent, remove the Fiscal Agent initially appointed, and any successor thereto, and may appoint a successor or successors thereto; provided that any such successor shall be a bank or trust company doing business and having a principal office in Los Angeles or San Francisco, California, having a combined capital (exclusive of borrowed capital) and surplus (or whose parent or holding company has a combined capital (exclusive of borrowed capital) and surplus) of at least fifty million dollars ($50,000,000), and subject to supervision or examination by federal or state authority. If such bank or trust company publishes a report of condition at least annually, pursuant to law or to the requirements of any supervising or examining authority above referred to, then for the purposes of this section the combined capital and surplus shall be as set forth in its most recent report of condition so published. The City shall notify the bondholders in writing of any such removal of the Fiscal Agent and appointment of a successor thereto. Section 903. Resignation of Fiscal Agent. The Fiscal Agent may at any time resign by giving written notice to the City. Upon receiving such notice of resignation, the City shall promptly appoint a successor Fiscal Agent by an instrument in writing; provided, however, that in the event that the City does not appoint a successor Fiscal Agent within thirty (30) days following receipt of such notice of resignation, the resigning Fiscal Agent may petition an appropriate court having jurisdiction to appoint a successor Fiscal Agent. Any resignation or removal of the Fiscal Agent and appointment of a successor Fiscal Agent shall become effective only upon the written acceptance of appointment by the successor Fiscal Agent, and notice to the Bondholders of the Fiscal Agent's identity and address. Section 904. Liability of Fiscal Agent. The recitals of fact and all promises, covenants and agreements contained herein and in the bonds shall be taken as statements, promises, covenants and agreements of the City, and the Fiscal Agent assumes no responsibility for the correctness of the same and makes no representations as to the validity or sufficiency of this Agreement or of the Bonds or the 670609.3\22337.0008 08/05/99 35 S tax status of the interest thereon, and shall incur no responsibility in respect thereof other than in connection with its duties or obligations herein or in the Bonds or in the certificate of authentication assigned to or imposed upon the Fiscal Agent. The Fiscal Agent shall have no duties or obligations other than as specifically set forth herein and no implied duties, covenants or obligations shall be read into this Agreement against the Fiscal Agent. The Fiscal Agent shall be under no responsibility or duty with respect to the issuance of the Bonds for value. The Fiscal Agent shall not be liable in connection with the performance of its duties hereunder, except for its own negligence or willful misconduct. Absent negligence or willful misconduct, the Fiscal Agent shall not be liable for an error of judgment. The Fiscal Agent shall have no liability or obligation to the Bond Owners with respect to the payment of debt service by the City or with respect to the observance or performance by the City of the other conditions, covenants and terms contained in this Agreement, or with respect to the investment of any moneys in any fund or account established, held or maintained by the City pursuant to this Agreement or otherwise. The Fiscal Agent shall be protected in acting upon any notice, resolution, request, consent, order, certificate, report, bond or other paper or documents believed by it to be genuine and to have been signed or presented by the proper party or parties. The Fiscal Agent may consult with counsel, who may be counsel to the City, with regard to legal questions, and the opinion or advice of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered hereunder and in accordance therewith. The Fiscal Agent shall not be bound to recognize any person as the Owner of a Bond unless and until such Bond is submitted for inspection, if required, and his title thereto satisfactorily established, if disputed. Whenever in the administration of its duties under this Agreement the Fiscal Agent shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of willful misconduct on the part of the Fiscal Agent, be deemed to be conclusively proved and established by a written certificate of the City, and such certificate shall be full warrant to the Fiscal Agent for any action taken or suffered under the provisions of this Agreement upon the faith thereof, but in its discretion the Fiscal Agent may, in lieu thereof, accept other evidence of such matter or may require such additional evidence as to it may seem reasonable. The Fiscal Agent shall have no duty or obligations whatsoever to enforce the collection of Assessments or other funds to be deposited with it hereunder, or as to the correctness of any amounts received, but its liability shall be limited to the proper accounting for such funds as it shall actually receive. The Fiscal Agent shall have no duty or obligation to monitor the City's compliance with the 1913 Act or the 1915 Act. No provision in this Agreement shall require the Fiscal Agent to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it. The Fiscal Agent shall be entitled to interest on all amounts advanced by it at the maximum rate permitted by law. 670609.3\22337.0008 08/05/99 36 • • The Fiscal Agent shall have no responsibility, opinion or liability with respect to any information, statement or recital in any official statement or other disclosure material prepared or distributed with respect to the issuance of the Bonds. All protections extended to the Fiscal Agent shall also extend to its officers, directors, employees and agents. The Fiscal Agent's rights to indemnification hereunder and to payment of its fees and expenses shall survive its resignation or removal and the final payment or defeasance of the Bonds. The Fiscal Agent makes no covenant, representation or warranty concerning the current or future tax status of interest on the Bonds. Section 905. Interested Transactions. The Fiscal Agent and its officers and employees may acquire and hold Bonds with the same effect as if it were not Fiscal Agent. The Fiscal Agent, either as principal or agent, may engage in or be interested in any financial or other transaction with the City. Section 906. Agents. The Fiscal Agent may execute any of its trusts or powers or perform its duties through attorneys, agents or receivers and the Fiscal Agent shall not be answerable for the default or misconduct of any such attorney, agent or receiver selected by it with reasonable care. ARTICLE X EVENTS OF DEFAULT; REMEDIES Section 1001. Event of Default. Any one or more of the following events shall constitute an "event of default": (a) Default in the due and punctual payment of the principal of or redemption premium, if any, on any Bond when and as the same shall become due and payable, whether at maturity as therein expressed or from mandatory redemption; (b) Default in the due and punctual payment of the interest on any Bond when and as the same shall become due and payable; or (c) Default by the City in the observance of any of the agreements, conditions or covenants on its part in this Agreement or in the Bonds contained, and the continuation of such default for a period of thirty (30) days after the City shall have been given notice in writing of such default by the Fiscal Agent or any Owner, provided that if within thirty (30) days the City has commenced curing of the default and diligently pursues elimination thereof, such period shall be extended to permit such default to be eliminated. Section 1002. Remedies of Owners. Following the occurrence of an event of default, any Owner shall have the right for the equal benefit and protection of all Owners similarly situated: (a) By mandamus or other suit or proceeding at law or in equity to enforce his or her rights against the City and any of the members, officers and employees of the City, and to compel 670609.3\22337.0008 08/05/99 37 • • the City or any such members, officers or employees to perform and carry out their duties under the 1913 Act or the 1915 Act and their agreements with the Owners as provided in this Agreement; (b) By suit in equity to enjoin any actions or things which are unlawful or violate the rights of the Owners; or (c) By a suit in equity to require the City and its members, officers and employees to account as the trustee of an express trust. Nothing in this article or in any other provisions of this Agreement, or in the Bonds, shall affect or impair the obligation of the City, which is absolute and unconditional, to pay the interest on and principal of the Bonds to the respective owners of the Bonds at the respective dates of maturity, as herein provided, out of the Assessments pledged for such payment, or affect or impair the right of action, which is also absolute and unconditional, of such Owners to institute suit to enforce such payment by virtue of the contract embodied in the Bonds and in this Agreement. A waiver of any default of breach of duty or contract by any Owner shall not affect any subsequent default or breach of duty or contract, or impair any rights or remedies on any such subsequent default or breach. No delay or omission by any Owner to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein, and every power and remedy conferred upon the Owners by the 1913 Act or the 1915 Act or by this article may be enforced and exercised from time to time and as often as shall be deemed expedient by the Owners. If any suit, action or proceeding to enforce any right or exercise any remedy is abandoned or determined adversely to the Owners, the City and the Owners shall be restored to their former positions, rights and remedies as if such suit, action or proceeding had not been brought or taken. No remedy herein conferred upon or reserved to the Owners is intended to be exclusive of any other remedy. Every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing, at law or in equity or by statute or otherwise, and may be exercised without exhausting and without regard to any other remedy conferred by the 1913 Act, the 1915 Act or any other law. In no event shall the Fiscal Agent have any responsibility to cure or cause the City or any other person or entity to cure an Event of Default hereunder. ARTICLE XI DEFEASANCE Section 1101. Defeasance. If the City shall pay or cause to be paid, or there shall otherwise be paid, to the Owners of any Outstanding Bonds the interest due thereon and the principal thereof, at the times and in the manner stipulated therein and in this Agreement, then the Owners of such Bonds shall cease to be entitled to the pledge of Assessments, and all covenants, agreements and other obligations of the City to the Owners of such Bonds under this Agreement shall thereupon cease, terminate and become void and be discharged and satisfied. In such event, the Fiscal Agent shall execute and deliver to the City all such instruments as may be desirable to evidence such discharge and satisfaction, and the Fiscal Agent shall pay over or deliver to the City after payment of any amounts due 670609.3\22337.0008 08/05/99 38 • • the Fiscal Agent hereunder all money or securities held by them pursuant to this Agreement which are not required for the payment of the interest due on, and the principal of, such Bonds. Any Outstanding Bond shall be deemed to have been paid within the meaning expressed in the first paragraph of this Section if such Bond is paid in any one or more of the following ways: (a) by paying or causing to be paid the principal of and interest with respect to such Bond, as and when the same become due and payable; (b) by depositing with the Fiscal Agent, in trust, at or before maturity, money which, together with the amounts then on deposit in the Assessment Fund, the Reserve Fund and the Redemption Fund, is fully sufficient to pay the principal of, premium and interest on all Bonds Outstanding as and when the same shall become due and payable; or (c) by depositing with the Fiscal Agent, in trust, Federal Securities in such amount as an Independent Financial Consultant shall determine will, together with the interest to accrue thereon and moneys then on deposit in the Assessment Fund, the Bond Reserve Fund and the Redemption Fund, together with the interest to accrue thereon without further investment, be fully sufficient to pay and discharge the principal of, premium, if any, and interest on all Bonds Outstanding as and when the same shall become due and payable; then, notwithstanding that any Bonds shall not have been surrendered for payment, all obligations of the City under this Agreement with respect to all Outstanding Bonds shall cease and terminate, except for the obligation of the Fiscal Agent to pay or cause to be paid to the Owners of the Bonds not so surrendered and paid, all sums due thereon from funds provided to it by the City. Any money or securities deposited with the Fiscal Agent to defease the Bonds shall be accompanied by a certificate of a certified public accountant confirming the accuracy of the calculations establishing the sufficiency of such deposit, and an opinion of Bond Counsel that the deposit of such money or securities will not impair the exclusion from gross income or federal income tax purposes of interest on the Bonds. Any funds held by the Fiscal Agent at the time of payment or defeasance of the Bonds, which are not required for the purpose above mentioned, or for payment of amounts due the Fiscal Agent hereunder shall be paid over to the City. ARTICLE XII MISCELLANEOUS Section 1201. Cancellation of Bonds. All Bonds surrendered to the Fiscal Agent for payment upon maturity or for redemption shall upon payment therefor, and any Bond purchased by the City as authorized herein shall be, cancelled forthwith and shall not be reissued. The Fiscal Agent shall destroy such Bonds as provided by law and furnish to the City a certificate of destruction. Section 1202. Execution of Documents and Proof of Ownership. Any request, direction, consent, revocation of consent, or other instrument in writing required or permitted by this Agreement to be signed or executed by Bondowners may be in any number of concurrent instruments of similar tenor, may be signed or executed by such Owners in person or by their attorneys appointed by an instrument in writing for that purpose, or by the commercial bank, trust company or other depository for such Bonds. Proof of the execution of any such instrument, or of any instrument appointing any such attorney, and of the ownership of Bonds shall be sufficient for the purposes of this Agreement (except as otherwise herein provided), if made in the following manner: 670609.3\22337.0008 08/05/99 39 — yc7 (a) The fact and date of the execution by any Owner or his or her attorney of any such instrument and of any instrument appointing any such attorney, may be proved by a signature guarantee of any commercial bank or trust company located within the United States of America. Where any such instrument is executed by an officer of a corporation or association or a member of a partnership on behalf of such corporation, association or partnership, such signature guarantee shall also constitute sufficient proof of his authority. (b) As to any Bond, the person in whose name the same shall be registered in the Bond Register shall be deemed and regarded as the absolute Owner thereof for all purposes, and payment of or on account of the principal of any such Bond, and the interest thereon, shall be made only to or upon the order of the registered Owner thereof or his or her legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond and the interest thereon to the extent of the sum or sums to be paid. The Fiscal Agent shall not be affected by any notice to the contrary. Nothing contained in this Agreement shall be construed as limiting the Fiscal Agent to such proof, it being intended that the Fiscal Agent may accept other evidence of the matters herein stated which the Fiscal Agent may deem sufficient. Any request or consent of the Owner of any Bond shall bind every future Owner of the same Bond in respect of anything done or suffered to be done by the Fiscal Agent in pursuance of such request or consent. Section 1203. Unclaimed Moneys. Anything in this Agreement to the contrary notwithstanding, any money held by the Fiscal Agent in trust for the payment and discharge of any of the Bonds which remains unclaimed for 2 years become due and payable, if such money was held by the Fiscal Agent at such date, or for 2 years after the date of deposit of such money if deposited with the Fiscal Agent after said date when such Bonds become due and payable, shall be repaid by the Fiscal Agent to the City, as its absolute property and free from trust, and the Fiscal Agent shall thereupon be released and discharged with respect thereto and the Owners shall look only to the City for the payment of such Bonds; provided, however, that, before being required to make any such payment to the City, the Fiscal Agent shall, at the written request and the expense of the City, cause to be mailed to the registered Owners of such Bonds, at their addresses as they appear on the Bond Register, a notice that said money remains unclaimed and that, after a date named in said notice, which date shall not be less than thirty (30) days after the date of the mailing of such notice, the balance of such money then unclaimed will be returned to the City. Section 1204. Provisions Constitute Contract; Successors. The provisions of this Agreement shall constitute a contract between the City and the Bondowners and the provisions hereof shall be construed in accordance with the laws of the State of California. In case any suit, action or proceeding to enforce any right or exercise any remedy shall be brought or taken and the Bondowner or the Fiscal Agent shall prevail, the Bondowner or the Fiscal Agent shall be entitled to receive from the Assessment District reimbursement for reasonable costs, expenses, outlays and attorneys' fees (including the allocated costs and disbursements of in-house counsel, to the extent such services are not redundant with those provided by outside counsel), and should said suit, action or proceeding be abandoned, or be determined adversely to the Bondowners or the Fiscal Agent, then the City, the Fiscal Agent and the Bondowners shall be restored to their former positions, rights and remedies as if such suit, action or proceeding had not been brought or taken. 670609.3\22337.0008 08/05/99 40 • After the issuance and delivery of the Bonds this Agreement shall be irrepealable, but shall be subject to modifications to the extent and in the manner provided in this Agreement, but to no greater extent and in no other manner. This Agreement shall be binding upon and inure to the benefit of the City and the Fiscal Agent, and their respective successors and assigns. Section 1205. Further Assurances; Incontestability. The City will adopt, make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Agreement, and for the better assuring and confirming unto the Owners of the Bonds of the rights and benefits provided in this Agreement. After the sale and delivery of the Bonds by the City, the Bonds shall be incontestable by the City. Section 1206. Severability. If any covenant, agreement or provision, or any portion thereof, contained in this Agreement, or the application thereof to any person or circumstance, is held to be unconstitutional, invalid or unenforceable, the remainder of this Agreement and the application of any such covenant, agreement or provision, or portion thereof, to other persons or circumstances, shall be deemed severable and shall not be affected thereby, and this Agreement and the Bonds shall remain valid and the Bondowners shall retain all valid rights and benefits accorded to them under the laws of the State of California. If any Assessment is void or unenforceable, for any cause, or if Bonds are issued to represent or be secured by any Assessments and such issuance is not effective through the curative provisions in relation thereto under the 1913 Act or the 1915 Act to make them valid and enforceable, then a reassessment shall be made in the manner and form provided by the 1915 Act. Section 1207. General Authorization. The Mayor, the Clerk, the Superintendent of Streets and the Treasurer of the City are hereby respectively authorized to do and perform from time to time any and all acts and things consistent with this Agreement necessary or appropriate to carry the same into effect. Section 1208. Liberal Construction. This Agreement shall be liberally construed to the end that its purpose may be effected. No error, irregularity, informality and no neglect or omission herein or in any proceeding had pursuant hereto which does not directly affect the jurisdiction of the City Council shall void or invalidate this Agreement or such proceeding or any part thereof, or any act or determination made pursuant thereto. Section 1209. Notice. Any notices required to be given to the City with respect to the Bonds for this Agreement shall be mailed, first class, or personally delivered to the City Manger at 1315 Valley Drive, Hermosa Beach, California 90254, and all notices to the Fiscal Agent shall be mailed, • first class, or personally delivered to the Fiscal Agent at 515 South Flower Street, Suite 2700, Los Angeles, California 90071-2291, Attention: Corporate Trust. Section 1210. Action on Next Business Day. If the date for making any payment or the last date for performance of any act or the exercising of any right, as provided in this Fiscal Agent 670609.3\22337.0008 08/05/99 41 • Agreement, is not a Business Day, such payment, with no interest accruing for the period from and after such nominal date, may be made or act performed or right exercised on the next succeeding Business Day with the same force and effect as if done on the nominal date provided therefore in this Fiscal Agent Agreement. 670609.3\22337.0008 08/05/99 42 • • IN WITNESS WHEREOF, the City and the Fiscal Agent have executed this Agreement, effective the date first written above. (SEAL) AI LEST: City Clerk 670609.3\22337.0008 08/05/99 CITY OF HERMOSA BEACH By: Its: Mayor U.S. TRUST COMPANY, N.A., as Fiscal Agent By: Its: Authorized Officer 43 — 52 —.. • PRELIMINARY OFFICIAL STATEMENT DATED , 1999 NEW ISSUE (Book -Entry -Only) NO RATING In the opinion ofStradling Yocca Carlson & Rauth, a Professional Corporation, Bond Counsel, based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming, among other matters, compliance with certain covenants, interest on the Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986. In the further opinion of Bond Counsel, interest on the Bonds is not a specific preference item for purposes of the federal individual or corporate alternate minimum taxes, although Bond Counsel observes that such interest is included in adjusted current earnings in calculating corporate alternate minimum taxable income. In the further opinion of Bond Counsel, such interest is exempt from California personal income taxes. See "TAX MATTERS" herein. City $1,660,000' DRAFT $1,830,000" of Hermosa Beach City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Limited Obligation Improvement Bonds, Series 1999 Dated: Date of Issuance Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Limited Obligation Improvement Bonds, Series 1999 Due: September 2, as shown below The City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Limited Obligation Improvement Bonds, Series 1999 (the "Myrtle Avenue Bonds") and the City of Hermosa Beach Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Limited Obligation Improvement Bonds, Series 1999 (the "Loma Drive Bonds"), (the Myrtle Avenue Bonds and the Loma Drive Bonds are collectively referred to as the `Bonds") are limited obligations of the City of Hermosa Beach, California. The Bonds are being issued pursuant to the provisions of the Municipal Improvement Act of 1913 (the "1913 Act") and the Improvement Bond Act of 1915 (the "1915 Act") and Resolution No. authorizing the issuance of the Myrtle Avenue Bonds and Resolution No. authorizing the issuance of the Loma Drive Bonds (collectively, the "Resolutions of Issuance") of the City Council of the City. Each Resolution of Issuance approved a Fiscal Agent Agreement By and Between the City of Hermosa Beach and U.S. Trust Company, N.A., as Fiscal Agent. The City formed each of the Assessment Districts to finance the cost of undergrounding electric and telephone lines. The Bonds are being issued in book -entry form and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York. Purchasers of Bonds will not receive certificates representing their beneficial ownership thereof but will receive credit balances on the books of their respective nominees. The Bonds will not be transferable or exchangeable except for transfer to another nominee of The Depository Trust Company or as otherwise described herein. Individual purchases may be made in principal amounts of $5,000 and integral multiples thereof. Interest on the Bonds, which is payable on March 2, 2000 and semiannually thereafter on each March 2 and September 2, and the principal thereof and premium, if any, thereon are payable to Cede & Co.; and such payments are expected to be disbursed to the beneficial owners of the Bonds through their nominees. The Bonds are subject to redemption prior to maturity, as described herein. Under the provisions of the 1915 Act, installments of the assessments and interest thereon in an amount equal to annual debt service on the Bonds (less any credits resulting from earnings derived from the investment of funds held under the respective resolutions pursuant to which the Bonds are being issued) are to be included on the regular ad valorem property tax bills sent to owners of property against which there are unpaid assessments. These annual installments and interest thereon are to be used to pay debt service on the Bonds as it becomes due. The Bonds are secured by certain pledged property, including assessments secured by liens on properties in the respective Assessment Districts and moneys and securities on deposit in specified funds established under the respective Resolutions of Issuance. The Myrtle Avenue Bonds are secured by assessments levied and collected only in the Myrtle Avenue Assessment District. The Loma Drive Bonds are secured by assessments levied and collected only in the Loma Drive Assessment District. The City has determined not to advance available funds from its treasury in the event of delinquencies in the payment of assessments. The Bonds do not constitute a debt of the City, and the City will not be liable thereon except for such pledged property. The full faith and credit of the City is not pledged to the payment of the Bonds, and the payment thereof is not secured by any encumbrance, mortgage or other pledge of property of the City except the pledge of such property. This cover page contains certain information for quick reference only. It is not a summary of this issue. Investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. MATURITY SCHEDULE MYRTLE AVENUE BONDS Due (September 2) 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 Principal Amount Preliminary, subject to change. 672631.1\22337.0008 08/05,0 Interest Rate Price Due (September 2) 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Principal Amount [Term Bonds, if any, to be determined by Purchaser] _ SL- — Interest Rate Yield • • MATURITY SCHEDULE LOMA DRIVE BONDS Due Principal Interest Due Principal Interest (September 2) Amount Rate (September 2) Amount Rate Price 2000 2010 2001 2011 2002 2012 2003 2013 2004 2014 2005 2015 2006 2016 2007 2017 2008 2018 2009 2019 Yield [Term Bonds, if any, to be determined by Purchaser] The Bonds are offered when, as and if issued and received by the Underwriter, subject to the approval of Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California, Bond Counsel, and to certain other conditions. Certain legal matters will be passed upon for the City by the City Attorney. It is anticipated that the Bonds will be available for delivery to The Depository Trust Company in New York, New York on or about , 1999. Dated: , 1999 672631.1 \ 22337.0008 08/c,, '99 —5E. • • Investment in the Bonds involves risks which are not appropriate for certain investors. Therefore, only persons with substantial fmancial resources (in net worth and/or income) who understand (either alone or with competent investment advice) the risks of investment m the Bonds should consider such investment. Any person offering or selling the Bonds may request or demand oral and/or written representations from prospective investors in order to establish a reasonable belief that the investor meets appropriate standards of suitability or may make or cause to be made further inquiry and obtain additional information as to such matters. Offers to purchase Bonds may be rejected at the discretion of those offering or selling the Bonds. No dealer, broker, salesperson or other person has been authorized by the City of Hermosa Beach to provide any information or to make any representations other than as contained herein and, if given or made, such other information or representation must not be relied upon as having been authorized by the City. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers of Bonds. Statements contained in this Official Statement that involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as a representation of facts. The information set forth herein has been obtained from the City and certain other sources. Such information is believed to be reliable but is not guaranteed as to its accuracy or completeness and is not to be construed as a representation by the Underwriter. The information and expressions of opinion herein are subject to change without notice, and neither delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City or of the aforesaid property owner or any matters expressed herein since the date hereof. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVER -ALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. 672631.1\22337.0005 08/05/99 • • CITY OF HERMOSA BEACH CITY COUNCIL Julie Oakes, Mayor J.R Reviczky, Mayor Pro Tem Robert Benz, Council Member John Bowler, Council Member Sam Y. Edgerton, Council Member STAFF Stephen R. Burrell, City Manager John M. Workman, City Treasurer Viki Copeland, Finance Director Elaine Doerfling, City Clerk Michael Jenkins, City Attorney ASSESSMENT ENGINEER Dennis Klingelhofer, P.E. Berryman & Henigar BOND COUNSEL Stradling Yocca Carlson & Rauth, a Professional Corporation Newport Beach, California FINANCIAL ADVISOR TO THE CITY Project Finance Associates, Inc. Mill Valley, California FISCAL AGENT U.S. Trust Company, N.A. Los Angeles, California 672631.1\22337.0008 08/05/99 • • TABLE OF CONTENTS Page SUMMARY STATEMENT INTRODUCTION 1 THE BONDS 2 Authority for Issuance 2 General Provisions 2 Sinking Fund Redemption 2 Optional Redemption 2 General Provisions Concerning Redemption 3 Book -Entry System 5 Discontinuation of Book -Entry -Only System; Payments to Owners 5 LIMITATION OF LIABILITY 5 SECURITY FOR THE BONDS 6 Assessments 6 Enforcement Proceedings 6 Value to Lien Ratios 8 Reserve Fund 8 SPECIAL RISK FACTORS 9 Limited Obligations; Failure to Pay Assessment Installments 9 Delinquency Resulting in Ultimate or Temporary Loss on Bonds 10 Non -Cash Payments of Assessments 11 Enforcement Delays - Bankruptcy 12 FDIC/Federal Government Interests in properties 12 Direct and Overlapping Indebtedness 12 Geologic, Topographic and Climatic Conditions 13 Hazardous Substances 13 Proposition 218 14 Year 2000 Problem 14 Loss of Tax Exemption 15 Limited Secondary Market 15 THE MYRTLE AVENUE ASSESSMENT DIAGRAM 16 MYRTLE AVENUE BONDS 18 General Provisions 18 Estimated Sources and Uses of Funds 18 Estimated Debt Service 18 Assessments and Assessed Value of Properties 19 Delinquencies 19 THE LOMA DRIVE ASSESSMENT DIAGRAM 20 LOMA DRIVE BONDS 22 General Provisions 22 Estimated Sources and Uses of Funds 22 Estimated Debt Service 22 672631.1\22337.0008 03/05/99 TABLE OF CONTENTS (continued) Page Assessments and Assessed Value of the Properties 23 Delinquencies 23 TAX MATTERS 23 ABSENCE OF LITIGATION 24 ABSENCE OF RATINGS 25 UNDERWRITING 25 CERTAIN LEGAL MATTERS 25 CONTINUING DISCLOSURE 25 MISCELLANEOUS 27 APPENDIX A — APPENDIX B — APPENDIX C — APPENDIX D — APPENDIX E — APPENDIX F — APPENDIX G — APPENDICES SUMMARY OF THE FISCAL AGENT AGREEMENTS A-1 GENERAL INFORMATION ABOUT HERMOSA BEACH AND LOS ANGELES COUNTY B-1 FORM OF APPROVING LEGAL OPINIONS C-1 BOOK -ENTRY SYSTEM E-1 FORM OF CONTINUING DISCLOSURE AGREEMENTS F-1 MYRTLE AVENUE ASSESSMENT ROLL G-1 LOMA DRIVE ASSESSMENT ROLL H-1 672631.1\22337.0008 08/05/99 11 • • SUMMARY STATEMENT THIS SUMMARY STATEMENT IS SUBJECT IN ALL RESPECTS TO THE MORE COMPLETE INFORMATION AND THE DEFINITIONS FOUND IN THE ENTIRE OFFICIAL STATEMENT, AND THE OFFERING OF THE BONDS TO POTENTIAL INVESTORS IS MADE ONLY BY MEANS OF THE ENTIRE OFFICIAL STATEMENT. Authority and Purpose: Security for Bonds: The bonds described herein (the `Bonds") are limited obligation bonds being issued by the City of Hermosa Beach, California (the "City") pursuant to the provisions of the 1915 Act and the Resolutions of Issuance. The City formed City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) and the City of Hermosa Beach Assessment District No. 97- 2 (Loma Drive Utility Undergrounding) (herein collectively referred to as the Assessment Districts); confirmed assessments on properties located in each of the Assessment Districts (the "Assessments") pursuant to the Municipal Improvement Act of 1913, to finance the cost of undergrounding existing power and telephone lines. The Assessments represent liens on the properties (the "properties") within each Assessment District subject thereto; they do not, however, constitute a personal indebtedness of the respective owners of such properties. Installments of the Assessments and interest thereon (the "Assessment Installments") which, along with certain investment earnings in each Assessment District, will be equal to debt service on the Bonds of that Assessment District are to be included in the bills for ad valorem taxes mailed each year to the owners of properties with unpaid Assessments by the Treasurer -Tax Collector of the County of Los Angeles. The Assessment Installments and all moneys and securities from time to time held by the City or by U.S. Trust Company, N.A., as fiscal agent (the "Fiscal Agent"), in certain specified funds and accounts under the respective Resolutions of Issuance and Fiscal Agent Agreements are pledged to the payment of the principal and interest on the respective Bonds. To provide funds for payment of the Bonds and the interest thereon in the event of a delinquency in the payment of Assessment Installments, the City will establish a separate Reserve Fund for each issue of the Bonds and will deposit therein an amount equal to % of the original principal amount thereof. Upon the occurrence of such a delinquency in an Assessment District, the Fiscal Agent is required to transfer the amount of the delinquency from the Reserve Fund of that Assessment District into the Redemption Fund of that Assessment District. There is no assurance that funds will be available for this purpose; and if there are insufficient moneys in the Reserve Fund during the period of delinquency, a delay may occur in payments to the owners of the Bonds. The City has determined not to advance available funds from the City treasury to cure any deficiency which may occur in the Redemption Fund. Thus, no funds of the City other than the Reserve Fund of each Assessment District will be available to cure any deficiency which may occur in the Redemption Fund of that Assessment District. However, the City has covenanted that, with certain exceptions, in the event of a delinquency, it 672631.1122337.0008 08/05/99 Form of Bonds: Payment of Interest: Redemption: The properties: 672631.1\22337.0008 08/05/99 • • will order and cause to be commenced judicial foreclosure proceedings within 120 days. The Myrtle Avenue Bonds are secured by assessments levied and collected only in the Myrtle Avenue Assessment District. The Loma Drive Bonds are secured by assessments levied and collected only in the Loma Drive Assessment District. The City has determined not to advance available funds from its treasury in the event of delinquencies in the payment of assessments. The Bonds do not constitute a debt of the City, and the City will not be liable thereon except from the property pledged and assigned to the Fiscal Agent pursuant to the Resolutions of Issuance. The full faith and credit of the City is not pledged to the payment of the Bonds, and the payment of the Bonds is not secured by any encumbrance, mortgage or other pledge of property of the City except the pledge of such property. The Bonds are being issued in fully registered form and will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, which will act as securities depository of the Bonds. Ownership interests in the Bonds may be purchased in book -entry form only in principal amounts of $5,000 or any integral multiple thereof. Interest on the Bonds is payable semiannually on each March 2 and September 2, commencing March 2, 2000. The Bonds are subject to redemption from prepayments of Assessments, refunding bonds and other available funds. The Myrtle Avenue Assessment District consists of 188 parcels generally located in an area of the City bounded by 26`s Street in the north, Hermosa Venue in the west, Silverstrand Avenue in the east and 24th Street in the south. See "The Myrtle Avenue Assessment District Assessment Diagram" herein. Approximately properties have been improved with completed structures (the "Developed Properties"). The Developed Properties bear approximately _% of the Assessments. of the Developed Properties (representing about % of the Assessments applicable to Developed Properties) have been developed for single family residential uses; and of the Developed Properties (representing about % of the Assessments applicable to Developed Properties) have been developed for multiple family uses. The remaining _ properties (the "Undeveloped Properties") bear Assessments representing approximately _% of the total. One parcel is owned by the Hermosa Unified School District (the "District"). This parcel has been assessed $20,630.38, which the District has paid in cash during the 30 -day cash payment period. The Loma Drive Assessment District consists of 219 parcels generally located in an area of the City bounded by Loma Drive in the north, Monterey Boulevard in the south, Pier Avenue in the west and 8th Street in the east. See "The Loma Drive Assessment District Assessment Diagram" herein. Two Property Values: Value -to -Lien Ratios: The City: 672631.1\22337.0008 08,05/99 • • hundred eighteen parcels are zoned for multiple family use of which approximately parcels are developed ("Developed Properties") and approximately parcels are undeveloped (the "Undeveloped Properties"). The Developed Properties bear approximately % of the total Assessments. The Undeveloped Properties represent approximately % of the Assessments. One parcel is a park owned by the City. This parcel was assessed $9,631.37. The City has paid this Assessment during the 30 day cash payment period. The aggregate assessed value of the properties in the Myrtle Avenue Assessment District, as shown on the County of Los Angeles assessment roll for fiscal year 1999-2000 is approximately $ million. See "APPENDIX F—MYRTLE AVENUE ASSESSMENT ROLL". The aggregate assessed value of the properties in the Loma Drive Assessment District, as shown on the County of Los Angeles assessment roll for fiscal year 1999-2000 is approximately $ million. See "APPENDIX G—LOMA DRIVE ASSESSMENT ROLL". However, because of the requirements of Article XIII A of the California Constitution, the assessed value of a parcel generally indicates its acquisition cost adjusted to reflect the value of any new construction and adjusted (but only up to 2% per year) for inflation. Thus, the assessed values of the properties may not reflect their market values. The ratio of the Combined Estimated Value of the properties in the Myrtle Avenue Assessment District to the total amount of the Assessments is approximately . The ratio of the Combined Estimated Value of the properties in the Loma Drive Assessment District to the total amount of the Assessments is approximately The issuer of the Bonds is the City of Hermosa Beach, California. The City operates under a council-manager form of government, with the five city council members each being elected for a four-year term. 111 $1,660,000' City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Limited Obligation Improvement Bonds, Series 1999 51,830,000 City of Hermosa Beach Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Limited Obligation Improvement Bonds, Series 1999 INTRODUCTION The purpose of this Official Statement, which includes the cover page and the appendices hereto, is to provide certain information concerning two assessment districts formed by the City of Hermosa Beach (the "City") on July 13, 1999; the City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) (the "Myrtle Avenue Assessment District") and the City of Hermosa Beach Assessment District No. 97-2 (Loma Drive Utility Undergrounding) (the "Loma Drive Assessment District"). Each of the Assessment Districts were formed to underground electric and telephone lines in the respective Assessment Districts. Pursuant to Proposition 218 (See "SPECIAL RISK FACTORS—Proposition 218"), the City held hearings on July 13, 1999 in each proposed Assessment Districts. At the conclusion of each hearing votes of the owners of each parcel within the respective Assessment Districts that submitted ballots were counted. In the Myrtle Avenue Assessment District, the ballots in favor of the Myrtle Avenue Assessment District (weighted according to the proportional financial obligation of the affected properties that voted) was with in opposition. In the Loma Drive Assessment District, the ballots in favor of the Loma Drive Assessment District (weighted according to the proportional financial obligation of the affected properties that voted) was with in opposition. The Bonds are being issued pursuant to the 1915 Act and the Resolutions of Issuance adopted by the City Council of the City. Each Resolution of Issuance approves a Fiscal Agent Agreement By and Between the City and U.S. Trust Company, N.A. (the "Fiscal Agent"). See "APPENDIX A—SUMMARY OF THE FISCAL AGENT AGREEMENTS". The Assessments represent liens on the properties in the respective Assessment Districts on which they have been confirmed; they do not, however, constitute a personal indebtedness of the owners of the properties. Installments of the Assessments and interest on the declining balances thereof (the "Assessment Installments") which, along with certain investment earnings in each Assessment District, will be equal to debt service on the Bonds including the Fiscal Agent Agreements, are to be included in the bills for ad valorem taxes mailed each year to the owners of properties with unpaid Assessments by the Treasurer -Tax Collector of the County of Los Angeles. The Assessments and all moneys and securities from time to time held by the City or by the Fiscal Agent in certain specified funds and accounts under each Resolution of Issuance are pledged to the payment of the principal of and interest on the Bonds issued pursuant to said Resolution of Issuance. The Bonds do not constitute a debt of the City, and the City will not be liable thereon except from the property pledged and assigned to the Fiscal Agent pursuant to the Resolutions of Issuance. The full faith and credit of the City is not pledged to the payment of the Bonds; and the payment of the Bonds is not secured by any encumbrance, mortgage or other pledge of property of the City except the pledge of such property described under the heading "SECURITY FOR THE BONDS." • Preliminary, subject to change. 672631.1\22337.0008 08/05;99 1 • • There follow brief descriptions of the Bonds, the Assessment District, the Resolutions of Issuance, the Continuing Disclosure Agreements, dated as of September 1, 1999, by and between the City and the Fiscal Agent (the "Disclosure Agreements") and certain other matters. Such descriptions do not purport to be comprehensive or definitive. All references herein to any of the aforesaid documents are qualified in their entirety by reference to the forms thereof, which are available for inspection at the office of the Fiscal Agent in Los Angeles, California and at the office of the City Clerk in Hermosa Beach, California. Capitalized terms not defined herein shall have the respective meanings ascribed to them in Appendix A hereto or, if not defined in Appendix A, the meanings ascribed to them in the Resolutions of Issuance. THE BONDS The following information is common to the Myrtle Avenue Bonds and the Loma Drive Bonds. Authority for Issuance The Bonds are issued pursuant to the 1915 Act after the City took proceedings pursuant to the 1913 Act. Pursuant to the 1913 Act and Proposition 218 which added Article XIIID to the California Constitution, public hearings were held in the respective assessment districts and the assessment districts were formed after the City received a favorable vote of the majority of the voters voting prior to the conclusion of each hearing. General Provisions The Bonds are dated as of the Closing Date and bear interest at the rates and mature (subject to prior redemption as described below) on the dates set forth on the cover page hereof. Interest on such Bonds will be calculated on the basis of a 360 -day year consisting of twelve 30 -day months and will be payable on March 2 and September 2 of each year commencing March 2, 2000 (each such date, an "Interest Payment Date"). The Bonds are issued as fully registered bonds and will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"). DTC will act as securities depository of the Bonds. Ownership interests in the Bonds may be purchased in book -entry form only in denominations of $5,000 and any integral multiple thereof. See the subsection hereof entitled "Book -Entry System". The principal of and interest on the Bonds shall be payable in lawful money of the United States of America. Sinking Fund Redemption [Term Bonds, if any, to be determined by Purchaser.] Optional Redemption The Bonds are subject to redemption prior to their fixed maturity dates, in whole or in part, in integral multiples of $5,000, on any Interest Payment Date at the option of the City, from funds derived by the City from any source including proceeds of refunding bonds and from prepayments of Assessments and deposited in the Payment Account of the Redemption Fund, at a redemption price equal to the sum of the principal amount of each Bond or the portion thereof so redeemed and accrued interest thereon to the date of redemption, plus a redemption premium as hereinafter set forth, expressed as a percentage of the principal amount of the Bonds called for Redemption. 102% if redeemed on or before March 2, 2010; 101% if redeemed on September 2, 2010 or March 2, 2011; 100% if redeemed on September 2, 2011 or thereafter. 672631.1\22337.0008 08/05/99 2 General Provisions Concerning Redemption Selection of Bonds for Redemption. If less than all of the Outstanding Bonds are to be redeemed, the City shall designate the principal amount of Bonds of each maturity to be redeemed as provided for in the 1915 Act, and the Fiscal Agent shall select the particular Bonds to be redeemed from each maturity in said designated amount by lot in such manner as the Fiscal Agent may choose. The Fiscal Agent shall promptly notify the City in writing of the Bonds, or portions thereof, selected for redemption. In lieu, or partially in lieu, of such call and redemption, moneys deposited in the Prepayment Account of the Redemption Fund may be used to purchase Outstanding Bonds in the manner hereinafter provided. Purchases of Outstanding Bonds may be made by the City prior to the selection of Bonds for redemption by the Fiscal Agent, at public or private sale as and when and at such prices as the City may in its discretion determine, but only at prices (including brokerage or other expenses) of not more than par, plus the premium, if any, which would be payable with respect to such Bonds upon the redemption thereof, plus accrued interest, and any accrued interest payable upon the purchase of Bonds may be paid from the amount in the Interest Account of the Redemption Fund for payment of interest on the next following Interest Payment Date. The Fiscal Agent shall disburse moneys in the Prepayment Account for such purpose upon written direction of the City. Notice of Redemption. When Bonds are to be called for redemption and the Fiscal Agent has received the required notice from the City, the Fiscal Agent shall give notice, in the name of the City, of the redemption of such Bonds. Such notice of redemption shall (a) specify the serial numbers and the maturity date or dates of the Bonds selected for redemption, except that where all the Bonds subject to redemption, or all the Bonds of one maturity, are to be redeemed, the serial numbers thereof need not be specified; (b) state the date fixed for redemption and for surrender of the Bonds to be redeemed; (c) state the redemption price; (d) state the place or places where the Bonds are to be surrendered for redemption; and (e) in the case of Bonds to be redeemed only in part, state the portion of such Bond which is to be redeemed. Such notice shall further state that on the date fixed for redemption, there shall become due and payable on each Bond or portion thereof called for redemption, the principal thereof, together with any premium, and interest accrued to the redemption date, and that from and after such date, interest thereon shall cease to accrue and be payable. At least thirty (30) days but no more than sixty (60) days prior to the redemption date, the Fiscal Agent shall mail a copy of such notice, by registered or certified mail, postage prepaid, to the respective Owners of Bonds selected for redemption at their addresses appearing on the Bond Register. The actual receipt by the Owner of any Bond of notice of such redemption shall not be a condition precedent thereto, and failure to receive such notice shall not affect the validity of the proceedings for the redemption of such Bonds, or the cessation of interest on the redemption date. A certificate by the Fiscal Agent that notice of such redemption has been given as herein provided shall be conclusive as against all parties. Notices of redemption of Bonds registered in the name of DTC's nominee will be mailed by the Fiscal Agent to DTC, or its nominee, and not to the owners of beneficial interests in the Bonds. Notice of redemption will be provided to such beneficial owners only in accordance with the procedures governing the DTC book - entry system. The Fiscal Agent shall take the following additional actions with respect to such notice of redemption provided that neither the failure to take such actions nor any defect in the action taken shall affect the validity of the proceedings for such redemption. On the date on which the notice to redemption is mailed to the Owners of the Bonds pursuant to the provisions above, such notice of redemption shall be given: (a) to each of the following securities depositories by (i) first class mail, postage prepaid, (ii) confirmed facsimile transmission, or (iii) overnight delivery service: 672631.1\22337.0008 08/05/99 jC, • • (1) The Depository Trust Company 711 Stewart Avenue Garden City, New York 11530 Facsimile transmission: (516) 227-4039 or (516) 227-4190 (2) Midwest Securities Trust Company Capital Structures'/, Call Notification 440 South LaSalle Street Chicago, Illinois 60605 Facsimile transmission: (312) 663-2343 (3) Philadelphia Depository Trust Company Reorganization Division 1900 Market Street Philadelphia, Pennsylvania 19103 Facsimile transmission: (215) 496-5058 (b) to each of the following services by (i) first class mail, postage prepaid, or (ii) overnight delivery service,: (1) Financial Information, Inc. Daily Called Bond Service 30 Montgomery Street, 10th Floor Jersey City, New Jersey 07302 (2) Interactive Data Corporation's Bond Service 22 Cortland Street New York, New York 10007 (3) Kenny Information Service's Called Bond Service 65 Broadway, 16th Floor New York, New York 10006 (4) Moody's Municipal Government 99 Church Street, 8th Floor New York, New York 10007 Attention: Municipal News Reports (5) Standard & Poor's Called Bond Service 25 Broadway, Third Floor New York, New York 10004 So long as the Bonds are held in book -entry form only, all notices of redemption will be mailed to DTC, or its nominee, and not to the Beneficial Owners of the Bonds. Notice of redemption will be provided to Beneficial Owners only in accordance with the procedures governing the DTC book -entry system. See "THE BONDS - Book -Entry System" below. 672631.1\22337.0008 OS/05/99 4 • • Book -Entry System DTC will act as securities depository for the Bonds, and the Bonds will be registered in the name of Cede & Co. (DTC's partnership nominee). One fully -registered Bond certificate will be issued in the aggregate principal amount of each maturity and will be deposited with DTC. So long as Cede & Co. is the registered owner of the Bonds, references herein to the Owners of the Bonds shall mean Cede & Co. and shall not mean the actual purchasers (the "Beneficial Owners") of the Bonds. The City does not give any assurance that DTC, its participants or others will distribute payments with respect to the Bonds or notices concerning the Bonds to the Beneficial Owners thereof or that DTC will otherwise serve and act in the manner described in this Official Statement. See "APPENDIX D—BOOK-ENTRY SYSTEM" for a further description of DTC and its book -entry system. The information presented therein concerning DTC and DTC's book -entry system is based solely on information provided by DTC, and no representations can be made by the City or the Fiscal Agent concerning the accuracy thereof. Discontinuation of Book -Entry -Only System; Payments to Owners In the event that the book -entry system described above is no longer used with respect to the Bonds, the principal of the Bonds will be payable upon surrender thereof at the office of the Fiscal Agent. Interest on the Bonds (other than the final payment thereof) will be payable on each Interest Payment Date to the registered owner thereof as of the close of business on the fifteenth day immediately preceding each Interest Payment Date, such interest to be paid by check of the Fiscal Agent, mailed by first-class mail to the registered owner at such owner's address as it appears on the bond register (or at such other address as is furnished to the Fiscal Agent in writing by the registered owner). Any Bond, in accordance with its terms, may be transferred upon the books of registration required to be kept by the Fiscal Agent pursuant to the Resolution of Issuance by the owner in whose name it is registered, or by his or her duly authorized attorney or legal representative, upon surrender thereof to the Fiscal Agent for registration of such transfer, accompanied by delivery of a duly executed written instrument of transfer in a form approved by the Fiscal Agent. No such transfer shall be required to be registered during the 15 days next preceding an Interest Payment Date or the date for selection of Bonds for redemption, nor shall any transfer be required to be registered with respect to a Bond that has been selected for redemption. LIMITATION OF LIABILITY The amounts on deposit in the Redemption Fund and the Reserve Fund established under the Resolutions of Issuance constitute the only available funds of the City to be used for payment of the respective Bonds in the event of delinquencies in the payment of the Assessments. Upon depletion of those funds, neither the Fiscal Agent, the Owners, or any other person, corporation or association will have any right at law or equity to compel the City, by mandamus or otherwise, to advance or expend any other moneys of the City for payment of the Bonds during the pendency of said delinquencies. The City has determined not to advance available funds from its treasury in the event of such delinquencies. The City will only be required to enforce delinquent Assessments in the manner provided in the Act and as set forth in its Resolutions of Issuance covenanting to take judicial foreclosure proceedings (the "Foreclosure Covenant"). See, "SECURITY FOR THE BONDS - Enforcement Proceedings." The Bonds do not constitute a debt of the City; and the City shall not be liable thereon except from (a) the Assessments, including all interest thereon and the right to enforce the same, all upon the terms and conditions set forth in the Act, and the Resolutions of Issuance and (b) all moneys and securities from time to time held by the Fiscal Agent or the City under the Resolutions of Issuance in the Redemption Fund and the Reserve Fund (the "Trust Estate"). The full faith and credit of the City is not pledged to the payment of 672631.1\22337.0008 ON/05/99 5 • • the Bonds, and the payment of the Bonds is not secured by an encumbrance, mortgage or other pledge of property of the City except the pledge of the Trust Estate. SECURITY FOR THE BONDS Assessments The payment of the amount of each Assessment, including each installment thereof, the interest thereon and any penalties and collection costs is secured by an assessment lien upon the applicable property in each Assessment District. Such lien is coequal with the latest lien thereon to secure the payment of general ad valorem property taxes, is not subject to extinguishment by the sale of any property on account of the non- payment of general property taxes, and is prior and superior to all liens, claims, encumbrances and titles other than the liens of assessments, special taxes and general property taxes. The Assessment Installments in each Assessment District are pledged to secure the payment of the principal of, premium, if any, and interest on the Bonds of the Assessment District in which said Assessment Installments are levied, and, as received by or otherwise credited to the City, will immediately be subject to the lien of such pledge. Although the unpaid Assessments constitute liens upon the properties assessed, they do not constitute a personal indebtedness of the owners of said parcels. There can be no assurance as to the financial or legal ability, or the willingness, of such property owners to pay the unpaid Assessments. The Assessments Installments are to be collected on the tax roll of the County of Los Angeles on which general ad valorem taxes on real property are collected. The Assessment Installments are payable and become delinquent at the same time and in the same proportionate amounts and bear the same proportionate penalties and interest after delinquency as do said general property taxes; and the properties upon which the Assessment Installments are levied are subject to the same provisions for sale and redemption as are properties for non- payment of general property taxes. These Assessment Installments are to be paid into the respective Redemption Funds and used to pay the principal of and interest on the respective Bonds as the same become due. The failure of a property owner to pay an Assessment Installment will not result in an increase in Assessment Installments applicable to other properties within the Assessment District. The Bonds do not constitute a debt of the City, and the City shall not be liable thereon except as provided in the Resolutions of Issuance. In the event of a delinquency in the payment of any Assessment Installments, the City will not have any obligation with respect to the Bonds other than to apply available funds in the respective Reserve Funds and the Redemption Funds and to commence and pursue, or cause to be commenced and pursued, enforcement proceedings with respect to the property in question (but only if and to the extent the commencement and pursuit of enforcement proceedings are required pursuant to the Foreclosure Covenant; see "Enforcement Proceedings" below.) The City has determined not to advance available funds from the City treasury to cure any such deficiency. Enforcement Proceedings Covenant to Commence Superior Court Foreclosure. The 1915 Act provides that upon default in the payment of any Assessment Installments, the property securing the applicable Assessment Installment shall become tax -defaulted in the same manner in which real property becomes tax -defaulted for the non-payment of general property taxes and shall be subject to redemption in the same manner and to the same extent that real property sold for non-payment of general property taxes may be redeemed. However, the 1915 Act also provides that as a cumulative remedy, upon default in the payment of any Assessment Installments, an action may be brought in the superior court to foreclose the lien of the Assessment. In such an action, the real property subject to the Assessment lien may be sold at a judicial foreclosure sale. Such judicial foreclosure proceedings are not mandatory. 672631.1\22337.0008 03/05/99 6 • • In the Foreclosure Covenant, the City has covenanted that, if there is any delinquency with respect to the payment of an Assessment Installment, 120 days after being delinquent, the City shall immediately cause to be commenced and diligently prosecuted to completion superior court foreclosure proceedings upon the lien of such delinquent assessment and interest, provided, however, that the City need not cause such proceedings to be taken if both (a) the aggregate amount of such uncured delinquent Assessment Installments in that Assessment District does not exceed the lesser of five percent (5%) of the total Assessment Installments in that Assessment District posted to the tax roll for the preceding fiscal year or $10,000 and (b) the balance on deposit in the Reserve Fund is not less than the Reserve Requirement. Judicial Foreclosure Proceedings. The Act provides that the court in a foreclosure proceeding has the power to order property securing delinquent Assessment Installments to be sold for an amount not less than all Assessment Installments, interest, penalties, costs, fees, and other charges that are delinquent at the time the foreclosure action is ordered, and certain other fees and amounts as provided therein (the "Minimum Price"). The court may also include subsequent delinquent Assessment Installments and all other delinquent amounts. The City may, at its discretion, but is not required to, become the purchaser of any property sold in a foreclosure proceeding. If the City becomes the purchaser, it shall pay into the Redemption Fund an amount necessary to satisfy the judgment, less any advances by the City to cover delinquent Assessment Installments plus simple interest on such net amount, at the interest rates borne by the Bonds, from the dates of delinquency. Unless such property is subsequently resold, the City must transfer to the Redemption Fund any future Assessment Installments pending redemption. The City may thereupon be reimbursed for any amount advanced from the City to the Redemption Fund to cover such future Assessment Installments with respect to the property so sold from the proceeds of such sale. If the property is sold to a purchaser other than the City, the City shall deposit the proceeds from the sale of the property into the Redemption Fund. From such amount, the City shall reimburse the Reserve Fund the amount, if any, of funds advanced from the Reserve Fund to the Redemption Fund to cover the delinquent Assessment Installments with respect to the property which is sold. After reimbursement of the Reserve Fund, the City may be reimbursed for any other amounts advanced from it to the Redemption Fund to cover delinquent Assessment Installments and interest with respect to the property sold in such proceedings. Any funds in excess of the amount necessary to reimburse the City may be applied by the City to pay interest and penalties, costs, fees and other charges, to the extent they were included in the sales proceeds. If the property to be sold fails to sell for the Minimum Price, the City may petition the court to modify the judgment so that the property may be sold at a lesser price or without a Minimum Price. Notice of the hearing on such petition must be given to all Bond owners. In certain circumstances, the court may modify the judgment after the hearing to permit the sale of the property at a price lower than the Minimum Price if the court makes certain determinations, including determinations that the sale at less than the Minimum Price will not result in an ultimate loss to Bond owners or that Bond owners of at least seventy-five percent (75%) of the principal amount of Bonds outstanding have consented to the petition and certain other circumstances described in the statute exist. Neither the property owner nor any holder of a security interest in the property nor any defendant in the foreclosure action may purchase the property at the foreclosure sale for less than the Minimum Price. Effective July 1, 1983, the statutory right of redemption from such foreclosure sales was repealed. However, a period of 140 days must elapse after the date notice of levy of the interest in real property is served on the judgment debtor before the sale of such lot or parcel can be made. If the judgment debtor fails to redeem, and if the purchaser at the sale is the judgment creditor (e.g., the City), an action may be commenced by the delinquent property owner within 90 days after the date of sale to set aside such sale. The constitutionality of the repeal of the one year redemption period has not been tested; and there can be no assurance that, if tested, such legislation will be upheld. 672631.1\22337.0008 08/05/99 7 • • In the event such superior court foreclosure or foreclosures are necessary, there may be a delay in payments to Bond owners pending prosecution of the foreclosure proceedings and receipt by the City of the proceeds of the foreclosure sale; it is also possible that no bid for the purchase of the applicable property would be received at the foreclosure sale. See the section herein entitled "SPECIAL RISK FACTORS - Bankruptcy and Foreclosure Delays." Value to Lien Ratios The following table provides certain information concerning the properties and their value -to -lien ratios. Table No. 1 City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Value to Lien Ratios No. of % of % of Remaining % of Value -to -Lien Parcels Total Total Value) Total Assessment Total 30:1 and above 25:1 — 29.99:1 20:1 — 24.99:1 15:1 — 19.99:1 10:1 — 14.99:1 5:1 - 9.99:1 3:1 - 4.99:1 2.99:1 or less Totals Table No. 2 City of Hermosa Beach Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Value to Lien Ratios No. of % of % of Remaining % of Value -to -Lien Parcels Total Total Value) Total Assessment Total 30:1 and above 25:1 — 29.99:1 20:1 — 24.99:1 15:1 — 19.99:1 10:1 — 14.99:1 5:1 - 9.99:1 3:1 - 4.99:1 2.99:1 or less Totals Reserve Fund The Resolutions of Issuance establishes Reserve Funds, which will be held by the Fiscal Agent and into which there will be initially deposited from the proceeds of the sale of the Bonds an amount equal to the Reserve 672631.1\22337.0008 08/05/99 8 • • Requirement at the time. The Reserve Requirement as of any date of calculation is an amount equal to of the principal amount of the Bonds then Outstanding Whenever there are insufficient funds in the Redemption Fund to pay the next maturing installment of the principal of or interest on the Bonds, an amount necessary to pay such deficiency will be advanced from the respective Reserve Funds to the Redemption Funds. The amount so advanced will be reimbursed to the Reserve Fund from the net proceeds of sale of the parcel or parcels with delinquent Assessment Installments or from the payment by the owners of such parcels of all delinquent Assessment Installments for which payment of delinquent Assessment Installments has been made from the Reserve Fund. Earnings derived from the investment of money on deposit in the Reserve Fund shall be credited thereto. If, on or before each February 15 and August 15 of each year, the Fiscal Agent determines that the amount then on deposit in the Reserve Fund exceeds the Reserve Requirement, the Fiscal Agent shall deposit in the Assessment Fund such portion of the excess as may be required to be so deposited pursuant to the Resolutions of Issuance. If at any time the balance in the Reserve Fund is sufficient to retire all of the Outstanding Bonds, whether by redemption or at maturity, collection of all Assessment Installments will be discontinued, and the Reserve Fund will be liquidated and transferred to the Redemption Fund and applied to the retirement of all Outstanding Bonds at the direction of the City. If and to the extent an Assessment is paid in cash in advance of its due date, the City Treasurer is authorized to direct the Fiscal Agent to reduce the amount in the Reserve Fund and transfer to the Redemption Fund an amount in the proportion in which the amount of the Assessment paid in cash bears to the total original unpaid Assessments. The moneys on deposit in the Reserve Fund shall be invested by the Fiscal Agent as directed in writing by the City Treasurer in Authorized Investments (as defined in "APPENDIX A—SUMMARY OF THE FISCAL AGENT AGREEMENTS") maturing, or with respect to which payments of principal and interest are scheduled or otherwise payable, not later than the date on which the City Treasurer has estimated that such moneys will be required by the Fiscal Agent for the purposes specified in this Agreement. Moneys in the Reserve Fund shall be invested in Authorized Investments, not less than 50% of which must mature within six months and all of which must mature within one year; however, if such investments may be sold at par on the Business Day prior to each Interest Payment Date, 100% of the amount of the Reserve Fund may be invested therein. Authorized Investments purchased under a repurchase agreement may be deemed to mature on the date or dates on which the Fiscal Agent may deliver such Authorized Investments for repurchase under such agreement. SPECIAL RISK FACTORS The following information supplements other sections of this Official Statement in order to highlight certain risks associated with the Bonds. The order in which the risks are presented is not intended to reflect either the likelihood that a particular event will occur or the relative significance of such an event. Moreover, there may well be other risks associated with an investment in the Bonds in addition to those set forth herein. Limited Obligations; Failure to Pay Assessment Installments Funds for the payment of the principal of and interest on the Bonds are derived from annual Assessment Installments, the sum of which (together with certain credits for investment earnings) is equal to the annual debt service on the Bonds. As discussed herein, the amount of annual Assessment Installments that are collected could be insufficient to pay principal of and interest on the Bonds due to non-payment of the Assessment 672631.1\22337.0008 08/05/99 9 • Installments levied or due to insufficient proceeds received from a foreclosure sale of land within an Assessment District. The City's legal obligations with respect to any delinquent Assessment Installments in each Assessment District are limited to transfers from the Reserve Fund to the Redemption Fund and the institution of judicial foreclosure proceedings of that Assessment District. If there are additional delinquencies after exhaustion of funds in the Reserve Fund, the City has no direct or contingent liability to transfer into the Redemption Fund for the Bonds the amount of the delinquency out of any other available moneys of the City. The Bonds cannot be accelerated in the event of a default. In general, a property cannot be sold at a foreclosure sale for less than the Minimum Price. However, under certain circumstances, property may be sold upon foreclosure at a lesser Minimum Price or without a Minimum Price. The court may authorize a sale at less than the Minimum Price if the court determines that sale at less than the Minimum Price will not result in an ultimate loss to the owners of the Bonds or, under certain circumstances, if the holders of 75% or more of the outstanding Bonds consent to such sale. In the event the court modifies the judgment and permits a foreclosure sale at a lesser Minimum Price or without a Minimum Price, and the property is then sold at a lesser price than the Minimum Price originally established, the Assessment lien on the property shall be reduced by the difference between the Minimum Price originally established and the price at which the property is sold. Such a reduction would mean that the Bond owners may suffer an ultimate loss equal to the reduction in the amount of the Assessment lien. Additionally, there can be no assurance that the City will be able to avoid depletion of the Reserve Fund and delays in payment of debt service on the Bonds while foreclosure is pursued. See "- Bankruptcy and Foreclosure Delays" below. Failure by current or subsequent owners of the parcels to pay Assessment Installments when due, depletion of the Reserve Fund, delay in foreclosure proceedings, or the inability of the City to sell parcels which have been subject to foreclosure proceedings for amounts sufficient to cover the delinquent installments of Assessments levied against such parcels may result in the inability of the City to make full or punctual payments of debt service on the Bonds and owners of the Bonds would therefore be adversely affected. Unpaid Assessments do not constitute a personal indebtedness of the current or subsequent owners of the parcels included in the District. There is no assurance that any current or subsequent owner of a parcel of land included in the District will be able to pay the Assessment Installments or that it will pay such installments even though fmancially able to do so. Delinquency Resulting in Ultimate or Temporary Loss on Bonds If a temporary deficiency occurs in the Redemption Fund with which to pay Bonds that have then matured, past due interest or the principal and interest on Bonds coming due during the current year, but it does not appear to the City Treasurer that there will be an ultimate loss to the Bond owners, the City Treasurer shall cause the Fiscal Agent to pay the principal of Bonds which have matured as presented and make interest payments on the Bonds when due, as long as there are available funds in the Redemption Fund, in the following order of priority: 672631.1\22337.0008 08/05/99 (1) All matured interest payments shall be made before the principal of any Bonds is paid. (2) Interest on Bonds of earlier maturity shall be paid before interest on Bonds of later maturity. (3) Within a single maturity, interest on lower -numbered Bonds shall be paid before interest on higher -numbered Bonds. 10 • (4) The principal of Bonds shall be paid in the order in which the Bonds are presented for payment. Any Bond which is presented but not paid shall be assigned a serial number according to the order of presentment and shall be returned to the Bond owner. When funds become available for the payment of any Bond which was not paid upon presentment, the City Treasurer shall cause the Fiscal Agent to notify the registered owner of such Bond by registered mail to present the Bond for payment. If the Bond is not presented for payment within ten days after the mailing of the notice, interest shall cease to run on the Bond. If it appears to the City Treasurer that there is a danger of an ultimate loss accruing to the Bond owners for any reason, he or she is required pursuant to the 1915 Act to withhold payment on all matured Bonds and interest on all Bonds and report the facts to the City Council so that the City Council may take proper action to equitably protect all Bond owners. Upon the receipt of such notification from the City Treasurer, the City Council is required to fix a date for a hearing upon such notice. At the hearing the City Council must determine whether in its judgment there will ultimately be insufficient money in the Redemption Fund to pay the principal of the unpaid Bonds and interest thereon. If the City Council determines that in its judgment there will ultimately be a shortage in the Redemption Fund to pay the principal of the unpaid Bonds and interest thereon (an "Ultimate Loss"), the City Council shall direct the City Treasurer to pay to the owners of all outstanding and unpaid Bonds such proportion thereof as the amount of funds on hand in the Redemption Fund bears to the total amount of the unpaid principal of the Bonds and interest which has accrued or will accrue thereon. Similar proportionate payments shall thereafter be made periodically as moneys come into the Redemption Fund. Upon the determination by the City Council that an Ultimate Loss will occur, the City Treasurer shall cause the Fiscal Agent to notify all Bond owners to surrender their Bonds to the City Treasurer for cancellation. Upon cancellation of the Bonds, the Bond owner shall be credited with the principal amount of the Bond so canceled. The City Treasurer shall then pay by warrant the proportionate amount of principal and accrued interest due on the Bonds of each Bond owner as may be available from time to time out of the money in the Redemption Fund. Interest shall cease on principal payments made from the date of such payment, but interest shall continue to accrue on the unpaid principal at the rate specified on the Bonds until payment thereof is made. No premiums shall be paid on payments of principal on Bonds made in advance of the maturity date thereon. If a Bond is not surrendered for registration and payment, the City Treasurer shall cause the Fiscal Agent to give notice to the Bond owner by registered mail, at the Bond owner's last address as shown on the registration books, of the amount available for payment. Interest on such amount shall cease as of ten days from the date of mailing of such notice. If the City Council determines that in its judgment there will not be an Ultimate Loss, it shall direct the City Treasurer to pay matured Bonds and interest as long as there is available money in the Redemption Fund. The priority of payments will be as set forth in the first paragraph hereof. Non -Cash Payments of Assessments The 1915 Act may permit the owner of a parcel that is subject to an unpaid assessment to tender any bond secured by such assessment in payment or partial payment of any installment of the assessment or interest or penalties thereon which may be due or payable. A bond so tendered is to be accepted at the par amount thereof and credit is to be given for any interest thereon accrued to the date of the tender. Thus, if Bonds can be purchased at a discount, it may be to the advantage of a property owner to pay amounts due with respect to a Assessment by tendering a Bond. Such a practice would decrease the cash flow available to the City to make payments with respect to other Bonds then outstanding. 672631.1\22337.0008 OS'05 99 11 • Enforcement Delays - Bankruptcy In the event of a delinquency in the payment of an Assessment Installments, the City, under certain circumstances, will commence enforcement proceedings as described under the heading "SECURITY FOR THE BONDS - Enforcement Proceedings." However, prosecution of such proceedings could be delayed due to crowded local court calendars, dilatory legal tactics, or bankruptcy. It is also possible that the City will be unable to realize proceeth in an amount sufficient to pay the applicable delinquencies. Moreover, the ability of the City to commence and prosecute enforcement proceedings may be limited by bankruptcy, insolvency and other laws generally affecting creditors' rights and by the laws of the State relating to judicial and non judicial foreclosure. Although bankruptcy proceedings would not cause the liens of the Assessments to become extinguished, bankruptcy of a property owner could result in a delay in the enforcement proceedings. The various legal opinions delivered in connection with the issuance of the Bonds, including Bond Counsel's approving legal opinion, are qualified as to the enforceability of the Bonds and the Resolution of Issuance by reference to bankruptcy, reorganization, moratorium, insolvency and other laws affecting the rights of creditors generally or against municipal corporations such as the City. FDIC/Federal Government Interests in properties The ability of the City to collect interest and penalties specified by the 1915 Act and to foreclose the lien of a delinquent Assessment Installments may be limited in certain respects with regard to properties in which the Federal Deposit Insurance Corporation (the "FDIC") has or obtains an interest. Specifically, in the event that any financial institution making a loan which is secured by properties is taken over by the FDIC and the applicable Assessment Installments is not paid, the remedies available to the City may be constrained. The FDIC's policy statement regarding the payment of state and local real property taxes (the "Policy Statement") provides that taxes other than ad valorem taxes which are secured by a valid lien in effect before the FDIC acquired an interest in a property will be paid unless the FDIC determines that abandonment of its interests is appropriate. The Policy Statement provides that the FDIC generally will not pay installments of non -ad valorem taxes which are levied after the time the FDIC acquires its fee interest, nor will the FDIC recognize the validity of any lien to secure payment except in certain cases where the Resolution Trust Corporation had an interest in property on or prior to December 31, 1995. Moreover, the Policy Statement provides that, with respect to parcels on which the FDIC holds a mortgage lien, the FDIC will not permit its lien to be foreclosed out by a taxing authority without its specific consent, nor will the FDIC pay or recognize liens for any penalties, fines or similar claims imposed for the non-payment of taxes. The City is unable to predict what effect the application of the Policy Statement would have in the event of a delinquency with respect to a portion of the properties in which the FDIC has or obtains an interest, although prohibiting the lien of the FDIC to be foreclosed out at a judicial foreclosure sale would prevent or delay the foreclosure sale. The City's remedies may also be limited in the case of delinquent Assessment Installments with respect to parcels in which other federal agencies (such as the Internal Revenue Service and the Drug Enforcement Administration) have or obtain an interest. Direct and Overlapping Indebtedness The ability of an owner of land within the Assessment Districts to pay the Assessment Installments could be affected by the existence of other taxes and assessments imposed upon taxable parcels. In addition, the City and other public agencies whose boundaries overlap those of the Assessment District could impose additional taxes or assessment liens on the property within the Assessment District in order to finance public improvements or services to be located or provided inside of or outside of such area. The lien created on the 672631.1\22337.0008 08/05/99 12 • property within the Assessment Districts through the levy of such additional taxes may be on a parity with the lien of the Assessments. The imposition of additional liens on a parity with the Assessments may reduce the ability or willingness of the landowners to pay the Assessment Installments and increase the possibility that foreclosure proceeds will not be adequate to pay delinquent Assessment Installments. Geologic, Topographic and Climatic Conditions The market value of the land and improvements within the District can be adversely affected by a variety of factors, particularly those which may affect infrastructure and other public improvements and private improvements of the parcels and the continued habitability and enjoyment of such public and private improvements. Such additional factors include, without limitation, geologic conditions (such as earthquakes), topographic conditions (such as earth movements) and climatic conditions (such as droughts, fire hazard and floods). Building codes require that some of these factors be taken into account in the design of private improvements of the parcels, and has adopted the Uniform Building Code standards with regards to seismic standards. Design criteria in any of these circumstances are established upon the basis of a variety of considerations and may change, leaving previously designed improvements unaffected by more stringent subsequently established criteria. In general, design criteria reflect a balance at the time of establishment between the present costs of protection and the future costs of lack of protection, based in part upon a present perception of the probability that the condition will occur and the seriousness of the condition should it occur. Consequently, neither the absence of nor the establishment of design criteria with respect to any particular condition means that the City has evaluated the condition and has established design criteria in the situations in which such criteria are needed to preserve value, or has established such criteria at levels that will preserve value. To the contrary, the City expects that one or more of such conditions may occur and may result in damage to improvements of varying seriousness, that the damage may entail significant repair or replacement costs and that repair or replacement may never occur either because of the cost or because repair or replacement will not facilitate habitability or other use, or because other considerations preclude such repair or replacement. Under any of these circumstances, the actual value of the parcels and the possessors interests may well depreciate or disappear, notwithstanding the establishment of design criteria for any such condition. The properties are like all areas of Southern California, they are subject to seismic disturbance. The known fault closest to the City is the Fault, which is located approximately miles. Other known faults are located at least _ miles from the City ; the largest and most active known fault zone, the San Andreas, is about _ miles to the northeast of the City. Hazardous Substances While government taxes, Assessments and charges are a common claim against the value of a parcel, other less common claims may also be relevant. One of the most serious in terms of the potential reduction in the value of a parcel is a claim with regard to a hazardous substance. In general, the owners and operators of a parcel may be required by law to remedy conditions relating to releases or threatened releases of hazardous substances. The federal Comprehensive Environmental Response, Compensation and Liability Act of 1980, sometimes referred to as "CERCLA" or the "Super Fund Act", is the most well known and widely applicable of these laws, but California laws with regard to hazardous substances are also stringent and similar in effect. Under many of these laws, the owner (or operator) is obligated to remedy a hazardous substance condition of a parcel whether or not the owner (or operator) had anything to do with creating or handling the hazardous substance. The effect, therefore, should any of the parcels within the District be affected by a hazardous substance, is to reduce the marketability and value by the costs of remedying the condition because the 672631.1\22337.0008 08/05/99 13 1C • prospective purchaser of such a parcel will, upon becoming the owner of such parcel, become obligated to remedy the condition just as the seller of such a parcel is. Proposition 218 An initiative measure entitled "The Right to Vote on Taxes Act" ("Proposition 218") was approved by the voters at the November 5, 1996 statewide general election. Among other things, Proposition 218 added a new Article XIII C to the California Constitution which states that "... the initiative power shall not be prohibited or otherwise limited in matters of reducing or repealing any local tax, assessment, fee or charge." Article XIII C does not define the term "assessment." The 1915 Act imposes on the person performing the duties of the County Auditor a mandatory duty to post installments on account of the Assessments to the property tax roll of the County each fiscal year in amounts equal to the principal of and interest on the Bonds coming due in the succeeding fiscal year. The Proposition 218 Omnibus Implementation Act (Statutes of 1997, Chapter 38) added Section 5854 to the California Government Code which states: Section 3 of Article XIII C of the California Constitution, as adopted at the November 5, 1996, general election, shall not be construed to mean that any owner or beneficial owner of a municipal security, purchased before or after that date, assumes the risk of, or in any way consents to, any action by initiative measure that constitutes an impairment of contractual rights protected by Section 10 of Article I of the United States Constitution. Accordingly, while Proposition 218 has not yet been interpreted by the courts and the matter is not completely free from doubt, it is not likely that Proposition 218 has conferred on the voters the power to effect a repeal or reduction of the Assessments or to otherwise interfere with the mandatory duty of the person performing the duties of the County Auditor described above if the result thereof would be to impair the security of the Bonds. The interpretation and application of Proposition 218 with respect to the matters described above will be ultimately determined by the courts and cannot currently be predicted with certainty. Year 2000 Problem The inability of many computer programs to distinguish between the years 2000 and 1900 (the "Year 2000 Problem") could disrupt the ability of the City and others to provide municipal services in general and services pertaining to the Assessments and the Bonds in particular and/or could increase the cost of providing such services. For example, the Year 2000 Problem could impede or make more costly (i) the City's calculation of Assessment prepayments, compliance with on-going disclosure requirements and with restrictions applicable to investment yield and rebate; (ii) the County's collection of Assessment Installments, (iii) the Fiscal Agent's maintenance of the funds and accounts held by it under the Resolution of Issuance; and (iv) DTC's (and its Direct Participants' and Indirect Participants') distributions to the Beneficial Owners of the Bonds their respective shares of the principal of and interest on the Bonds. The City believes that its computers and software are Year 2000 ready. The Fiscal Agent has informed the City that it is operating Year 2000 compliant systems in mission critical production environments and is actively participating in testing with clearing agencies such as DTC. The County initiated efforts to address the Year 2000 Problem in . The County's operating systems (including its Assessment Tax System) for its mainframe computers have been upgraded to be Year 2000 compliant. While there can be no assurances that all potential problems associated with the impact of Year 2000 on the County's information systems have been addressed, the County believes that the measures taken to date, together with future efforts, will be sufficient such that the County will not experience any significant problems in billing the Assessment Installments. Information concerning DTC and the status of its efforts to address the Year 2000 Problem is included in "APPENDIX D—BOOK-ENTRY SYSTEM". Prospective purchasers of the Bonds should contact the DTC 672631.1\22337.0008 08/05%99 14 14, • Participants through which they would purchase Bonds in order to determine whether such DTC Participants will be able to successfully address the Year 2000 Problem in a timely and efficient manner. Loss of Tax Exemption As discussed under the heading "TAX MATTERS," interest on the Bonds could cease to be excluded from gross income for purposes of federal income taxation, retroactive to the date the Bonds were issued, as a result of future acts or omissions of the City. In addition, it is possible that future changes in applicable federal tax laws could cause interest on the Bonds to be included in gross income for federal income taxation or could otherwise reduce the equivalent taxable yield of such interest and thereby reduce the value of the Bonds. Limited Secondary Market There can be no guarantee that there will be a secondary market for the Bonds or, if a secondary market exists, that such Bonds can be sold for any particular price. Although the City has committed to provide certain statutorily -required financial and operating information, there can be no assurance that such information will be available to Bond owners on a timely basis. The failure to provide the required annual financial information does not give rise to monetary damages but merely an action for specific performance. Occasionally, because of general market conditions, lack of current information, the absence of a credit rating for the Bonds or because of adverse history or economic prospects connected with a particular issue, secondary marketing practices in connection with a particular issue are suspended or terminated. Additionally, prices of issues for which a market is being made will depend upon then prevailing circumstances. Such prices could be substantially different from the original purchase price. 672631.1\22337.0008 08/05/99 15 672631.1\22337.0008 0`/05/99 • • THE MYRTLE AVENUE ASSESSMENT DIAGRAM 16 672631.1\22337.0008 08/05/99 • MYRTLE AVENUE ASSESSMENT DIAGRAM (PAGE 2) 17 • i MYRTLE AVENUE BONDS General Provisions The Myrtle Avenue Bonds will be issued in the aggregate principal amount of $1,660,000*, will be dated the Closing Date and will be issued in denominations of $5,000 each or any integral multiple thereof. They will bear interest payable on each March 2, and September 2, commencing March 2, 2000 and will mature on September 2 in each of the designated years, and in the principal amounts hereinafter set forth. Each Myrtle Avenue Bond will bear interest from the Interest Payment Date next proceeding the date on which it is authenticated and registered, unless said Myrtle Avenue Bond is authenticated as of an Interest Payment Date, or unless said Myrtle Avenue Bond is authenticated prior to the first Interest Payment Date, in which case it shall bear interest from its date, until payment of its principal sum has been discharged. Interest shall be calculated based on a 360 -day year comprised of twelve 30 -day months. Estimated Sources and Uses of Funds The Fiscal Agent will receive the proceeds from the sale of the Myrtle Avenue Bonds upon delivery of such Bonds to the purchasers thereof. The proceeds of the Myrtle Avenue Bonds will be applied as set forth in the following table: Sources and Uses of Funds* SOURCES: Par Amount of Bonds Total Sources USES: Deposit to Improvement Fund Reserve Fund for Myrtle Avenue Bonds Estimated Costs of Issuance Underwriter's Discount Total Uses Estimated Debt Service Debt service payable on the Myrtle Avenue Bonds, assuming no redemptions and interest at the rate of six percent is as set forth in the following table: • Preliminary, subject to change. 672631.1\22337.0008 08/05/99 18 go_ Bond Year Ending September 2 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 TOTAL • • Debt Service Schedule Annual Principal Interest Debt Service Assessments and Assessed Value of Properties Appendix F sets forth the properties, the assessment amounts and the assessed valuation of the properties. The owners of the following assessment parcels paid their assessments during the cash payment period: Delinquencies As of , 1999 there were for the Fiscal Year 1998-1999 representing Assessment District in said Fiscal Year. Preliminary, subject to change. 672631.1\22337.0008 08/05/99 parcels that were delinquent in the payment of general taxes % of the total general taxes levied in the Myrtle Avenue 19 - 672631.1\22337.0008 08/05/99 • THE LOMA DRIVE ASSESSMENT DIAGRAM 20 672631.1\22337.0008 08/05/99 • THE LOMA DRIVE ASSESSMENT DIAGRAM (PAGE 2) 21 ?3_ • • LOMA DRIVE BONDS General Provisions The Loma Drive Bonds will be issued in the aggregate principal amount of $1,830,000` will be dated the Closing Date and will be issued in denominations of $5,000 each or any integral multiple thereof. They will bear interest payable on each March 2, and September 2, commencing March 2, 2000 and will mature on September 2 in each of the designated years, and in the principal amounts hereinafter set forth. Each Loma Drive Bond will bear interest from the Interest Payment Date next proceeding the date on which it is authenticated and registered, unless said Loma Drive Bond is authenticated as of an Interest Payment Date, or unless said Loma Drive Bond is authenticated prior to the first Interest Payment Date, in which case it shall bear interest from its date, until payment of its principal sum has been discharged. Interest shall be calculated based on a 360 -day year comprised of twelve 30 -day months. Estimated Sources and Uses of Funds The Fiscal Agent will receive the proceeds from the sale of the Loma Drive Bonds upon delivery of such Bonds to the purchasers thereof. The proceeds of the Loma Drive Bonds will be applied as set forth in the following table: Sources and Uses of Funds* SOURCES: Par Amount of Bonds Total Sources USES: Deposit to Improvement Fund Reserve Fund for Loma Drive Bonds Estimated Costs of Issuance Underwriter's Discount Total Uses Estimated Debt Service Debt service payable on the Loma Drive Bonds, assuming no redemptions and interest at the rate of six percent is as set forth in the following table: 672631.1\22337.0008 08/05/99 22, / Bond Year Ending September 2 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 TOTAL • • Debt Service Schedule* Annual Principal Interest Debt Service Assessments and Assessed Value of the Properties Appendix G sets forth the properties, the assessment amounts and the assessed valuation of the properties. The owners of the following assessment parcels paid their assessments during the cash payment period: Delinquencies As of , 1999 there were parcels that were delinquent in the payment of general taxes for the Fiscal Year 1998-1999 representing % of the total general taxes levied in the Loma Drive Assessment District in said Fiscal Year. TAX MATTERS In the opinion of Stradling Yocca Carlson & Rauth, a Professional Corporation ("Bond Counsel"), based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming, among other matters, compliance with certain covenants, interest on the Bonds is excluded from gross income for federal • Preliminary, subject to change. 672631.1\22337.0008 08/05/99 23 income tax purposes under Section 103 of the Internal Revenue Code of 1986 (the "Code"). Bond Counsel is of the further opinion that interest on the Bonds is not a specific preference item for purposes of the federal individual or corporate alternative minimum taxes, although Bond Counsel observes that such interest is included in adjusted current earnings when calculating corporate alternative minimum taxable income. Bond Counsel is also of the opinion that such interest is exempt from California personal income taxes. A complete copy of the proposed form of opinion of Bond Counsel is set forth in Appendix C hereto. To the extent the issue price of any maturity of the Bonds is less than the amount to be paid at maturity of such Bonds (excluding amounts stated to be interest and payable at least annually over the term of such Bonds), the difference constitutes "original issue discount," the accrual of which, to the extent properly allocable to each owner thereof, is treated as interest on the Bonds which is excluded from gross income for federal income tax purposes. For this purpose, the issue price of a particular maturity of the Bonds is the first price at which a substantial amount of such maturity of the Bonds is sold to the public (excluding bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters, placement agents or wholesalers). The original issue discount with respect to any maturity of the Bonds accrues daily over the term to maturity of such Bonds on the basis of a constant interest rate compounded semiannually (with straight-line interpolations between compounding dates). The accruing original issue discount is added to the adjusted basis of such Bonds to determine taxable gain or loss upon disposition (including sale, redemption, or payment on maturity) of such Bonds. Beneficial Owners of the Bonds should consult their own tax advisors with respect to the tax consequences of ownership of Bonds with original issue discount, including the treatment of purchasers who do not purchase such Bonds in the original offering to the public at the first price at which a substantial amount of such Bonds is sold to the public. The Code imposes various restrictions, conditions and requirements relating to the exclusion from gross income for federal income tax purposes of interest on obligations such as the Bonds. The City has covenanted to comply with certain restrictions designed to insure that interest on the Bonds will not be included in federal gross income. Failure to comply with these covenants may result in interest on the Bonds being included in gross income for federal income tax purposes, possibly from the date of original issuance of the Bonds. The opinion of Bond Counsel assumes compliance with these covenants. Bond Counsel has not undertaken to determine (or to inform any person) whether any actions taken (or not taken) or events occurring (or not occurring) after the date of issuance of the Bonds may adversely affect the value of, or the tax status of interest on, the Bonds. Further, no assurance can be given that pending or future legislation or amendments to the Code, if enacted into law, or any proposed legislation or amendments to the Code, will not adversely affect the value of, or the tax status of interest on, the Bonds. Prospective purchasers of Bonds are urged to consult their own tax advisors with respect to proposals to restructure the federal income tax. Although Bond Counsel is of the opinion that interest on the Bonds is excluded from gross income for federal income tax purposes, the ownership or disposition of, or the accrual or receipt of interest on, the Bonds may otherwise affect a Beneficial Owner's federal liability. The nature and extent of these other tax consequences will depend upon the particular tax status of the Beneficial Owner or the Beneficial Owner's other items of income or deduction. Bond Counsel expresses no opinion regarding any such other tax consequences. ABSENCE OF LITIGATION In connection with the issuance of the Bonds, the City Attorney will deliver a certificate to the effect that, to his actual knowledge, after due inquiry and investigation, there is no action, suit, proceeding or investigation at law or in equity before or by any court, public board or body, pending or threatened, or any unfavorable decision, ruling or finding, against or affecting the City, which would adversely impact the City's ability to complete the transactions described in, or contemplated by, the Resolutions of Issuance or this Official Statement, restrain or enjoin the collection of the Assessments, or in any way contest or affect the validity of the Bonds, the Resolutions of Issuance, the Assessments, or the transactions described herein. 672631.1\22337.0008 08/05/99 24 • • ABSENCE OF RATINGS The City has not made, and does not contemplate making, application to any rating organization for a rating on the Bonds. UNDERWRITING The Myrtle Avenue Bonds are being purchased by (the "Myrtle Avenue Bonds Underwriter"). The Myrtle Avenue Bonds Underwriter has agreed to purchase the Myrtle Avenue Bonds at a price of $ ($ par value, less an Underwriter's discount of $ ). The Loma Drive Bonds are being purchased by (the "Loma Drive Bonds Underwriter"). The Loma Drive Bonds Underwriter has agreed to purchase the Loma Drive Bonds at a price of $ ($ par value, less an Underwriter's discount of $ ). The Bond Purchase Agreements relating to the Bonds provides that the Underwriter will purchase all of the Bonds if any are purchased, the obligation to make such purchase being subject to certain terms and conditions set forth in the Bond Purchase Agreement, the approval of certain legal matters by counsel and certain other conditions. The Underwriter may offer and sell Bonds to certain dealers and others at prices lower than the offering prices stated on the cover page hereof. The offering prices may be changed from time to time by the Underwriter. CERTAIN LEGAL MATTERS Stradling Yocca Carlson & Rauth, a Professional Corporation, Bond Counsel, will render an opinion with respect to the validity and enforceability of the Resolution of Issuance and as to the validity of the Bonds. A copy of the form of such approving opinion is attached hereto as Appendix C. Copies of such approving opinion will accompany each Bond. Bond Counsel has not undertaken any responsibility for the accuracy, completeness or fairness of the Official Statement or other offering materials relating to the Bonds and expresses no opinion relating thereto. Certain legal matters will be passed upon for the City by the City Attorney. In addition to serving as Bond Counsel in connection with the issuance and sale of the Bonds, Stradling Yocca Carlson & Rauth, a Professional Corporation, serves as Disclosure Counsel. Stradling Yocca Carlson & Rauth, a Professional Corporation for its services as Bond Counsel and Disclosure Counsel is contingent upon the successful issuance and sale of the Bonds. Project Finance Associates, Inc. is the financial advisors to the City for the Bonds. Project Finance Associates, Inc.'s compensation is based on the successful sale and issuance of the Bonds. CONTINUING DISCLOSURE The City has entered into an agreement with the Fiscal Agent for the benefit of the Owners and Beneficial Owners of the Bonds to provide certain financial information and operating data relating to the District (the "Annual Report") and to provide notices of the occurrence of certain enumerated events (the "Listed Events"). The Annual Report will be filed by a Dissemination Agent with each Nationally Recognized Municipal Securities Information Repository. Notices of Listed Events will be filed by a Dissemination Agent with the Municipal Securities Rulemaking Board. The specific nature of the information to be included in the Annual Reports and the notices of Listed Events is set forth in "APPENDIX E—FORM OF CONTINUING DISCLOSURE AGREEMENTS". This agreement has been entered into in order to assist the Underwriter in complying with Securities and Exchange Commission Rule 15c2 -12(b)(5) (the "Rule"). 672631.1\22337.0008 08/05/99 25 �b ! • . It should be noted that the City is required to file certain financial statements with the Annual Reports. This requirement has been included in the agreement solely to satisfy the provisions of the Rule. The inclusion of this information does not mean that the Bonds are secured by any resources or property of the City other than as described hereinabove. See "LIMITATION OF LIABILITY," "SECURITY FOR THE BONDS" and "SPECIAL RISK FACTORS." It should also be noted that the list of significant events which the City has agreed to report includes three items which have absolutely no application whatsoever to the Bonds. These items have been included in the list solely to satisfy the requirements of the Rule. Thus, any implication from the inclusion of these items in the list to the contrary notwithstanding, there are no credit enhancements applicable to the Bonds, there are no credit or liquidity providers with respect to the Bonds, and the Bonds have not been assigned a rating. The City has never failed to comply in all material respects with any previous undertakings with regard to the Rule to provide annual reports or notices of material events. 672631.1\22337.0008 08/05/99 26 r C^ • • MISCELLANEOUS So far as any statements made in this Official Statement involve matters of opinion, assumptions, projections, anticipated events or estimates, whether or not expressly stated, they are set forth as such and not as presentations of fact, and actual results may differ substantially from those set forth therein. Neither this Official Statement nor any statement that may have been made verbally or in writing is to be construed as a contract with the Owners of the Bonds. The summaries of certain provisions of the Bonds, statutes and other documents or agreements referred to in this Official Statement do not purport to be complete, and reference is made to each of them for a complete statement of their provisions. Copies are available for review by making requests to the City. The appendices are an integral part of this Official Statement and must be read together with all other parts of the Official Statement. The distribution of this Official Statement has been authorized by the City. 672631.1\22337.0008 08/05/99 /s/ Mayor 97 672631.1\22337.0008 08/05/99 • • APPENDIX A SUMMARY OF THE FISCAL AGENT AGREEMENT A-1 • • APPENDIX B GENERAL INFORMATION ABOUT HERMOSA BEACH AND LOS ANGELES COUNTY The following information is being furnished solely to assist in the understanding of the general economic and demographic trends and factors existing in the City of Hermosa Beach and Los Angeles County. Neither the City, Los Angeles County, the State of California, nor any governmental subdivision thereof has pledged its general fund to secure the Bonds, and the Bonds are not general obligations of such entities. In the course of the preparation of the following information, both verbal and written information was provided by parties other than the City which has been accepted as accurate without verification. No responsibility is assumed for information furnished by others and believed to be reliable. General The City is located in the South Bay Area of Los Angeles County. It encompasses an area of 1.3 square miles. Its mild climate and unsurpassed beaches annually attract approximately 2,645,900 visitors. Organization The City was incorporated in 1906 and became incorporated in 1907. The City operates in the council-manager form of government. The City Council is the governing body of the City. Each of the five (5) City Council members is elected in an at -large election for alternating four year terms. The following biographical summaries provide information regarding the City Council members and pertinent staff members. CITY COUNCIL Julie Oakes, Mayor, member of the City Council since 1993, is an architect and co-owner of her firm located in Los Angeles. J.R. Reviczky, Mayor Pro Tem, member of the City Council since 1993, is a superintendent for a national electrical contractor in Los Angeles. Robert Benz, Councilmember, member of the City Council since 1991, is an engineer and owns a firm providing air pollution reduction systems throughout the United States. John Bowler, Councilmember, member of the City Council since 1993, has been in the restaurant business in Hermosa Beach for over twenty-five years. Sam Edgerton, Councilmember, member of the City Council since 1991, is an attorney with a national securities practice based in Hermosa Beach. STAFF Stephen Burrell has been the City Manager of Hermosa Beach since 1994 and has served in three other California cities over the last twenty-five years. Viki Copeland has been the Director of Finance since 1989 and has worked for the City since 1974. 672631.1\22337.0008 08/05/99 B-1 -q1- • • Geography and Climate The City is located beachside on the Santa Monica Bay in southern Los Angeles County bordering the City of Manhattan Beach on its northern and western perimeters and the City of Redondo Beach on its southern and western perimeters. The climate in the City is mild, tempered by cool sea breezes and typified by short, mild winters and long, dry summers. The average annual rainfall is less than 12 inches, and days per year are "sunny". Fog is a common occurrence during the early summer, but the City is smog -free. Temperatures averages 70 degrees Fahrenheit in the summer and 58 degrees Fahrenheit in the winter; and the average annual temperature is 62 degrees Fahrenheit. Population The following table provides population census for the years 1990 through 1999 and certain other demographic information. CITY OF HERMOSA BEACH POPULATION AS OF JANUARY 1 1990-1999 Fiscal Year Ending Population 1990') 18,219 1991 18,250 1992 18,500 1993 18,700 1994 18,800 1995 18,600 1996 18,700 1997 18,900 1998 19,050 1999 19,400 Note: Totals may not equal sum due to independent Rounding. Census counts remain unrounded. (1) Population Estimates as of April 1, 1990 Source: California Department of Finance 672631.1\22337.0008 08/05/99 13-2 • 1 POPULATION ESTIMATES FOR THE CITY, COUNTY AND STATE Fiscal Year 1990°) 1991 1992 1993 1994 1995 1996 1997 1998 1999 City 18,219 18,250 18,500 18,700 18,800 18,600 18,700 18,900 19,050 19,400 County State 8,863,052 8,988,330 9,083,240 9,208,380 9,281,100 9,327,510 9,374,340 9,471,030 9,587,465 9,757,535 29,758,213 30,296,000 30,812,000 31,303,000 31,661,000 31,910,000 32,223,000 32,670,000 33,226,000 33,773,100 Note: Totals may not equal sum due to independent Rounding. Census counts remain unrounded. 0) Population Estimates as of April 1, 1990. Source: California Department of Finance Education The Hermosa Beach City School District provides public schooling for grades K-8 and Redondo Beach Unified School District provides public schooling for grades 9-12. El Camino Community College provides vocational training and two-year degree transfer programs. Loyola Marymont University, offering baccalaureate and graduate degrees, is located to the north in the Westchester District of the City of Los Angeles. California State University, Dominguez Hills, the University of Southern California and the University of California, Los Angeles are located within commuting distance of the City. Employment Listed below are the major employers in the City as of June 30, 1998. CITY OF HERMOSA BEACH - MAJOR EMPLOYERS -1998 Name Type of Business Baja Sharkeez Brewski's City of Hermosa Beach Comedy Magic Club Hennessey's Tavern Hermosa Beach Unified School District Hope Chapel Lucky's Ralph's Rocky Cola Vasek, Inc Vons Note: Businesses are listed alphabetically. Source: City of Hermosa Beach. 672631.1\22337.0008 08/05/99 13-3 Restaurant/Liquor Restaurant/Liquor Local Government Entertainment Restaurant/Liquor Public Schools Church Grocery Store Grocery Store Fast Food Automobile Sales/Service Grocery Store markets. • • The following table shows civilian employment and unemployment for the City, County and State labor Year CITY OF HERMOSA BEACH CIVILIAN LABOR FORCE EMPLOYMENT AND UNEMPLOYMENT RATE DATA Civilian Resident Labor Force Employment Unemployment Percent 1998 14,370 14,130 240 1.7% 1997 13,860 13,620 240 1.7 1996 13,370 13,090 280 2.1 1995 13,330 13,060 270 2.0 1994 13,220 12,900 320 2.4 1993 13,280 12,940 340 2.6 1992 13,590 13,240 350 2.6 1991 13,800 13,510 290 2.1 1990 14,040 13,830 210 1.5 Year LOS ANGELES -LONG BEACH MSA CIVILIAN LABOR FORCE EMPLOYMENT AND UNEMPLOYMENT RATE DATA Civilian Resident Labor Force Employment Unemployment Percent 1998 4,640,800 4,336,900 303,900 6.5% 1997 4,486,900 4,180,100 306,800 6.8 1996 4,377,100 4,017,400 359,700 8.2 1995 4,349,600 4,006,900 342,700 7.9 1994 4,366,200 3,957,000 409,200 9.4 1993 4,404,100 3,970,700 433,400 9.8 1992 4,503,800 4,062,400 441,400 9.8 1991 4,514,500 4,146,400 368,100 8.2 1990 4,511,000 4,244,800 266,200 5.9 Source: State Employment Development Department 672631.1\22337.0008 0';'05/99 B-4 TEN LARGEST EMPLOYERS IN THE LOS ANGELES FIVE -COUNTY AREA (LOS ANGELES, ORANGE, RIVERSIDE, SAN BERNARDINO AND VENTURA COUNTIES) Company County of Los Angeles Los Angeles Unified School District United States Govemment United States Postal Service The Boeing Co. City of Los Angeles Kaiser Permanente Ralphs Grocery Co. American Stores Company Source: Los Angeles Economic Development Corporation Industry Government Institution Government Institution Government Institution Government Institution Aircraft; Durable good, n.e.c. Government Institution Hospital and medical service plans Grocery store; Durable good, n.e.c Grocery store, Office of holding companies, n.e.c.; drug stores and proprietary stores Number of Employees 86,616 65,331 52,274 49,600 41,426 33,700 33,290 28,575 25,523 The types of employment located in Los Angeles -Long Beach MSA are listed in the following table. LOS ANGELES -LONG BEACH MSA ANNUAL AVERAGE INDUSTRY EMPLOYMENT Industry Employment Agriculture Mining Construction Manufacturing Transportation and Public Utilities Wholesale Trade Retail Trade Finance, Insurance and Real Estate Services Government Total All Industries Source: State Employment Development Department 672631.1\22337.0008 08/05/99 B-5 7,600 4,900 116,200 667,800 223,700 272,200 601,700 226,500 1,294,400 539,300 3,954,200 • • Assessed Valuation Below is a table which indicates the secured, unsecured and total assessed valuations for the City for the fiscal years 1988/89 through 1998/99. Fiscal Secured Unsecured Less Net Assessed Year Valuation Valuation Exemptions Value 1988/89 $1,096,285,305 $16,683,718 $26,858,358 $1,086,110,665 1989/90 1,242,162,411 16,320,177 26,505,493 1,231,977,095 1990/91 1,396,957,667 17,441,110 25,462,161 1,388,936,616 1991/92 1,522,814,681 18,746,473 26,600,457 1,514,960,697 1992/93 1,618,671,580 18,116,386 27,465,403 1,609,322,563 1993/94 1,650,477,510 19,319,218 28,473,523 1,641,323,205 1994/95 1,677,528,958 19,406,553 27,445,557 1,669,489,954 1995/96 1,682,602,183 17,400,969 29,3 95,303 1,670,607,849 1996/97 1,704,314,436 19,059,312 30,812,333 1,692,561,415 1997/98 1,737,072,254 20,195,505 31,168,694 1,726,099,065 Source: County of Los Angeles Auditor -Controller Tax Levy and Tax Collection Below is a chart which indicates the tax levy and collection records for the City from the 1989/90 through 1998/99 fiscal years. Total Current Percentage of Levy Fiscal Year Total Current Levy Collection Collected 1988/89 $2,472,402 $2,351,021 95.09% 1989/90 2,825,903 2,663,696 94.26 1990/91 3,058,008 3,014,162 98.57 1991/92 3,401,500 3,255,834 95.72 1992/93 3,352,349 3,090,078 92.18 1993/94 3,296,519 3,027,168 91.83 1994/95 3,321,595 3,038,420 91.47 1995/96 3,337,288 3,093,600 92.70 1996/97 3,362,402 3,149,979 93.68 1997/98 3,434,310 3,252,801 94.71 Source: County of Los Angeles Auditor -Controller 672631.1\22337.0008 08'05/99 B-6 • • Largest Taxpayers The ten largest taxpayers in the City as shown for the 1998/99 secured tax roll are as follows: Owner (Number of Parcels) Assessed Estimated Total Average Value Tax Tax Ratio Pacific Real Estate Trust (7) $18,884,683 $38,483 0.204% Playa Pacifica Limited (2) 10,489,136 21,375 0.204 Allen H. Ginsburg Trust (2) 8,602,143 17,529 0.204 International Church (7) 9,592,005 15,783 0.165 Yi & Ying Yin Chang Cheng (2) 6,561,489 13,371 0.204 Roger E. Bacon (4) 4,925,698 10,038 0.204 Century Valley Cable Corporation (3) 4,366,788 8,899 0.204 Shook Development Corporation (2) 4,302,360 8,767 0.204 Simon Mani (2) 3,645,554 4,729 0.204 California Water Service Company (4) 3,546,262 7,227 0.204 Source: HdL Coren & Cone, Los Angeles County Assessor Combined Tax Rolls. 672631.1\22337.0008 08/05/99 B-7 Construction Trends Below is a table indicating residential and non-residential building permits valuations for the City. Type New Housing Units Single -Family Multi -Family Total Units Residential Building Permit Valuation Single -Family Multi -Family Alter & Additions Total Residential NonResidential Building Permit Valuation New Commercial New Industrial Other New NonResidential Alter & Additions Total NonResidential Total All Building Permit Valuations CITY OF HERMOSA BEACH BUILDING PERMIT VALUATION 1993 1994 12 0 12 4 0 4 $2,221,813 $891,100 0 0 2,306,402 1,412,165 $4,528,215 $2,303,265 $ 350,000 0 22,325 1995 12 0 12 $2,834,575 0 2,893,464 $5,728,039 1996 27 0 27 1997 67 4 71 1998 102 0 102 $ 6,251,707 $17,603,701 $27,900,999 0 1,005,446 0 2,369,674 3,414,445 3,440,680 $ 8,621,381 $22,023,592 $31,241,679 $ 0 $ 0 $ 0 0 17,000 367,435 986.238 818.550 0 $ 5,576,754 $ 556,170 0 0 0 32,000 297,130 1,127,635 1,249,818 1,646,796 784,370 1,345,070 $5,886,778 $ 835,550 $1,617,253 $ 1,678,796 $ 6,658,254 $ 3,028,875 $5,886,778 $3,138,815 $7,345,292 $10,300,177 $28,681,846 $34,370,554 Source: Construction Industry Research Board 672631.1\22337.0008 08/05/99 (3-8 Overlapping Indebtedness 672631.1\22337.0008 08/05/99 • • CITY OF HERMOSA BEACH COMPUTATION OF DIRECT AND OVERLAPPING DEBT August 1, 1999 B-9 Taxable Sales The following table demonstrates the total taxable sales in the City for the past ten years. CITY OF HERMOSA BEACH TAXABLE SALES (in thousands) Year Transactions 1997 $169,056 1996 145,958 1995 133,675 1994 128,026 1993 121,020 1992 127,544 1991 134,618 1990 154,613 1989 160,393 1988 150,506 Source: California State Board of Equalization Recreation i Community recreational facilities include twenty parks, three basketball courts, two baseball diamonds, two soccer fields, one lawnbowling facility, eight tennis courts, one skate park and one roller hockey rink. There is almost twenty acres of green belt with jogging trail and more than one mile of bikepath. The City offers almost thirty-seven acres of beach with one sportfishing pier. 672631.1\22337.0008 08/05/99 B-10 • • APPENDIX C FORM OF APPROVING LEGAL OPINIONS [Closing Date], 1999 Honorable City Councilmembers City of Hermosa Beach Hermosa Beach, California Re: $ City of Hermosa Beach, Assessment District No. 97-1, (Myrtle Avenue Utility Undergrounding), Limited Obligation Improvement Bonds, Series 1999 Ladies and Gentlemen: We have examined certified copies of proceedings taken by the City of Hermosa Beach (the "City") for the issuance of bonds designated "City of Hermosa Beach, Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding), Limited Obligation Improvement Bonds, Series 1999" (the "Bonds") pursuant to the Municipal Improvement Act of 1913, Division 12 of the Streets and Highways Code of the State of California and under and by virtue of the Improvement Bond Act of 1915, Division 10 of said Code (the "Act"). The Bonds are issued for the purpose of providing the means for paying for the work and improvements described in the City's Resolution of Intention, Resolution No. 99-5990 and are issued pursuant to the City's Resolution of Issuance, Resolution No. . This examination covers said proceedings down to and including the issuance of Bonds; however, we have made no examination of the ownership or use of the property assessed. In rendering this opinion, we have relied upon certain representations of fact and certifications made by or on behalf of the City, the initial purchasers of the Bonds and others. We have not undertaken to verify through independent investigation the accuracy of the representations and certifications relied upon by us. The Bonds are dated as of , 1999 and mature on the dates and in the amounts set forth in the Fiscal Agent Agreement dated as of , 1999, by and between the City and U.S. Trust Company, N.A. (the "Fiscal Agent Agreement"). The Bonds bear interest payable semiannually on each March 2 and September 2, commencing on March 2, 2000, at the rates per annum set forth in the Fiscal Agent Agreement. The Bonds are registered Bonds in the form set forth in the Fiscal Agent Agreement redeemable in the amounts, at the times and in the manner provided for in the Fiscal Agent Agreement. From such examination, we are of the opinion that: 1. Such proceedings show lawful authority for the issuance of the Bonds, and the Bonds constitute legal, valid and binding limited obligations of the City enforceable in accordance with their terms, except to the extent that enforceability may be limited by moratorium, bankruptcy, reorganization, insolvency or other laws affecting creditors' rights generally, by the application of equitable principles, or by the exercise of judicial discretion in appropriate cases. 672631.1\22337.0008 08/05/99 C-1 2. The Bonds are issued upon and secured by the unpaid assessments in the Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding), together with interest thereon; said unpaid assessments, together with interest thereon, constitute a trust fund for the redemption and payment of the principal of the Bonds and the interest thereon; the Bonds are secured by the moneys in the Redemption Fund referred to in the Fiscal Agent Agreement and by the aforesaid unpaid assessments; and the Bonds are payable, as to both principal and interest, exclusively out of said Redemption Fund. 3. The Fiscal Agent Agreement creates a valid pledge of and lien upon the unpaid assessments and the interest thereon and the moneys in all funds and accounts established pursuant to the Fiscal Agent Agreement, other than the Administrative Expense Fund, including the investments thereof, subject in all cases to the provisions of the Fiscal Agent Agreement permitting the application thereof for the purposes and on the terms and conditions set forth therein. 4. Under existing statutes, regulations, rulings and judicial decisions, interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals and corporations; however, it should be noted that, with respect to corporations, such interest may be included as an adjustment in the calculation of alternative minimum taxable income, which may affect the alternative minimum tax liability of corporations. 5. Interest on the Bonds is exempt from State of California personal income taxes. The opinions expressed herein as to the exclusion from gross income of interest on the Bonds are based upon certain representations of fact and certifications made by the City and others and are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended (the "Code"), that must be satisfied subsequent to the issuance of the Bonds to assure that such interest will not become includable in gross income for federal income tax purposes. Failure to comply with such requirements of the Code might cause interest on the Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Bonds. The City has covenanted to comply with all such requirements. The opinions expressed herein may be affected by actions taken (or not taken) or events occurring (or not occurring) after the date hereof. We have not undertaken to determine, or to inform any person, whether any such actions or events are taken (or not taken) or do occur (or do not occur). Other than expressly stated herein, we express no other opinion regarding tax consequences of the Bonds. We express no opinion as to the accuracy, completeness or sufficiency of the Official Statement relating to the Bonds or other offering material relating to the Bonds, and purchasers of the Bonds should not assume that we have reviewed the Official Statement on their behalf. 672631.1\22337.0008 08/05/99 Respectfully submitted, C-2 fl — VL [Closing Date], 1999 Honorable City Councilmembers City of Hermosa Beach Hermosa Beach, California • Re: $ City of Hermosa Beach, Assessment District No. 97-2, (Loma Drive Utility Undergrounding), Limited Obligation Improvement Bonds, Series 1999 Ladies and Gentlemen: We have examined certified copies of proceedings taken by the City of Hermosa Beach (the "City") for the issuance of bonds designated "City of Hermosa Beach, Assessment District No. 97-2 (Loma Drive Utility Undergrounding), Limited Obligation Improvement Bonds, Series 1999" (the "Bonds") pursuant to the Municipal Improvement Act of 1913, Division 12 of the Streets and Highways Code of the State of California and under and by virtue of the Improvement Bond Act of 1915, Division 10 of said Code (the "Act"). The Bonds are issued for the purpose of providing the means for paying for the work and improvements described in the City's Resolution of Intention, Resolution No. 99-5991 and are issued pursuant to the City's Resolution of Issuance, Resolution No. . This examination covers said proceedings down to and including the issuance of Bonds; however, we have made no examination of the ownership or use of the property assessed. In rendering this opinion, we have relied upon certain representations of fact and certifications made by or on behalf of the City, the initial purchasers of the Bonds and others. We have not undertaken to verify through independent investigation the accuracy of the representations and certifications relied upon by us. The Bonds are dated as of , 1999 and mature on the dates and in the amounts set forth in the Fiscal Agent Agreement dated as of , 1999, by and between the City and U.S. Trust Company, N.A. (the "Fiscal Agent Agreement"). The Bonds bear interest payable semiannually on each March 2 and September 2, commencing on March 2, 2000, at the rates per annum set forth in the Fiscal Agent Agreement. The Bonds are registered Bonds in the form set forth in the Fiscal Agent Agreement redeemable in the amounts, at the times and in the manner provided for in the Fiscal Agent Agreement. From such examination, we are of the opinion that: 1. Such proceedings show lawful authority for the issuance of the Bonds, and the Bonds constitute legal, valid and binding limited obligations of the City enforceable in accordance with their terms, except to the extent that enforceability may be limited by moratorium, bankruptcy, reorganization, insolvency or other laws affecting creditors' rights generally, by the application of equitable principles, or by the exercise of judicial discretion in appropriate cases. 2. The Bonds are issued upon and secured by the unpaid assessments in the Assessment District No. 97-2 (Loma Drive Utility Undergrounding), together with interest thereon; said unpaid assessments, together with interest thereon, constitute a trust fund for the redemption and payment of the principal of the Bonds and the interest thereon; the Bonds are secured by the moneys in the Redemption Fund referred to in the Fiscal Agent Agreement and by the aforesaid unpaid assessments; and the Bonds are payable, as to both principal and interest, exclusively out of said Redemption Fund. 672631.1\22337.0008 05/05/99 C-3 • • 3. The Fiscal Agent Agreement creates a valid pledge of and lien upon the unpaid assessments and the interest thereon and the moneys in all funds and accounts established pursuant to the Fiscal Agent Agreement, other than the Administrative Expense Fund, including the investments thereof, subject in all cases to the provisions of the Fiscal Agent Agreement permitting the application thereof for the purposes and on the terms and conditions set forth therein. 4. Under existing statutes, regulations, rulings and judicial decisions, interest on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals and corporations; however, it should be noted that, with respect to corporations, such interest may be included as an adjustment in the calculation of alternative minimum taxable income, which may affect the alternative minimum tax liability of corporations. 5. Interest on the Bonds is exempt from State of California personal income taxes. The opinions expressed herein as to the exclusion from gross income of interest on the Bonds are based upon certain representations of fact and certifications made by the City and others and are subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended (the "Code"), that must be satisfied subsequent to the issuance of the Bonds to assure that such interest will not become includable in gross income for federal income tax purposes. Failure to comply with such requirements of the Code might cause interest on the Bonds to be included in gross income for federal income tax purposes retroactive to the date of issuance of the Bonds. The City has covenanted to comply with all such requirements. The opinions expressed herein may be affected by actions taken (or not taken) or events occurring (or not occurring) after the date hereof. We have not undertaken to determine, or to inform any person, whether any such actions or events are taken (or not taken) or do occur (or do not occur). Other than expressly stated herein, we express no other opinion regarding tax consequences of the Bonds. We express no opinion as to the accuracy, completeness or sufficiency of the Official Statement relating to the Bonds or other offering material relating to the Bonds, and purchasers of the Bonds should not assume that we have reviewed the Official Statement on their behalf. 672631.1\22337.0008 08/05/99 Respectfully submitted, C-4 APPENDIX D BOOK -ENTRY SYSTEM General • DTC will act as securities depository for the Bonds. The Bonds will be issued as fully -registered bonds, registered in the name of Cede & Co. (DTC's partnership nominee). One fully -registered Bond certificate will be issued for each maturity of the Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC. DTC is a limited -purpose trust company organized under the New York Banking Law, a "banking organization" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds securities that its participants (the "Participants") deposit with DTC. DTC also facilitates the settlement among Participants of securities transactions, such as transfers and pledges, in deposited securities through electronic computerized book -entry changes in Participants' accounts, thereby eliminating the need for physical movement of securities certificates. Direct Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is owned by a number of its Direct Participants and by the New York Stock Exchange, Inc., the American Stock Exchange, Inc. and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as securities brokers and dealers, banks, and trust companies that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). The Rules applicable to DTC and its Participants are on file with the Securities and Exchange Commission. Purchases of the Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC's records. The ownership interest of each actual purchaser of each Bond (a "Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase, but Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds are to be accompanied by entries made on the books of Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Bonds unless use of the book -entry system for the Bonds is discontinued. To facilitate subsequent transfers, all Bonds deposited by Participants with DTC are -registered in the name of DTC's partnership nominee, Cede & Co. The deposit of Bonds with DTC and their registration in the name of Cede & Co. effect no change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such securities are credited, which may or may not be the Beneficial Owners. The Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. 672631.1\22337.0008 08/05/99 D-1 • • Redemption notices shall be sent to Cede & Co. If less than all of the Bonds within a maturity are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed. Neither DTC nor Cede & Co. will consent or vote with respect to the Bonds. Under its usual procedures, DTC mails an Omnibus Proxy to an issuer as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Payments of principal, interest and redemption premiums on the Bonds will be made to DTC. DTC's practice is to credit Direct Participants' accounts on payment dates in accordance with their respective holdings shown on DTC's records unless DTC has reason to believe that it will not receive payment on the date payable. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in "street name," and will be the responsibility of such Participant and not of DTC, the Fiscal Agent, or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to DTC is the responsibility of the City or the Fiscal Agent, disbursement of such payments to Direct Participants shall be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners shall be responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities depository with respect to the Bonds at any time by giving reasonable notice to the Fiscal Agent. Under such circumstances, in the event that a successor securities depository is not obtained, the Bonds are required to be printed and delivered as described in the Resolution of Issuance. The City may decide to discontinue use of the system of book -entry transfers through DTC (or a successor securities depository). In that event, security certificates will be printed and delivered as described in the Resolution of Issuance. The foregoing description of the procedures and record keeping with respect to beneficial ownership interests in the Bonds, payment of principal, interest and redemption premium on the Bonds to Direct Participants, Indirect Participants or Beneficial Owners, confirmation and transfer of beneficial ownership interest in such Bonds and other related transactions by and between DTC, the Direct Participants, the Indirect Participants and the Beneficial Owners is based solely on information provided by DTC. Accordingly, no representations can be made concerning these matters and neither the Direct Participants, the Indirect Participants nor the Beneficial Owners should rely on the foregoing information with respect to such matters but should instead confirm the same with DTC or the Direct Participants, as the case may be. The City cannot and does not give any assurances that DTC will distribute to Participants, or that Participants or others will distribute to the Beneficial Owners, payments of principal of, or interest or premium, if any, paid on the Bonds or any redemption or other notices or that they will do so on a timely basis or will serve and act in the manner described in this Official Statement. The City is not responsible or liable for the failure of DTC or any Direct Participant or Indirect Participant to make any payments or give any notice to a Beneficial Owner with respect to the Bonds or any error or delay related thereto. DTC management is aware that some computer applications, systems and the like for processing data ("Systems") that are dependent upon calendar dates, including dates before, on, and after January 1, 2000, may encounter "Year 2000 problems." DTC has informed its Participants and other members of the fmancial community (the "Industry") that it has developed and is implementing a program so that its Systems, as the same relate to the timely payment of distributions (including principal and income payments) to securityholders, 672631.1\22337.0008 08/05/99 D-2 O(o— • book -entry deliveries, and settlement of trades within DTC ("DTC Services"), continue to function appropriately. This program includes a technical assessment and a remediation plan, each of which is complete. Additionally, DTC's plan includes a testing phase, which is expected to be completed within appropriate time frames. However, DTC's ability to perform properly DTC Services is also dependent upon other parties, including but not limited to issuers and their agents, as well as third party vendors from whom DTC licenses software and hardware, and third party vendors on whom DTC relies for information or the provision of services, including telecommunication and electrical utility service providers, among others. DTC has informed the Industry that it is contacting (and will continue to contact) third party vendors from whom DTC acquires services to: (i) impress upon them the importance of such services being Year 2000 compliant; and (ii) determine the extent of their efforts for Year 2000 remediation (and, as appropriate, testing) of their services. In addition, DTC is in the process of developing such contingency plans as it deems appropriate. According to DTC, the foregoing information with respect to DTC has been provided to the Industry for informational purposes only and is not intended to serve as a representation, warranty, or contract modification of any kind. Discontinuance of Book -Entry System DTC may discontinue providing its services with respect to the Bonds at any time by giving notice to the Fiscal Agent and discharging its responsibilities with respect thereto under applicable law or, the City may terminate its participation in the system of book -entry transfers through DTC or any other securities depository at any time. In the event that the book -entry system is discontinued, the City will execute, and the Fiscal Agent will authenticate and make available for delivery, replacement Bonds in the form of registered certificates, and such Bonds will be transferable and exchangeable on the terms and conditions provided in the Resolution of Issuance. 672631.1\22337.0008 08/05/99 D-3 APPENDIX E CONTINUING DISCLOSURE AGREEMENTS City of Hermosa Beach Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) Limited Obligation Improvement Bonds, Series 1999 City of Hermosa Beach Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Limited Obligation Improvement Bonds, Series 1999 THIS CONTINUING DISCLOSURE AGREEMENT (this "Disclosure Agreement") is made and entered into as of , 1999, by and between U.S. Trust Company, N.A. as dissemination agent (the "Dissemination Agent"), and the City of Hermosa Beach, California (the "Issuer"), in connection with the issuance and delivery by the Issuer of the above -captioned bonds (the `Bonds"). The Bonds are being issued pursuant to a resolution adopted by the City Council of the Issuer on August 10, 1999 (the "Resolution of Issuance"). The Issuer and the Dissemination Agent hereby agree as follows: SECTION 1. Purpose of the Disclosure Agreement. This Disclosure Agreement is being executed and delivered by the Issuer, for the benefit of the Owners and Beneficial Owners of the Bonds and in order to assist the Participating Underwriter in complying with the Rule (as defined below). SECTION 2. Definitions. In addition to the definitions set forth in the Resolution of Issuance, which apply to any capitalized term used in this Disclosure Agreement unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: "Annual Report" shall mean any Annual Report provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Agreement. "Beneficial Owner" shall mean any person which (a) has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries), or (b) is treated as the owner of any Bonds for federal income purposes. "Disclosure Representative" shall mean the City Manager, the Director of Public Works, the Finance Director or such other officer or employee as the Issuer shall designate in writing to the Dissemination Agent from time to time. "Dissemination Agent" shall mean, initially, U.S. Trust Company, N.A., or any successor Dissemination Agent designed in writing by the Issuer which has filed with the then current Dissemination Agent a written acceptance of such designation. "Listed Events" shall mean any of the events listed in Section 5(a) of this Disclosure Agreement. "National Repository" shall mean any Nationally Recognized Municipal Securities Information Repository for purpose of the Rule. Currently, the following are National Repositories: 672631.1\22337.0008 08/05/99 E-1 -jo : • • Bloomberg Municipal Repository P. 0. Box 840 Princeton, New Jersey 08542-0840 Phone: (609) 279-3225 Fax: (609) 279-59623 E-mail: Munis@Bloomberg.com Thompson NRMSIR Attention: Municipal Disclosure 395 Hudson Street, 3rd Floor New York, New York 10014 (212) 807-5001 FAX (212) 989-2078 E-mail: Disclosure@tfn.com Kenny Information Services, Inc. Attn: Kenny Repository Service 65 Broadway, 16th Floor New York, New York 10006 (212) 770-4595 FAX (212) 797-7994 DPC Data Inc. One Executive Drive Fort Lee, NJ 07024 Phone: (201) 346-0701 Fax: (201) 947-0107 E-mail: nrmsir@dpcdata.com "Participating Underwriter" shall mean "Repository" shall mean each National Repository and each State Repository. "Rule" shall mean Rule 15c2 -12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time. "State Repository" shall mean any public or private repository or entity designated by the State of California as a state repository for the purpose of the Rule and recognized as such by the Securities and Exchange Commission. As of the date of this Disclosure Agreement, there is no State Repository. "Tax-exempt" shall mean that interest on the Bonds is excluded from gross income for federal income tax purposes, whether or not such interest is includable as an item of tax preferences or otherwise includable directly or indirectly for purposes of calculating any other tax liability, including any alternative minimum tax or environmental tax. SECTION 3. Provision of Annual Reports. (a) Not later than 180 days after the end of the Issuer's fiscal year (which currently ends on June 30), commencing with the report for the fiscal year ending June 30, 2000, the Issuer shall, provide or shall cause the Dissemination Agent to provide, to each Repository and the Participating Underwriter an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Agreement. The Annual 672631.1\22337.0008 08/05/99 E-2 • Report may be submitted as a single document or as separate documents comprising a package, and may include by reference other information as provided in Section 4 of this Disclosure Agreement; provided that the audited financial statements of the Issuer may be submitted separately from and later than the balance of the Annual Report if they are not available by the date required above for the filing of the Annual Report. An Annual Report shall be provided at least annually notwithstanding any fiscal year longer than 12 calendar months. The Issuer's fiscal year is currently effective from July 1 to the immediately succeeding June 30 of the following year. The Issuer will promptly notify each Repository or the Municipal Securities Rulemaking Board and the Dissemination Agent of a change in the fiscal year dates. (b) In the event that the Dissemination Agent is an entity other than the Issuer, then the provisions of this Section 3(b) shall apply. Not later than fifteen (15) business days prior to the date specified in subsection (a) for providing the Annual Report to Repositories, the Issuer shall provide the Annual Report to the Dissemination Agent. If by fifteen (15) business days prior to such date the Dissemination Agent has not received a copy of the Annual Report, the Dissemination Agent shall contact the Issuer to determine if the Issuer will be filing the Annual Report in compliance with subsection (a). The Issuer shall provide a written certification with each Annual Report furnished to the Dissemination Agent to the effect that such Annual Report constitutes the Annual Report required to be furnished by it hereunder. The Dissemination Agent may conclusively rely upon such certification of the Issuer and shall have no duty or obligation to review such Annual Report. (c) If the Issuer is the Dissemination Agent and the Issuer is unable to provide to the Repositories and the Participating Underwriter an Annual Report by the date required in subsection (a), the Issuer shall send a notice to the Municipal Securities Rulemaking Board and the Repositories, if any, in substantially the form attached to this Disclosure Agreement as Exhibit A. If the Dissemination Agent is other than the Issuer and if the Dissemination Agent is unable to verify that an Annual Report has been provided to Repositories by the date required in subsection (a), the Dissemination Agent shall send a notice to each Repository, in substantially the form attached as Exhibit A. (d) The Dissemination Agent shall: (i) determine each year prior to the date for providing the Annual Report the name and address of each National Repository and each State Repository, if any; and (ii) promptly after receipt of the Annual Report, file a report with the Issuer certifying that the Annual Report has been provided pursuant to this Disclosure Agreement, stating the date it was provided and listing all the Repositories to which it was provided. SECTION 4. Content of Annual Reports. The Issuer's Annual Report shall contain or include by reference: (a) Financial Statements. The audited financial statements of the Issuer for the most recent fiscal year of the Issuer then ended. If the audited fmancial statements are not available by the time the Annual Report is required to be filed, the Annual Report shall contain any unaudited financial statements of the Issuer in a format similar to the audited financial statements, and the audited financial statements shall be filed in the same manner as the Annual Report when they become available. Audited financial statements of the Issuer shall be audited by such auditor as shall then be required or permitted by State law or the Resolution of Issuance. Audited financial statements shall be prepared in accordance with generally accepted accounting principles as prescribed for governmental units by the Governmental Accounting Standards Board; provided, however, that the Issuer may from time to time, if required by federal or state legal requirements, modify the basis upon which its financial statements are prepared. In the event that the Issuer shall modify the basis upon 672631.1\22337.0008 08,'05/99 E-3 —iso - • which its financial statements are prepared, the Issuer shall provide a notice of such modification to each Repository, including a reference to the specific federal or state law or regulation specifically describing the legal requirements for the change in accounting basis. (b) Financial and Operating Data. The Annual Report shall contain or incorporate by reference the following information: (i) the principal amount of Bonds outstanding as of June 30 of each year; (ii) the balance in each fund under the Resolution of Issuance as of the June 30 preceding the filing of the Annual Report; (iii) the assessed valuation of each parcel within the District and the assessment applicable to it; (iv) a table setting forth the annual assessment installment delinquency rate within the District at each June 30 for each fiscal year on which a delinquency exists, listing for each fiscal year the total assessment levy, the amount delinquent and the percent delinquent; (v) the status of any foreclosure actions being pursued by the Issuer with respect to delinquent assessments installments; and (vi) updates of Table No. 1, and Appendix as set forth in the Official Statement relating to the Bonds, setting forth the applicable data as of the end of the June 30 preceding the filing of the Annual Report. (c) Any or all of the items listed in (a) or (b) above may be included by specific reference to other documents, including official statements of debt issues of the Issuer or related public entities, which have been submitted to each of the Repositories or the Securities and Exchange Commission. If the document included by reference is a final official statement, it must be available from the Municipal Securities Rulemaking Board. The Issuer shall clearly identify each such other document so included by reference. SECTION 5. Reporting of Significant Events. (a) Pursuant to the provisions of this Section 5, the Issuer shall give, or cause the Dissemination Agent to give, notice of the occurrence of any of the following events with respect to the Bonds, if material: 672631.1\22337.0008 08/05/99 (1) principal and interest payment delinquencies, (2) non-payment related defaults, (3) unscheduled draws on the Reserve Fund reflecting financial difficulties, (4) unscheduled draws on any credit enhancements reflecting financial difficulties, (5) substitution of credit or liquidity providers, or their failure to perform, (6) adverse tax opinions or events adversely affecting the Tax -Exempt status of the Bonds, E-4 O • • (7) modifications to the rights of Bond Owners, (8) unscheduled redemption of any Bond, (9) defeasances. (10) any release, substitution, or sale of property securing repayment of the Bonds, and (11) rating changes. (b) Whenever the Issuer obtains knowledge of the occurrence of a Listed Event, the Issuer shall as soon as possible determine if such event would be material under applicable federal securities laws. (c) If the Issuer has determined that knowledge of the occurrence of a Listed Event would be material under applicable federal securities laws and if the Dissemination Agent is other than the Issuer, the Issuer shall promptly notify the Dissemination Agent in writing. Such notice shall instruct the Dissemination Agent to report the occurrence pursuant to subsection (e). (d) If the Issuer determines that the Listed Event would not be material under applicable federal securities laws and if the Dissemination Agent is other than the Issuer, the Issuer shall so notify the Dissemination Agent in writing and instruct the Dissemination Agent not to report the occurrence pursuant to subsection (e). (e) If the Issuer is acting as Dissemination Agent and determines that knowledge of the occurrence of a Listed Event would be material under applicable federal securities laws, the Issuer shall promptly file a notice of such occurrence with the Participating Underwriter and (i) the Municipal Securities Rulemaking Board or (ii) each National Repository and the State Repository. If the Dissemination Agent has been instructed by the Issuer to report the occurrence of a Listed Event, the Dissemination Agent shall file a notice of such occurrence with (i) the Municipal Securities Rulemaking Board or (ii) each National Repository, and in either case, to each State Repository. Notwithstanding the foregoing, notice of Listed Events described in subsections (a)(4) and (5) need not be given under this subsection any earlier than the notice (if any) of the underlying event is given to Owners of affected Bonds pursuant to the Resolution of Issuance. In each case of the Listed Event, the Dissemination Agent shall not be obligated to file a notice as required in this subsection (e) prior to the occurrence of such Listed Event. (f) The Issuer hereby agrees that the undertaking set forth in this Disclosure Agreement is the responsibility of the Issuer and the Dissemination Agent shall not be responsible for determining whether the Issuer's instructions to the Dissemination Agent under this Section 5 comply with the requirements of the Rule. SECTION 6. Termination of Reporting Obligation. The obligations of the Issuer and the Dissemination Agent under this Disclosure Agreement shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. If such termination occurs prior to the final maturity of the Bonds, the Issuer shall give notice of such termination in the same manner as for a Listed Event under Section 5. SECTION 7. Dissemination Agent. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under the Disclosure Agreement, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. The initial Dissemination Agent shall be the Issuer. The Dissemination Agent may resign by providing (i) thirty days written notice to the Issuer, and (ii) upon appointment of a new Dissemination Agent hereunder. 672631.1\22337.0008 08/05/99 E-5 • • SECTION 8. Amendment. (a) This Disclosure Amendment may be amended, by written agreement of the parties, without the consent of the Owners, if all of the following conditions are satisfied: (1) such amendment is made in connection with a change in circumstances that arises from a change in legal (including regulatory) requirements, a change in law, or a change in the identity, nature or status of the Issuer or the type of business conducted thereby, (2) this Disclosure Agreement as so amended would have complied with the requirements of the Rule as of the date of this Disclosure Agreement, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances, (3) the Issuer shall have delivered to the Dissemination Agent an opinion of a nationally recognized bond counsel or counsel expert in federal securities laws, addressed to the Issuer and the Participating Underwriter, to the same effect as set forth in clause (2) above, (4) the Issuer shall have delivered to the Dissemination Agent an opinion of nationally recognized bond counsel or counsel expert in federal securities laws, addressed to the Issuer, to the effect that the amendment does not materially impair the interests of the Owners or Beneficial Owners, or such amendment shall have been approved by the Owners in the same manner as an amendment to the Resolution of Issuance, and (5) the Issuer shall have delivered copies of such opinion and amendment to each Repository. (b) This Disclosure Agreement also may be amended by written agreement of the parties upon obtaining consent of Owners in the same manner as provided in the Resolution of Issuance for amendments to the Resolution of Issuance with the consent of the Owners of the Bonds; provided that the conditions set forth in Section 8(a)(1), (2) and (3) have been satisfied. (c) To the extent any amendment to this Disclosure Agreement results in a change in the type of financial information or operating data provided pursuant to this Disclosure Agreement, the first Annual Report provided thereafter shall include a narrative explanation of the reasons for the amendment and the impact of the change in the type of operating data or financial information being provided. (d) If an amendment is made to the basis on which financial statements are prepared, the Annual Report for the year in which the change is made shall present a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. Such comparison shall include a quantitative and, to the extent reasonably feasible, qualitative discussion of the differences in the accounting principles and the impact of the change in the accounting principles on the presentation of the financial information. SECTION 9. Additional Information. Nothing in this Disclosure Agreement shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Agreement or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Agreement. If the Issuer chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Agreement, the Issuer shall have no obligation under this Agreement to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event. SECTION 10. Default. In the event of a failure of the Issuer or the Dissemination Agent to comply with any provision of this Disclosure Agreement, any Owner or Beneficial Owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Issuer and/or the Dissemination Agent to comply with their respective obligations under this Disclosure Agreement. A default under this Disclosure Agreement shall not be deemed an Event of Default under the Resolution of Issuance, and the sole remedy under this Disclosure Agreement in the event of any failure of the Issuer or the Dissemination Agent to comply with this Disclosure Agreement shall be an action to compel performance. 672631.1\22337.0008 OX 05/99 E-6 / • SECTION 11. Duties, Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Agreement, and the Issuer agrees to indemnify and save the Dissemination Agent and its officers, directors, employees and agents, harmless against any loss, expense and liabilities which they may incur arising out of or in the exercise or performance of their powers and duties hereunder, including the costs and expenses (including attorneys fees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent's negligence or willful misconduct. Any Dissemination Agent other than the Issuer shall be paid (i) compensation by the Issuer for its services provided hereunder in accordance with a schedule of fees to be mutually agreed to; and (ii) all expenses, legal fees and advances made or incurred by the Dissemination Agent in the performance of its duties hereunder. The Dissemination Agent shall have no duty or obligation to review any information provided to it by the Issuer pursuant to this Disclosure Agreement. The obligations of the Issuer under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Bonds. No person shall have any right to commence any action against the Dissemination Agent seeking any remedy other than to compel specific performance of this Disclosure Agreement. The Dissemination Agent shall not be liable under any circumstances for monetary damages to any person for any breach under this Disclosure Agreement. SECTION 12. Beneficiaries. This Disclosure Agreement shall inure solely to the benefit of the Issuer, the Dissemination Agent, the Participating Underwriter and Owners and Beneficial Owners from time to time of the Bonds, and shall create no rights in any other person or entity. SECTION 13. Notices. Notices with respect to this Disclosure Agreement should be sent in writing to the following address: Finance Director, City of Hermosa Beach, 1315 Valley Drive, Hermosa Beach, California 90254. 672631.1\22337.0008 08/05/99 CITY OF HERMOSA BEACH By: Its: U.S. TRUST COMPANY, N.A. By: Authorized Signatory E-7 • • EXHIBIT A NOTICE TO REPOSITORIES OF FAILURE TO FILE ANNUAL REPORT Name of Issuer: City of Hermosa Beach, California Name of Bond Issue: Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding), Limited Obligation Improvement Bonds, Series 1999 Date of Issuance: , 1999 NOTICE IS HEREBY GIVEN that the City of Hermosa Beach, California (the "Issuer") has not provided an Annual Report with respect to the above-named Bonds as required by Section 3 of the City Continuing Disclosure Agreement, dated as of , 1999. [The Issuer anticipates that the Annual Report will be filed by .] Dated: cc: City of Hermosa Beach, California 672631.1\22337.0008 08/05/99 as Dissemination Agent E-8 `/ — APPENDIX F MYRTLE AVENUE ASSESSMENT ROLL Asmt No. Assessor's Parcel Situs Parcel Address Final Assessment Land Valuation Building Valuation True Value of Parcel (1931 Act) Value to Lien Ratio 1 4181-024-004 02610 MANHATTAN AVE $ 8,595.99 $ 76,608 $ 113,306 $ 189,914 22 2 4181-024-005 02600 MANHATTAN AVE 8,595.99 163,696 129,025 292,721 34 3 4181-024-006 02602 OZONE CT 12,738.42 415,000 235,000 650,000 51 4 4181-024-008 00231 26TH ST 8,595.99 258,688 46,986 305,674 36 5 4181-024-010 00235 26TH ST 8,595.99 60,950 31,773 92,723 11 6 4181-024-012 00245 26TH ST 8,595.99 415,414 159,668 575,082 67 7 4181-024-014 00249 26TH ST 8,595.99 242,696 60,673 303,369 35 8 4181-024-017 00255 26TH ST 8,595.99 55,267 21,144 76,411 9 9 4181-024-019 00309 26TH ST 8,595.99 269,095 67,273 336,368 39 10 4181-025-009 02604 HERMOSA AVE 8,595.99 319,338 127,734 447,072 52 11 4181-025-016 00125 26TH ST 12,738.42 156,260 191,828 348,088 27 12 4182-002-002 02408 THE STRAND 12,738.42 339,336 94,880 434,216 34 13 4182-002-003 02420 THE STRAND 8,595.99 171,964 63,248 235,212 27 14 4182-002-004 02426 THE STRAND 8,595.99 171,964 78,501 250,465 29 15 4182-002-005 02428 THE STRAND 8,595.99 668,377 113,505 781,882 91 16 4182-002-006 02444 THE STRAND 8,595.99 178,107 82,442 260,549 30 17 4182-002-007 02500 THE STRAND 8,595.99 1,004,000 251,000 1,255,000 146 18 4182-002-008 02510 THE STRAND 8,595.99 985,000 565,000 1,550,000 180 19 4182-002-009 02515 HERMOSA AVE 8,595.99 1,454,911 597,528 2,052,439 239 20 4182-002-010 02530 THE STRAND 8,595.99 1,198,500 - 1,198,500 139 21 4182-002-012 02400 THE STRAND 4,142.43 297,008 58,796 355,804 86 672631.1\22337.0008 08/05/99 F-1 Asmt No. Assessor's Parcel Situs Parcel Address Final Assessment Land Valuation Building Valuation True Value of Parcel (1931 Act) Value to Lien Ratio 22 4182-002-013 02541 HERMOSA AVE $ 12,738.42 $ 1,160,000 $ 900,000 $ 2,060,000 162 23 4182-010-007 02232 HERMOSA AVE 8,595.99 325,725 87,944 413,669 48 24 4182-010-008 02240 HERMOSA AVE 8,595.99 231,786 314,131 545,917 64 25 4182-010-009 02304 HERMOSA AVE 8,595.99 273,505 115,713 389,218 45 26 4182-010-010 02310 HERMOSA AVE 8,595.99 81,678 27,079 108,757 13 27 4182-010-011 02316 HERMOSA AVE 8,595.99 302,940 120,360 423,300 49 28 4182-010-012 02324 HERMOSA AVE 8,595.99 80,448 1,675 82,123 10 29 4182-010-013 02317 MANHATTAN AVE 12,738.42 84,592 56,629 141,221 11 30 4182-010-014 02309 MANHATTAN AVE 8,595.99 64,477 12,423 76,900 9 31 4182-010-015 02301 MANHATTAN AVE 8,595.99 300,000 75,000 375,000 44 32 4182-010-016 02237 MANHATTAN AVE 8,595.99 329,536 118 329,654 38 34 4182-011-001 00107 24TH ST 8,595.99 79,833 195,160 274,993 32 35 4182-011-002 02408 HERMOSA AVE 8,595.99 384,234 146,166 530,400 62 36 4182-011-003 02416 HERMOSA AVE 8,595.99 190,883 218,150 409,033 48 37 4182-011-004 02420 HERMOSA AVE 8,595.99 379,900 73,300 453,200 53 38 4182-011-005 02422 HERMOSA AVE 8,595.99 184,248 42,814 227,062 26 39 4182-011-006 02434 HERMOSA AVE 8,595.99 302,000 19,000 321,000 37 40 4182-011-007 02440 HERMOSA AVE 8,595.99 345,000 100,000 445,000 52 41 4182-011-008 02444 HERMOSA AVE 8,595.99 196,669 112,942 309,611 36 42 4182-011-009 02450 HERMOSA AVE 8,595.99 148,774 37,740 186,514 22 43 4182-011-010 02456 HERMOSA AVE 8,595.99 227,071 335,168 562,239 65 44 4182-011-011 02464 HERMOSA AVE 8,595.99 247,491 129,699 377,190 44 45 4182-011-012 00120 25TH ST 8,595.99 203,500 109,608 313,108 36 46 4182-011-013 02463 MANHATTAN AVE 8,595.99 212,204 131,790 343,994 40 672631. n22337.0008 08/05/99 F-2 Asmt No. Assessor's Parcel Situs Parcel Address Final Assessment Land Valuation Building Valuation True Value of Parcel (1931 Act) Value to Lien Ratio 47 4182-011-014 02457 MANHATTAN AVE $ 8,595.99 $ 394,479 $ 11,570 $ 406,049 47 48 4182-011-015 02452 PALM DR 8,595.99 340,000 37,000 377,000 44 49 4182-011-016 02446 PALM DR 8,595.99 277,162 69,290 346,452 40 50 4182-011-017 02438 PALM AVE 8,595.99 171,734 3,177 174,911 20 51 4182-011-018 02432 PALM DR 8,595.99 208,594 112,365 320,959 37 52 4182-011-019 02427 MANHATTAN AVE 8,595.99 64,477 55,420 119,897 14 53 4182-011-020 02424 PALM DR 8,595.99 146,104 58,387 204,491 24 54 4182-011-021 02415 MANHATTAN AVE 8,595.99 613,131 31,932 645,063 75 55 4182-011-022 02410 PALM DR 8,595.99 77,069 38,526 115,595 13 56 4182-011-023 02405 MANHATTAN AVE 8,595.99 77,837 55,110 132,947 15 57 4182-012-001 02552 MANHATTAN AVE 8,595.99 345,661 23,041 368,702 43 58 4182-012-002 222 1/2 26Th ST 8,595.99 68,316 83,522 151,838 18 59 4182-012-003 00232 26TH ST 8,595.99 162,193 40,219 202,412 24 60 4182-012-004 02549 MYRTLE AVE 8,595.99 50,044 294 50,338 6 61 4182-012-005 02545 MYRTLE AVE 8,595.99 49,275 7,419 56,694 7 62 4182-012-006 02531 MYRTLE AVE 8,595.99 134,756 92,616 227,372 26 63 4182-012-007 00115 25TH ST 8,595.99 230,000 200,000 430,000 50 64 4182-012-008 02512 HERMOSA AVE 8,595.99 300,000 120,000 420,000 49 65 4182-012-009 02516 HERMOSA AVE 8,595.99 337,900 36,018 373,918 43 66 4182-012-010 02524 HERMOSA AVE 12,738.42 178,094 1 178,095 14 67 4182-012-013 02540 HERMOSA AVE 12,738.42 93,040 87,356 180,396 14 68 4182-012-017 02525 MANHATTAN AVE 8,595.99 245,000 74,000 319,000 37 69 4182-012-018 2515 MANHATTAN AVE 8,595.99 452,880 301,920 754,800 88 70 4182-012-019 2511 MANHATTAN AVE 8,595.99 457,980 304,470 762,450 89 672631.1\22337.0008 08/05/99 F-3 Asmt No. Assessor's Parcel Situs Parcel Address Final Assessment Land Valuation Building Valuation True Value of Parcel (1931 Act) Value to Lien Ratio 71 4182-012-020 00125 25TH ST $ 8,595.99 $ 432,286 $ 376,500 $ 808,786 94 72 4182-012-021 00201 25TH ST 8,595.99 161,896 44,049 205,945 24 73 4182-012-022 02511 OZONE CT 8,595.99 342,000 38,000 380,000 44 74 4182-012-023 02510 MANHATTAN AVE 8,595.99 56,650 142 56,792 7 75 4182-012-024 02524 MANHATTAN AVE 8,595.99 400,000 372,562 772,562 90 76 4182-012-025 02528 MANHATTAN AVE 8,595.99 204,518 80,438 284,956 33 77 4182-012-026 02540 MANHATTAN AVE 8,595.99 280,000 38,000 318,000 37 78 4182-012-027 02546 MANHATTAN AVE 8,595.99 400,758 241,842 642,600 75 79 4182-012-028 02527 MYRTLE AVE 8,595.99 74,615 41,601 116,216 14 80 4182-012-029 02516 OZONE CT 8,595.99 328,000 82,000 410,000 48 81 4182-012-030 00235 25TH ST 12,738.42 638,679 154,346 793,025 62 82 4182-012-031 00225 25TH ST 8,595.99 67,548 47,590 115,138 13 83 4182-012-032 02540 PALM DR 8,595.99 378,726 115,974 494,700 58 84 4182-012-034 02534 PALM DR 8,595.99 67,289 50,760 118,049 14 85 4182-012-035 02528 PALM DR 8,595.99 298,049 74,512 372,561 43 86 4182-012-036 00126 26TH ST 8,595.99 268,518 67,127 335,645 39 87 4182-012-037 02532 HERMOSA AVE 12,738.42 90,581 102,250 192,831 15 88 4182-013-001 00201 24TH ST 8,595.99 218,875 117,852 336,727 39 89 4182-013-002 00217 24TH ST 8,595.99 405,000 350,000 755,000 88 90 4182-013-003 02464 MANHATTAN AVE 8,595.99 451,846 168,592 620,438 72 91 4182-013-004 02470 MANHATTAN AVE 8,595.99 410,000 190,000 600,000 70 92 4182-013-005 02410 MANHATTAN AVE 8,595.99 73,689 30,237 103,926 12 93 4182-013-006 02414 MANHATTAN AVE 8,595.99 358,297 21,713 380,010 44 94 4182-013-007 02418 MANHATTAN AVE 8,595.99 158,901 243,418 402,319 47 672631.1\22337.0008 08/05/99 F-4 Asmt No. Assessor's Parcel Situs Parcel Address Final Assessment Land Valuation Building Valuation True Value of Parcel (1931 Act) Value to Lien Ratio 95 4182-013-008 02426 MANHATTAN AVE $ 8,595.99 $ 353,100 $ 33,400 $ 386,500 45 96 4182-013-009 02434 MANHATTAN AVE 8,595.99 250,716 58,698 309,414 36 97 4182-013-010 02438 MANHATTAN AVE 8,595.99 208,393 104,682 313,075 36 98 4182-013-011 02444 MANHATTAN AVE 8,595.99 312,120 303,796 615,916 72 99 4182-013-012 02456 MANHATTAN AVE 8,595.99 77,069 21,332 98,401 11 100 4182-013-013 00238 25TH ST 8,595.99 326,523 81,630 408,153 47 101 4182-013-014 00220 25TH ST 8,595.99 47,592 83,906 131,498 15 102 4182-013-015 02465 MYRTLE AVE 8,595.99 81,755 21,388 103,143 12 103 4182-013-016 02461 MYRTLE AVE 8,595.99 70,312 18,109 88,421 10 104 4182-013-017 02459 MYRTLE AVE 8,595.99 350,000 210,000 560,000 65 105 4182-013-018 02457 MYRTLE AVE 8,595.99 70,312 6,589 76,901 9 106 4182-013-019 02450 OZONE CT 8,595.99 72,157 66,933 139,090 16 107 4182-013-020 02448 OZONE CT 8,595.99 72,157 66,933 139,090 16 108 4182-013-021 02440 OZONE CT 8,595.99 72,157 66,933 139,090 16 109 4182-013-022 02436 OZONE CT 8,595.99 72,157 66,933 139,090 16 110 4182-013-023 02434 OZONE CT 8,595.99 70,312 70,312 140,624 16 111 4182-013-024 02427 MYRTLE AVE 8,595.99 294,238 73,830 368,068 43 112 4182-013-029 00223 24TH ST 12,738.42 480,000 80,000 560,000 44 113 4182-013-031 229 24TH ST 8,595.99 30,083 313,650 343,733 40 114 4182-013-032 02415 MYRTLE AVE 8,595.99 44,210 54,023 98,233 11 115 4182-014-001 00316 25TH ST 8,595.99 62,023 106,397 168,420 20 116 4182-014-003 02465 SILVERSTRAND AVE 8,595.99 213,975 244,541 458,516 53 117 4182-014-004 02461 SILVERSTRAND AVE 8,595.99 122,979 172,946 295,925 34 118 4182-014-005 02457 SILVERSTRAND AVE 8,595.99 220,000- 220,000 26 672631.1\22337.0008 08/05/99 F-5 Asmt No. Assessor's Parcel Situs Parcel Address Final Assessment Land Valuation Building Valuation True Value of Parcel (1931 Act) Value to Lien Ratio 119 4182-014-006 02453 S1LVERSTRAND AVE $ 8,595.99 $ 227,606 $ 277,869 $ 505,475 59 120 4182-014-007 02451 SILVERSTRAND AVE 8,595.99 64,786 22,404 87,190 10 121 4182-014-008 02445 SILVERSTRAND AVE 8,595.99 64,786 36,072 100,858 12 122 4182-014-009 02441 SILVERSTRAND AVE 8,595.99 447,075 63,866 510,941 59 123 4182-014-010 02437 SILVERSTRAND AVE 8,595.99 82,465 103,023 185,488 22 124 4182-014-011 02429 SILVERSTRAND AVE 8,595.99 64,786 5,824 70,610 8 125 4182-014-012 02427 SILVERSTRAND AVE 8,595.99 64,786 9,356 74,142 9 126 4182-014-013 2425 SILVERSTRAND AVE 8,595.99 326,000 114,000 440,000 51 127 4182-014-014 02421 SILVERSTRAND AVE 8,595.99 315,180 153,000 468,180 54 128 4182-014-015 02417 SILVERSTRAND AVE 8,595.99 62,792 16,159 78,951 9 129 4182-014-016 02415 SILVERSTRAND AVE 8,595.99 181,655 244,333 425,988 50 130 4182-014-017 02418 MYRTLE AVE 8,595.99 290,000 60,000 350,000 41 131 4182-014-018 02424 MYRTLE AVE 8,595.99 194,631 247,210 441,841 51 132 4182-014-019 02426 MYRTLE AVE 8,595.99 64,786 1,061 65,847 8 133 4182-014-020 02432 MYRTLE AVE 8,595.99 176,427 184,821 361,248 42 134 4182-014-021 02434 MYRTLE AVE 8,595.99 375,000 140,000 515,000 60 135 4182-014-022 02438 MYRTLE AVE 8,595.99 162,710 1,112 163,822 19 136 4182-014-023 2444 MYRTLE AVE 8,595.99 90,163 42,641 132,804 15 137 4182-014-024 02448 MYRTLE AVE 8,595.99 438,000 269,000 707,000 82 138 4182-014-025 02452 MYRTLE AVE 8,595.99 117,232 21,826 139,058 16 139 4182-014-026 02456 MYRTLE AVE 8,595.99 66,475 19,948 86,423 10 140 4182-014-027 02460 MYRTLE AVE 8,595.99 64,786 115,789 180,575 21 141 4182-014-028 02466 MYRTLE AVE 8,595.99 174,602 118,478 293,080 34 142 4182-014-029 02468 MYRTLE AVE 8,595.99 248,924 109,829 358,753 42 672631.1\22337.0008 08/05/99 F-6 Asmt No. Assessor's Parcel Situs Parcel Address Final Assessment Land Valuation Building Valuation True Value of Parcel (1931 Act) Value to Lien Ratio 143 4182-014-030 02470 MYRTLE AVE $ 8,595.99 $ 253,196 $ 89,777 $ 342,973 40 144 4182-014-031 00312 25TH ST 8,595.99 59,718 200,552 260,270 30 145 4182-014-032 00302 25TH ST 8,595.99 61,868 144,602 206,470 24 146 4182-014-033 00333 24TH ST 8,595.99 336,623 89,414 426,037 50 147 4182-014-034 00321 24TH ST 8,595.99 63,513 37,627 101,140 12 148 4182-014-036 00303 24TH ST 8,595.99 58,335 16,877 75,212 9 149 4182-014-038 00315 24TH ST 12,738.42 129,906 41,686 171,592 13 150 4182-014-039 02475 SILVERSTRAND AVE 8,595.99 276,866 180,516 457,382 53 151 4182-014-040 02473 SILVERSTRAND AVE 8,595.99 265,302 442,170 707,472 82 152 4182-015-009 02402 SILVERSTRAND AVE 8,595.99 449,533 239,747 689,280 80 153 4182-015-010 02408 SILVERSTRAND AVE 8,595.99 63,557 32,386 95,943 11 154 4182-015-011 02412 SILVERSTRAND AVE 8,595.99 60,792 100,339 161,131 19 155 4182-015-012 02416 SILVERSTRAND AVE 8,595.99 194,631 193,445 388,076 45 156 4182-015-013 02420 SILVERSTRAND AVE 8,595.99 72,548 77,024 149,572 17 157 4182-015-014 02424 SILVERSTRAND AVE 8,595.99 505,620 159,668 665,288 77 158 4182-015-015 02432 SILVERSTRAND AVE 8,595.99 88,393 55,483 143,876 17 159 4182-015-016 02436 SILVERSTRAND AVE 8,595.99 408,000 180,540 588,540 68 160 4182-015-017 02440 SILVERSTRAND AVE 8,595.99 169,188 48,182 217,370 25 161 4182-015-018 02448 SILVERSTRAND AVE 8,595.99 153,922 43,246 197,168 23 162 4182-015-019 02452 SILVERSTRAND AVE 8,595.99 154,406 66,171 220,577 26 163 4182-015-020 02456 SILVERSTRAND AVE 8,595.99 249,900 107,100 357,000 42 164 4182-015-021 02464 SILVERSTRAND AVE 8,595.99 92,061 53,992 146,053 17 165 4182-015-022 02468 SILVERSTRAND AVE 8,595.99 249,900 102,000 351,900 41 166 4182-016-013 02313 PARK AVE 8,595.99 60,490 29,776 90,266 11 672631.1\22337.0008 08/05/99 F-7 Asmt No. Assessor's Parcel Situs Parcel Address Final Assessment Land Valuation Building Valuation True Value of Parcel (1931 Act) Value to Lien Ratio 167 4182-016-015 00340 24TH ST $ 8,595.99 $ 144,683 $ 43,398 $ 188,081 22 168 4182-016-016 00336 24TH ST 8,595.99 293,791 73,447 367,238 43 169 4182-016-017 00330 24TH ST 8,595.99 72,157 32,696 104,853 12 170 4182-016-018 00322 24TH ST 8,595.99 219,222 76,185 295,407 34 171 4182-016-019 00316 24TH ST 8,595.99 440,000 160,000 600,000 70 172 4182-016-020 00306 24TH ST 8,595.99 198,370 71,480 269,850 31 173 4182-016-022 00244 24TH ST 8,595.99 136,458 82,411 218,869 25 174 4182-016-023 00230 24TH ST 8,595.99 323,460 209,744 533,204 62 175 4182-016-026 2302 OZONE CT 4,453.56 218,169 44,297 262,466 59 176 4182-016-027 222 24TH ST 8,595.99 117,628 202,803 320,431 37 177-A 4182-016-029 2308 MANHATTAN AVE 8,595.99 230,317 60,950 291,267 34 177-B 4182-016-029 2308 MANHATTAN AVE 8,595.99 0 0 0 178 4182-016-030 00250 24TH ST 8,595.99 58,645 32,386 91,031 11 179 4182-016-035 02318 MANHATTAN AVE 8,595.99 38,298 151,713 190,011 22 180 4182-016-036 02314 MANHATTAN AVE 8,595.99 45,058 24,445 69,503 8 181 4182-016-037 123 24TH ST 8,595.99 65,324 14,502 79,826 9 182 4182-024-010 02402 PARK AVE 4,142.43 315,583 113,083 428,666 103 183 4182-024-011 02412 PARK AVE 4,142.43 425,791 444,027 869,818 210 184 4182-028-009 00413 25TH ST 8,595.99 77,690 32,297 109,987 13 185 4182-028-010 00307 25TH ST 8,595.99 162,131 68,589 230,720 27 186 4182-028-011 00301 25TH ST 8,595.99 318,000 185,000 503,000 59 187 4182-028-900 School Site 20,630.38 844,115 - 844,115 41 Totals $1,647,548.14 672631.1\22337.0008 08/05/99 F-8 APPENDIX G LOMA DRIVE ASSESSMENT ROLL Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 1 4187-011-004 01126 MONTEREY BLVD $ 115,552 $ 9,631.37 12 $ 75,583 44,681 2 4187-011-005 01136 MONTEREY BLVD 707,770 9,631.37 73 473,375 262,986 3 4187-011-006 01204 MONTEREY BLVD 475,217 9,631.37 49 315,583 178,830 4 4187-011-007 01212 MONTEREY BLVD 588,459 9,631.37 61 306,000 336,600 5 4187-011-008 01214 MONTEREY BLVD 89,116 9,631.37 9 71,539 21,176 6 4187-011-010 01312 MONTEREY BLVD 177,954 15,081.68 12 107,175 77,966 7 4187-011-011 01313 SUNSET DR 465,105 9,631.37 48 360,000 80,000 8 4187-011-013 00318 PIER AVE 78,195 9,631.37 8 48,355 32,998 9 4187-011-014 00338 PIER AVE 149,333 10,993.94 14 75,223 80,141 10 4187-011-015 01325 LOMA DR 240,000 6,906.21 35 178,000 62,000 11 4187-011-016 01322 SUNSET DR 192,888 6,906.21 28 118,165 82,513 12 4187-011-017 01317 LOMA DR 341,623 6,906.21 49 213,254 142,168 13 4187-011-018 01309 LOMA DR 232,313 6,906.21 34 178,094 63,603 14 4187-011-019 01305 LOMA DR 194,000 6,906.21 28 174,000 20,000 15 4187-011-020 01223 LOMA DR 283,107 6,906.21 41 253,518 41,024 16 4187-011-021 01220 SUNSET DR 247,718 6,906.21 36 206,180 51,543 17 4187-011-022 01210 SUNSET DR 169,652 6,906.21 25 96,788 79,716 18 4187-011-023 01201 LOMA DR 283,084 9,631.37 29 165,374 129,145 19 4187-011-025 01127 LOMA DR 188,081 9,631.37 20 67,278 128,400 20 4187-011-028 00333 11TH ST 221,762 9,631.37 23 149,908 80,811 21 4187-011-029 01100 MONTEREY BLVD 632,669 20,531.98 31 239,084 419,143 672631.1\22337.0008 08/05/99 G-1 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 22 4187-011-032 01107 LOMA DR $ 364,700 $ 6,906.21 53 $ 119,700 245,000 23 4187-011-033 01107 LOMA DR 386,000 6,906.21 56 150,000 200,000 24 4187-011-034 01107 LOMA DR 353,585 6,906.21 51 239,115 128,753 25 4187-011-035 01107 LOMA DR 91,332 6,906.21 13 32,998 62,023 26 4187-011-037 01158 SUNSET DRIVE 430,738 6,906.21 62 158,000 166,000 27 4187-011-038 01137 LOMA DRIVE 414,564 6,906.21 60 172,758 258,553 28 4187-011-039 1220 MONTEREY BLVD 248,655 6,906.21 36 243,780 136,680 29 4187-011-040 1121 MONTEREY BLVD 143,061 6,906.21 21 32,886 140,256 30 4187-012-005 01053 LOMA DR 299,314 9,631.37 31 216,688 94,716 31 4187-012-006 01044 SUNSET DR 320,000 9,631.37 33 252,000 40,000 32 4187-012-007 01038 SUNSET DR 146,554 6,906.21 21 114,468 38,005 33 4187-012-008 00321 10TH ST 247,718 9,631.37 26 206,180 51,543 34 4187-012-010 01015 LOMA DR 259,211 9,631.37 27 178,094 91,587 35 4187-012-013 01035 LOMA DR 86,613 9,631.37 9 66,475 26,072 36 4187-012-014 01010 MONTEREY BLVD 131,334 12,356.52 11 88,741 47,897 37 4187-012-017 01022 MONTEREY BLVD 249,284 12,356.52 20 87,819 171,534 38 4187-012-018 01039 SUNSET DR 336,609 6,906.21 49 296,820 111,180 39 4187-012-019 01036 MONTEREY BLVD 298,398 9,631.37 31 285,775 24,676 40 4187-012-020 01046 MONTEREY BLVD 335,000 12,356.52 27 245,000 90,000 41 4187-012-021 01052 MONTEREY BLVD 138,706 12,356.52 11 86,127 58,180 42 4187-012-022 01066 MONTEREY BLVD 483,551 12,356.52 39 245,407 257,677 43 4187-012-024 01084 MONTEREY BLVD 137,084 12,356.52 11 91,194 51,427 44 4187-012-026 01085 LOMA DR 83,936 9,631.37 9 71,851 15,474 45 4187-012-027 00322 11TH ST 186,294 6,906.21 27 153,722 40,097 672631.1\22337.0008 08/05/99 G-2 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 46 4187-012-029 01079 LOMA DR $ 288,300 $ 6,906.21 42 $ 95,200 193,100 47 4187-012-030 01073 LOMA DR 294,800 6,906.21 43 73,800 221,000 48 4187-012-031 01077 LOMA DR 224,159 6,906.21 32 87,298 145,916 49 4187-012-032 01075 LOMA DR 245,000 6,906.21 35 65,900 179,100 50 4187-012-034 01026 SUNSET DR 360,962 6,906.21 52 226,799 148,744 51 4187-012-035 01029 LOMA DR 348,000 6,906.21 50 148,000 200,000 52 4187-012-039 01057 LOMA DR 410,900 6,906.21 59 164,400 246,500 53 4187-012-040 01059 LOMA DR 303,329 6,906.21 44 153,583 161,999 54 4187-012-041 01061 LOMA DR 447,328 6,906.21 65 182,580 275,400 55 4187-012-042 01063 LOMA DR 466,239 6,906.21 68 208,080 161,262 56 4187-012-043 01020 MONTEREY BLVD 375,500 6,906.21 54 259,000 136,000 57 4187-012-044 01020 MONTEREY BLVD 403,600 6,906.21 58 282,900 120,700 58 4187-012-045 01020 MONTEREY BLVD 390,000 6,906.21 56 204,958 143,679 59 4187-012-046 01020 MONTEREY BLVD 386,128 6,906.21 56 249,939 151,786 60 4187-012-048 01021 LOMA DR 411,157 9,631.37 43 97,869 329,897 61 4187-012-049 01076 MONTEREY BLVD 439,945 6,906.21 64 283,679 174,038 62 4187-012-050 01078 MONTEREY BLVD 380,000 6,906.21 55 260,000 120,000 63 4187-012-051 01074 MONTEREY BLVD 379,161 6,906.21 55 218,804 175,674 64 4187-012-053 00333 10TH ST 462,864 6,906.21 67 295,800 199,920 65 4187-012-054 00335 10TH ST 385,000 6,906.21 56 225,420 162,180 66 4187-013-001 00865 LOMA DR 329,113 6,906.21 48 321,700 7,712 67 4187-013-002 00859 LOMA DR 158,427 6,906.21 23 164,563 263 68 4187-013-004 00843 LOMA DR 59,161 9,631.37 6 61,407 142 69 4187-013-006 00828 SUNSET DR 152,262 9,631.37 16 111,467 46,944 672631.1\22337.0008 08/05/99 G-3 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 70 4187-013-007 00821 LOMA DR 101,265 9,631.37 11 66,526 38,828 71 4187-013-008 00811 LOMA DR 323,513 9,631.37 34 245,534 61,383 72 4187-013-010 00802 MONTEREY BLVD 947,855 12,356.52 77 389,267 596,880 73 4187-013-011 00935 SUNSET DR 82,185 6,906.21 12 39,756 45,748 74 4187-013-012 00936 MONTEREY BLVD 195,631 9,631.37 20 190,816 12,717 75 4187-013-013 00944 MONTEREY BLVD 343,562 15,081.68 23 147,089 210,351 76 4187-013-014 00812 MONTEREY BLVD 157,310 9,631.37 16 77,224 86,439 77 4187-013-016 00830 MONTEREY BLVD 64,474 9,631.37 7 53,271 13,806 78 4187-013-019 00850 MONTEREY BLVD 181,510 9,631.37 19 77,224 111,617 79 4187-013-020 00866 MONTEREY BLVD 104,288 12,356.52 8 87,676 20,824 80 4187-013-023 00918 MONTEREY BLVD 371,031 9,631.37 39 279,798 106,220 81 4187-013-024 00928 MONTEREY BLVD 276,305 9,631.37 29 87,804 199,661 82 4187-013-025 00901 LOMA DR 280,034 9,631.37 29 157,842 133,503 83 4187-013-026 00909 LOMA DR 244,262 6,906.21 35 191,798 62,331 84 4187-013-027 00907 LOMA DR 46,763 6,906.21 7 48,508 142 85 4187-013-029 00925 LOMA DR 59,161 9,631.37 6 61,407 142 86 4187-013-030 00935 LOMA DR 174,510 9,631.37 18 123,406 58,152 87 4187-013-031 00334 10TH ST 220,000 6,906.21 32 249,000 28,000 88 4187-013-032 00330 10TH ST 54,141 6,906.21 8 53,422 2,903 89 4187-013-033 00326 10TH ST 535,000 6,906.21 77 377,000 231,000 90 4187-013-034 00917 LOMA DR 79,272 6,906.21 11 46,656 35,816 91 4187-013-035 00916 SUNSET DR 279,000 6,906.21 40 239,000 101,000 92 4187-013-036 00827 SUNSET DR 398,700 6,906.21 58 329,200 130,800 93 4187-013-037 00814 MONTEREY BLVD 81,739 6,906.21 12 48,508 36,532 672631.1\22337.0008 08/05/99 G-4 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 94 4187-013-039 00912 MONTEREY BLVD $ 296,500 $ 6,906.21 43 $ 118,600 177,900 95 4187-013-040 00912 MONTEREY BLVD 207,000 6,906.21 30 83,000 124,000 96 4187-013-041 00912 MONTEREY BLVD 261,900 6,906.21 38 85,300 176,600 97 4187-013-042 00912 MONTEREY BLVD 268,244 6,906.21 39 111,903 156,341 98 4187-013-044 803 LOMA DR 435,000 6,906.21 63 340,000 146,000 99 4187-013-045 00801 LOMA DR 380,910 6,906.21 55 241,036 155,261 100 4187-013-046 00849 LOMA DR 353,000 6,906.21 51 241,500 111,500 101 4187-013-047 00847 SUNSET DR 308,203 6,906.21 45 129,117 191,535 102 4187-013-049 00838 MONTEREY BLVD 410,000 6,906.21 59 214,200 321,300 103 4187-013-050 00834 MONTEREY BLVD 443,900 6,906.21 64 204,000 304,980 104 4187-013-051 00840 MONTEREY BLVD 350,000 6,906.21 51 208,000 321,000 105 4187-013-052 00836 MONTEREY BLVD 469,000 6,906.21 68 311,100 157,900 106 4187-013-054 00829 LOMA DR 417,435 6,906.21 60 94,567 339,730 107 4187-013-055 00833 LOMADR 388,789 6,906.21 56 228,114 176,380 108 4187-014-002 00850 LOMA DR 176,862 9,631.37 18 64,325 119,680 109 4187-014-005 00832 LOMA DR 69,046 9,631.37 7 60,331 11,502 110 4187-014-006 00826 LOMA DR 148,222 9,631.37 15 88,690 65,518 111 4187-014-007 00818 LOMA DR 175,274 9,631.37 18 147,686 34,667 112 4187-014-008 00810 LOMA DR 197,046 9,631.37 20 142,727 62,278 113 4187-014-009 00804 LOMA DR 226,952 9,631.37 24 210,362 133,972 114 4187-014-011 00435 8TH ST 170,407 5,543.64 31 171,179 6,110 115 4187-014-053 00427 8TH ST 681,641 9,631.37 71 366,816 342,361 116 4187-014-056 00858 LOMA DR 368,326 6,906.21 53 208,527 174,677 117 4187-014-057 00858 LOMA DR 375,000 6,906.21 54 164,526 161,874 672631.1\22337.0008 08/05/99 G-5 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 118 4187-014-059 840 LOMA DR #1 $ 418,900 $ 6,906.21 61 $ 167,600 251,300 119 4187-014-060 00840 LOMA DR #2 404,105 6,906.21 59 141,000 167,000 120 4187-014-061 840 LOMA DR #3 399,200 6,906.21 58 246,400 152,80Q- 121 4187-014-062 840 LOMA DR #4 320,517 6,906.21 46 193,977 139,487 122 4187-017-001 01028 LOMA DR 205,412 6,906.21 30 171,734 41,975 123 4187-017-002 01020 LOMA DR 337,631 6,906.21 49 320,402 30,868 124 4187-017-003 01016 LOMA DR 209,695 6,906.21 30 203,786 14,378 125 4187-017-004 01006 LOMA DR 90,415 6,906.21 13 62,764 31,301 126 4187-017-005 01002 LOMA DR 272,066 6,906.21 39 184,018 99,037 127 4187-017-006 00966 LOMA DR 49,423 6,906.21 7 51,275 142 128 4187-017-007 00964 LOMA DR 49,423 6,906.21 7 51,275 142 129 4187-017-008 00948 LOMA DR 186,441 6,906.21 27 149,656 44,314 130 4187-017-009 00946 LOMA DR 229,098 6,906.21 33 153,108 85,244 131 4187-017-010 00936 LOMA DR 74,069 6,906.21 11 53,885 23,174 132 4187-017-011 00924 LOMA DR 530,000 6,906.21 77 275,601 275,810 133 4187-017-012 00920 LOMA DR 172,986 6,906.21 25 55,420 124,553 134 4187-017-013 00912 LOMA DR 148,932 6,906.21 22 84,853 70,094 135 4187-017-014 00900 LOMA DR 304,728 6,906.21 44 107,078 209,959 136 4187-017-900 PARK SITE 2,780,859 9,631.37 289 2,780,859 - 137 4187-018-014 01056 LOMA DR 208,596 12,356.52 17 112,997 104,024 138 4187-018-015 01046 LOMA DR 205,673 9,631.37 21 152,007 61,974 139 4187-018-016 01040 LOMA DR 78,938 9,631.37 8 60,950 21,176 140 4187-019-004 01314 LOMA DR 722,952 12,356.52 59 470,099 282,058 141 4187-019-007 01224 LOMA DR 270,763 12,356.52 22 239,747 41,952 672631.1\22337.0008 08/05/99 G-6 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 142 4187-019-008 01216 LOMA DR $ 84,844 $ 12,356.52 7 $ 62,945 25,325 143 4187-019-009 01212 LOMA DR 296,251 12,356.52 24 246,575 61,643 144 4187-019-010 01132 LOMA DR 135,023 12,356.52 11 62,945 77,532 145 4187-019-011 01122 LOMA DR 339,640 12,356.52 27 244,541 108,817 146 4187-019-012 01120 LOMA DR 347,322 12,356.52 28 109,814 318,145 147 4187-019-015 01092 LOMA DR 64,033 9,631.37 7 60,950 5,668 148 4187-019-016 01086 LOMA DR 581,864 9,631.37 60 357,000 135,660 149 4187-019-017 00403 11TH ST 80,265 12,356.52 6 66,628 16,877 150 4187-019-036 01310 LOMA DR 112,295 12,356.52 9 62,945 53,885 151 4187-019-037 00400 PIER AVE 90,892 12,356.52 7 82,139 12,423 152 4187-019-039 01106 LOMA DR 304,383 6,906.21 44 85,587 231,092 153 4187-019-040 01108 LOMA DR 309,984 6,906.21 45 94,000 141,000 154 4187-019-041 01100 LOMA DR 274,140 12,356.52 22 124,931 160,282 155 4187-025-019 00324 8TH ST 250,652 6,906.21 36 139,928 120,848 156 4187-025-020 00752 SUNSET DR 325,562 6,906.21 47 273,505 65,207 157 4187-025-021 00745 LOMA DR 442,016 6,906.21 64 390,943 68,929 158 4187-025-022 00736 SUNSET DR 116,866 9,631.37 12 76,148 45,437 159 4187-025-023 00713 LOMA DR 124,396 9,631.37 13 76,148 53,272 160 4187-025-024 00711 LOMA DR 61,477 6,906.21 9 50,116 13,843 161 4187-025-025 00701 LOMA DR 242,663 6,906.21 35 201,973 50,492 162 4187-025-026 00651 LOMA DR 103,432 6,906.21 15 63,862 43,746 163 4187-025-027 00641 LOMA DR 323,551 6,906.21 47 323,998 12,622 164 4187-025-028 00635 LOMA DR 57,096 6,906.21 8 59,258 142 165 4187-025-029 629 LOMA DR 215,417 6,906.21 31 121,046 103,072 672631.1\22337.0008 08/05/99 G-7 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 166 4187-025-030 00625 LOMA DR $ 534,735 $ 6,906.21 77 $ 226,201 330,136 167 4187-025-031 00614 SUNSET DR 88,530 6,906.21 13 228,888 104,040 168 4187-025-032 00607 LOMA DR 330,000 6,906.21 48 210,000 120,000 169 4187-025-033 00325 6TH ST 117,903 6,906.21 17 74,615 48,050 170 4187-025-039 00640 MONTEREY BLVD 802,913 9,631.37 83 633,714 201,635 171 4187-025-040 00644 MONTEREY BLVD 425,599 9,631.37 44 265,000 70,000 172 4187-025-041 00706 MONTEREY BLVD 104,971 9,631.37 11 75,260 33,949 173 4187-025-042 00708 MONTEREY BLVD 102,104 9,631.37 11 73,229 32,998 174 4187-025-043 00720 MONTEREY BLVD 514,541 15,081.68 34 289,366 245,960 175 4187-025-044 00736 MONTEREY BLVD 101,074 9,631.37 10 71,387 33,769 176 4187-025-045 00746 MONTEREY BLVD 184,761 9,631.37 19 84,443 107,780 177 4187-025-046 00750 MONTEREY BLVD 272,587 6,906.21 39 111,489 172,109 178 4187-025-047 00760 MONTEREY BLVD 626,154 6,906.21 91 321,000 197,000 179 4187-025-048 00316 8TH ST 707,770 6,906.21 102 309,414 252,401 180 4187-025-049 00600 MONTEREY BLVD 377,506 15,081.68 25 151,695 241,061 181 4187-025-051 00618 MONTEREY BLVD 320,517 6,906.21 46 162,419 171,045 182 4187-025-052 00614 MONTEREY BLVD 333,662 6,906.21 48 176,095 171,045 183 4187-025-053 00620 MONTEREY BLVD 314,546 6,906.21 46 127,783 199,469 184 4187-025-054 00616 MONTEREY BLVD 272,709 6,906.21 39 99,270 184,454 185 4187-025-056 00630 MONTEREY BLVD 485,000 6,906.21 70 316,404 229,296 186 4187-025-057 00628 MONTEREY BLVD 541,000 6,906.21 78 116,524 329,806 187 4187-025-059 634 MONTEREY BLVD 490,028 6,906.21 71 122,400 358,020 188 4187-025-060 632 MONTEREY BLVD 416,160 6,906.21 60 122,400 408,000 189 4187-030-001 00760 LOMA DR 265,000 6,906.21 38 265,302 10,404 672631.1\22337.0008 08/05/99 G-8 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 190 4187-030-002 00422 8TH ST $ 292,000 $ 6,906.21 42 $ 237,000 81,000 191 4187-030-003 LOMA DR 51,940 6,906.21 8 54,037 - 192 4187-030-004 00726 LOMA DR 183,563 12,356.52 15 120,377 70,601 193 4187-030-010 00708 LOMA DR 144,619 6,906.21 21 105,763 44,697 194 4187-030-011 00714 LOMA DR 93,992 9,631.37 10 67,858 29,929 195 4187-030-012 00722 LOMA DR 75,983 9,631.37 8 66,166 18,494 196 4187-030-013 00704 LOMA DR 362,364 6,906.21 52 290,000 10,000 197 4187-030-014 00650 LOMA DR 69,638 6,906.21 10 55,110 17,340 198 4187-030-015 00648 LOMA DR 72,324 6,906.21 10 54,483 20,762 199 4187-030-016 00640 LOMA DR 418,013 6,906.21 61 20,000 75,000 200 4187-030-017 00632 LOMA DR 333,663 6,906.21 48 315,583 31,557 201 4187-030-018 00626 LOMA DR 104,248 6,906.21 15 71,570 36,888 202 4187-030-019 00620 LOMA DR 96,203 6,906.21 14 66,832 33,256 203 4187-030-020 00614 LOMA DR 105,555 6,906.21 15 57,412 52,405 204 4187-030-034 00606 LOMA DR 414,224 12,356.52 34 366,816 64,141 205 4188-018-015 00414 6TH ST 259,239 6,906.21 38 204,000 51,000 206 4188-018-017 00530 LOMA DR 479,009 6,906.21 69 315,411 182,948 207 4188-018-018 00526 LOMADR 119,141 6,906.21 17 79,243 44,709 208 4188-018-019 00520 LOMADR 78,113 6,906.21 11 63,215 18,052 209 4188-018-020 00516 LOMA DR 184,507 6,906.21 27 171,179 20,780 210 4188-018-021 00512 LOMA DR 281,085 6,906.21 41 233,952 58,487 211 4188-018-032 00538 LOMA DR 209,741 6,906.21 30 202,247 15,965 212 4188-018-033 00548 LOMA DR 237,607 6,906.21 34 197,764 49,400 213 4188-019-070 00322 6TH ST 99,307 6,906.21 14 68,168 35,149 672631.1\22337.0008 08/05/99 G-9 Asmt No. Assessor's Parcel Situs Parcel Address True Value of Parcel (1931 Act) Final Assessment Value to Lien Ratio Land Valuation Building Valuation 214 4188-019-071 00539 LOMA DR $ 86,908 $ 6,906.21 13 $ 64,941 25,476 215 4188-019-061 00531 LOMA DR 257,828 6,906.21 37 265,200 66,300 216 4188-019-072 00550 MONTEREY BLVD 100,043 9,631.37 10 74,615 29,468 217 4188-019-073 00546 MONTEREY BLVD 528,859 9,631.37 55 305,681 244,541 218 4188-019-064 00521 LOMA DR 79,532 6,906.21 12 64,842 17,902 219 4188-019-063 00517 LOMA DR 260,898 6,906.21 38 266,115 5,321 672631.1\22337.0008 08/05/99 G-10 • ..ter. • CITY OF HERMOSA BEACH MEMORANDUM August 10, 1999 TO: Honorable Mayor and Members of the City Council FROM: Viki Copeland, Finance Director RE: RESOLUTION DETERMINING UNPAID ASSESSMENTS FOR MYRTLE AVENUE UTILITY UNDERGROUNDING ASSESSMENT DISTRICT The attached resolution was inadvertently left out of the packet. SUPPLEMENTAL 1 INFORMATION • • RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HERMOSA BEACH DETERMINING UNPAID ASSESSMENTS IN ASSESSMENT DISTRICT NO. 97-1 (MYRTLE AVENUE UTILITY UNDERGROUNDING) WHEREAS, this City Council has taken proceedings under the Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the "Code"), for the formation of Assessment District No. 97-1 (Myrtle Avenue Utility Undergrounding) (the "Assessment District") and has confirmed an assessment, which assessment and a related diagram were recorded in the office of the Superintendent of Streets and with the County Recorder of the County of Los Angeles; and a notice of assessment, as prescribed in Section 3114 of the Code, has been recorded with the County Recorder of the County of Los Angeles, whereupon the assessment attached as a lien upon the property assessed within the Assessment District as provided in Section 3115 of the Code; and WHEREAS, said proceedings provides that bonds be issued pursuant to the Improvement Bond Act of 1915, Division 10 of the Code secured by the unpaid assessments; and WHEREAS, a list of unpaid assessments has been filed with the City Treasurer pursuant to Section 6420 of the Code, the Superintendent of Streets has listed all of the assessments as unpaid as of August 17, 1999, and the aggregate amount of unpaid assessments is $ and the City Treasurer has filed with this City Council a Certificate of Paid and Unpaid Assessments; NOW THEREFORE, the City Council of the City of Hermosa Beach DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER as follows: SECTION 1. The unpaid assessments upon the security of which the bonds are to be issued are determined to be as set forth the report of the City Treasurer referred to in the recitals hereof. SECTION 2. Bonds representing the unpaid assessments shall be issued pursuant to the Improvement Act of 1911 in the manner provided for in a subsequent resolution of this City Council. SECTION 3. This Resolution shall take effect immediately upon its adoption. 664956.1\22337.0008 • • PASSED AND ADOPTED by the City Council of the City of Hermosa Beach at a regular meeting held on , 1999. Mayor of the City of Hermosa Beach A 1"1`EST: City Clerk of the City of Hermosa Beach I, , City Clerk of the City of Hermosa Beach, certify that the foregoing Resolution was duly adopted at a regular meeting of the City Council of the City of Hermosa Beach held on the th day of , 1999. AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: 664956.1\22337.0008 City Clerk of the City of Hermosa Beach -2- CITY CLERK'S CERTIFICATE I, , City Clerk of the City of Hermosa Beach, California, hereby certify as follows: The foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the City Council of said City duly and regularly and legally held at the regular meeting place thereof on , 1999, of which meeting all of the members of said City Council had due notice and at which a majority thereof were present. At said meeting said resolution was adopted by the following vote: Ayes: Councilmembers: Noes: Councilmembers: Absent: Councilmembers: I have carefully compared the same with the original minutes of said meeting on file and of record in my office, and the foregoing is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes. Said resolution has not been amended, modified or rescinded since the date of its adoption, and same is now in full force and effect. Dated: , 1999 (Seal) 664956.1\22337.0008 City Clerk of the City of Hermosa Beach -3- 1 99—Ga a.5 July 29, 1999 Honorable Mayor and Members of Regular Meeting of the Hermosa Beach City Council August 10, 1999 RESOLUTIONS AUTHORIZING ISSUANCE OF BONDS, APPROVAL OF DOCUMENTS AND DETERMINATION OF UNPAID ASSESSMENTS FOR LOMA DRIVE UTILITY UNDERGROUNDING ASSESSMENT DISTRICT Recommendation: It is recommended that the City Council approve and adopt the following resolutions: 1. Resolution authorizing and providing for the issuance of bonds and approving certain documents and actions for Assessment District 97-2, Loma Drive Utility Undergrounding. 2. Resolution determining unpaid assessments for said District. Background: Assessment District 97-2, Loma Drive Utility Undergrounding, was approved on July 13, 1999 after the required public hearing and ballot tabulations. Analysis: The attached resolutions authorize issuance and sale of bonds for this District, approve the Fiscal Agent Agreement, Continuing Disclosure Agreement, Preliminary Official Statement, Bond Purchase Agreement and determine unpaid assessments. Unpaid assessments will be determined after the cash payment period expires on August 16, 1999 and a certificate filed with the resolution. Upon adoption of the resolutions, bonds will be sold at competitive bid on August 23, 1999, with estimated closing on September 8, 1999. Fritz Stradling, Bond Counsel, and Mark Northcross, Financial Advisor, will be present at the City Council Meeting. Respectfully submitted, Viki Copeland Finance Director CONCUR: Steve B City Ma "ager F:b95/fint/Loma Assess CC report.doc ik S • RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF CITY OF HERMOSA BEACH AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF BONDS PURSUANT TO THE PROVISIONS OF THE IMPROVEMENT BOND ACT OF 1915 FOR ASSESSMENT DISTRICT NO. 97-2 (LOMA DRIVE UTILITY UNDERGROUNDING) AND APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, this City Council has taken proceedings under the Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the "Code"), for the formation of Assessment District No. 97-2 (Loma Drive Utility Undergrounding) (the "Assessment District") and has confirmed an assessment, which assessment and a related diagram were recorded in the office of the City Engineer, acting as the Superintendent of Streets, and with the County Recorder of the County of Los Angeles; and WHEREAS, a notice of assessment, as prescribed in Section 3114 of the Code, has been recorded with the County Recorder of the County of Los Angeles, whereupon the assessment attached as a lien upon the property assessed within the Assessment District as provided in Section 3115 of the Code; and WHEREAS, said proceedings provide that bonds would be issued pursuant to the Improvement Bond Act of 1915, Division 10 of the Code (the "Act") to represent and be secured by the unpaid assessments on the parcels within the Assessment District; and WHEREAS, this City Council has determined that the assessments upon the security of which such bonds are to be issued is $1,830,303, less the amount of bonds that would have been issued to represent assessments that are paid and may be paid on or before April 16, 1999; and WHEREAS, it is necessary and desirable that the City sell bonds (the "Bonds") to be issued to represent the unpaid assessments; and 671729.2\22337.0009 1 • WHEREAS, there have been presented to this City Council the forms of a Fiscal Agent Agreement By and Between the City and U.S. Trust Company, N.A. (the "Fiscal Agent Agreement"), a Continuing Disclosure Agreement By and Between the City and U.S. Trust Company, N.A. (the "Continuing Disclosure Agreement") and a Preliminary Official Statement relating to the Bonds (the "Preliminary Official Statement"); and WHEREAS, this City Council wishes to approve the Fiscal Agent Agreement, the Continuing Disclosure Agreement and the Preliminary Official Statement; to authorize the distribution of the Preliminary Official Statement to prospective purchasers of the Bonds; and to authorize the issuance of the Bonds and the sale thereof to a purchaser of the Bonds to be determined as hereinafter set forth; NOW, THEREFORE, the City Council of the City of Hermosa Beach, County of Los Angeles, DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER as follows: SECTION 1. The above recitals are all true and correct. SECTION 2. The Fiscal Agent Agreement is approved in substantially the form presented to the City Council; and the Mayor is authorized and directed, for and in the name of and on behalf of the City, to execute and the City Clerk to attest and to deliver to U.S. Trust Company, N.A., the Fiscal Agent Agreement in the form approved with such additions thereto and changes therein as may be approved or required by the City Manager or the City's Bond Counsel and Disclosure Counsel, Stradling Yocca Carlson & Rauth, a Professional Corporation (the "Bond Counsel") (and the insertion therein of the total principal amount of the Bonds and the principal amount and interest rate of each maturity of thereof, as set forth in the Bond Purchase Agreement upon the execution and delivery thereof as hereinafter authorized and the amounts to be deposited in the Improvement Fund and the Reserve Fund), such approval or requirement to be conclusively evidenced by the execution and delivery of the Fiscal Agent Agreement. SECTION 3. U.S. Trust Company, N.A. is hereby designated Fiscal Agent, Transfer Agent, Paying Agent and Registrar with respect to these proceedings and the Bonds to be issued, all as provided for in the Fiscal Agent Agreement. SECTION 4. Bonds in an aggregate principal amount not to exceed $1,831,303 shall be issued pursuant to the provisions of the Act upon the security of unpaid assessments levied within the 671729.2\22337.0009 -2- • • Assessment District and as set forth in the Fiscal Agent Agreement. The Bonds shall be dated, be in such aggregate principal amount, bear interest at such rates, and mature on such dates and in such amounts as are set forth in the Bond Purchase Agreement upon the execution and delivery thereof as hereinafter authorized. The Bonds shall be issued substantially in the form of bonds set forth in the Act, except as such form may vary from the terms and conditions set forth in this Resolution and the Fiscal Agent Agreement. SECTION 5. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY, THE COUNTY OF LOS ANGELES, THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE BONDS. THE CITY IS NOT OBLIGATED TO ADVANCE AVAILABLE FUNDS FROM THE CITY TREASURY TO THE REDEMPTION FUND IN THE EVENT OF A DELINQUENCY IN THE PAYMENT OF AN ASSESSMENT INSTALLMENT OR INSTALLMENTS. THE BONDS ARE NOT GENERAL OBLIGATIONS OF THE CITY; THEY ARE LIMITED OBLIGATIONS PAYABLE SOLELY FROM THE FUNDS SPECIFIED IN THE ACT AND THE FISCAL AGENT AGREEMENT. SECTION 6. The City Treasurer shall deposit in a special fund heretofore created and designated the "Assessment District No. 97-2 Improvement Fund" (the "Improvement Fund") the amounts received by the City Treasurer from the proceeds of the sale of the Bonds transferred to the City Treasurer pursuant to the Fiscal Agent Agreement. All moneys in the Improvement Fund shall be applied exclusively to the payment of the costs of the acquisition and construction of the Improvements described in the Assessment Engineer's Report concerning the Assessment District, as approved by the City Council and as now or hereafter amended or changed by appropriate change and modification proceedings, and all expenses incidental thereto, including the costs of issuing the Bonds. Any surplus remaining in the Improvement Fund after payment of all costs and all legal charges, claims and expenses shall be used as set forth in the Fiscal Agent Agreement. SECTION 7. The provisions of Part 11.1 (commencing with Section 8760) of the Act, providing an alternative procedure for the division of land and the Bonds, shall apply. SECTION 8. The Continuing Disclosure Agreement hereby is approved in substantially the form presented to the City Council; and the Mayor is hereby authorized and directed, for and in the 671729.2\22337.0009 -3- • • name of and on behalf of the City, to execute and the City Clerk to attest and deliver to U.S. Trust Company, N.A., the Continuing Disclosure Agreement in the form hereby approved with such additions thereto and changes therein as may be approved or required by the City Manager or Bond Counsel, such approval or requirement to be conclusively evidenced by the execution and delivery of the Continuing Disclosure Agreement. SECTION 9. The Preliminary Official Statement presented at this meeting is hereby approved in substantially the form presented with such changes thereto as may be approved or required by the Mayor, or the City Manager or Bond Counsel to make such Preliminary Official Statement final as of its date, except for the omission of certain information, as permitted by Section 240.15c2 - 12(b)(1) of Title 17 of the Code of Federal Regulations (the "Rule"); and the distribution of such Preliminary Official Statement in connection with the sale of the Bonds, with such changes included, is hereby authorized. The Mayor is authorized and directed to execute and deliver a certificate relating to compliance with the Rule and a final Official Statement in substantially the form of the Preliminary Official Statement hereby approved, with such additions thereto and changes therein as are approved or required by the Mayor or the City Manager or Bond Counsel, such approval or requirement to be conclusively evidenced by the execution and delivery thereof. SECTION 10. The City's Financial Advisor, Project Finance Associates, is authorized to receive bids from a group of potential purchasers of the Bonds and to present to the City Manager the purchaser agreeing to purchase the Bonds at the lowest net interest cost to the City and on terms to be set forth in a Bond Purchase Agreement to be approved by the City Manager and Bond Counsel provided that (a) the purchaser's discount, exclusive of original issue discount, shall not exceed two percent (2%) of the original aggregate principal amount of the Bonds, (b) the interest rates on the Bonds shall not exceed six and one-half percent (6.50%) and (c) such discount and interest rates shall have been approved by the City Manager; and, subject to such approval, the City Manager is hereby authorized and directed to evidence the City's acceptance of the offer made by executing and delivering to the purchaser the Bond Purchase Agreement. SECTION 11. The Fiscal Agent is hereby authorized and directed to authenticate the Bonds and to deliver them to The Depository Trust Company on behalf of the purchaser upon payment of the purchase price thereof. 671729.2\22337.0009 -4- • • SECTION 12. The officers of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the sale and delivery of the Bonds, and otherwise to effectuate the purposes of this Resolution; and such actions previously taken by such officers are hereby ratified and confirmed. SECTION 13. Any action authorized or directed in this Resolution to be taken or performed by the Mayor or the City Manager may be taken or performed by their designee with the same force and effect as if taken or performed by the Mayor or the City Manager, respectively. SECTION 14. If any section, subsection, sentence, clause or phrase of this Resolution shall be for any reason held by a court of competent jurisdiction to be unconstitutional, invalid or unenforceable, such holding shall not affect the validity of the remaining portions hereof. The City Council hereby declares that it would have passed this Resolution and each section, subsection, sentence, clause or phrase hereof irrespective of the fact that any one or more sections, subsections, sentences, clauses or phrases be declared to be unconstitutional, invalid or unenforceable, and such holding shall not affect the validity of the remaining portions hereof. SECTION 15. This Resolution shall be liberally construed to the end that its purpose may be effected. No error, irregularity or informality and no neglect or omission herein or in any proceeding had pursuant hereto which does not directly affect the jurisdiction of the City Council shall void or invalidate this Resolution or such proceeding or any part thereof, or any act or determination made pursuant thereto. SECTION 16. This Resolution shall take effect immediately upon its adoption. Mayor of the City of Hermosa Beach A 11EST: City Clerk 671729.2\22337.0009 -5- • . I, , City Clerk of the City of Hermosa Beach, certify that the foregoing Resolution was duly adopted at a regular meeting of the City Council of the City of Hermosa Beach held on the day of , 1999. AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: AB SENT: COUNCILMEMBERS: 671729.2\22337.0009 City Clerk of the City of Hermosa Beach -6- I, as follows: • • CITY CLERK'S CERTIFICATE , City Clerk of the City of Hermosa Beach, California, hereby certify The foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the City Council of said City duly and regularly and legally held at the regular meeting place thereof on , 1999, of which meeting all of the members of said City Council had due notice and at which a majority thereof were present. At said meeting said resolution was adopted by the following vote: Ayes: Councilmembers: Noes: Councilmembers: Absent: Councilmembers: I have carefully compared the same with the original minutes of said meeting on file and of record in my office, and the foregoing is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes. Said resolution has not been amended, modified or rescinded since the date of its adoption, and same is now in full force and effect. Dated: , 1999 (Seal) 671729.2\22337.0009 City Clerk of the City of Hermosa Beach -7- • • DRAFT FISCAL AGENT AGREEMENT By and Between CITY OF HERMOSA BEACH And U.S. TRUST COMPANY, N.A. In Connection with $ CITY OF HERMOSA BEACH ASSESSMENT DISTRICT NO. 97-2 (LOMA DRIVE UTILITY UNDERGROUNDING) LIMITED OBLIGATION IMPROVEMENT BONDS Dated as of September 1, 1999 670635.3\22337.0009 08/05/99 ARTICLE I Section Section Section ARTICLE II Section Section Section ARTICLE III Section Section Section Section Section Section ARTICLE IV Section Section Section Section Section ARTICLE V Section Section Section Section Section Section Section Section ARTICLE VI • • TABLE OF CONTENTS Page DEFINITIONS 1 101. Definitions. 1 102. Interpretation. 6 103. Equality of Bonds; Pledge of Assessments; No Obligation to Cure Deficiency 6 AUTHORIZATION AND ISSUANCE OF BONDS 7 201. Assessments. 7 202. Type and Nature of Bonds; Limited Liability. 7 203. Authorization and Purpose of Bonds. 7 TERMS AND PROVISIONS OF BONDS 8 301. Terms of Bonds. 8 302. Execution and Authentication 10 303. Registration, Exchange or Transfer. 10 304. Bond Register 11 305. Mutilated, Lost, Destroyed or Stolen Bonds 11 306. Form of Bonds; Temporary Bonds. 12 REDEMPTION OF BONDS 12 401. Privilege of Redemption of Bonds 12 402. Selection of Bonds for Redemption. 13 403. Notice of Redemption 13 404. Partial Redemption of Bonds 15 405. Effect of Notice and Availability of Redemption Money. 15 CREATION OF FUNDS AND ACCOUNTS; APPLICATION OF PROCEEDS AND ASSESSMENTS 16 501. Funds and Accounts. 16 502. Improvement Fund. 16 503. Assessment Fund. 17 504. Administrative Expense Fund. 17 505. Redemption Fund. 18 506. Reserve Fund. 19 507. Investments. 19 508. Delinquency Resulting in Ultimate or Temporary Loss on Bonds. 21 ISSUANCE OF BONDS 22 Section 601. Authorization and Designation of Bonds. 22 Section 602. Denominations of Bonds. 23 Section 603. Interest Payment Date of Bonds. 23 Section 604. Form of Bonds. 23 Section 605. Application of Proceeds of the Sale of Bonds and of the Transfers. 30 670635.3\22337.0009 08/05/99 -1- 1 ARTICLE VII COVENANTS AND WARRANTY 30 Section 701. Warranty 30 Section 702. Covenants 30 ARTICLE VIII AMENDMENTS TO AGREEMENT 32 Section 801. Amendments Not Requiring Bondowner Consent 32 Section 802. Amendments Requiring Bondowner Consent. 33 Section 803. Notation of Bonds; Delivery of Amended Bonds. 34 ARTICLE IX FISCAL AGENT 34 Section Section Section Section Section Section ARTICLE X Section Section ARTICLE XI Section ARTICLE XII 901. Fiscal Agent. 34 902. Removal of Fiscal Agent. 35 903. Resignation of Fiscal Agent 35 904. Liability of Fiscal Agent. 35 905. Interested Transactions 37 906. Agents. 37 EVENTS OF DEFAULT; REMEDIES 37 1001. Event of Default. 37 1002. Remedies of Owners. 37 DEFEASANCE 38 1101. Defeasance. 38 MISCELLANEOUS 39 Section 1201. Section 1202. Section 1203. Section 1204. Section 1205. Section 1206. Section 1207. Section 1208. Section 1209. Section 1210. 670635.3\22337.0009 08/05/99 Cancellation of Bonds 39 Execution of Documents and Proof of Ownership. 39 Unclaimed Moneys 40 Provisions Constitute Contract; Successors 40 Further Assurances; Incontestability 41 Severability 41 General Authorization. 41 Liberal Construction. 41 Notice 41 Action on Next Business Day 41 -11- • S FISCAL AGENT AGREEMENT This Fiscal Agent Agreement, dated as of September 1, 1999 (the "Agreement"), is made and entered into by the City of Hermosa Beach (the "City"), a municipal corporation organized and existing under the laws of the State of California (the "State"), and U.S. Trust Company, N.A. (the "Fiscal Agent") in connection with Assessment District No. 97-2 (Loma Drive Utility Undergrounding) of the City (the "Assessment District"). WITNESSETH: WHEREAS, the City Council of the City of Hermosa Beach (the "City Council") has taken proceedings under the Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the "Code"), for the formation of Assessment District No. 97-2 (Loma Drive Utility Undergrounding) (the "Assessment District") and has confirmed an assessment, which assessment and a related diagram were recorded in the office of the Director of Public Works/City Engineer, acting as the Superintendent of Streets and Engineer of Work, and a notice of assessment, as prescribed in Section 3114 of the Code, has been recorded with the County Recorder of the County of Los Angeles, whereupon the assessment attached as a lien upon the property assessed within the Assessment District as provided in Section 3115 of the Code; and WHEREAS, it is necessary and desirable that the City sell bonds (the "Bonds") to be issued to represent the unpaid assessments; In consideration of the mutual covenants herein contained and for other valuable consideration, the parties hereto do hereby agree as follows: ARTICLE I DEFINITIONS Section 101. Definitions. Unless the context otherwise requires, the following terms shall have the following meanings: "1913 Act" means the Municipal Improvement Act of 1913, being Division 12 (commencing with Section 10000) of the California Streets and Highways Code. "1915 Act" means the Improvement Bond Act of 1915, being Division 10 (commencing with Section 8500) of the California Streets and Highways Code. "Administrative Expense Requirement" means an amount, not in excess of the aggregate maximum annual assessment for Administrative Expenses permitted to be levied within the Assessment District as set forth in the Engineer's Report, to be specified each year by the Treasurer to be used for Administrative Expenses. "Administrative Expenses" means the ordinary and necessary fees and expenses for determination of the Assessment and administering the levy and collection of the Assessment and 670635.3\22337.0009 08/05/99 • servicing, calling and redeeming the Bonds, including any or all of the following: the fees and expenses of the Fiscal Agent (including any fees or expenses of its counsel), the expenses of the City in carrying out its duties hereunder (including, but not limited to, annual audits and costs incurred in the levying and collection of the Assessment) including the fees and expenses of its counsel and all other costs and expenses of the City or the Fiscal Agent incurred in connection with the discharge of their respective duties hereunder and, in the case of the City, in any way related to the administration of the Assessment District. "Agreement" means this Fiscal Agent Agreement, as amended or supplemented pursuant to the terms hereof. "Assessment" or "Assessments" means the special assessments levied in the Assessment District in accordance with the 1913 Act and the Resolution of Intention, together with the net proceeds derived from any foreclosure proceedings and interest and penalties thereon. "Assessment District" means Assessment District No. 97-2 (Loma Drive Utility Undergrounding) of the City. "Assessment Installment" means the annual portion of the Assessment required to amortize the Bonds and pay the Administrative Expenses. "Authorized Investments" means, subject to applicable law, (1) Federal Securities; (2) an Investment Agreement, including GICs, acceptable to, and approved in writing by, the Treasurer; (3) taxable government money market portfolios rated in one of the two highest rating categories by Standard & Poor's Rating Services restricted to obligations with maturities of one year or less, insured or fully guaranteed as to the principal and interest thereon by the full faith and credit of the United States of America or by repurchase agreements collateralized by such obligations; (4) tax-exempt obligations, including tax exempt money market funds, rated at least "A" or higher by Standard & Poor's Rating Services and Moody's Investors Service; (5) commercial paper of "prime" quality of the highest ranking or of the highest letter and numerical rating as provided for by Moody's Investors Service and Standard & Poor's Rating Services, limited to issuing corporations that are organized and operating within the United States and having total assets in excess of five hundred million dollars ($500,000,000) and having an "A" or higher rating for such corporation's debt, other than commercial paper, as provided for by Moody's Investors Service and Standard & Poor's Rating Services and which may not exceed 180 days maturity nor represent more than 10% of the outstanding paper of an issuing corporation; (6) notes, bonds or other obligations which are at all times secured by a perfected first security interest in securities of the types listed by Section 53651 of the California Government Code as eligible securities for the purpose of securing local agency deposits or which are listed as an Authorized Investment under any of the clauses (1) through (5) of this definition (except those described in this clause (6)) and which have a market value, determined at least weekly, at least equal to 102% of the amount of principal and accrued interest on such obligation, which shall be placed by delivery into the custody of a trust company or the trust department of a bank which is not affiliated with the issuer of the secured obligation and which bank shall be responsible for making any market value determinations, and the security interest shall be perfected in accordance with the requirements of the Uniform Commercial Code or federal regulations applicable to the types of securities in which the security interest is granted; (7) any other investment in which funds of the City may be legally invested pursuant to Government Code Section 53635; (8) repurchase agreements secured by Federal 670635.3\22337.0009 08/05/99 2 • • Securities; and (9) time or demand deposits (including those of the Fiscal Agent or its affiliates) fully insured by the Federal Deposit Insurance Corporation or with institutions rated in one of the two highest rating categories by Moody's Investors Service or Standard & Poor's Rating Services. "Bond Counsel" means an attorney or a firm of attorneys, selected by the City, of nationally recognized standing in matters pertaining to the tax treatment of interest on bonds issued by states and their political subdivisions, duly admitted to the practice of law before the highest court of any state of the United States of America or the District of Columbia. "Bond Purchase Agreement" means the Bond Purchase Agreement authorized and executed by the City Manager as provided in the Resolution of Issuance. "Bond Register" means the books which the Fiscal Agent shall keep or cause to be kept pursuant to Section 304, on which the registration and transfer of the Bonds shall be recorded. "Bond Year" means the one year period or shorter period ending each year on June 1, or such other date as may be specified by the City in the Tax Certificate. "Bondowner" or "Owner" means the person or persons in whose name or names any Bond is registered as shown on the Bond Register. "Bonds" means the City of Hermosa Beach Assessment District No. 97-2 (Loma Drive Utility Undergrounding), Limited Obligation Improvement Bonds issued pursuant to the Resolution of Issuance. "Business Day" means any day of the year other than a Saturday, Sunday, a day on which the New York Stock Exchange is closed or any day on which the Fiscal Agent is not open for business. "Clerk" means the City Clerk of the City or his or her designee. "Closing Date" means the date of delivery of the Bonds by the City and payment therefor by the original purchaser thereof. "Code" means the Internal Revenue Code of 1986, as amended. "City" means the City of Hermosa Beach, California. "Council" or "City Council" means the City Council of the City of Hermosa Beach. "County" means the County of Los Angeles. "DTC" means The Depository Trust Company, New York, New York, and its successors and assigns. "DTC Participants" means securities brokers and dealers, banks, trust companies, clearing corporations and other organizations maintaining accounts with DTC. "Engineer's Report" means the report concerning the Assessment District prepared by Berryman & Henigar, as approved by the City Council on July 13, 1999 and on file with the City Clerk. 670635.3\22337.0009 08/05/99 3 • • "Federal Securities" means, subject to applicable law, United States Treasury notes, bonds, bills or certificates of indebtedness, including United States Treasury Obligations, State and Local Government Series ("SLGS") or other direct obligations issued by the United States Treasury for which the faith and credit of the United States are pledged for the payment of principal and interest; and obligations issued by banks for cooperatives, federal land banks, federal intermediate credit banks, federal home loan banks, the Federal Home Loan Bank Board, the Tennessee Valley Authority, or other federal agencies or United States Government-sponsored enterprises. "Fiscal Agent" means U.S. Trust Company, N.A., a national banking association duly organized and existing under and by virtue of the laws of the United States of America, or any other bank or trust company which may at any time be substituted in its place as provided in Sections 902 and 903 and any successor thereto. "Fiscal Year" means the twelve-month period terminating on June 30 of each year, or any other annual accounting period hereafter selected and designated by the City as its Fiscal Year in accordance with applicable law. "Improvements" means the following public improvements are proposed to be constructed and installed in the Loma Drive, 24th Street and 26th Street areas: 1. Removal of existing power and telephone poles. 2. Removal of overhead resident service drops. 3. Construction of mainline underground power and telephone conduit, with appurtenant manholes and pullboxes. 4. Construction of service conduit and appurtenances, all as shown in the Engineer's Report. The improvements will be designed by the Southern California Edison Company and GTE. Either Edison or the City will construct the improvements, and the City will inspect the work to ensure conformance to City standards and specifications where applicable. Once completed, the underground facilities will become the property and responsibility of Southern California Edison Company and GTE. "Independent Financial Consultant" means a financial consultant or firm of such consultants generally recognized to be well qualified in the financial consulting field, appointed and paid by the City and who, or each of whom: (1) is in fact independent and not under the domination of the City; (2) does not have any substantial interest, direct or indirect, with the City; and (3) is not connected with the City as a member, officer or employee of the City, but who may be regularly retained to make annual or other reports to the City. "Interest Payment Date" means each March 2 and September 2, commencing March 2, 2000. 670635.3\22337.0009 08/05/99 4 • • "Investment Agreement" means one or more agreements entered into between the Fiscal Agent, for the benefit of the City, and an entity or entities whose long term uninsured, unsecured and unguaranteed debt or claims -paying ability is rated as of the date of the Investment Agreement in either of the two highest categories (without regard to gradations of plus and minus within such categories) by Standard & Poor's Rating Services or Moody's Investors Service, or an agreement between the Fiscal Agent, for the benefit of the City, and an entity which is rated as of the date of the Investment Agreement in either of the two highest categories (without regard to gradations of plus and minus within such categories) by Standard & Poor's Rating Services or Moody's Investors Service. "Nonpurpose Investment" means Authorized Investments described as Nonpurpose Investments in the Tax Certificate. "Outstanding Bonds" or "Outstanding" means all Bonds theretofore issued by the City, except: (1) Bonds theretofore canceled or surrendered for cancellation in accordance with Section 1201 hereof; (2) Bonds for the payment or redemption of which moneys shall have been deposited in trust (whether upon or prior to the maturity or the redemption date of such Bonds), provided that, if such Bonds are to be redeemed prior to the maturity thereof, notice of such redemption shall have been given as provided in this Agreement; and (3) Bonds defeased pursuant to Sections 1101(b) or (c) hereof. "Owner" means, with respect to any Bond, the person shown as the owner thereof in the Bond Register. "Rebate Requirement" shall have the meaning ascribed to it in the Tax Certificate. "Record Date" means the fifteenth day of the month preceding an Interest Payment Date, whether or not such day is a Business Day. "Reserve Requirement" means, on each September 2°a (the calculation date) an amount equal to % of the net proceeds derived from the sale of the Bonds, less any amount withdrawn from the Reserve Fund of Assessments and prepaid as provided in Section 506 hereof. "Resolution of Intention" means Resolution No. 99-5991, adopted by the City Council of the City on May 11, 1999, stating the City's intention, among other things, to issue the Bonds. "Resolution of Issuance" means Resolution No. 99- , adopted by the City Council of the City on August 10, 1999, authorizing the issuance of the Bonds and approving the terms and provisions of this Agreement. "Serial Bonds" means the Bonds maturing on or prior to September 2, "Superintendent of Streets" means the Director of Public Works/City Engineer or his or her designee. 670635.3\22337.0009 OS/05/99 5 • • "Supplemental Fiscal Agent Agreement" or "Supplement" means any supplemental agreement amending or supplementing this Agreement. "Tax Certificate" means the Tax Certificate delivered upon the issuance of the Bonds. "Tax -Exempt" means, with reference to an Authorized Investment, as Authorized Investment described as a tax-exempt obligation in the Tax Certificate. "Term Bonds" means the Bonds maturing on September 2, 2023. "Treasurer" means the Treasurer of the City or his or her designee. "Yield on the Bonds" has the meaning as described in the Tax Certificate. O Section 102. Interpretation. (a) Unless the context otherwise indicates, words expressed in the singular shall include the plural, and vice versa and the use of the neuter, masculine, or feminine gender is for convenience only and shall be deemed to mean and include the neuter, masculine or feminine gender, as appropriate. (b) Headings of articles and sections herein and the table of contents hereof are solely for convenience of reference, do not constitute a part hereof and shall not affect the meaning, construction or effect hereof. Section 103. Equality of Bonds; Pledge of Assessments; No Obligation to Cure Deficiency. Pursuant to the 1913 Act, the 1915 Act and this Agreement, the Bonds shall be equally payable from the Assessments without priority for number, issue date, date of sale, date of execution or date of delivery, and the payment of the interest on and principal of the Bonds and any premiums upon the redemption thereof shall be exclusively paid from the Assessments and moneys on deposit in the Assessment Fund, Redemption Fund and the Reserve Fund which are hereby set aside for the payment of the Bonds. The Assessments and any interest earned on the funds established herein shall constitute a trust fund held for the benefit of the Owners of the Bonds to be applied to the payment of the interest on, premium, if any, and principal of the Bonds and so long as any of the Bonds remain Outstanding and shall not be used for any other purpose, except as permitted by the 1913 Act, the 1915 Act, this Agreement or any Supplemental Fiscal Agent Agreement. Nothing in this Agreement or any Supplemental Fiscal Agent Agreement shall preclude the redemption prior to maturity of any Bonds subject to call and redemption and payment of said Bonds from proceeds of refunding bonds issued under the Refunding Act of 1984 for 1915 Improvement Act Bonds or under any other law of the State of California. 670635.3\22337.0009 08/05,99 6 • • ARTICLE II AUTHORIZATION AND ISSUANCE OF BONDS Section 201. Assessments. The Assessments remaining unpaid, and the aggregate principal amount thereof, shall be determined by the Treasurer, and the Treasurer shall file a list of said Assessments in the office of the Clerk. For a particular description of the lots or parcels of land bearing the respective assessment numbers set forth in said unpaid list and upon which Assessments remain unpaid, severally and respectively, reference is hereby made to the Assessment and to the diagram recorded in the office of the Superintendent of Streets after confirmation by the City Council, the several lots or parcels of land represented by said assessment numbers being so numbered and designated upon said diagram and Assessment as so confirmed and recorded, severally and respectively, and to the Assessment approved and confirmed by resolution of the City, which is also recorded in the office of said Superintendent of Streets. Collection of the remaining Assessments shall cease in the event sufficient moneys are available to redeem the Bonds as provided in Section 506. Section 202. Type and Nature of Bonds; Limited Liability. Notwithstanding anything contained herein, in the Bonds, in the 1915 Act, any other provision of law, or in any of the resolutions adopted in connection with the proceedings for the Assessment District to the contrary, all Bonds authorized pursuant to this Agreement shall be a special obligation of the City, and the City shall not under any circumstances (including, without limitation, after any installment of principal or interest of any Assessment levied on any lot or parcel in the Assessment District becomes delinquent or after the City acquires title to any such lot or parcel whether through foreclosure or otherwise) be obligated to pay principal, premium, if any, or interest on the Bonds from any source whatsoever other than the Redemption Fund (including any transfers thereto from the Assessment Fund and Reserve Fund). Neither the City, the City Council, the officers or employees of the City, any person or entity acting for or on behalf of the City in connection with the issuance of the Bonds or in connection with the formation or operation of the Assessment District, nor any persons executing the Bonds, shall be liable personally on the Bonds or be subject to any personal liability for the Bonds or any personal liability or accountability whatsoever by reason of or in connection with the issuance of the Bonds or by reason of any act or acts or the failure or omission to take any act or acts (including, without limitation, a negligent act or omission) in connection with or related to the formation or operation of the Assessment District. THE CITY COUNCIL DETERMINED AND DECLARED IN THE RESOLUTION OF INTENTION THAT, PURSUANT TO SECTION 8769 OF THE 1915 ACT, THE CITY WILL NOT OBLIGATE ITSELF TO ADVANCE AVAILABLE FUNDS FROM THE TREASURY OF THE CITY TO CURE ANY DEFICIENCY WHICH MAY OCCUR IN THE REDEMPTION FUND. This determination, however, shall not prevent the City, in its sole discretion, from so advancing such funds. Section 203. Authorization and Purpose of Bonds. The Bonds shall be designated "City of Hermosa Beach Assessment District No. 97-2 (Loma Drive Utility Undergrounding), Limited Obligation Improvement Bonds" and shall be issued by the City under and pursuant to the 1915 Act and under and pursuant hereto in the aggregate principal amount equal to the aggregate amount of the 670635.3\22337.0009 08/05/99 7 -/7 • • unpaid Assessments determined by the Treasurer pursuant to Section 201. The designation of the Bonds shall include, in addition to the name "City of Hermosa Beach Assessment District No. 97- 2(Loma Drive Utility Undergrounding), Limited Obligation Improvement Bonds," such further appropriate particular designation added to or incorporated in the title for the Bonds as the City may determine or as shall be required by the 1915 Act; and each Bond shall bear upon its face the designation so determined. The Bonds may contain or have endorsed thereon such other descriptive provisions, specifications and words not inconsistent with the provisions hereof as may be desirable or necessary to comply with custom or the rules of any securities exchange or commission or brokerage board or otherwise as may be determined by the City prior to the delivery thereof. The primary purpose for which the Bonds are to be issued is to provide funds to pay the cost of the Improvements heretofore ordered by the City Council. ARTICLE III TERMS AND PROVISIONS OF BONDS Section 301. Terms of Bonds. (a) The interest on and principal of and redemption premiums, if any, on the Bonds shall be payable in lawful money of the United States of America at the office of the Fiscal Agent designated by the Fiscal Agent. Interest on the Bonds shall be calculated on the basis of a 360 -day year consisting of twelve 30 -day months. (b) All Bonds shall be initially issued in the form of a separate single certificated fully registered Bond for each maturity date. Upon initial issuance, the ownership of each Bond shall be registered in the Bond Register in the name of Cede & Co., as nominee of DTC. Except as provided in Subsection (d) hereof, all outstanding Bonds shall be registered in the Bond Register in the name of Cede & Co., as nominee of DTC. (c) With respect to Bonds registered in the Bond Register in the name of Cede & Co., as nominee of DTC, the City and the Fiscal Agent shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any other person of any notice with respect to the Bonds, including any notice of redemption, or (iii) the payment to any DTC Participant or any other person of any amount with respect to principal of, premium, if any, and interest on the Bonds. The City and the Fiscal Agent may treat and consider the person in whose name each Bond is registered in the Bond Register as the holder and absolute owner of such Bond for the purpose of payment of principal, premium, if any, and interest on such Bond, for the purpose of giving notices of redemption and other matters with respect to such Bond, for the purpose of registering transfers with respect to such Bond, and for all other purposes whatsoever. The Fiscal Agent shall pay all principal of, premium, if any, and interest on the Bonds only to or upon the order of the respective Owners or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to payment of principal of, premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. No person other than an Owner shall receive a certificated Bond evidencing the obligation of the City to make payments of principal, premium, if any, and interest pursuant to this Agreement. Upon delivery by DTC to the Fiscal Agent of written notice to the effect that DTC has determined to substitute a new nominee in 670635.3\22337.0009 08/05/99 8 • • place of Cede & Co., and subject to the provisions herein with respect to record dates, the word "Cede & Co." in this Agreement shall refer to such new nominee of DTC. (d) The delivery of a representation letter by the City and the Fiscal Agent shall not in any way limit the provisions of subsection (b) hereof or in any other way impose upon the City or the Fiscal Agent any obligation whatsoever with respect to persons having interests in the Bonds other than the Owners. The Fiscal Agent shall take all action necessary for all representations in the representation letter with respect to the Fiscal Agent to be complied with at all times. (e) (i) DTC may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and the Fiscal Agent and discharging its responsibilities with respect thereto under applicable law. (ii) The City, in its sole discretion and without the consent of any other person, may terminate the services of DTC with respect to the Bonds if the City determines that: (A) DTC is unable to discharge its responsibilities with respect to the Bonds, or (B) a continuation of the requirement that outstanding Bonds be registered in the Bond Register in the name of Cede & Co., or any other nominee of DTC, is not in the best interest of the Beneficial Owners of such Bonds. (iii) Upon the termination of the services of DTC with respect to the Bonds pursuant to subsection (d)(ii)(B) hereof, or upon the discontinuance or termination of the services of DTC with respect to the Bonds pursuant to subsection (d)(i) or subsection (d)(ii)(A) hereof after which no substitute securities depository willing to undertake the functions of DTC hereunder can be found which, in the opinion of the City, is willing and able to undertake such functions upon reasonable and customary terms, the City is obligated to deliver Bond certificates, as described in this Agreement and the Bonds shall no longer be restricted to being registered in the Bond Register in the name of Cede & Co. as nominee of DTC, but may be registered in whatever name or names DTC shall designate to the Fiscal Agent in writing, in accordance with the provisions of this Agreement. (f) Notwithstanding any other provisions of this Agreement to the contrary, as long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal or, premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, in the manner provided in the representation letter. (g) Each Bond shall bear interest from the Interest Payment Date next preceding its date of authentication and registration, unless (i) its date of authentication is after a Record Date and on or before the immediately succeeding Interest Payment Date, in which event the Bond shall bear interest from such Interest Payment Date or (ii) its date of authentication is before the close of business on the first Record Date, in which event the Bond shall bear interest from its dated date; provided, that if at the time of authentication of any Bond interest is then in default on the Outstanding Bonds, such Bonds shall bear interest from the Interest Payment Date to which interest has previously been paid or made available for payment on the Outstanding Bonds. 670635.3\22337.0009 08/05/99 9 • • Payment of interest on the Bonds due on or before the maturity or prior redemption thereof shall.be made only to the person whose name appears in the Bond Register as the registered owner thereof at the close of business on the Record Date, such interest to be paid by check mailed by first class mail on the Interest Payment Date to such registered owner at his address as it appears on such books or at such other address as he may have filed with the Fiscal Agent for that purpose. Payment of the principal of and redemption premiums, if any, on the Bonds shall be made by check only to the person whose name appears in the Bond Register as the registered owner thereof, such principal and redemption premiums, if any, to be paid only on the surrender of the Bonds at the office of the Fiscal Agent at maturity or on redemption prior to maturity. (h) The Bonds shall recite in substance that the interest on and principal of and redemption premiums, if any, on the Bonds are payable solely from the levy of the Assessments, that the Bonds are limited obligations of the City and that the City will not obligate itself to advance available funds from its treasury to cure any deficiency in the Redemption Fund. (i) From and after the issuance of the Bonds, the findings and determinations of the City Council shall be conclusive evidence of the existence of the facts so found and determined in any action or proceeding in any court in which the validity of such Bonds is at issue; and no bona fide purchaser of any of such Bonds shall be required to independently establish the existence of any fact or the performance of any condition or the taking of any proceeding required prior to such issuance or the application of the purchase price paid for such Bonds. The recital contained in the Bonds that the Bonds are issued under and pursuant to the 1915 Act and under and pursuant hereto shall be conclusive evidence of their validity and of the regularity of their issuance and all Bonds shall be incontestable from and after their issuance. Bonds shall be deemed to be issued, within the meaning hereof, whenever the definitive Bonds (or any temporary Bonds exchangeable therefor) have been delivered to the Purchaser thereof and the purchase price thereof received. Section 302. Execution and Authentication. The Bonds shall be signed on behalf of the City by the manual or facsimile signature of the Treasurer of the City and by the manual or facsimile signature of the Clerk in their capacity as officers of the City, and the seal of the City (or a facsimile thereof) shall be impressed, imprinted, engraved or otherwise reproduced thereon, and attested by the signature of the Clerk. In case any one or more of the officers who shall have signed or sealed any of the Bonds shall cease to be such officer before the Bonds so signed and sealed have been authenticated and delivered by the Fiscal Agent (including new Bonds delivered pursuant to the provisions hereof with reference to the transfer and exchange of Bonds or to lost, stolen, destroyed or mutilated Bonds), such Bonds shall nevertheless be valid and may be issued as if the person who signed or sealed such Bonds had not ceased to hold such office. Only such Bonds as shall bear thereon such certificate of authentication in the form set forth in Section 605 hereof shall be entitled to any right or benefit under this Agreement, and no Bond shall be valid or obligatory for any purpose until such certificate of authentication shall have been manually executed by the Fiscal Agent. Section 303. Registration, Exchange or Transfer. The registration of any Bond may, in accordance with its terms, be transferred upon the Bond Register by the person in whose name it is registered, in person or by his or her duly authorized attorney, upon surrender of such Bond for cancellation at the aforesaid office of the Fiscal Agent, accompanied by delivery of a written instrument 670635.3\22337.0009 08/05/99 10 • • of transfer in a form acceptable to the Fiscal Agent and duly executed by the Bondowner or his or her duly authorized attorney. Bonds may be exchanged at the aforesaid office of the Fiscal Agent for a like aggregate principal amount of Bonds of other authorized denominations of the same maturity. The Fiscal Agent will not charge the Owner for any new Bond issued upon any exchange or transfer, but shall require the Owner requesting such exchange or transfer to pay any tax or other governmental charge required to be paid with respect to such exchange or transfer. The cost of printing any Bonds and any services rendered or any expenses incurred by the Fiscal Agent in connection with any exchange or transfer shall be paid by the City as Administrative Expenses. Whenever any Bond or Bonds shall be surrendered for registration of transfer or exchange, the City shall execute, and the Fiscal Agent shall authenticate and deliver, a new Bond or Bonds of the same maturity for a like aggregate principal amount; provided, that the Fiscal Agent shall not be required to register transfers or make exchanges of Bonds (a) 15 days prior to the date established by the Fiscal Agent for selection of Bonds for redemption, or (b) with respect to a Bond after such Bond has been selected for redemption. Section 304. Bond Register. The Fiscal Agent will keep or cause to be kept, at its corporate trust office, sufficient books for the registration and transfer of the Bonds which shall at all times upon reasonable prior notice be open to inspection by the City; and, upon presentation for such purpose, the Fiscal Agent shall, under such reasonable regulations as it may prescribe, register or transfer or cause to be transferred on said Bond Register, Bonds as herein provided. The City and the Fiscal Agent may treat the Owner of any Bond whose name appears on the Bond Register as the absolute Owner of such Bond for any and all purposes, and the City and the Fiscal Agent shall not be affected by any notice to the contrary. The City and the Fiscal Agent may rely on the address of the Owner as it appears in the Bond Register for any and all purposes. It shall be the duty of the Bondowner to give written notice to the Fiscal Agent of any change in the Owner's address so that the Bond Register may be revised accordingly. Section 305. Mutilated, Lost, Destroyed or Stolen Bonds. If any Bond shall become mutilated, the City shall execute, and the Fiscal Agent shall authenticate and deliver, a new Bond of like tenor, date, maturity and principal amount in exchange and substitution for the Bond so mutilated, but only upon surrender to the Fiscal Agent of the Bond so mutilated. Every mutilated Bond so surrendered to the Fiscal Agent shall be handled in accordance with Section 1201 of this Agreement. If any Bond shall be lost, destroyed or stolen, evidence of such loss, destruction or theft may be submitted to the Fiscal Agent; and, if such evidence is satisfactory to the Fiscal Agent and, if indemnity satisfactory to the City and the Fiscal Agent shall be given, the City, at the expense of the Bondowner, shall execute and the Fiscal Agent shall authenticate and deliver, a new Bond of like tenor and maturity, numbered and dated as such Fiscal Agent shall determine in lieu of and in substitution for the Bond so lost, destroyed or stolen. Any Bond issued in lieu of any Bond alleged to be lost, destroyed or stolen shall be equally and proportionately entitled to the benefits hereof with all other Bonds issued hereunder. The Fiscal Agent shall not treat both the original Bond and any replacement Bond as being Outstanding Bonds for the purpose of determining the principal amount of Bonds which may be executed, authenticated and delivered or for the purpose of determining any percentage of Bonds Outstanding hereunder, but both the original and replacement bond shall be treated as one and the same. Notwithstanding any other provision of this Section, in lieu of delivering a new Bond to replace a Bond which has been mutilated, lost, destroyed or stolen, and which has matured or is about to 670635.3\22337.0009 08/05/99 11 • • mature, the Fiscal Agent may make payment with respect to such Bond upon receipt of indemnity satisfactory to it and the City. Section 306. Form of Bonds; Temporary Bonds. At the option of the City, the definitive Bonds may be printed from steel engraved or lithographic plates, and the Bonds and the certificate of authentication shall be substantially in the form provided in Section 604. Until definitive Bonds shall be prepared, the City may cause to be executed and delivered, in lieu of such definitive Bonds, temporary Bonds in typed, printed, lithographed or engraved form and in fully registered form, subject to the same provisions, limitations and conditions as are applicable in the case of definitive Bonds, except that they may be in any denominations authorized by the City. Until exchanged for definitive Bonds, any temporary Bonds shall be entitled and subject to the same benefits and provisions of this Agreement as definitive Bonds. If the City issues temporary Bonds, it will execute and furnish definitive Bonds without unnecessary delay and thereupon any temporary Bond may be surrendered to the Fiscal Agent at the aforesaid office, without expense to the Owner, in exchange for a definitive Bond of the same maturity, interest rate and principal amount in any authorized denomination. All temporary Bonds so surrendered shall be canceled by the Fiscal Agent and shall not be reissued. ARTICLE IV REDEMPTION OF BONDS Section 401. Privilege of Redemption of Bonds. (a) Sinking Fund Redemption. The Term Bonds maturing on September 2, are subject to mandatory sinking fund redemption, in part by lot, from sinking fund payments set forth in the following schedule commencing on September 2, and on September 2 in each year thereafter at a redemption price equal to the principal amount thereof to be redeemed (without premium), together with interest accrued thereon to the date fixed for redemption: Redemption Date Principal (September 2) Amount 1• t Final Maturity. provided, however, that if some but not all of the Term Bonds have been redeemed pursuant to subsection (b) below, the total amount of mandatory sinking fund payments to be made subsequent to such redemption shall be reduced in an amount equal to the principal amount of the Term Bonds so 670635.3\22337.0009 08/05/99 12 • redeemed by reducing each such future mandatory sinking fund payment on a pro rata basis (as nearly as practicable) in integral multiples of $5,000, as shall be designated pursuant to written notice filed by the City with the Fiscal Agent received by the Fiscal Agent prior to selection of Bonds for redemption. (b) Redemption. Any Bond may be redeemed in whole or in part in integral multiples of $5,000 on any Interest Payment Date, at the option of the City, upon thirty (30) days' notice to the Bondowner, from moneys on deposit with the Fiscal Agent at the following prices, expressed as a percentage of the principal amount of the Bonds called for redemption, together with accrued interest thereon to the date of redemption: 102% if redeemed on or before March 2, 2010; 101% if redeemed on September 2, 2010 or March 2, 2011; 100% if redeemed on September 2, 2011 or thereafter. Any Bond shall be redeemed in whole or in part in integral multiples of $5,000 on any Interest Payment Date from proceeds of refunding bonds issued pursuant to the Refunding Act of 1984 for 1915 Improvement Act Bonds, from prepayments of Assessments by property owners deposited in the Prepayment Account of the Redemption Fund, or from moneys in the Assessment Fund and designated by the Treasurer for such purpose pursuant to Section 503, upon thirty (30) days' written notice to the Bondowner and upon payment of the principal amount thereof and interest accrued thereon to the date of redemption, at the redemption prices shown above. Section 402. Selection of Bonds for Redemption. If less than all of the Outstanding Bonds are to be redeemed, the City shall designate the principal amount of Bonds of each maturity to be redeemed as provided for in the 1915 Act, and the Fiscal Agent shall select the particular Bonds to be redeemed from each maturity in said designated amount by lot in such manner as the Fiscal Agent may choose. The Fiscal Agent shall promptly notify the City in writing of the Bonds, or portions thereof, selected for redemption. In lieu, or partially in lieu, of such call and redemption, moneys deposited in the Prepayment Account of the Redemption Fund may be used to purchase Outstanding Bonds in the manner hereinafter provided. Purchases of Outstanding Bonds may be made by the City prior to the selection of Bonds for redemption by the Fiscal Agent, at public or private sale as and when and at such prices as the City may in its discretion determine, but only at prices (including brokerage or other expenses) of not more than par, plus the premium, if any, which would be payable with respect to such Bonds upon the redemption thereof, plus accrued interest, and any accrued interest payable upon the purchase of Bonds may be paid from the amount in the Interest Account of the Redemption Fund for payment of interest on the next following Interest Payment Date. The Fiscal Agent shall disburse moneys in the Prepayment Account for such purpose upon written direction of the City. Section 403. Notice of Redemption. When Bonds are to be called for redemption under Section 401 and the Fiscal Agent has received the required notice from the City, the Fiscal Agent shall give notice, in the name of the City, of the redemption of such Bonds. Such notice of redemption shall (a) specify the serial numbers and the maturity date or dates of the Bonds selected for redemption, except that where all the Bonds subject to redemption, or all the Bonds of one maturity, are to be redeemed, the serial numbers thereof need not be specified; (b) state the date fixed for redemption and for surrender of the Bonds to be redeemed; (c) state the redemption price; (d) state the place or places where the Bonds are to be surrendered for redemption; and (e) in the case of Bonds to be redeemed 670635.3\22337.0009 08/05/99 13 only in part, state the portion of such Bond which is to be redeemed. Such notice shall further state that on the date fixed for redemption, there shall become due and payable on each Bond or portion thereof called for redemption, the principal thereof, together with any premium, and interest accrued to the redemption date, and that from and after such date, interest thereon shall cease to accrue and be payable. At least thirty (30) days but no more than sixty (60) days prior to the redemption date, the Fiscal Agent shall mail a copy of such notice, by registered or certified mail, postage prepaid, to the respective Owners of Bonds selected for redemption at their addresses appearing on the Bond Register. The actual receipt by the Owner of any Bond of notice of such redemption shall not be a condition precedent thereto, and failure to receive such notice shall not affect the validity of the proceedings for the redemption of such Bonds, or the cessation of interest on the redemption date. A certificate by the Fiscal Agent that notice of such redemption has been given as herein provided shall be conclusive as against all parties. Notices of redemption of Bonds registered in the name of DTC's nominee will be mailed by the Fiscal Agent to DTC, or its nominee, and not to the owners of beneficial interests in the Bonds. Notice of redemption will be provided to such beneficial owners only in accordance with the procedures governing the DTC book -entry system. The Fiscal Agent shall take the following additional actions with respect to such notice of redemption provided that neither the failure to take such actions nor any defect in the action taken shall affect the validity of the proceedings for such redemption. On the date on which the notice to redemption is mailed to the Owners of the Bonds pursuant to the provisions above, such notice of redemption shall be given: (a) to each of the following securities depositories by (i) first class mail, postage prepaid, (ii) confirmed facsimile transmission, or (iii) overnight delivery service: (1) The Depository Trust Company 711 Stewart Avenue Garden City, New York 11530 Facsimile transmission: (516) 227-4039 or (516) 227-4190 (2) Midwest Securities Trust Company Capital Structures — Call Notification 440 South LaSalle Street Chicago, Illinois 60605 Facsimile transmission: (312) 663-2343 (3) Philadelphia Depository Trust Company Reorganization Division 1900 Market Street Philadelphia, Pennsylvania 19103 Facsimile transmission: (215) 496-5058 (b) to each of the following services by (i) first class mail, postage prepaid, or (ii) overnight delivery service,: 670635.3\22337.0009 08/05/99 14 • (1) Financial Information, Inc. Daily Called Bond Service 30 Montgomery Street, 10th Floor Jersey City, New Jersey 07302 (2) Interactive Data Corporation's Bond Service 22 Cortland Street New York, New York 10007 (3) Kenny Information Service's Called Bond Service 65 Broadway, 16th Floor New York, New York 10006 (4) Moody's Municipal Government 99 Church Street, 8th Floor New York, New York 10007 Attention: Municipal News Reports (5) Standard & Poor's Called Bond Service 25 Broadway, Third Floor New York, New York 10004 Section 404. Partial Redemption of Bonds. Upon surrender of any Bond to be redeemed in part only, the City shall execute and the Fiscal Agent shall authenticate and deliver to the Owner, at the expense of the City, a new Bond or Bonds of authorized denominations equal in aggregate principal amount to the unredeemed portion of the same interest rate and the same maturity. Section 405. Effect of Notice and Availability of Redemption Money. Notice of redemption having been duly given, as provided in Section 403, and the amount necessary for the redemption having been made available for that purpose and being available therefor on the date fixed for such redemption: (a) the Bonds, or portions thereof, designated for redemption shall, on the date fixed for redemption, become due and payable at the redemption price thereof as provided in this Agreement, anything in this Agreement or in the Bonds to the contrary notwithstanding; (b) upon presentation and surrender thereof at the corporate trust office of the Fiscal Agent, the redemption price of such Bonds shall be paid to the Owner thereof; (c) after the redemption date the Bonds or portions thereof so designated for redemption shall be deemed to be no longer Outstanding and such Bonds or portions thereof shall cease to bear further interest; and (d) after the date fixed for redemption no Owner of any of the Bonds or portions thereof so designated for redemption shall be entitled to any of the benefits of this Agreement, or to any 670635.3\22337.0009 08/05/99 15 • • other rights, except with respect to payment of the redemption price and interest accrued to the redemption date from the amounts so made available. ARTICLE V CREATION OF FUNDS AND ACCOUNTS; APPLICATION OF PROCEEDS AND ASSESSMENTS Section 501. Funds and Accounts. There are hereby created and established the following funds and accounts, which funds and accounts the City agrees and covenants to maintain with the Fiscal Agent so long as any Bonds are Outstanding hereunder, provided that the Improvement Fund and the Administrative Expense Fund shall be held by the Treasurer: (a) the Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Improvement Fund (the "Improvement Fund"); (b) the Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Assessment Fund (the "Assessment Fund"); (c) the Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Administrative Expense Fund (the "Administrative Expense Fund"); (d) the Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Redemption Fund (the "Redemption Fund"), in which there shall be established and created a Principal Account, an Interest Account and a Prepayment Account; and (e) the Assessment District No. 97-2 (Loma Drive Utility Undergrounding) Reserve Fund (the "Reserve Fund"). All moneys in such funds and accounts (other than the Improvement Fund and Administrative Expense Fund) shall be held by the Fiscal Agent hereunder and shall be accounted for separately and apart from all other accounts, funds, money or other resources of the City held by the Fiscal Agent and shall be allocated, applied and disbursed solely to the uses and purposes hereinafter set forth in this Article. All moneys in the Improvement Fund shall be held by the Treasurer hereunder and shall be accounted for separately and apart from all other accounts, funds, money or other resources of the City held by the Treasurer and shall be allocated, applied and disbursed solely to the uses and purposes hereinafter set forth in this Article. The Fiscal Agent may establish such additional funds, accounts or subaccounts of the funds or accounts listed above as it deems necessary or prudent to further its duties pursuant to this Agreement or any Supplemental Fiscal Agent Agreement and shall establish any additional funds, accounts or subaccounts which the City directs it to establish. Section 502. Improvement Fund. The Fiscal Agent shall transfer to the Treasurer for deposit into the Improvement Fund the amount specified in Section 605. The Treasurer shall pay the costs of issuing the Bonds and the costs of the Improvements from the Improvement Fund. Amounts on deposit in the Improvement Fund after the completion of the Improvements and the payment of all 670635.3\22337.0009 08/05/99 16 • claims with respect thereto shall be transferred to the Redemption Fund and applied by the Treasurer as a credit upon the Assessment in the manner provided in Section 10427.1 of the 1913 Act. Section 503. Assessment Fund. Upon receipt of Assessment Installments, the Treasurer shall transfer the Assessment Installments, less the Administrative Expense Requirement which the Treasurer shall deposit in the Administrative Expense Fund, to the Fiscal Agent for deposit to the Assessment Fund. On or prior to the first day of March and September of each year commencing, March 1, 2000, the Fiscal Agent is to then transfer moneys on deposit in the Assessment Fund in the amounts set forth in the following clauses, in the following order of priority, to: (a) the Interest Account of the Redemption Fund, an amount sufficient to make the Interest Payment on the next succeeding Interest Payment Date for the Bonds; (b) the Principal Account of the Redemption Fund, the amount needed to make the Principal Payment due on the following September 2 on the Outstanding Bonds; (c) the Reserve Fund, the amount needed to restore the Reserve Fund to the Reserve Requirement; and (d) any remaining portion of each apportionment shall remain in the Assessment Fund. Any moneys remaining in the Assessment Fund after the deposits described above shall be transferred by the Fiscal Agent, at the written direction of the City, and to the extent that there are sufficient moneys on deposit therein, to the Prepayment Account of the Redemption Fund and used to redeem Bonds as provided herein. To the extent that there are insufficient moneys to redeem Bonds, such moneys shall be used by the Fiscal Agent, at the direction of the City, as a credit against each of the unpaid Assessments in amounts equal to each parcel's share or portion thereof, of the total amount of Assessment. Upon provision for payment or redemption of all Bonds and after payment of any amounts due to the Fiscal Agent, all moneys remaining in the Assessment Fund shall be paid to the City. Section 504. Administrative Expense Fund. Upon receipt of the Assessment Installments, the Treasurer shall transfer the amounts designated as the Administrative Expense Requirement to the Administrative Expense Fund as provided in Section 503. The Fiscal Agent shall apply the moneys on deposit in the Administrative Expense Fund for payment of Administrative Expenses, as directed in writing by the Treasurer. Fees or charges incurred by the City or the Fiscal Agent in performance of their respective obligations hereunder shall be paid from the Administrative Expense Fund, except that the fees or charges payable to the County for enrolling the levy shall be retained by the County prior to making an apportionment pursuant to the provisions of Section 8682 of the 1915 Act and shall not be transferred to the Fiscal Agent or considered part of the apportionment. All fees or charges of the City and the Fiscal Agent shall be reimbursed or satisfied by the collection of such fees or charges or estimates thereof with the principal of and interest on the Assessment Installments due at the time of such collection. The amount of any such fees, charges or estimates thereof shall be apportioned pro -rata and 670635.3\22337.0009 08/05/99 17 -.27- • shall be collected with the same collection and enforcement procedures and with the same priority and effect as with respect to the collection of the principal of and interest on the Assessments. Section 505. Redemption Fund. The principal of and interest on the Bonds until maturity shall be paid by the Fiscal Agent from the Redemption Fund. At the maturity of the Bonds, and after all principal and interest then due on any Outstanding Bonds has been paid or provided for, moneys in the Redemption Fund shall be transferred to the Assessment Fund. (a) On or prior to the first day of March or September of each year, commencing March 1, 2000, the Fiscal Agent shall transfer to the Redemption Fund, Interest Account from the Assessment Fund an amount such that the balance in the Interest Account one day prior to each Interest Payment Date shall be equal to the installment of interest due on the Bonds on said Interest Payment Date. Moneys in the Interest Account shall be used for the payment of interest on the Bonds as the same becomes due. (b) On or prior to the first day of September of each year, commencing September 1, 1999, the Fiscal Agent shall transfer to the Redemption Fund, Principal Account from the Assessment Fund an amount up to the principal payment due on the Bonds on the following September 2nd. Moneys in the Principal Account shall be used as the same become due at maturity. (c) Any amounts remaining in the Redemption Fund, other than in the Prepayment Account, on September 15 of each year, after all principal and interest payments due on the prior September 2 have been paid, shall be transferred to the Assessment Fund. Prepayment Account. Moneys set aside in the Prepayment Account of the Redemption Fund shall be used solely for the purpose of redeeming Bonds and shall be applied on or after the redemption date to the payment of principal of and premium, if any, on the Bonds to be redeemed upon presentation and surrender of such Bonds. Upon receiving any prepayment of a Assessment, the City shall transfer such prepayment to the Fiscal Agent for deposit in the Prepayment Account, with written direction to the Fiscal Agent. Upon receipt of written instructions from the City, the Fiscal Agent shall transfer that portion, if any, of the prepayment representing accrued interest owing on the Bonds to the Interest Account of the Redemption Fund and that portion, if any, representing principal due on the Bonds on the next principal payment date to the Principal Account of the Redemption Fund, provided that no such transfer shall be made to the Principal Account if Bonds will be redeemed with such prepayment on an Interest Payment Date prior to the next principal payment date. The remaining portion of the prepayment is to be retained in the Prepayment Account and, when coupled with the moneys transferred from the Reserve Fund pursuant to Section 506 to the Prepayment Account, shall be used to redeem Bonds on the next Interest Payment Date for which proper notice pursuant to Section 403 can be given by the Fiscal Agent. If, after all of the Bonds have been redeemed and canceled or paid and canceled, there are moneys remaining in any account of the Redemption Fund, said moneys shall be transferred to the Assessment Fund, provided, that if said moneys are part of the proceeds of refunding bonds said moneys shall be transferred to the fund or account created for the payment of principal of and interest on such refunding bonds. 670635.3\22337.0009 08/05/99 18 -.2rr_ • • Section 506. Reserve Fund. The Fiscal Agent shall initially deposit into the Reserve Fund the amount specified in Section 605. Thereafter, the City shall provide sufficient funds to maintain the Reserve Requirement in the Reserve Fund at all times, but only from the sources described below. On or before each February 15 and August 15, the Fiscal Agent shall determine whether the amount on deposit in the Reserve Fund equals the Reserve Requirement and shall so certify to the City. Moneys in the Reserve Fund shall be used solely for the purpose of paying the principal of and interest on the Bonds when due in the event that the moneys in the Redemption Fund are insufficient therefor and to make rebate payments to the United States as required. The Fiscal Agent shall withdraw moneys as necessary from the Reserve Fund for deposit in the Redemption Fund on or before the first day of March and September of each year. In the event an Assessment is prepaid in whole or in part, the Assessment thus prepaid shall be reduced by an amount equal to that proportionate of the amount in the Reserve Fund at the time of said prepayment attributable to the amount of the Assessment prepaid, and the amount thus determined shall be transferred from the Reserve Fund to the Prepayment Account of the Redemption Fund. The City shall notify, or shall cause the Fiscal Agent to be notified, of such amounts to be transferred. In the event that moneys comprising (i) the Reserve Fund, (ii) the Redemption Fund, and (iii) the Assessment Fund are sufficient to retire all of the Outstanding Bonds plus accrued interest thereon, such moneys shall be transferred to the Redemption Fund for the Bonds and collection of the remaining Unpaid Assessments shall cease. All amounts remaining in the Reserve Fund in the year in which the last Assessment Installments become due and payable shall be credited toward said assessments as set forth below: On or prior to July 1st of the Fiscal Year next preceding the Fiscal Year in which the last unpaid Assessment Installment becomes due and payable, the City shall determine the amount remaining in the Reserve Fund, and shall declare such amount to be surplus and direct the Fiscal Agent as to the transfer of such amount in order that it may be credited in the manner set forth in Section 10427.1 of the 1913 Act; provided that if all or any part of such Assessments remain unpaid and are payable in installments, the amount apportioned to each parcel shall be credited against the last of such unpaid Assessment Installments and, if the amount apportioned to each parcel exceeds the amount of said last installment, then such excess shall be credited against the next to last of such Assessment Installments. Notwithstanding any provisions herein to the contrary, moneys in the Reserve Fund in excess of the Reserve Requirement shall be withdrawn from the Reserve Fund by the Fiscal Agent on or before each February 15 and August 15, and shall be transferred to the Assessment Fund and shall be used as provided in Section 503. Section 507. Investments. Moneys held in any of the funds and accounts under this Agreement shall be invested at the written direction of the Treasurer only in Authorized Investments which shall be deemed at all times to be a part of such funds and accounts. The Fiscal Agent shall provide monthly statements or reports, by the fifteenth day of each month, of the principal balances and investment earnings thereon in each fund and account maintained by the Fiscal Agent hereunder. 670635.3\22337.0009 08/05/99 19 s Authorized Investments shall be purchased at such prices as directed by the Treasurer in written directions (or telephonic directions confirmed in writing) delivered to the Fiscal Agent. Directions as to the purchase of all Authorized Investments shall be subject to the limitations set forth in Section 702(d), the limitations as to maturities hereinafter in this Section set forth and such additional limitations or requirements consistent with the foregoing as may be established by the Treasurer. Moneys in all funds and accounts except for the Reserve Fund shall be invested in Authorized Investments maturing, or with respect to which payments of principal and interest are scheduled or otherwise payable, not later than the date on which the Treasurer has estimated that such moneys will be required by the Fiscal Agent for the purposes specified in this Agreement. Moneys in the Reserve Fund shall be invested in Authorized Investments, not less than 50% of which must mature within six months and all of which must mature within one year; however, if such investments may be sold at par on the Business Day prior to each Interest Payment Date, 100% of the amount of the Reserve Fund may be invested therein. Authorized Investments purchased under a repurchase agreement may be deemed to mature on the date or dates on which the Fiscal Agent may deliver such Authorized Investments for repurchase under such agreement. All interest, profits and other income received from the investment of moneys in any fund or account established pursuant to this Agreement shall be retained therein. Notwithstanding anything to the contrary contained in this Section, an amount of interest received with respect to any Authorized Investment equal to the amount of accrued interest, if any, paid as part of the purchase price of such Authorized Investment shall be credited to the fund or account for the credit of which such Authorized Investment was acquired. For the purpose of determining the amount in any fund or account other than the Reserve Fund, all Authorized Investments credited to such fund or account shall be valued at the lower of the cost or the market value thereof, exclusive of accrued interest. Amounts in the Reserve Fund shall be valued at their fair market value at least semi-annually on or before February 15 and August 15 (or more frequently as may be requested by the Treasurer, but in no event more often than monthly). In making any such valuation, the Fiscal Agent may utilize nationally recognized securities valuation or pricing services available to it through its accounting system. The Fiscal Agent may rely on such valuations and shall not be responsible for the accuracy thereof. The Fiscal Agent or any of its affiliates may act as principal or agent in the making or disposing of any investment or as a sponsor, depository, manager for or advisor to any issuer of Authorized Investments. The Fiscal Agent shall sell or present for redemption, any Authorized Investment so purchased whenever it shall be necessary to provide moneys to meet any required payment, transfer, withdrawal or disbursement from the fund or account to which such Authorized Investment is credited, and, subject to the provisions of Section 904, the Fiscal Agent shall not be liable or responsible for any loss resulting from such investment, or any other investment made at the direction of the City or otherwise made in accordance with this Agreement. In the absence of written investment direction from the Treasurer received at least two Business Days prior to the maturity of an Authorized Investment, the Fiscal Agent shall invest solely in Authorized Investments set forth in subsection (3) of the definition thereof. 670635.3\22337.0009 08/05/99 20 The Fiscal Agent shall be entitled to rely conclusively upon the written instructions of the City directing investments in Authorized Investments as to the fact that each such investment is permitted by the laws of the State of California and is an Authorized Investment as required by this Agreement and shall not be required to make further investigation with respect thereto. With respect to any restrictions set forth in the list of Authorized Investments which embody legal conclusions (e.g., the existence, validity and perfection of security interests in collateral), the Fiscal Agent shall be entitled to rely conclusively on an opinion of counsel or upon a representation of the provider of such Authorized Investment obtained at the City's expense. Except as specifically provided in this Agreement, the Fiscal Agent shall not be liable to pay interest on any moneys received by it, but shall be liable only to account to the City for earnings derived from funds that have been invested. The City acknowledges that regulations of the Comptroller of the Currency grant the City the right to receive brokerage confirmation of security transactions to be effected by the Fiscal Agent hereunder as they occur. The City specifically waives the right to receive such notification to the extent permitted by applicable law and agrees that it will instead receive periodic cash transaction statements which include detail for the investment transactions effected by the Fiscal Agent hereunder; provided, however, that the City retains its right to receive brokerage confirmation on any investment transaction requested by the City. Section 508. Delinquency Resulting in Ultimate or Temporary Loss on Bonds. If a temporary deficiency occurs in the Redemption Fund with which to pay Bonds that have then matured, past due interest or the principal and interest on Bonds coming due during the current year, but it does not appear to the City Treasurer that there will be an ultimate loss to the Bond owners, the City Treasurer shall cause the Fiscal Agent to pay the principal of Bonds which have matured as presented and make interest payments on the Bonds when due, as long as there are available funds in the Redemption Fund, in the following order of priority: (1) All matured interest payments shall be made before the principal of any Bonds is paid. (2) Interest on Bonds of earlier maturity shall be paid before interest on Bonds of later maturity. (3) Within a single maturity, interest on lower -numbered Bonds shall be paid before interest on higher -numbered Bonds. (4) The principal of Bonds shall be paid in the order in which the Bonds are presented for payment. Any Bond which is presented but not paid shall be assigned a serial number according to the order of presentment and shall be returned to the Bond owner. When funds become available for the payment of any Bond which was not paid upon presentment, the City Treasurer shall cause the Fiscal Agent to notify the registered owner of such Bond by registered mail to present the Bond for payment. If the Bond is not presented for payment within ten days after the mailing of the notice, interest shall cease to run on the Bond. 670635.3\22337.0009 08/05/99 21 • If it appears to the City Treasurer that there is a danger of an ultimate loss accruing to the Bond owners for any reason, he or she is required pursuant to the 1915 Act to withhold payment on all matured Bonds and interest on all Bonds and report the facts to the City Council so that the City Council may take proper action to equitably protect all Bond owners. Upon the receipt of such notification from the City Treasurer, the City Council shall fix a date for a hearing upon such notice. At the hearing the City Council must determine whether in its judgment there will ultimately be insufficient money in the Redemption Fund to pay the principal of the unpaid Bonds and interest thereon. If the City Council determines that in its judgment there will ultimately be a shortage in the Redemption Fund to pay the principal of the unpaid Bonds and interest thereon (an "Ultimate Loss"), the City Council shall direct the City Treasurer to pay to the owners of all outstanding and unpaid Bonds such proportion thereof as the amount of funds on hand in the Redemption Fund bears to the total amount of the unpaid principal of the Bonds and interest which has accrued or will accrue thereon. Similar proportionate payments shall thereafter be made periodically as moneys come into the Redemption Fund. Upon the determination by the City Council that an Ultimate Loss will occur, the City Treasurer shall cause the Fiscal Agent to notify all Bond owners to surrender their Bonds to the City Treasurer for cancellation. Upon cancellation of the Bonds, the Bond owner shall be credited with the principal amount of the Bond so canceled. The City Treasurer shall then pay by warrant the proportionate amount of principal and accrued interest due on the Bonds of each Bond owner as may be available from time to time out of the money in the Redemption Fund. Interest shall cease on principal payments made from the date of such payment, but interest shall continue to accrue on the unpaid principal at the rate specified on the Bonds until payment thereof is made. No premiums shall be paid on payments of principal on Bonds made in advance of the maturity date thereon. If a Bond is not surrendered for registration and payment, the City Treasurer shall cause the Fiscal Agent to give notice to the Bond owner by registered mail, at the Bond owner's last address as shown on the registration books, of the amount available for payment. Interest on such amount shall cease as of ten days from the date of mailing of such notice. If the City Council determines that in its judgment there will not be an Ultimate Loss, it shall direct the City Treasurer to pay matured Bonds and interest as long as there is available money in the Redemption Fund. The priority of payments will be as set forth in the first paragraph hereof. ARTICLE VI ISSUANCE OF BONDS Section 601. Authorization and Designation of Bonds. The City has reviewed all proceedings heretofore taken relative to the authorization of the Bonds and has found, as a result of such review, and hereby finds and determines, that all acts, conditions and things required by law to exist, happen and be performed precedent to and in the issuance of the Bonds do exist, have happened and have been performed in due time, form and manner as required by the 1915 Act, and that the City is now authorized, pursuant to each and every requirement of the 1915 Act and hereof, to issue the Bonds upon the security of the Assessments in the aggregate principal amount described in the Bond Purchase Agreement and in the form and manner provided herein, which Bonds shall be entitled to the benefit, protection and security of the provisions hereof. 670635.3\22337.0009 08/05/99 22 • . Section 602. Denominations of Bonds. The Bonds shall be issued as fully registered Bonds in the denomination of $5,000 or any integral multiple thereof (except that one Bond of the first maturity may be in, or may include, the amount by which the aggregate principal amount of the Bonds exceeds the largest integral multiple of $5,000 included therein ). Section 603. Interest Payment Date of Bonds. The Bonds shall be dated their date of issuance and shall mature on September 2 of the years, and in the respective principal amounts set forth opposite such years, and shall bear interest at the respective rates per annum, set forth in the following table: Maturity Date Principal Interest (September 2) Amount Rate 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 (Term Bonds?) Section 604. Form of Bonds. The Bonds shall be in substantially the following form, the blanks to be filled in with appropriate words and figures, namely 670635.3\22337.0009 08/05/99 23 22 • • [FORM OF FACE OF BOND] UNITED STATES OF AMERICA STATE OF CALIFORNIA R- $. CITY OF HERMOSA BEACH ASSESSMENT DISTRICT NO. 97-2 (LOMA DRIVE UTILITY UNDERGROUNDING) LIMITED OBLIGATION IMPROVEMENT BOND INTEREST MATURITY BOND CUSIP RATE DATE DATE NUMBER September 2, , 1999 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: 00/100 DOLLARS Under and by virtue of the Improvement Bond Act of 1915, Division 10 (commencing with Section 8500) of the Califomia Streets and Highways Code (the "Act") and Resolution No. 99 - (the "Resolution of Issuance") adopted by the City Council of the City of Hermosa Beach (the "City") on the day of , 1999, the City will, out of the redemption fund for the payment of the bonds issued upon the unpaid portion of assessments made for the acquisition, work, and improvements more fully described in proceedings taken pursuant to Resolution No. 99-5991 (the "Resolution of Intention") adopted by the City Council of the City on the day of 1999, pay to the registered owner stated above, on the maturity date stated above, the principal sum stated above in lawful money of the United States of America, all as provided for in a Fiscal Agent Agreement dated as of , 1999 (the "Fiscal Agent Agreement"), by and between U.S. Trust Company, N.A., as fiscal agent (the "Fiscal Agent") and the City. In like manner, the City will pay interest on this bond from the Interest Payment Date (as defined below) next preceding the date on which this bond is authenticated, unless (i) its date of authentication is after the fifteenth day of the month preceding an Interest Payment Date (the "Record Date") and on or before the immediately succeeding Interest Payment Date, in which event the bond shall bear interest from such Interest Payment Date or (ii) its date of authentication is before the close of business on the first Record Date, in which event the bond shall bear interest from the date of this bond; provided, however, that if at the time of authentication of this bond, interest is in default, interest on this bond shall be payable from the last Interest Payment Date to which the interest has been paid or made available for payment. Such interest shall be payable on March 2 and September 2 of each year, commencing March 2, 2000 (each, an "Interest Payment Date"). 670635.3\22337.0009 08/05/99 24 • • Both the principal hereof and redemption premium hereon, if any, are payable at the office of the Fiscal Agent, and the interest hereon is payable by check mailed by first class mail, postage prepaid, on the Interest Payment Date to the owner hereof at the owner's address as it appears on the records of the Fiscal Agent or at such address as may have been filed with the Fiscal Agent for that purpose, at the close of business on the applicable Record Date. This bond will continue to bear interest after maturity at the rate above stated provided it is presented at maturity and payment hereof is refused upon the sole ground that there are not sufficient moneys in said redemption fund with which to pay the same. If it is not presented at maturity, interest hereon will run only until maturity. This bond shall not be entitled to any benefit under the Act or the Fiscal Agent Agreement or become valid or obligatory for any purpose, until the certificate of authentication and registration hereon endorsed shall have been manually signed by the Fiscal Agent. THE CITY HAS DECLARED AND DETERMINED IN THE RESOLUTION OF INTENTION THAT PURSUANT TO SECTION 8769 OF THE IMPROVEMENT BOND ACT OF 1915 IT WILL NOT OBLIGATE ITSELF TO ADVANCE AVAILABLE FUNDS FROM THE CITY TREASURY TO CURE ANY DEFICIENCY WHICH MAY OCCUR IN THE REDEMPTION FUND. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE CITY OF HERMOSA BEACH, THE STATE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE BONDS. THE BONDS ARE SPECIAL OBLIGATIONS OF THE CITY PAYABLE SOLELY FROM THE SOURCES DESCRIBED IN THE FISCAL AGENT AGREEMENT. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS BOND SET FORTH ON THE REVERSE HEREOF, WHICH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS IF FULLY SET FORTH AT THIS PLACE. 670635.3\22337.0009 08/05/99 25 3`" • • IN WITNESS WHEREOF, the City of Hermosa Beach has caused this bond to be signed in manual or facsimile form by the Treasurer of said City and attested to by the City Clerk, and has caused its corporate seal to be reproduced in manual or facsimile hereon, all as of the day of , 1999. CITY OF HERMOSA BEACH Treasurer [SEAL] AI IEST: City Clerk [FORM OF CERTIFICATE OF AUTHENTICATION AND REGISTRATION] This is one of the bonds described in the within -mentioned Fiscal Agent Agreement, which bond has been authenticated and registered on 670635.3\22337.0009 08/05/99 U.S. TRUST COMPANY, N.A., as Fiscal Agent By: Authorized Signatory 26 • • [FORM OF BACK OF BOND] This bond is one of several annual maturities of bonds of like date, tenor and effect, but differing in amounts, maturities and interest rates, issued by the City under the Act and the Fiscal Agent Agreement for the purpose of providing means for paying for the improvements described in the proceedings; and it is secured by the moneys in the redemption fund and by the unpaid portion of certain assessments made for the payment of those improvements, and, including principal and interest, is payable exclusively out of said fund. The Term Bonds maturing on September 2, are subject to mandatory sinking fund redemption, in part by lot, from sinking fund payments set forth in the following schedule commencing on September 2, and on September 2 in each year thereafter at a redemption price equal to the principal amount thereof to be redeemed (without premium), together with interest accrued thereon to the date fixed for redemption: Redemption Date Principal (September 2) Amount t Final Maturity. This bond or any portion of it in the amount of five thousand dollars ($5,000), or any integral multiple thereof, may be redeemed and paid in advance of maturity in whole or in part, at the option of the City, on any Interest Payment Date, by giving at least 30 days' notice by registered or certified mail to the registered owner hereof at the owner's address as it appears on the registration books of the Fiscal Agent, at the following prices expressed as a percentage of the principal amount called for redemption, together with accrued interest to the date of redemption: 102% if redeemed on or before March 2, 2010; 101% if redeemed on September 2, 2010 or March 2, 2011; 100% if redeemed on September 2, 2011 or thereafter. Any Bond may be redeemed in whole or in part in integral multiples of $5,000 on any Interest Payment Date from proceeds of refunding bonds issued pursuant to the Refunding Act of 1984 for 1915 Improvement Act Bonds, from prepayments of Assessments by property owners deposited in the Prepayment Account of the Redemption Fund, or from moneys in the Assessment Fund and designated by the Treasurer for such purpose, upon thirty (30) days' written notice to the Bondowner and upon 670635.3\22337.0009 08/05/99 27 • • payment of the principal amount thereof and interest accrued thereon to the date of redemption, at the redemption prices shown above. In lieu, or partially in lieu, of redeeming bonds, the City may purchase bonds at public or private sale to the extent provided in the Fiscal Agent Agreement. This bond is transferable by the registered owner hereof, in person or by the owner's attorney duly authorized in writing, at the office of the Fiscal Agent, subject to the terms and conditions provided in the Fiscal Agent Agreement, including the payment of certain charges, if any, upon surrender and cancellation of this bond. Upon such transfer a new registered bond or bonds of any authorized denomination or denominations, of the same maturity, for the same aggregate principal amount, will be issued to the transferee in exchange herefor. Bonds shall be registered only in the name of an individual (including joint owners), a corporation, a partnership, or a trust. Neither the City nor the Fiscal Agent shall be required to make such exchanges or to register such transfers of bonds (a) 15 days prior to the date established by the Fiscal Agent for selection of bonds for redemption, or (b) with respect to a bond after such bond has been selected for redemption. The City and the Fiscal Agent may treat the owner hereof, as shown on the bond register kept by the Fiscal Agent, as the absolute owner for all purposes; and the City and the Fiscal Agent shall not be affected by any notice to the contrary. The Fiscal Agent Agreement is incorporated by reference herein and by acceptance hereof the registered owner assents to said terms and conditions. This bond is subject to refunding pursuant to the procedures of the Refunding Act of 1984 for 1915 Improvement Act Bonds. 670635.3\22337.0009 OS/05/99 28 • • [FORM OF ASSIGNMENT] ASSIGNMENT For value received the undersigned do(es) hereby sell, assign and transfer unto TAX I.D. #: the within bond and doe(es) hereby irrevocably constitute and appoint attorney to transfer the same on the register of the Fiscal Agent with full power of substitution in the premises. Date: SIGNATURE GUARANTEED: NOTE: The signature(s) to this Assignment must correspond with the name(s) as written on the face of the within bond in every particular, without alteration or enlargement or any change whatsoever and the signature(s) must be guaranteed by an eligible guarantor. 670635.3\22337.0009 08/05/99 29 • Section 605. Application of Proceeds of the Sale of Bonds and of the Transfers. Proceeds from the sale of the Bonds shall be used as follows: (i) $ thereof shall be deposited by the Fiscal Agent into the Reserve Fund; and (ii) the remainder thereof shall be transferred by the Fiscal Agent to the Treasurer and deposited into the Improvement Fund. ARTICLE VII COVENANTS AND WARRANTY Section 701. Warranty. The City shall preserve and protect the security of the Bonds and the rights of the Owners against all claims and demands of all persons. Section 702. Covenants. So long as any of the Bonds are Outstanding and unpaid, the City makes the following covenants with the Owners under the provisions of the 1913 Act, the 1915 Act and this Agreement (to be performed by the City or its proper officers, agents or employees), which covenants are necessary, convenient and desirable to secure the Bonds and tend to make them more marketable; provided, however, that said covenants do not require the City to expend any funds or moneys other than the Assessments: (a) Punctual Payment Covenant Against Encumbrances. The City covenants that it will receive all Assessment Installments in trust and will, consistent with Section 503 hereof, deposit the Assessment Installments with the Fiscal Agent and the City shall have no beneficial right or interest in the amounts so deposited except as provided by this Agreement. All such Assessment Installments, whether received by the City in trust or deposited with the Fiscal Agent, all as herein provided, shall nevertheless be disbursed, allocated and applied solely to the uses and purposes herein set forth, and shall be accounted for separately and apart from all other money, funds, accounts or other resources of the City. The City covenants that it will duly and punctually pay or cause to be paid the principal of and interest on every Bond issued hereunder, together with the premium, if any, thereon on the date, at the place and in the manner set forth in the Bonds and in accordance with this Agreement to the extent Assessments and interest earnings transferred to the Redemption Fund are available therefor, and that the payments into the Redemption Fund and the Reserve Fund will be made, all in strict conformity with the terms of the Bonds and this Agreement, and that it will faithfully observe and perform all of the conditions, covenants and requirements of this Agreement and all Supplements and of the Bonds issued hereunder. If at any time the total balance in the Redemption Fund, the Assessment Fund and the Reserve Fund is sufficient to redeem all Outstanding Bonds pursuant to Section 401 hereof, the Treasurer may direct the Fiscal Agent to effect such redemption on the earliest date on which all Outstanding Bonds may be redeemed. The City will not mortgage or otherwise encumber, pledge or place any charge upon any of the Assessment Installments, and will not issue any obligation or security superior to the Bonds, payable in whole or in part from the unpaid Assessments. 670635.3\22337.0009 08/05/99 30 (b) Commence Foreclosure Proceedings. Assessment Installments 120 days after being delinquent following the close of the Fiscal Year. The City need not cause such proceedings if both (a) the aggregate amount of such delinquent Assessment Installments does not exceed the lesser of (i) five percent (5%) of the Assessment Installments posted to the tax roll for the preceding fiscal year, or (ii) $10,000; and (b) the balance on deposit in the Reserve Fund is not less than the Reserve Requirement. (c) Books and Accounts. The City will cause the Fiscal Agent to keep proper books of record and accounts, separate from all other records and accounts of the City, in which complete and correct entries shall be made of all transactions made by its Fiscal Agent hereunder. Such books of record and accounts shall at all times during business hours and upon reasonable prior notice be subject to the inspection of the City or of the Owners of not less than ten percent (10%) of the principal amount of the Bonds then Outstanding or their representatives authorized in writing. (d) Tax Covenants. Notwithstanding any other provision of this Agreement, absent an opinion of Bond Counsel that the exclusion from gross income of interest on the Bonds will not be adversely affected for federal income tax purposes by reason of the City's failure to do so, the City covenants to comply with all applicable requirements of the Code, necessary to preserve such exclusion from gross income and specifically covenants, without limiting the generality of the foregoing, as follows: Private Activity. The City will not take or omit to take any action or make any use of the proceeds of the Bonds or of any other moneys or property which would cause the Bonds to be "private activity bonds" within the meaning of Section 141 of the Code. Arbitrage. The City will make no use of the proceeds of the Improvement Bonds or of any other amounts or property, regardless of the source, or take or omit to take any action which would cause the Bonds to be "arbitrage bonds" within the meaning of Section 148 of the Code. Federal Guarantee. The City will make no use of the proceeds of the Bonds or take or omit to take any action that would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Code. Information Reporting. The City will take or cause to be taken all necessary action to comply with the informational reporting requirement of Section 149(e) of the Code. Miscellaneous. The City will take no action inconsistent with its expectations stated in the Tax Certificate and will comply with the covenants and requirements stated therein and incorporated by reference herein. Without limiting the generality of the foregoing, the City agrees that there shall be paid from time to time all amounts required to be rebated to the United States pursuant to Section 148(f) of the Code and any temporary, proposed or final Treasury Regulations as may be applicable to the Bonds from time to time. In particular, the City shall pay to the United States Treasury, (i) Not later than 60 days after the end of (A) the fifth Bond Year, and (B) each applicable fifth Bond Year thereafter, an amount equal to at least 90% of the Rebate Requirement calculated as of the end of such Bond Year; and 670635.3\22337.0009 08/05/99 31 • i (ii) Not later than 60 days after the payment of all the Bonds, an amount equal to 100% of the Rebate Requirement calculated as of the end of such applicable Bond Year, computed in accordance with Section 148(0 of the Code. This covenant shall survive payment in full or defeasance of the Bonds. The Fiscal Agent shall comply with the instructions of the City given in accordance with the Tax Certificate and such compliance shall be deemed conclusive evidence of satisfaction of any obligations in connection with such Tax Certificate. (e) Collection of the Administrative Expense Requirements. The City covenants that it will collect annually an amount specified by the Treasurer to be the Administrative Expense Requirement, which amount will be expressed as a percentage of the annual levy of Assessment Installments, to pay for Administrative Expenses. The Administrative Expense Requirement so collected shall not exceed the amount specified in the Engineer's Report. Section 703. Continuing Disclosure Agreement. The City hereby covenants and agrees that it will comply with and carry out all of its obligations under the Continuing Disclosure Agreement to be executed and delivered by the City in connection with the issuance of the Bonds. Notwithstanding any other provision of this Fiscal Agent Agreement, failure of the City to comply with the Continuing Disclosure Agreement shall not be considered an Event of Default; however, any Owner or Beneficial Owner may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the City to comply with its obligations under this Section 703. For purposes of this Section, `Beneficial Owner" means any person which has or shares the power, directly or indirectly, to make investment decisions concerning ownership of any Bonds (including persons holding Bonds through nominees, depositories or other intermediaries). ARTICLE VIII AMENDMENTS TO AGREEMENT Section 801. Amendments Not Requiring Bondowner Consent. The City may from time to time, and at any time, without notice to or consent of any of the Bondholders, adopt Supplements hereto for any of the following purposes: (a) to cure any ambiguity or to correct or supplement any provisions herein provided that such action shall not materially adversely affect the interests of the Bondowners; (b) to add to the covenants and agreements of, and the limitations and the restrictions upon, the City contained in this Agreement, other covenants, agreements, limitations and restrictions to be observed by the City which are not contrary to or inconsistent with this Agreement as theretofore in effect; (c) to modify, amend or supplement this Agreement in such manner as to permit the qualification hereof under the Trust Indenture Act of 1939, as amended, or any similar federal statute hereafter in effect, and to add such other terms, conditions and provisions as may be permitted by said act or similar federal statute, and which shall not, materially adversely affect the interests of the Owners of the Bonds; or 670635.3\22337.0009 08/05/99 32 //2- • • (d) to modify, alter, amend or supplement this Agreement in any other respect which is not materially adverse to the Bondowners. Section 802. Amendments Requiring Bondowner Consent. Exclusive of the Supplements described in Section 801, the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding shall have the right to consent to and approve such Supplements as shall be deemed necessary or desirable by the City for the purpose of waiving, modifying, altering, amending, adding to or rescinding, in any particular, any of the terms or provisions contained in this Agreement; provided, however, that nothing herein shall permit, or be construed as permitting, (a) an extension of the maturity date of the principal, or the payment date of interest on, any Bond, (b) a reduction in the principal amount of, or redemption premium on, any Bond or the rate of interest thereon, (c) a preference or priority of any Bond or Bonds over any other Bond or Bonds, or (d) a reduction in the aggregate principal amount of the Bonds the Owners of which are required to consent to such Supplement without the consent of the Owners of all the Bonds then Outstanding. If at any time the City shall desire to enter into a Supplement, which pursuant to the terms of this Section shall require the consent of the Bondowners, the City shall so notify the Fiscal Agent and shall deliver to the Fiscal Agent a copy of the proposed Supplement. The Fiscal Agent shall, at the expense of the City, cause notice of the proposed Supplement to be mailed, by first class mail postage prepaid, to all Bondowners and their addresses as they appear in the Bond Register. Such notice shall briefly set forth the nature of the proposed Supplement and shall state that a copy thereof is on file at the office of the Superintendent of Streets for inspection by all Bondowners. The failure of any Bondowners to receive such notice shall not affect the validity of such Supplement when consented to and approved by the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding as required by this Section. Whenever at any time within one year after the date of the first mailing of such notice the Fiscal Agent shall receive an instrument or instruments purporting to be executed by the Owners of not less than a majority in aggregate principal amount of the Bonds then Outstanding, which instrument or instruments shall refer to the proposed Supplement described in such notice, and shall specifically consent to and approve the Supplement substantially in the form of the copy referred to in such notice as on file with the Superintendent of Streets, such proposed Supplement, when duly executed by the City, shall thereafter become a part of the proceedings for the issuance of the Bonds. In determining whether the Owners of a majority of the aggregate principal amount of the Bonds have consented to the adoption of any Supplement, Bonds which are owned by the City or by any person directly or indirectly controlling or controlled by or under the direct or indirect common control with the City, shall be disregarded and shall be treated as though they were not Outstanding for the purpose of any such determination. Upon request, the City shall designate to the Fiscal Agent those Bonds disqualified by this Section 802. Upon the execution and delivery by the City and the Fiscal Agent of any Supplement and the receipt of consent to any such Supplement from the Owners of not less than a majority in aggregate principal amount of Bonds Outstanding in instances where such consent is required pursuant to the provisions of this Section, this Agreement shall be, and shall be deemed to be, modified and amended in accordance therewith, and the respective rights, duties and obligations under this Agreement of the City, the Fiscal Agent and all Owners of Bonds then Outstanding shall thereafter be determined, exercised and enforced hereunder, subject in all respects to such modifications and amendments. 670635.3\22337.0009 08/05/99 33 -2/3- • No Supplement pursuant to either Section 801 or Section 802 shall modify or amend any of the rights or obligations of the Fiscal Agent without its written consent thereto. The Fiscal Agent may obtain an opinion of counsel that any such Supplement complies with the provisions of this Article VIII and the Fiscal Agent may conclusively rely upon such opinion. Section 803. Notation of Bonds; Delivery of Amended Bonds. After the effective date of any action taken as hereinabove provided, the City may determine that the Bonds may bear a notation, by endorsement in form approved by the City, as to such action, and in that case upon demand of the Owner of any Bond Outstanding at such effective date and presentation of his Bond for the purpose at the office of the Fiscal Agent, a suitable notation as to such action shall be made on such Bonds. If the City shall so determine, new Bonds so modified as, in the opinion of the City, shall be necessary to conform to such action shall be prepared and executed, and in that case upon demand of the Owner of any Bond Outstanding at such effective date such new Bonds shall be exchanged at the office of the Fiscal Agent without cost to each Owner, for Bonds then Outstanding, upon surrender of such Outstanding Bonds. ARTICLE IX FISCAL AGENT Section 901. Fiscal Agent. U.S. Trust Company, N.A. is hereby appointed Fiscal Agent for the City for the purpose of receiving all money which the City is required to deposit with the Fiscal Agent hereunder and to allocate, use and apply the same as provided in this Agreement. The Fiscal Agent is hereby authorized to and shall mail by first-class mail, postage prepaid, interest payments to the Bondowners, select Bonds for redemption, and maintain the Bond Register. The Fiscal Agent is hereby authorized to pay the principal of and premium, if any, on the Bonds when the same are duly presented to it for payment at maturity or upon redemption, to provide for the registration of transfer and exchange of Bonds presented to it for such purposes, to provide for the cancellation of Bonds, and to provide for the authentication of Bonds, and shall perform all other duties assigned to or imposed on it as provided in this Agreement. The Fiscal Agent shall keep accurate records of all funds administered by it and all Bonds paid and discharged by it. The Fiscal Agent is hereby authorized to pay the Bonds when duly presented for payment at maturity, or on redemption prior to maturity. The Fiscal Agent shall cancel all Bonds upon payment thereof or upon the surrender thereof by the City pursuant to Section 1201 hereof. The Fiscal Agent shall keep accurate records of all Bonds paid and discharged and canceled by it. The Fiscal Agent shall supply information regarding investments made under Article V at the written request of the City including: (i) purchase date, (ii) purchase price, (iii) any accrued interest paid, (iv) face amount, (v) coupon rate, (vi) periodicity of interest payments, (vii) disposition price, (viii) any accrued interest, received, and (ix) disposition date. In the event a Nonpurpose Investment is subject to a receipt of bids, the City shall maintain a record of all information establishing fair market value on the date such investment became a Nonpurpose Investment. Such detailed record keeping is required for the calculation of the Rebate Requirement which shall be performed by the City and, in part, will require a determination of the difference between the actual aggregate earnings of all Nonpurpose Investments and the amount of such earnings assuming a rate of return equal to the Yield on the Bonds. 670635.3\22337.0009 08/05/99 34 • • The City shall from time to time, subject to any agreement between the City and the Fiscal Agent then in force, pay to the Fiscal Agent compensation for its services, reimburse the Fiscal Agent for all its advances and expenditures, including, but not limited to, advances to and fees and expenses of independent accountants, counsel, agents, receiver and engineers or other experts employed by it in the exercise and performance of its powers and duties hereunder, and indemnify, defend and save the Fiscal Agent harmless against any losses, costs, expenses or liabilities, including reasonable fees and expenses of its attorneys (including the allocated costs and disbursements of in-house counsel, to the extent such services are not redundant with those provided by outside counsel), not arising from its own negligence or willful misconduct which it may incur in the exercise and performance of its powers and duties hereunder, which indemnity shall survive discharge of the Bonds. All amounts owed by the City to the Fiscal Agent shall constitute Administrative Expenses. Any bank or trust company into which the Fiscal Agent may be merged or converted or with which either of them may be consolidated or any bank or trust company resulting from any merger, conversion or consolidation to which it shall be a party or any bank or trust company to which the Fiscal Agent may sell or transfer all or substantially all of its corporate trust business, provided such bank or trust company shall be eligible under Section 902, shall be the successor to such Fiscal Agent without the execution or filing of any paper or any further act, anything herein to the contrary notwithstanding. Section 902. Removal of Fiscal Agent. The City may in the absence of an event of default at any time, in the exercise of its sole discretion, upon thirty (30) days prior written notice to the Fiscal Agent, remove the Fiscal Agent initially appointed, and any successor thereto, and may appoint a successor or successors thereto; provided that any such successor shall be a bank or trust company doing business and having a principal office in Los Angeles or San Francisco, California, having a combined capital (exclusive of borrowed capital) and surplus (or whose parent or holding company has a combined capital (exclusive of borrowed capital) and surplus) of at least fifty million dollars ($50,000,000), and subject to supervision or examination by federal or state authority. If such bank or trust company publishes a report of condition at least annually, pursuant to law or to the requirements of any supervising or examining authority above referred to, then for the purposes of this section the combined capital and surplus shall be as set forth in its most recent report of condition so published. The City shall notify the bondholders in writing of any such removal of the Fiscal Agent and appointment of a successor thereto. Section 903. Resignation of Fiscal Agent. The Fiscal Agent may at any time resign by giving written notice to the City. Upon receiving such notice of resignation, the City shall promptly appoint a successor Fiscal Agent by an instrument in writing; provided, however, that in the event that the City does not appoint a successor Fiscal Agent within thirty (30) days following receipt of such notice of resignation, the resigning Fiscal Agent may petition an appropriate court having jurisdiction to appoint a successor Fiscal Agent. Any resignation or removal of the Fiscal Agent and appointment of a successor Fiscal Agent shall become effective only upon the written acceptance of appointment by the successor Fiscal Agent, and notice to the Bondholders of the Fiscal Agent's identity and address. Section 904. Liability of Fiscal Agent. The recitals of fact and all promises, covenants and agreements contained herein and in the bonds shall be taken as statements, promises, covenants and agreements of the City, and the Fiscal Agent assumes no responsibility for the correctness of the same and makes no representations as to the validity or sufficiency of this Agreement or of the Bonds or the 670635.3\22337.0009 08/05/99 35 - 2/5- • • tax status of the interest thereon, and shall incur no responsibility in respect thereof other than in connection with its duties or obligations herein or in the Bonds or in the certificate of authentication assigned to or imposed upon the Fiscal Agent. The Fiscal Agent shall have no duties or obligations other than as specifically set forth herein and no implied duties, covenants or obligations shall be read into this Agreement against the Fiscal Agent. The Fiscal Agent shall be under no responsibility or duty with respect to the issuance of the Bonds for value. The Fiscal Agent shall not be liable in connection with the performance of its duties hereunder, except for its own negligence or willful misconduct. Absent negligence or willful misconduct, the Fiscal Agent shall not be liable for an error of judgment. The Fiscal Agent shall have no liability or obligation to the Bond Owners with respect to the payment of debt service by the City or with respect to the observance or performance by the City of the other conditions, covenants and terms contained in this Agreement, or with respect to the investment of any moneys in any fund or account established, held or maintained by the City pursuant to this Agreement or otherwise. The Fiscal Agent shall be protected in acting upon any notice, resolution, request, consent, order, certificate, report, bond or other paper or documents believed by it to be genuine and to have been signed or presented by the proper party or parties. The Fiscal Agent may consult with counsel, who may be counsel to the City, with regard to legal questions, and the opinion or advice of such counsel shall be full and complete authorization and protection in respect of any action taken or suffered hereunder and in accordance therewith. The Fiscal Agent shall not be bound to recognize any person as the Owner of a Bond unless and until such Bond is submitted for inspection, if required, and his title thereto satisfactorily established, if disputed. Whenever in the administration of its duties under this Agreement the Fiscal Agent shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of willful misconduct on the part of the Fiscal Agent, be deemed to be conclusively proved and established by a written certificate of the City, and such certificate shall be full warrant to the Fiscal Agent for any action taken or suffered under the provisions of this Agreement upon the faith thereof, but in its discretion the Fiscal Agent may, in lieu thereof, accept other evidence of such matter or may require such additional evidence as to it may seem reasonable. The Fiscal Agent shall have no duty or obligations whatsoever to enforce the collection of Assessments or other funds to be deposited with it hereunder, or as to the correctness of any amounts received, but its liability shall be limited to the proper accounting for such funds as it shall actually receive. The Fiscal Agent shall have no duty or obligation to monitor the City's compliance with the 1913 Act or the 1915 Act. No provision in this Agreement shall require the Fiscal Agent to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it. The Fiscal Agent shall be entitled to interest on all amounts advanced by it at the maximum rate permitted by law. 670635.3\22337.0009 08/05/99 36 • • The Fiscal Agent shall have no responsibility, opinion or liability with respect to any information, statement or recital in any official statement or other disclosure material prepared or distributed with respect to the issuance of the Bonds. All protections extended to the Fiscal Agent shall also extend to its officers, directors, employees and agents. The Fiscal Agent's rights to indemnification hereunder and to payment of its fees and expenses shall survive its resignation or removal and the final payment or defeasance of the Bonds. The Fiscal Agent makes no covenant, representation or warranty concerning the current or future tax status of interest on the Bonds. Section 905. Interested Transactions. The Fiscal Agent and its officers and employees may acquire and hold Bonds with the same effect as if it were not Fiscal Agent. The Fiscal Agent, either as principal or agent, may engage in or be interested in any financial or other transaction with the City. Section 906. Agents. The Fiscal Agent may execute any of its trusts or powers or perform its duties through attorneys, agents or receivers and the Fiscal Agent shall not be answerable for the default or misconduct of any such attorney, agent or receiver selected by it with reasonable care. ARTICLE X EVENTS OF DEFAULT; REMEDIES Section 1001. Event of Default. Any one or more of the following events shall constitute an "event of default": (a) Default in the due and punctual payment of the principal of or redemption premium, if any, on any Bond when and as the same shall become due and payable, whether at maturity as therein expressed or from mandatory redemption; (b) Default in the due and punctual payment of the interest on any Bond when and as the same shall become due and payable; or (c) Default by the City in the observance of any of the agreements, conditions or covenants on its part in this Agreement or in the Bonds contained, and the continuation of such default for a period of thirty (30) days after the City shall have been given notice in writing of such default by the Fiscal Agent or any Owner, provided that if within thirty (30) days the City has commenced curing of the default and diligently pursues elimination thereof, such period shall be extended to permit such default to be eliminated. Section 1002. Remedies of Owners. Following the occurrence of an event of default, any Owner shall have the right for the equal benefit and protection of all Owners similarly situated: (a) By mandamus or other suit or proceeding at law or in equity to enforce his or her rights against the City and any of the members, officers and employees of the City, and to compel 670635.3\22337.0009 08/05/99 37 /r� • • the City or any such members, officers or employees to perform and carry out their duties under the 1913 Act or the 1915 Act and their agreements with the Owners as provided in this Agreement; (b) By suit in equity to enjoin any actions or things which are unlawful or violate the rights of the Owners; or (c) By a suit in equity to require the City and its members, officers and employees to account as the trustee of an express trust. Nothing in this article or in any other provisions of this Agreement, or in the Bonds, shall affect or impair the obligation of the City, which is absolute and unconditional, to pay the interest on and principal of the Bonds to the respective owners of the Bonds at the respective dates of maturity, as herein provided, out of the Assessments pledged for such payment, or affect or impair the right of action, which is also absolute and unconditional, of such Owners to institute suit to enforce such payment by virtue of the contract embodied in the Bonds and in this Agreement. A waiver of any default of breach of duty or contract by any Owner shall not affect any subsequent default or breach of duty or contract, or impair any rights or remedies on any such subsequent default or breach. No delay or omission by any Owner to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or an acquiescence therein, and every power and remedy conferred upon the Owners by the 1913 Act or the 1915 Act or by this article may be enforced and exercised from time to time and as often as shall be deemed expedient by the Owners. If any suit, action or proceeding to enforce any right or exercise any remedy is abandoned or determined adversely to the Owners, the City and the Owners shall be restored to their former positions, rights and remedies as if such suit, action or proceeding had not been brought or taken. No remedy herein conferred upon or reserved to the Owners is intended to be exclusive of any other remedy. Every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing, at law or in equity or by statute or otherwise, and may be exercised without exhausting and without regard to any other remedy conferred by the 1913 Act, the 1915 Act or any other law. In no event shall the Fiscal Agent have any responsibility to cure or cause the City or any other person or entity to cure an Event of Default hereunder. ARTICLE XI DEFEASANCE Section 1101. Defeasance. If the City shall pay or cause to be paid, or there shall otherwise be paid, to the Owners of any Outstanding Bonds the interest due thereon and the principal thereof, at the times and in the manner stipulated therein and in this Agreement, then the Owners of such Bonds shall cease to be entitled to the pledge of Assessments, and all covenants, agreements and other obligations of the City to the Owners of such Bonds under this Agreement shall thereupon cease, terminate and become void and be discharged and satisfied. In such event, the Fiscal Agent shall execute and deliver to the City all such instruments as may be desirable to evidence such discharge and satisfaction, and the Fiscal Agent shall pay over or deliver to the City after payment of any amounts due 670635.3\22337.0009 08/05/99 38 • • the Fiscal Agent hereunder all money or securities held by them pursuant to this Agreement which are not required for the payment of the interest due on, and the principal of, such Bonds. Any Outstanding Bond shall be deemed to have been paid within the meaning expressed in the first paragraph of this Section if such Bond is paid in any one or more of the following ways: (a) by paying or causing to be paid the principal of and interest with respect to such Bond, as and when the same become due and payable; (b) by depositing with the Fiscal Agent, in trust, at or before maturity, money which, together with the amounts then on deposit in the Assessment Fund, the Reserve Fund and the Redemption Fund, is fully sufficient to pay the principal of, premium and interest on all Bonds Outstanding as and when the same shall become due and payable; or (c) by depositing with the Fiscal Agent, in trust, Federal Securities in such amount as an Independent Financial Consultant shall determine will, together with the interest to accrue thereon and moneys then on deposit in the Assessment Fund, the Bond Reserve Fund and the Redemption Fund, together with the interest to accrue thereon without further investment, be fully sufficient to pay and discharge the principal of, premium, if any, and interest on all Bonds Outstanding as and when the same shall become due and payable; then, notwithstanding that any Bonds shall not have been surrendered for payment, all obligations of the City under this Agreement with respect to all Outstanding Bonds shall cease and terminate, except for the obligation of the Fiscal Agent to pay or cause to be paid to the Owners of the Bonds not so surrendered and paid, all sums due thereon from funds provided to it by the City. Any money or securities deposited with the Fiscal Agent to defease the Bonds shall be accompanied by a certificate of a certified public accountant confirming the accuracy of the calculations establishing the sufficiency of such deposit, and an opinion of Bond Counsel that the deposit of such money or securities will not impair the exclusion from gross income or federal income tax purposes of interest on the Bonds. Any funds held by the Fiscal Agent at the time of payment or defeasance of the Bonds, which are not required for the purpose above mentioned, or for payment of amounts due the Fiscal Agent hereunder shall be paid over to the City. ARTICLE XII MISCELLANEOUS Section 1201. Cancellation of Bonds. All Bonds surrendered to the Fiscal Agent for payment upon maturity or for redemption shall upon payment therefor, and any Bond purchased by the City as authorized herein shall be, cancelled forthwith and shall not be reissued. The Fiscal Agent shall destroy such Bonds as provided by law and furnish to the City a certificate of destruction. Section 1202. Execution of Documents and Proof of Ownership. Any request, direction, consent, revocation of consent, or other instrument in writing required or permitted by this Agreement to be signed or executed by Bondowners may be in any number of concurrent instruments of similar tenor, may be signed or executed by such Owners in person or by their attorneys appointed by an instrument in writing for that purpose, or by the commercial bank, trust company or other depository for such Bonds. Proof of the execution of any such instrument, or of any instrument appointing any such attorney, and of the ownership of Bonds shall be sufficient for the purposes of this Agreement (except as otherwise herein provided), if made in the following manner: 670635.3\22337.0009 08/05/99 39 • • (a) The fact and date of the execution by any Owner or his or her attorney of any such instrument and of any instrument appointing any such attorney, may be proved by a signature guarantee of any commercial bank or trust company located within the United States of America. Where any such instrument is executed by an officer of a corporation or association or a member of a partnership on behalf of such corporation, association or partnership, such signature guarantee shall also constitute sufficient proof of his authority. (b) As to any Bond, the person in whose name the same shall be registered in the Bond Register shall be deemed and regarded as the absolute Owner thereof for all purposes, and payment of or on account of the principal of any such Bond, and the interest thereon, shall be made only to or upon the order of the registered Owner thereof or his or her legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Bond and the interest thereon to the extent of the sum or sums to be paid. The Fiscal Agent shall not be affected by any notice to the contrary. Nothing contained in this Agreement shall be construed as limiting the Fiscal Agent to such proof, it being intended that the Fiscal Agent may accept other evidence of the matters herein stated which the Fiscal Agent may deem sufficient. Any request or consent of the Owner of any Bond shall bind every future Owner of the same Bond in respect of anything done or suffered to be done by the Fiscal Agent in pursuance of such request or consent. Section 1203. Unclaimed Moneys. Anything in this Agreement to the contrary notwithstanding, any money held by the Fiscal Agent in trust for the payment and discharge of any of the Bonds which remains unclaimed for 2 years become due and payable, if such money was held by the Fiscal Agent at such date, or for 2 years after the date of deposit of such money if deposited with the Fiscal Agent after said date when such Bonds become due and payable, shall be repaid by the Fiscal Agent to the City, as its absolute property and free from trust, and the Fiscal Agent shall thereupon be released and discharged with respect thereto and the Owners shall look only to the City for the payment of such Bonds; provided, however, that, before being required to make any such payment to the City, the Fiscal Agent shall, at the written request and the expense of the City, cause to be mailed to the registered Owners of such Bonds, at their addresses as they appear on the Bond Register, a notice that said money remains unclaimed and that, after a date named in said notice, which date shall not be less than thirty (30) days after the date of the mailing of such notice, the balance of such money then unclaimed will be returned to the City. Section 1204. Provisions Constitute Contract; Successors. The provisions of this Agreement shall constitute a contract between the City and the Bondowners and the provisions hereof shall be construed in accordance with the laws of the State of California. In case any suit, action or proceeding to enforce any right or exercise any remedy shall be brought or taken and the Bondowner or the Fiscal Agent shall prevail, the Bondowner or the Fiscal Agent shall be entitled to receive from the Assessment District reimbursement for reasonable costs, expenses, outlays and attorneys' fees (including the allocated costs and disbursements of in-house counsel, to the extent such services are not redundant with those provided by outside counsel), and should said suit, action or proceeding be abandoned, or be determined adversely to the Bondowners or the Fiscal Agent, then the City, the Fiscal Agent and the Bondowners shall be restored to their former positions, rights and remedies as if such suit, action or proceeding had not been brought or taken. 670635.3\22337.0009 08/05/99 40 _5O • After the issuance and delivery of the Bonds this Agreement shall be irrepealable, but shall be subject to modifications to the extent and in the manner provided in this Agreement, but to no greater extent and in no other manner. This Agreement shall be binding upon and inure to the benefit of the City and the Fiscal Agent, and their respective successors and assigns. Section 1205. Further Assurances; Incontestability. The City will adopt, make, execute and deliver any and all such further resolutions, instruments and assurances as may be reasonably necessary or proper to carry out the intention or to facilitate the performance of this Agreement, and for the better assuring and confirming unto the Owners of the Bonds of the rights and benefits provided in this Agreement. After the sale and delivery of the Bonds by the City, the Bonds shall be incontestable by the City. Section 1206. Severability. If any covenant, agreement or provision, or any portion thereof, contained in this Agreement, or the application thereof to any person or circumstance, is held to be unconstitutional, invalid or unenforceable, the remainder of this Agreement and the application of any such covenant, agreement or provision, or portion thereof, to other persons or circumstances, shall be deemed severable and shall not be affected thereby, and this Agreement and the Bonds shall remain valid and the Bondowners shall retain all valid rights and benefits accorded to them under the laws of the State of California. If any Assessment is void or unenforceable, for any cause, or if Bonds are issued to represent or be secured by any Assessments and such issuance is not effective through the curative provisions in relation thereto under the 1913 Act or the 1915 Act to make them valid and enforceable, then a reassessment shall be made in the manner and form provided by the 1915 Act. Section 1207. General Authorization. The Mayor, the Clerk, the Superintendent of Streets and the Treasurer of the City are hereby respectively authorized to do and perform from time to time any and all acts and things consistent with this Agreement necessary or appropriate to carry the same into effect. Section 1208. Liberal Construction. This Agreement shall be liberally construed to the end that its purpose may be effected. No error, irregularity, informality and no neglect or omission herein or in any proceeding had pursuant hereto which does not directly affect the jurisdiction of the City Council shall void or invalidate this Agreement or such proceeding or any part thereof, or any act or determination made pursuant thereto. Section 1209. Notice. Any notices required to be given to the City with respect to the Bonds for this Agreement shall be mailed, first class, or personally delivered to the City Manger at 1315 Valley Drive, Hermosa Beach, California 90254, and all notices to the Fiscal Agent shall be mailed, first class, or personally delivered to the Fiscal Agent at 515 South Flower Street, Suite 2700, Los Angeles, California 90071-2291, Attention: Corporate Trust. Section 1210. Action on Next Business Day. If the date for making any payment or the last date for performance of any act or the exercising of any right, as provided in this Fiscal Agent 670635.3\22337.0009 08/05/99 41 -51- Agreement, is not a Business Day, such payment, with no interest accruing for the period from and 'after such nominal date, may be made or act performed or right exercised on the next succeeding Business Day with the same force and effect as if done on the nominal date provided therefore in this Fiscal Agent Agreement. 670635.3\22337.0009 08/05/99 42 -S2- • • IN WITNESS WHEREOF, the City and the Fiscal Agent have executed this Agreement, effective the date first written above. (SEAL) Al LEST: City Clerk 670635.3\22337.0009 08/05/99 CITY OF HERMOSA BEACH By: Its: Mayor U.S. TRUST COMPANY, N.A., as Fiscal Agent By: Its: Authorized Officer 43 CITY OF HERMOSA BEACH MEMORANDUM August 10, 1999 TO: Honorable Mayor and Members of the City Council FROM: Viki Copeland, Finance Director ( RE: RESOLUTION DETERMINING UNPAID ASSESSMENTS FOR LOMA DRIVE UTILITY UNDERGROUNDING ASSESSMENT DISTRICT The attached resolution was inadvertently left out of the packet. SUPPLEMENTAL ik INFORMATION RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HERMOSA BEACH DETERMINING UNPAID ASSESSMENTS IN ASSESSMENT DISTRICT NO. 97-2 (LOMA DRIVE UTILITY UNDERGROUNDING) WHEREAS, this City Council has taken proceedings under the Municipal Improvement Act of 1913, Division 12 of the California Streets and Highways Code (the "Code"), for the formation of Assessment District No. 97-2 (Loma Drive Utility Undergrounding) (the "Assessment District") and has confirmed an assessment, which assessment and a related diagram were recorded in the office of the Superintendent of Streets and with the County Recorder of the County of Los Angeles; and a notice of assessment, as prescribed in Section 3114 of the Code, has been recorded with the County Recorder of the County of Los Angeles, whereupon the assessment attached as a lien upon the property assessed within the Assessment District as provided in Section 3115 of the Code; and WHEREAS, said proceedings provides that bonds be issued pursuant to the Improvement Bond Act of 1915, Division 10 of the Code secured by the unpaid assessments; and WHEREAS, a list of unpaid assessments has been filed with the City Treasurer pursuant to Section 6420 of the Code, the Superintendent of Streets has listed all of the assessments as unpaid as of August 17, 1999, and the aggregate amount of unpaid assessments is $ and the City Treasurer has filed with this City Council a Certificate of Paid and Unpaid Assessments; NOW THEREFORE, the City Council of the City of Hermosa Beach DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER as follows: SECTION 1. The unpaid assessments upon the security of which the bonds are to be issued are determined to be as set forth the report of the City Treasurer referred to in the recitals hereof. SECTION 2. Bonds representing the unpaid assessments shall be issued pursuant to the Improvement Act of 1911 in the manner provided for in a subsequent resolution of this City Council. SECTION 3. This Resolution shall take effect immediately upon its adoption. 670317.1\22337.0009 PASSED AND ADOPTED by the City Council of the City of Hermosa Beach at a regular meeting held on , 1999. Mayor of the City of Hermosa Beach A HEST: City Clerk of the City of Hermosa Beach I, , City Clerk of the City of Hermosa Beach, certify that the foregoing Resolution was duly adopted at a regular meeting of the City Council of the City of Hermosa Beach held on the th day of , 1999. AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: 670317.1\22337.0009 City Clerk of the City of Hermosa Beach -2- I, as follows: CITY CLERK'S CERTIFICATE , City Clerk of the City of Hermosa Beach, California, hereby certify The foregoing is a full, true and correct copy of a resolution duly adopted at a regular meeting of the City Council of said City duly and regularly and legally held at the regular meeting place thereof on , 1999, of which meeting all of the members of said City Council had due notice and at which a majority thereof were present. At said meeting said resolution was adopted by the following vote: Ayes: Councilmembers: Noes: Councilmembers: Absent: Councilmembers: I have carefully compared the same with the original minutes of said meeting on file and of record in my office, and the foregoing is a full, true and correct copy of the original resolution adopted at said meeting and entered in said minutes. Said resolution has not been amended, modified or rescinded since the date of its adoption, and same is now in full force and effect. Dated: , 1999 (Seal) 670317.1\22337.0009 City Clerk of the City of Hermosa Beach -3- • • Honorable Mayor and Members of The Hermosa Beach City Council August 3, 1999 Regular Meeting of August 10, 1999 CIP PROJECT 98-621 PHASE III MUNICIPAL PIER ARCHITECTURAL UPGRADES — AWARD OF PROFESSIONAL SERVICE AGREEMENT FOR DESIGN Recommendation: It is recommended that the City Council authorize Staff to enter into negotiation with Purkiss Rose — RSI and return to Council with an agreement in September 1999. Backgrdtind: This project is Phase III of a three-phase project that calls for the renovation of the pier. Phase III will include the plaza, lifeguard facilities and restroom improvements. Phase I, which called for the repair of the pier structure, was completed in May 1999. It is anticipated that Phase II, which consists of deck surface repair work, work related to the installation of a new lighting system and safety railing along the pier, will be completed in February 2000. The 1999-2000 Capital Improvement Project Budget includes funding for the design and construction of these proposed improvements. The services of a consultant architect/engineer are needed to supplement the architec- tural/engineering capacity of the Public Works office. These services will include the prepa- ration of detailed plans, specifications, cost estimates and other construction documents as required. Staff sent out more than 50 RFP's to firms Staff felt were qualified and would be interested in the project. Eight firms attended a non -mandatory pre -proposal briefing on July 8, 1999. Proposals were received from the following firms: 1. B.M. Barsoum, Architect Hermosa Beach, CA 2. Purkiss Rose — RSI Fullerton, CA Analysis: $100,655 $174,500 On August 3`d the selection committee evaluated each proposal on the basis of the scope of services, similar projects, resumes of key personnel and work schedule. The committee consisted of City Staff members and a member of the County of Los Angeles Lifeguard Department. 1 11 t. • Proposal Submittal Items: 1. B.M. Barsoum, AIA Weak Similar:: Project :Ex perience. Weak Work :Schedule Ok Hermosa Beach, CA 2. Purkiss Rose — RSI Strong Strong Strong Fullerton, CA After evaluating the above proposal data and presentation, the consulting firm of Purkiss. Rose — RSI was chosen by the selection committee to provide the required services. Data collection is a time consuming task and was a major cost factor during the project start- up phase. Since the City has acquired valuable electronic data as well as other data in connection with the development of the Pier project that could greatly reduce data collection costs, Staff is recommending that the final scope of services and fee be negotiated with Purkiss Rose — RSI. Fiscal Impact: The total FY 99-00 budget for this project is $1,116,244 for design, engineering and con- struction. Staff's estimation of the cost for architectural/engineering is $134,315. Attachments: Location Map Respectfully submitted, t).(-64 /Jit%%' arold C. Williams, P.E. Director of Public Works/City Engineer Noted for Fiscal Impact: Concur: ri! Viki Copeland Stephe . : urrell Finance Director City Manager 2 F/B95/pwfiles/ccitems/98-621 Award Design Services 8-10-99 Project NibCIP 98-621 Municipal iier Renovation pinase Ill Architectural Upgrades HERMOSA CU N CU 0 LL • O • 3 2 Project Location Project Location Map NTS ATTACHMENT 1 AVE. • CONTINUED FROM JULY 27, 1999 MEETING Nz4vc.a e'-Lte,9--/i9=3 July 21, 1999 Honorable Mayor and Members of the Regular Meeting of Hermosa Beach City Council July 27, 1999 SUBJECT: TEXT AMENDMENT 97-4 PURPOSE: TO REVISE THE M-1 LIGHT MANUFACTURING PERMITTED USE LIST Planning Commission Recommendation To introduce the attached amendment to the Zoning Ordinance adding additional uses to the M-1 Zone permitted use list as set forth in the attached Resolution. Background This text amendment is a follow up to Special Study 97-2, which examined the status of existing land uses in the remaining inconsistently zoned areas located along the east side of Ardmore Avenue between 1st Place and 5th Street. The subject area is one of the identified inconsistent areas (Area 9) in the Land Use Element of the General Plan, since the zoning is M-1 and the General Plan designation is Medium Density Residential. The City Council previously considered adding a new zoning category as a special overlay zone designation to achieve consistency while maintaining certain commercial uses in the M-1 district, but instead decided to amend the permitted use list. At their February 17, 1999, the Planning Commission adopted a Resolution recommending amending the permitted use list to include additional permitted uses. Analysis The current M-1 permitted use list, established in 1986, is limited to specific manufacturing and wholesale business classifications, which intentionally precluded many other potential uses (i.e., heavy manufacturing, and commercial uses such as auto body repair or auto repair) in order to encourage this district to be a location for small scale light manufacturing uses. Because of the proximity of residential uses, the area was not seen as appropriate for any heavier industrial uses, and other locations were seen as more appropriate for service commercial uses (See attached Comparison Chart for current and proposed uses). Little has changed in the area since 1986 relative to land use though some building have been improved and the uses that were made nonconforming (auto repair and body repair) with adoption of the current M-1 permitted use list have been maintained.' A transition to an exclusive manufacturing district has not occurred, and it appears that the pre-existing nonconforming businesses are thriving and provide a service to the community. The proposed new permitted use list contains generic categories to make the list more inclusive, flexible, and easier to administer.2 In addition, automotive uses are included (with a CUP), a broader category has been added for wholesale distribution, and the list would specifically include studios for 4 • • artists, and studios for audio or video recording. Also, the proposed amendment would eliminate any reference to new locations for oil and gas development consistent with the City's initiative relative to oil production facilities. of Blumen -Id Director Community evelopment Department CONCUR: Stephen R. rrell, City Manager Notes ' Except where replaced by residential uses along Ardmore Avenue. 2 Staff reviewed several other cities M-1 use lists, and the proposed classification scheme is similar to the system used in the City of Santa Monica's Zoning Code. Attachments 1. Comparison chart of existing and proposed text 2. Proposed Ordinance 3. P.C. Minutes / Resolution ta97-4 Z Existing M-1 Permitted Uses Use- 2j t ;=�or. permitted, n; - ,, ,- required... Assembly of Electrical Appliances P Bakeries, Wholesale P Bottling P Cabinet shops, Carpenter Shops, or Furniture Manuf. CUP Carpet Cleaning Plants P Ceramic Products P Electric or Neon Sign Manuf. P Garment Manuf. P Ice and Cold Storage P Laboratories, experimental, motion picture testing P Machine Shops CUP Mini -Storage Personal P • *Oil and Gas Development CUP Plastics, fabrication from CUP Plumbing Shop P Rubber, fabrication from finished rubber P Sheet metal Shops P **This use is no longer permitted at any new locations Proposed M-1 Uses USE Administrative offices accessory to a primary permitted use (listed below), not exceeding twenty-five percent of the gross floor area P I Seel �' Section � ', ,, Artist studio P AudioNisual recording studio P Motor Vehicle and equipment service: • General repair, service, installation of parts and accessories U Chapter 17.40 • Body repair and painting U Chapter 17.40 Manufacturing, fabrication, assembly, testing, repair, servicing and processing of the following products and materials: Apparel AudioNisual products Awnings Bakery Products Coated, plated and engraved metal products Communications Equipment Confectionery and related products Diecut paper, paperboard, cardboard, Electronic components, computers, and accessories Electric lighting and wiring equipment Stone and cut stone products Furniture and fixtures Glass products Household tools and hardware Jewelry, silverware, and plated ware Luggage Machinery equipment and supplies, except farm machinery Motor vehicle parts and accessories Musical instruments and parts Office and household machines and appliances Office products Paperboard containers and boxes Pharmaceutical Products Photographic and optical goods, watches and clocks Hardware, plumbing, heating equipment and supplies Pottery and related products Professional, scientific and controlling instruments Toys, amusements, sporting and athletic goods (including surfboards) Wooden containers P Wholesale distribution of the products and materials listed above, and including the following: Packaged groceries and related products P Warehousing and storage including self -storage mini warehouses P 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 • • ORDINANCE 98 - AN ORDINANCE OF THE CITY OF HERMOSA BEACH, CALIFORNIA, TO AMEND THE ZONING ORDINANCE TO CHAPTER 17.28, WITH RESPECT TO USES PERMITTED AND CONDITIONALLY PERMITTED IN THE M-1 ZONE The City Council of the City of Hermosa Beach does hereby resolve and order as follows: Section 1. The Planning Commission held a duly noticed public hearing on February 17, 1998, to consider amendments to the Zoning Ordinance regarding to consider modifications to the M-1 zone permitted use list, at which testimony and evidence, both written and oral, was presented to and considered by the Commission. Section 2. The City Council conducted a duly noticed public hearing on JULY 27, 1999 to consider the recommendation of the Planning Commission, at which testimony and evidence, both written and oral, was presented to and considered by the Council. Section 3. Based on the evidence considered at the public hearing, the City Council makes the following findings: 1. The list of M-1 permitted and conditionally permitted uses needs to be revised and upda ed to reflect current trends, simplified into descriptive and generic categories where possible, and made mi re flexible to encourage re -investment in the limited M-1 districts within the city; 2. The types and number of uses that are conditionally permitted through a Conditional Us Permit result in an unnecessary burden on some businesses which typically have little or no impact; wh ch are compatible with surrounding manufacturing uses, and which are already subject to existing general laws in the City's Municipal Code and pursuant to State Law which purpose is to protect the health, safety, and welfare of the public from the impact of such activity; Section 4. Based on the foregoing, the City Council hereby ordains that the Hermosa Beach Municipal Code, Title 17 -Zoning, be amended as follows: 1. Amend Section 17.28.010 to read as follows "17.28.010. Specific Purposes In addition to the general purposes listed in Chapter 17.02 the specific purposes of the Light Manufacturing zone is to: A. Provide appropriately located areas consistent with the General Plan for a range of light manufacturing and warehousing and distribution uses and certain appropriate service commercial uses. B. Strengthen the city's economic base and employment base, but also protect existing small businesses that serve and employ city residents. Et 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 • • C. Create and maintain suitable environments for various types of manufacturing and compatible uses, and protect them from the adverse effects of inharmonious uses. D. Minimize the impact of development in the M-1 zone on adjacent residential districts. E. Ensure that the appearance and effects of manufacturing and commercial buildings in the M-1 zone are harmonious with the character of the area which they are located. F. Ensure the provision of adequate off-street parking and loading facilities. 2. Amend Section 17.28.020 to read as follows: "Sec. 17.28.020 Permitted Uses In the following matrix, the letter "P" designates use classifications permitted and the letter ` U" designates use classifications permitted by approval of a Conditional Use Permit. se classifications not listed are prohibited. Section numbers listed under "see section" refere ce additional regulations located elsewhere in the Zoning Ordinance or Municipal Code. M-1 ZONE, LAND USE REGULATIONS P = Permitted U = C.U.P. Required (See Article 10) Administrative offices accessory to a primary permitted use (listed below), not exceeding twenty-five percent of the gross floor area Artist studio AudioNisual recording studio Motor Vehicle and equipment service: • General repair, service, installation of parts and accessories P P P U Chapt er 17.40 5- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 Sk. 16 17 18 19 20 21 22 23 24 25 26 27 28 29 ...... •.-. t y. r r„ r• 3� K 1 L :USE G i '� x t 'r r t f.Jrt\ ... i M. Y<* Y J } 4 ..7 5 A^ ' v e .. v. .. ... .YJ. T.... ... .+... .. .< :Y... .,.. ..... ..Aj.+.. ., .. .. .. .. .... �..._��... } "4-,-. ,k "ctio r.(1 .. .._. ....ate ,;. See Se »»...' • Body repair and painting U Chapt er 17.40 Manufacturing, fabrication, assembly, testing, repair, servicing and processing of the following products and materials: P Apparel Audio/Visual products Awnings Bakery Products Coated, plated and engraved metal products Communications Equipment Confectionery and related products _----Diecut paper, paperboard, cardboard, Electronic components, computers, and accessories Electric lighting and wiring equipment Stone and cut stone products Furniture and fixtures Glass products Household tools and hardware Jewelry, silverware, and plated ware Luggage —" Machinery equipment and supplies, except farm machinery Motor vehicle parts and accessories Musical instruments and parts Office and household machines and appliances Office products Paperboard containers and boxes Pharmaceutical Products Photographic and optical goods, watches and clocks Hardware, plumbing, heating equipment and supplies Pottery and related products Professional, scientific and controlling instruments .v.-- Toys, amuse ents, sporting and athletic goods (including surfboards Wooden con . ners 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 Wholesale distribution of the products and materials listed above, and including the following: Packaged groceries and related products Warehousing_and storage including self -storage min' warehouses 3. Add 17.28.025 to read as follows: "Section 17.28.025. Similar Use Permitted When a use is not specifically listed in this Chapter, it shall be understood that the use may be permitted if it is determined by the Community Development Director that the use is similar to other uses listed. It is further recognized that every conceivable use cannot be identified in this Article, and anticipating that new uses will evolve over time, this Section establishes the Community Development Director with the authority to compare a proposed use and measure it against those listed for determining similarity subject to confirmation by the City Council. In determining similarity the Director shall make all of the following findings: A. The proposed use shall meet the intent of, and be consistent with the goals, objectives and policies of the General Plan B. The proposed use shall meet the stated purpose and general intent of the zone in the which the use is proposed to be located; C. The proposed use shall not adversely impact the public health, safety and general welfare of the City's residents; and D. The proposed use shall share characteristics common with, and not be of greater intensity, density or general more environmental impact, than those uses listed in the zone in which it is to be located." E. The determination that the proposed used is similar must be confirmed by the City Council Section 5. This ordinance shall become effective and be in full force and effect from and after thirty (30) days of its final passage and adoption. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 • • Section 6. Prior to the expiration of fifteen (15) days after the date of its adoption, the City Clerk shall cause this ordinance to be published in the Easy Reader, a weekly newspaper of general circulation published and circulated, in the City of Hermosa Beach in the manner provided by law. Section 7. The City Clerk shall certify to the passage and adoption of this ordinance, shall enter the same in the book of original ordinances of said city, and shall make minutes of the passage and adoption thereof in the records of the proceedings of the City Council at which the same is passed and adopted. PASSED, APPROVED and ADOPTED this 27th day of July, 1999, by the following vote: AYES: NOES: ABSTAIN: ABSENT: PRESIDENT of the City Council and MAYOR of the City of Hermosa Beach, California ATTEST: APPROVED AS TO FORM: Tar97-4 City Clerk City Attorney 2. PARK 98-1 -- PARKING PLAN TO ALLOW A 450 SQUARE FOOT EXPANSI T • N EXISTING RETAIL BUILDING WITH LESS THAN REQUIRED PA 802 H ' OSA AVENUE. • Staff Recommen Action: To continue to March 17, 1998 meeting. ' 1 ft • AT Chairman Tucker asked if was noticed as a public hearing and wo there be another notice. Mr. Blumenfeld stated that if th ' em was continued that there w d be no other notices sent. Chairman Tucker stated that plans . Id be available for revi in the Community Development Department in two weeks. • Public Hearing: Chairman Tucker opened •ublic hearing at 9:05 P.M. Chairman Tucker closed the public hear MOTION by Commissioner P AYES: NOES: ABSENT: ABSTA 1► Commi No • one None at 905 P.M. otti to CONTINUE to the March 1 998 meeting. oners Perrotti, Schwartz, Pizer, Merl, Chairman Tucke 13. TEXT 97-4 -- TEXT AMENDMENT TO MODIFY M-1 ZONE PERMITTED USE LIST. Staff Recommended Action: To recommend approval to said text amendment. Director Blumenfeld stated that this amendment is to simplify and broaden the permitted use list in the M-1 zone. Staff listed the existing M-1 permitted uses and the proposed uses for comparison in the staff report. He noted changes in zoning or nomenclature should be 17.28 not 17.26 for Resolution. Public Hearing: Chairman Tucker opened the public hearing at 9:10 P.M. Chairman Tucker closed the public hearing at 9:10 P. M. Discussion Chairman Tucker questioned not requiring a Conditional Use Permit for some of the uses. Commissioner Perrotti said electric component should be changed to say electronic components; and audio/video to read audio/visual; he added this is a good approach. Chairman Tucker commended staff for sticking with this. P.C. Minutes 2-17-98 • • MOTION by Commissioner Perrotti to ADOPT changes to resolution as proposed by staff with modifications of Audio Video changed to audio visual; electric components changed to electronic components. Seconded by Commissioner Schwartz AYES: Commissioners Perrotti, Schwartz, Pizer, Merl, Chairman Tucker NOES: None ABSENT: None ABSTAIN: None 14. SS 96-1 -- TEXT AMENDMENT REGARDING DEFINITIONS OF NON 1. ONFORMING DWELLING UNIT, KITCHEN, ATTIC BASEMENT (EXCLUD FROM : UILDING HEIGHT) AND HABITABLE ROOM. Staff Recomm: ded Action: To consider proposed text amendment and direct staff as • eemed appropriate. Director Blumenfeld s : ted that the proposed changes are intended to provide Tormity in applying development sta dards and are necessary to help with code enforc- ent. The intent is to provide clearer definition 'n the Zoning Ordinance for project review. e noted that staff was circulating the draft text amen.. ent for Commission review and co nt over the next month. Public Hearing: Chairman Tu er opened the public heari Chairman Tucker closed the public hearin_ at 9:15 P.M. MOTION by Commissioner Perrotti to RE regarding same. Seconded by Chairman Tucker at 9:15 P.M. and talk to staff prior to next meeting AYES: Commissioners Perrotti, Schw. z, Pizer, erl, Chairman Tucker NOES: None ABSENT: None ABSTAIN: None HEARING(S) 15. NR 98-1 -- REM DWELLING WITH N RESULTING IN A PLACE. Staff Reco EL AND EXPANSION TO AN EXISTIN INGLE FAMILY NCONFORMING REAR YARD AND DRIVE Y SLOPE ATER THAN 50% INCREASE IN VALUE AT 6 24TH nded Action: To approve said request. Mike S .ubach, City Planner, said that the project conformed to the Zoning Ordinance, altho :h there ' concern that 69% of the existing walls are proposed to be removed. He noted that the no conforming garage set back is minimal. rc) P.C. Minutes 2-17-98 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 • I RESOLUTION 98-12 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF HERMOSA BEACH, CALIFORNIA, TO RECOMMEND AMENDMENTS TO CHAPTER 17.28, WITH RESPECT TO USES PERMITTED AND CONDITIONALLY PERMITTED IN THE M-1 ZONE Section 1. The Planning Commission held a duly noticed public hearing on February 17, 1998, to consider modifications to the M-1 zone permitted use list, at which testimony and evidence, both written and oral, was presented to and considered by the Commission. Section 2. Based on the evidence considered at the public hearing, the Planning Commission makes the following findings: 1. The list of M-1 permitted and conditionally permitted uses needs to be revised and updated to reflect current trends, simplified into descriptive and generic categories where possible, and made more flexible to encourage re -investment in the limited M-1 districts within the city; 2. The types and number of uses that are conditionally permitted through a Conditional Use Permit result in an unnecessary burden on some businesses which typically have little or no impact; which are compatible with surrounding manufacturing uses, and which are already subject to existing general laws in the City's Municipal Code and pursuant to State Law which purpose is to protect the health, safety, and welfare of the public from the impact of such activity; 3. The subject text amendment is exempt from the requirements of the California Environmental Quality Act (CEQA), pursuant to the general rule set forth in Section 15061(3) of the CEQA Guidelines, as there is no possibility that the modification to the text may have a significant effect on the environment since it is an `overlay" zone that has no force and effect until the designation is actually applied to a specific location. Application of the subject overlay zone in any specific location, however, will require and environmental assessment pursuant to the requirements of CEQA Section 3. Based on the foregoing, the Planning Commission recommends that the Hermosa Beach Municipal Code, Title 17 -Zoning, be amended as follows: 1. Amend Section 17.28.010 to read as follows "17.28.010. Specific Purposes In addition to the general purposes listed in Chapter 17.02 the specific purposes of the Light Manufacturing zone is to: A. Provide appropriately located areas consistent with the General Plan for a range of light manufacturing and warehousing and distribution uses and certain appropriate service commercial uses. 11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 • • B. Strengthen the city's economic base and employment base, but also protect existing small businesses that serve and employ city residents. C. Create and maintain suitable environments for various types of manufacturing and compatible uses, and protect them from the adverse effects of inharmonious uses. D. Minimize the impact of development in the M-1 zone on adjacent residential districts. E. Ensure that the appearance and effects of manufacturing and commercial buildings in the M-1 zone are harmonious with the character of the area which they are located. F. Ensure the provision of adequate off-street parking and loading facilities. 2. Amend Section 17.28.020 to read as follows: "Sec. 17.28.020 Permitted Uses In the following matrix, the letter "P" designates use classifications permitted and the letter "U" designates use classifications permitted by approval of a Conditional Use Permit. Use classifications not listed are prohibited. Section numbers listed under "see section" reference additional regulations located elsewhere in the Zoning Ordinance or Municipal Code. M-1 ZONE, LAND USE REGULATIONS P = Permitted U = C.U.P. Required (See Article 10) Administrative offices accessory to a primary permitted use (listed below), not exceeding twenty-five percent of the gross floor area P Artist studio P AudioNisual recording studio P Motor Vehicle and equipment service: • General repair, service, installation of parts and accessories U Chapter 17.40 • Body repair and painting U Chapter 17.40 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 Manufacturing, fabrication, assembly, testing, repair, servicing and processing of the following products and materials: Apparel AudioNisual products Awnings Bakery Products Coated, plated and engraved metal products Communications Equipment Confectionery and related products Diecut paper, paperboard, cardboard, Electronic components, computers, and accessories Electric lighting and wiring equipment Stone and cut stone products Furniture and fixtures Glass products Household tools and hardware Jewelry, silverware, and plated ware Luggage Machinery equipment and supplies, except farm machinery Motor vehicle parts and accessories Musical instruments and parts Office and household machines and appliances Office products Paperboard containers and boxes Pharmaceutical Products Photographic and optical goods, watches and clocks Hardware, plumbing, heating equipment and supplies Pottery and related products Professional, scientific and controlling instruments Toys, amusements, sporting and athletic goods (including surfboards) Wooden containers P r Wholesale distribution of the products and materials listed above, and including the following: Packaged groceries and related products Warehousing and storage including self -storage mini warehouses 3. Add 17.28.025 to read as follows: "Section 17.28.025. Similar Use Permitted P P When a use is not specifically listed in this Chapter, it shall be understood that the use may be permitted if it is determined by the Community Development Director that the use is similar to other uses listed. It is further recognized that every conceivable use cannot be identified in this Article, and anticipating that new uses will evolve over time, this Section I3 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 1 • establishes the Community Development Director with the authority to compare a proposed use and measure it against those listed for determining similarity subject to confirmation by the City Council. In determining similarity the Director shall make all of the following findings: A. The proposed use shall meet the intent of, and be consistent with the goals, objectives and policies of the General Plan B. The proposed use shall meet the stated purpose and general intent of the zone in the which the use is proposed to be located; C. The proposed use shall not adversely impact the public health, safety and general welfare of the City's residents; and D. The proposed use shall share characteristics common with, and not be of greater intensity, density or general more environmental impact, than those uses listed in the zone in which it is to be located." E. The determination that the proposed used is similar must be confirmed by the City Council VOTE: AYES: Comms. Perrotti, Schwartz, Pizer, Merl, Chmn.Tucker NOES: None AB SENT: None ABSTAIN: None CERTIFICATION I hereby certify that the foregoing Resolution P.C. 98-12 is a true and complete record of the action taken by the Planning Commission of the City of Hermosa Beach, California at their re eetii3g_pf_F i ruary 17, 1998. Peter Tucker, hairman Sol Blumenfeeld, secretary 3- 1? -9g Date rsmuses (4 • July 29, 1999 Honorable Mayor and Members Regular Meeting of the Hermosa Beach City Council August 10, 1999 SUBJECT: CONGESTION MANAGEMENT PROGRAM (CMP) PURPOSE: Adopt resolution certifying compliance with the Congestion Management Program (CMP) pursuant to California Government Code Section 65089 Recommendation: Adopt the attached Resolution certifying compliance with Congestion Management Program. Background: Proposition 111 requires that each city adopt and implement a Transportation Demand Management Plan. As a result cities must provide annual documentation that they are in compliance with the State mandated CMP program which provides a link between development, transportation and air quality through trip reduction and transportation measures. Analysis: Using the mathematical formulas provided by the Metropolitan Transportation Authority, staff has prepared the Local Implementation Report (LIR) which indicates that the City is in compliance with State requirements (Please see attached report.). The City had a total of 9,743 credits; after subtracting the debits as result of residential development and the opening of one new restaurant and attached office space in the calendar year 98-99, a total of 9,376 remain. Thus, at this time no transportation or traffic improvement measures are required under the Congestion Management Program. CONCUR 11111' .. .41, /. of Director Communi y Development Department Stephen ' ' '-11, City Manager Attachments: 1. Proposed Resolution 2. Local Implementation Report v Michael Schubach; City Planner I cmp99report 5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 • • CITY COUNCIL RESOLUTION 99- A RESOLUTION OF THE CITY OF HERMOSA BEACH, CALIFORNIA FINDING THE CITY TO BE IN CONFORMANCE WITH THE CONGESTION MANAGEMENT PROGRAM (CMP) AND ADOPTING THE CMP LOCAL IMPLEMENTATION REPORT, IN ACCORDANCE WITH CALIFORNIA GOVERNMENT CODE SECTION 65089 Whereas, the City Council held a public hearing on August 10, 1999 to consider oral and written testimony and made the following Findings: The Los Angeles County Metropolitan Transportation Authority (MTA), acting as the Congestion Management Program Agency for Los Angeles County adopted the Congestion Management Program in November 1997. The adopted CMP requires that MTA annually determine that the County and cities within the County are conforming to all CMP requirements. The adopted CMP requires submittal to the MTA of the CMP Local Implementation Report. NOW, THEREFORE THE CITY OF HERMOSA BEACH CITY COUNCIL DOES HEREBY RESOLVE THE FOLLOWING: SECTION 1. The City has taken all of the following actions, and is in conformance with all applicable requirements of the 1997 CMP. The City has taken annual traffic counts for 1999 and calculated levels of service for selected arterial intersections, consistent with the requirements identified in the CMP Highway and Roadway System Chapter. The City has adopted and continues to implement a Transportation Demand Management Ordinance, consistent with the minimum requirements identified in the CMP Transportation Demand Management Chapter. The City has locally adopted and continues to implement a land use analysis program, consistent with the minimum requirements identified in the CMP Land Use Analysis Program Chapter. The City has adopted a Local Implementation Report, attached hereto and made a part hereof, consistent with the requirements identified in the CMP. This report balances traffic congestion impacts due to growth within the City with transportation improvements, and demonstrates that the City is meeting its responsibilities under the County Deficiency Plan. 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 • • SECTION 2. The City Clerk shall certify to the adoption of this Resolution and shall forward a copy of this Resolution to the Los Angeles County Metropolitan Transportation Authority. PASSED, APPROVED AND ADOPTED this 10th day of August, 1999 President of the City Council and Mayor of the City of Hermosa Beach, California. ATTEST: CITY CLERK CITY ATTORNEY cmp99reso 3 HERMOSA BEACH Date Prepared: 1999 CMP Local Implementation Report Report Period: ]UNE 1,1998 - MAY 31,1999 Contact: MICHAEL SCHUBACH Phone Number: 310 318-0242 CONGESTION MANAGEMENT PROGRAM FOR LOS ANGELES COUNTY 29 -Jul -99 1999 DEFICIENCY PLAN STATUS SUMMARY 1. Total Current Congestion Mitigation Goal [from Section I] Exempted Dwelling Units #VALUE! Exempted Non-residential sq. ft. (in 1,000s) #VALUE! (367) 2. Transportation Improvements Credit Claims [from Section II] Land Use Strategy Claims 0 Capital Improvement Claims 0 Transit Claims 0 TDM Claims 1 Total Strategies Claimed 1 0 Subtotal Current Credit (Goal) 367 3. Carryover Credit from Last Year's (1998) Local Implementation Report 9,743 Net Deficiency Plan Credit Balance: 9,376 CMP9899SUM Cf Section I, Page 1 Hermosa Beach Date Prepared: 1999 CMP Local Implementation Report Report Period: JUNE 1,1998 - MAY 31,1999 SECTION I - NEW DEVELOPMENT ACTIVITY REPORT 29 -Jul -99 PART 1: NEW DEVELOPMENT ACTIVITY RESIDENTIAL DEVELOPMENT ACTIVITY Category Dwelling Units Debit Value/DU Debits Single Family Residential 11.00 x 6.80 = 75 Multi -Family Residential 88.00 x 4.76 = 419 Group Quarters 0.00 x 1.98 = 0 COMMERCIAL DEVELOPMENT ACTIVITY Category 1000 Gross Square Feet Debit Value/1000SF Debits Commercial (less than 300,000 sq.ft.) 9.00 x 22.23 = 200 Commercial (300,000 sq.ft. or more) 0.00 x 17.80 = 0 Freestanding Eating & Drinking 0.00 x 66.99 = 0 NON -RETAIL DEVELOPMENT ACTIVITY Category 1000 Gross Square Feet Debit Value/1000SF Debits Lodging 0.00 x 7.21 = 0 Industrial 0.00 x 6.08 = 0 Office (less than 50,000 sq.ft.) 9.00 x 16.16 = 145 Office (50,000-299,999 sq.ft.) 0.00 x 10.50 = 0 Office (300,000 sq.ft. or more) 0.00 x 7.35 = 0 Medical 0.00 x 16.90 = 0 Government 0.00 x 20.95 = 0 Institutional/Educational 0.00 x 7.68 = 0 University 0.00 x 1.66 = 0 OTHER DEVELOPMENT ACTIVITY Description (Attach additional sheets if necessary) Daily Trips 0 Debit Value/Trip Debits ENTER IF APPLICABLE 0.00 x 0.71 = 0 ENTER IF APPLICABLE 0.00 x 0.71 = 0 Subtotal New Development Activity = 839 Adjustments (Optional) - Complete Part 2 0 = 472 Total Current Congestion Mitigation Goal (Points) = (367) Section I, Page 2 1 Hermosa Beach Date Prepared: 04 -Aug -99 1998 CMP Local Implementation Report Report Period: JUNE 1,1998 - MAY 31,1999 ECTION I - NEW DEVELOPMENT ACTIVITY REPORT (Continued) Enter information where it says "Enter." If not applicable, enter "0" so it will total. PART 2: NEW DEVELOPMENT ADJUSTMENTS IMPORTANT: Adjustments may be claimed only for 1) development permits that were both issued and revoked, expired or withdrawn during the reporting period, and 2) demolition of any structure within the reporting period. RESIDENTIAL DEVELOPMENT ADJUSTMENTS Category Dwelling Units Adjustment Value/DU Subtotal Single Family Residential 66.00 x 6.80 = 449 Multi -Family Residential 6.00 x 4.76 = 29 Group Quarters 0.00 x 1.98 = 0 COMMERCIAL DEVELOPMENT ADJUSTMENTS Category 1000 Gross Square Feet Adjustment Value/1000SF Subtotal Commercial (less than 300,000 sq.ft.) 0.00 x 22.23 = 0 Commercial (300,000 sq.ft. or more) 0.00 x 17.80 = 0 Freestanding Eating & Drinking 0.00 x 66.99 = 0 NON -RETAIL DEVELOPMENT ADJUSTMENTS Category 1000 Gross Square Feet Adjustment Value/1000SF Subtotal Lodging 0.00 x 7.21 = 0 Industrial 0.00 x 6.08 = 0 Office (less than 50,000 sq.ft.) 0.00 x 16.16 = 0 Office (50,000-299,999 sq.ft.) 0.00 x 10.50 = 0 Office (300,000 sq.ft. or more) 0.00 x 7.35 = 0 Medical 0.00 x 16.90 = 0 Government 0.00 x 20.95 = 0 Institutional/Educational 0.00 x 7.68 = 0 University 0.00 x 1.66 = 0 OTHER DEVELOPMENT ADJUSTMENTS Description (Attach additional sheets if necessary) Daily Trips 0 Adjustment Value/Trip Subtotal ENTER HERE IF APPLICABLE 0.00 x 0.71 = 0 ENTER HERE IF APPLICABLE 0.00 x 0.71 = 0 Total Mitigation Goal Adjustments (Points) = 477 Section I, Page 3 C August 3, 1999 Honorable Mayor and Members of the Hermosa Beach City Council Regular Meeting of August 10, 1999 REQUEST FROM THE ALOHA DAYS COMMITTEE FOR PERMISSION TO BUILD A SURFING MUSEUM ON CITY PROPERTY Recommendation: That the City Council consider the request and provide direction to staff. Background: The attached letter was considered at the July 27, 1999 meeting and was held over as a Municipal Matter for this meeting. A second letter has also been received from Michael Learned expressing his support for the project. The first step is to decide whether or not the City Council is interested in the project and, if so, where is should be located. Respectfully submitted, Stephen R. Burrell City Manager 6 LONGBOARD URN CONTEST 1 HAWAIIAN FESTIVAL HERMOSA BEACK CA July 9, 1999 City of Hermosa Beach 1315 Valley Drive Hermosa Beach, Ca. 90254 Honorable Mayor and City Council Members: • 2104 Huntington Lane #D Redondo Beach, Ca. 90278 (310) 372-0358 A California Nonprofit Corporation C2160371 Member of Hermosa Beach Chamber of Commerce FILE Re: Request for site approval to build the "Hermosa Beach Historical Surf Museum" on the north side of the lower portion of the Hermosa Beach Pier. Dear Mayor and Council Members: It is the intent of the Aloha Days Nonprofit Corporation to raise funds in the amount of Three Hundred Thousand ($300,000) dollars to build a 3000 sq. ft. structure at the base of the Hermosa Beach Pier. We believe that a Hermosa Beach Historical Surf Museum would bring to our community the recognition it well deserves for once being the Surf Capital of Southem California during the 60's & 70's. We are requesting site approval to build a 3000 sq. ft. structure on north side of the lower portion of the Hermosa Beach Pier. Aloha Days will assume all cost for the Hermosa Beach Historical Surf Museum at no cost to the City of Hermosa Beach. The "Historical Surf Museum" will include the following; • 1400 sq. ft. Archive of Surfing History, collectibles and artifacts. • 800 sq. ft. Conference Room: lectures, book signing, corporate meetings, mixers and educational & developmental training for eligible youth. • 800 sq. ft. Specialty Gift Shop. The Hermosa Beach Historical Surf Museum will be a `Business & Entrepreneurial Training Center" for our local qualifying youths. Students will receive training and development; • Administration, customer Service, • Public speaking skills, conflict resolution, listening etiquette. • Oceanography, Natural Sciences, Geology • • • Page 2 July 14, 1999 The interest for this project, expressed by the community and local business, as well as the South Pacific Cultural Group and Surf Clubs in Southern California and Hawaii, are extremely positive. Representatives from The Pacific Islanders Council, Hawaiian cultural group are interested in providing lectures on the customs & artifacts from their various Pacific Islands, i.e., the Cook Islands; language, economy, customs, government; Tahiti, Tonga, Hawaii and Samoa. Legendary surfers and local surf clubs will lecture on the "Sport of Surfing", local business owner will mentor the youth and teach on "Business Success in the South Bay", etc. The Annual Aloha Days Longboard Surf Contest and Hawaiian Festival in Hermosa Beach will continue to expand and promote it's fundraising efforts to provide the City of Hermosa Beach with the funds to build and maintain the Hermosa Beach Historical Surf Museum. Thereafter, the annual event will generate money to maintain the expenses of the Hermosa Beach Historical Surf Museum, i.e., utilities, electricity, water, maintenance, etc. A special (6) person "Board of Directors" has been established for the Hermosa Beach Museum project. Members to date will include; Michael Learned, Tony Lombardo, Eddie Talbott and Abel Ybarra Aloha Days is a Hermosa Beach Nonprofit Corporation #C2160371; EIN # 33-0862361. Application for a 501© (3) status with the Internal Revenue has been submitted. This status will allow us to apply for Federal Grants for Educational purposes. Your support of this project is an investment into the preservation of the sport of surfing as well as provides a means to mentor our youth and prepare them with skills for their future. Sincerely, Abel Ybarra, Corporate Director Aloha Days Longboard Surf Contest and Hawaiian Festival AY/cry Cc: Michael Learned Tony Lombardo Eddie Talott JUL-27-99 08:43 AM •RNED LUMBER 3122 3894 P.01 ERE LEARNED LUMBER PLYWOOD LUIVIEIMPI BUILDERS O HARDWARE 635 Pacific Coast Hwy., Hermosa (leach, CA 90254 ■ (310) 374-3406 Fax (310) 374-3410 • El Segundo yard (310) 322-4595 Fax (310) 322-9621 July 27, 1999 VIA FACSIMILE Stephen Burrell, City Manager City of Hermosa Beach 1315 Valley Drive Hermosa Beach, CA 90254-3885 Dear Steve: Last week when we talked about my support for a Surf Museum for Hermosa Beach, I did not realize that I would be out of town this evening. I had intended to speak at the City Council Meeting in favor of a Surf Museum and I hope you will share my thoughts with the City Council members. I realize this is too late to get in their packets, but I would appreciate letting them know that there is a great deal of support from the community for a Museum celebrating the lifestyle that has made Hermosa famous. Many issues that come before the City get splintered politically and I understand that. However, everyone 1 have spoken to about a Surf Museum in Hermosa is really "stoked' and I see this as a very positive move for the City. It could prove to be a tremendous asset to the revival of lower Pier Avenue. In addition, we recognize some of the history of the City with its rich background of ocean sports, and hopefully show why it important to respect the Ocean. Thanks, Cc: Abel Ybarra Mic"'r Learned • • Scott Kerwin 5306 West Carson Street Torrance, California 90503 (310) 316-6575 Email: redbro@jps.net July 9, 1999 Madam Mayor and City Council Members, AUL U 1999 Criv-rf�.r_`,, I am writing you regarding the proposed "Surfing Walk of Fame" and surfing museum that is being considered for the Pier Plaza. Surfing and the beach life have been at the core of Hermosa's spirit and identity since its inception, so it is only natural to memorialize that heritage in some way. There seems to have been a lot of talk about surfmg in the "old days" of the sixties and seventies, so the main reason I am writing you is to put in a good word for some of the people that provided the roots for Hermosa's surfing tradition. My family has lived in Hermosa Beach for many years; my dad, Ted Kerwin, and his eight brothers and sisters were born and raised at the family bakery/home on lower Pier Avenue beginning in about 1910. Coincidentally, the Downtown Bakery Cafe opened in a portion of the old bakery building, and the family's former residence still exists on the second story of the building. Having grown up at the beach, the Kerwin kids (Ellen, the eldest, will be 88 in March) spent a good portion of their time riding the waves out front next to the pier. It was natural then, that when Hermosa's first surfing club was formed around 1937-38, the Kerwins were a big part of it. John Kerwin (now 86 and living in Irvine) was the club's first president and has remained active in the surfmg community over the years as a judge, director, master of ceremonies, etc. for the United States Surfing Association, American Surfing Association and the National Scholastic Surfing Association. The Hermosa Beach Surfing Club was sponsored by the Chamber of Commerce and had their own clubhouse/room on the old Hermosa pier next to the lifeguard headquarters. The surfing club's annual dance at the Biltmore Hotel on the Strand was always anticipated as one of the best parties of the year. The Hermosa Beach Surfing Club competed with other clubs up and down the coast and got regular exposure with pictures and articles in the "L.A. Times". It probably helped that Art Rodgers, a longtime sports photographer for the "Times", was a good friend, club member and the unofficial club photographer. Their beach antics were also featured in the July, 1948 issue of "LIFE" magazine and in an early TV show called "Kingdom of the Sea" that was produced by TV personality Bill Burrud in the 1950's. Although they are from an era that is slowly fading from memory, I would hope that the members of Hermosa's first surfing club will be represented prominently in any proposed "Surfing Walk of Fame", and in particular John Kerwin for his longtime love of, and service to the sport. There was also a women's division in the surfing club that represented Hermosa Beach in the competitions, so it might be an idea to include the ladies too! I have a pretty good collection of old photographs from the 1930's and 40's that would probably be a nice addition to the museum. I recently gave some copies to the H.B. Community Resources Dept. that they used in their summer newsletter "City Scene". I have enclosed a copy of the club's first photo with their new club trunks that was taken in 1939, and also a photocopy of the women members on the beach after winning the National Championship at Long Beach in December, 1939. Also included are a couple newspaper photos from the "L.A. Times" at around that same time. I am unable to attend the City Council meeting, so I am sending along the members of the Hermosa Beach Surfing Club from 1939 to make a public appearance. Enclosed are t -shirts for each of the City Council members. The t -shirts were made for a family reunion, but they will hopefully serve as a timely addition to your discussion. I think that I can speak for the rest of the Kerwin clan in giving a strong endorsement to the "Surfing Walk of Fame" and /or museum, and also to lend our support to participate in some way. Thank You For Your Time, P.S. Regards to J.R. from a fellow Class of 67 BMHS-er!! SUPPLEMENTAL �+ INFORMATION U , •- , • OVP! „'' • . ' ' t`. l';‘,* • • ''' • A 1 V nen members of the Hermosa Beach Surfing Club, National Champions in 1939-40: ar (Kerwin) Riehl, Mary Adair, Emma Kerwin, Roberta Magner, Barbara Blewett, Ethyl and Betty Jacobs Hermosa Beach, 1940. Photograph #47 i{ ACE SKlitIllEI{S—Donnie Grannis Pr@tty Mary Kerwin is the new national feminine surf- board champion by virtue of her victory in the title compe- tition staged at Long Beach. Here she proudly displays the, trophy she won with her trusty "steed" parked in the sand. suurfaee on surf boards atop the huge WARMING UP ---John Kerwin and John Dominis are pictured here practicing for the Notional Surfing Contest to. be held at Long Beach Dec. 3. Art R.nc," �. c� �.vv�^ -'F C . ' .y. �' �� ; qyv :�: ''r a ` :��'�•4 .: : ;� +M :` �.;"t.•.: �":•: qt• t�HCl . ff$`i" .... 5 rv% "5• � ' •'��s�w`�,:,�;�, H �:� s•�:�3z -•;•••••,,,,X6'•••,.•s� �:sib�?�"�r.fi:,�uta��±:�* .. ...., v�-•. PADDLEBOARD PRACTICE—Four crack members of Hermosa Beach they are Ted Kerwin, Johnny Dominis, former Fremont High football Surfing Club ore showing doing a bit of warming up. From left to right star; Jim Kerwin, mile paddleboard champion, and John Kerwin. Time( photo hY Art Roger! SKIMMING ALONG — Fred Kerwin, left, and Johnny Dorninis;`both members of the Hermosa Beach Surfing Club, angle off to race the breaker to the shore . They. ore preparing for the many summer surfing events. ,. 'i'imra Thain HERMOSA GIRL BOWLERS PRACTICE ON SAND Barbera Blewett and Emmy Kerwin, two of Her- mosa's best women bowlers, are also members of the Hermosa Beach Girls' "Surf Club and combine their sports for the cameraman. Both are entered in The Herald and Express Bowling Tournament and keep up their practice at Hermosa Recreation Center. Hermosa Beach Surfboard Champs Workout Daily Hermnosa. Beach Surfing Club, 1939 national surfboard cham- pion, is working out daily at Ilcr- mosa. Beach lit hopes of winning the national cup again this year. It won the trophy last year by defeating all the teams aloft the Pacific coast as well as Ha- waii. The club, sponsored by Ilermosa Beach, boasts such out- standing boys as Jim Jierwin Pacific Coast champion, Aaron Wolf and Jim Bailey. Their relay team, eomptggc'j' Aaron Wolf, Bill Edger, flni win, John Kerwin and F win, has never her,u d •w .�.y.. \ .w+.� � �.\ .'Q\\Y F _ _ - _ ,µ� .+ryY, (jam i' .,w •\� \ ��C .' �. ��'.. \�� �� i\\\: � � Y6' •,3 ���; to jfj ..... �� Lt ..J �I��Y r ...... r,t 1iliC +ril' X:rizt° off` .tier, E z1ar,,.ir� (.4 • August 3, 1999 Honorable Mayor and Members of Regular Meeting of the Hermosa Beach City Council August 10, 1999 REQUEST FOR CITY TO SHARE IN THE COST OF IMPROVEMENTS AT 333 11TH STREET Recommendation It is recommended that the City Council deny the request for the City to share in the cost of improvements at 333 11th Street. Background On July 29, 1999, Staff received a request from Mr. & Mrs. Stanley and Loraine Namanny of 1009 5th Street requesting that the City share in the cost of street improvements in connection with their development at 333 11th Street. The Namannys are proposing to build two townhouses on the 30 ft. x 90 ft. lot. The street frontage is unimproved. Therefore, in accordance with the requirements of the Hermosa Beach City Code, the Nammannys are required to put the missing improvements out to the center line of 11th Street. Mr. & Mrs. Namanny are of the opinion that the city should share in the cost for the reasons stated below: "I understand the City will benefit with the completion of our project in the following ways: 1. Putting the street in will eliminate existing drainage problems, provide sidewalks as none exists now, provide additional parking on the street, create two way street and remove an existing non -conforming structure which is currently built on city property. 2. The project will increase the property tax, for this property five times, this increase will pay for the street costs in a very short time. 3. In our research with the City, we were unable to find another residential project requesting a full improvement of this scope. 4. According to the code, we are only one foot off from not having to put in a sidewalk at all (which we would prefer). If Sunset were twenty-one feet wide our whole lot would constitute a 'street' and thus Tess than 35% of the block would have curb and sidewalk eliminating the need to widen the existing street. 5. The paramount concern is the cost to build ninety feet of road; this will force us to abandon this project which will in turn leave all the existing non -conforming conditions in place. 6. We are willing to pay for curb, gutter and sidewalk for the street; if City finishes the street portion." Analysis The existing roadway on 11th Street in the 300 block between Loma Drive and Sunset Drive is 25 feet wide with parking permitted on both sides and traffic in both directions. To the west, from Sunset Drive to Monterey Boulevard, the roadway is 40 feet wide curb -to -curb with sidewalk, curb and gutter and parking permitted on both sides, and 2 - way traffic. The public right-of-way between Loma Drive and Monterey Boulevard is 60 feet wide. All existing private improvements within the 60 -foot right-of-way are considered to be encroaching into the public right-of-way. Section 12.08.010, General Requirement of Chapter 12.08 STREET, SIDEWALK, CURB AND GUTTER CONSTRUCTION, of the Code of the City of Hermosa Beach, states in part, ... any structure, or addition thereto, exceeding 400 square feet in floor area shall also provide for the construction of concrete curbs, gutters and sidewalks and street pavement between gutter and center line of the street. (Missing improvements.) Alternatives 1. Approve Staff's recommendation; or 2. Approve the request of the Residents; or 3. Take no action. Attachments: Letter of Request Site Location Map Respectfully submitted, C. J /Harold C. Williams, P.E. Director of Public Works/City Engineer Concur: stephentivEurrell City Manager F/b95/piles/ccitems/Namanny improvements 8-3-99 • • 29th July 1999 The City Council of Hermosa Beach 1315 Valley Drive Hermosa Beach, California 90254 Attn: Harold C. Williams, P.E. Director of Public Works Dear Council Members: We are the homeowners at 333 11th Street, Hermosa Beach. Our home was built in 1921 and has two bedrooms, one bath with a one -car garage and square footage of 900 square feet. We purchased our home back in 1986 and we shortly thereafter moved out of the country due to a job transfer. Thirteen years later in December 1998, we returned to Hermosa Beach to build a two -townhouse development. We felt our little home was inadequate now that our family had grown. The home sits on a narrow street without curbs, gutters and sidewalks. We were informed from the beginning of this project that we would be responsible for the sidewalk, curb and gutter which was standard with all the homeowners in this community. As our architect, Larry Peha was ready to submit our house plans to the Planning Committee, we were informed at that time that we needed to improve the street. This was widening the street from our property line to the centerline of the street, and we were required to pay for the substantial costs of roadwork. Please keep in mind also, that we are on 11th and Loma and due to recent City Council approval, we will be responsible for the costs of the underground utilities. I understand the City will benefit with the completion of our project in the . following ways: 1. Putting the street in will eliminate existing drainage problems, provide sidewalks as none exists now, provide additional parking on the street, create two way street and remove an existing non -conforming structure which is currently built on city property. 2. The project will increase the property tax, for this property five times, this increase will pay for the street costs in a very short time. 3. In our research with the City, we were unable to find another residential project requesting a full street improvement of this scope. • • 4. According to the code, we are only one foot off from not having to put in a sidewalk at all (which we would prefer). If Sunset were twenty-one feet wide our whole lot would constitute a "street" and thus less than 35% of the block would have curb and sidewalk eliminating the need to widen the existing street. 5. The paramount concern is the cost to build ninety feet of road; this will force us to abandon this project which will in turn leave all the existing non- conforming conditions in place. 6. We are willing to pay for curb, gutter and sidewalk for the street; if City finishes the street portion. For the past 13 years we have looked forward to returning to Hermosa Beach and building a larger home for our larger family. Construction costs as substantial as they are prohibits us from being able to afford the additional roadwork costs for widening the street in front of our property. If the City requires that the street be widen, then we offer to pay for the sidewalk, curb and gutter but we propose the City assume the costs of widening the street. Your kind consideration of our proposal would be beneficial to both us and to the City of Hermosa Beach. Sincerely, 71,41/aiwir tanley and Loraine Namanny 1009 5th Street Hermosa Beach, CA 90254 310/937-4438 CC: Larry Peha x 52.5 x 53.9 x 62.8 x 67.4 SITE LOCATION A 66.2 LOMA x 74.9 v/4.5 DR cD x 74.0 SUNSET 69.9 x 71 x 69.0 .N / x 68.9 x 70.6 x 69.4 x 58 x 6..1 MONTEREY CYO - r,,,\ CS SITE LOCATION MAP NTS 1 x5°9. x'69.0 x 63.5 60- I 50 1 • Mayor and Members of the City Council "Y--/ August 2, 1999 City Council Meeting August 10, 1999 BOARD/COMMISSION EXPIRATION OF TERMS - APPOINT PLANNING COMMISSION APPLICANTS Recommendation: It is recommended that the City Council appoint/reappoint from among the applicants interviewed earlier this evening to fill the two expired terms on the Planning Commission. Each of the appointments is for a four-year term ending June 30, 2003. Planning Commission - two terms, which expired June 30, five applicants. Both of the incumbents applied for reappointment, three additional applicants (no applications were received during the deadline extension). Applicants: Charlie C. Cheatham Robert M. Harvey, Jr. Peter R. Hoffman Sam Perrotti Peter C. Tucker All of the above applicants were notified by telephone and mail of the date, time and place of the re -scheduled interviews. Background: At its meeting of July 27, 1999, the City Council rescheduled applicant interviews to 6:30 p.m., August 10, 1999, just prior to the August 2 regular meeting, and continued Commission appointments to that regular meeting. Both previously scheduled interview meetings of July 13 and July 27 had been cancelled because a full Council could not be present for the interviews or appointments. Applicants were notified of the July 27 cancellation by telephone prior to the meeting and again by letter after the meeting to confirm the rescheduled date. The rescheduled interviews were conducted this evening at 6:30 p.m. Appointments are appropriate at this time. Noted: Stephen R. r , City Manager Elaine Doerfling, City • • PLANNING COMMISSION APPLICANTS • • CITY OF HERMOSA BEACH BOARD/COMMISSION APPLICATION 6; NAME OF COMMISSION Planning Commission !pt d Id• [NS, M•CM Name Charlie C. Cheatham Home Phone: 310-798-4225 Address: 548 2"d Street, Hermosa Beach Occupation/Profession: Federal Civil Service, Senior Manager Name of Employer: Department of Defense Bus Phone: 310-900-6526 Address of Employer: DCMDW-O, 18901 S, Wilmington, Carson CA 90746 REFERENCES: Local: Wilhelm Sarasalo, President, Pacific Software, 310-545-7038 Professional: Dave Underwood, USAF Space & Missile Center, Finance Deputy, 310-363-2310 Other: Scott Fonoimoana, Construction, 310-600-2750 COMMUNITY PARTICIPATION AND SERVICE (past and present): Recently elected VP for Certification with the South Bay chapter of the National Contracts Management Association. Additionally. I have been training to be a Disaster Assistance Coordinator with the American Red Cross. Also, I have attended and spoken at a number of City Council and Planning Commission meetings. Why do you wish to become a Commission member? I wish to become more active in community affairs and help to continue the improvements in Hermosa Beach that have been occurring over the past few years. Although there are many avenues for volunteering my time and efforts, the issues that the Planning Commission deals with are of most interest to me. I feel that my background and circumstances will allow me to fully comprehend the process and fairly represent the Hermosa populace. What do you feel are the duties and responsibilities of a Commission member? The Planning Commission member's primary role is to ensure that proposed projects and activities meet acceptable standards established by the City, and that these projects are beneficial to the populace. This includes serving as a member of the Design Review Board, investigating and reporting on improvements for subdivisions, approving vesting tentative maps, granting conditional use permits, granting precise development plans, approving development agreements, initiating or recommending for adoption amendments for zoning, approving signage, and other items. • • Do you have any current obligations or responsibilities, which could be construed as a conflict of interest with your being a board/commission member? Yes X No Please give a resume of your education, employment, memberships, past activities and other experience that you feel would qualify you as a Board/Commission member: Education: • BS in Industrial Engineering, Cal Poly San Luis Obispo, 1982 • MS in Systems Management, USC, 1992 Employment: • Architect Engineer, Mare Island Naval Shipyard, Vallejo, 1977-1978. Designed industrial facilities for the shipyard. Industrial Engineer, Air Force Space Division, El Segundo, 1979-1985. Served as Manufacturing Operations Manager and Property Manager for space launch vehicles. Industrial Policy Manager, Headquarters Air Force, Pentagon, 1985-1986. Worked with Congress and other government Agencies to establish Air Force wide policies concerning Value Engineering, Strategic and Critical Materials, Priorities and Allocations, Title III, and other high level programs. • Program Manager, Air Force Space Division, El Segundo, 1986-1988. In charge of the Industrial Modernization Incentives Program for launch vehicles. • Manufacturing Assessment Branch Chief, Air Force Plant Office, Douglas Aircraft, Long Beach, 1989-1990. In charge of evaluating the contractor's manufacturing operations for the C-17 aircraft. Program Support and Systems Engineering Branch Chief, Air Force Plant Office, Rocketdyne, Canoga Park, 1990-1992. In charge of engineering surveillance and program integration on NASA Space Shuttle and Space Station programs. Contact Administration Program Manager, Defense Contract Management Command, Carson, 1992 -present. Held a number of senior level positions at our Western District Headquarters. Established programs and policies regarding contracting practices, quality assurance, manufacturing surveillance, engineering practices, and government property accounting. Established functional automation systems for the District. Involved in a number of acquisition reform initiatives that are establishing commercial practices for Department of Defense purchases of products and services. Established a Malcom Baldrige based auditing system for the Command. Currently supervising fifty Senior Functional Advisors who are establishing knowledge management processes and training throughout the District. • • In 1998, I started a firm called C3 Disaster Consulting Services to allow me to write a book on disaster assistance. Memberships/certifications: • Member National Contracts Management Association • Certified as a Professional Contracts Manager • Vice President, Certifications • Member Order of the Engineer • Received Engineer in Training (EIT) certification • Senior member American Institute of Aeronautics and Astronautics • Member Department of Defense Acquisition Corps • Certified in Manufacturing and Production • Certified in Program Management This Board/Commission meets on Tuesdays at 7:00 p.m. Do you foresee any scheduling problems that might make you miss meetings? Yes X No How long have you lived in Hermosa beach? 1994 to present Comments: If the two current members are reinstated, I wish to still be considered for a Planning Commission position should another vacancy arise. Signed: Date: 10 J Name: • THE CITY OF HERMOSA BEACH OCTQ)1998- APPLICATION FOR APPOINTMENT TO MUNICIPAL C 'i ISSIcQ,NLERr CITY OF HEAd6 S,; 3ERCN **U.--410 111111 Home Phone : C 3 ( o)3 '7 =z - 53"3 NAME OF COMMISSION P M . 1- Nk•-. e� J Address: ,.50C Gr.,t„/i .5-r1 Occupation or Profession: Name of Employer: \Ai t t i clo iy rC(.SSoc a--1 cs (-31 a� 5 2 ' XoWO Bus. Phone: Address of Employer: /.4 job Ct. oss hn?‘ c& Pt<%/edy ,So • Z > VCLs( y (',• REFERENCES: Local: Professional: Other: (`-(.s. Jc,2 cc �Fw� Grr ,. PL„c„k h,,_) M ,. t-; 6>i- if 46. .. �7c4 Prfrt-ion/.**/C-C'S�7CS.al C7,,, c.4' c(-4_7.44 4- , �l F� c COMMUNITY PARTICIPATION AND SERVICE (past and present): Why do you wish to become a Commission Member? /fir 6/- G1- / .clH,z 7 f 6 f 1 7 c t /cc al /D What do you feel are the duties and responsibilities of f SSc� C . -CO vh ?Xs- (11.40iCc.co-c, e a Commission member? S 33 -VelraCt5 -g • • Do you have any current obligations or responsibilities which could be construed as a conflict of interest? Yes 5C No (If yes, please list) Please give a resume of your education, employment, memberships, past activities and other experience that you feel would qualify you as a Commission member. CAs3Ly.r_0/ fir ��r �17� C � /-7'.d euc,,-cOi.(.;.4-4..2 �1c�•� "944,1-> 7c J CA- —1 ./Yc! Qi<S clz..o..c, iIY�S 't6 gfl o c- A l c1. -c r,Q i A., /�/r'-cls ,"/„er. c.. _ 5 c' f ....L.)-1- ..-- ; a-, ...L.).S/.cam 7R/ ,I �l , [/ /`l acxlr !7 ., c..��c ci N.,,c� ....� /lc>c,s/ .3—(7--JC.,-..6 ( Cc r A IicA-F S.. -S e.r-1,cc =r_ t c.c.s 3v' 4-1; • /p, x z -,<r -z s _ - 4 // 34t (�J: � P�'< < ? t r f I��,.5 �� .2 s ; 41; 5�ccfo,-2 -/rc_4,: C,4 / CG /c . (''" -- S �� �c TH � 'ti- T.�s F -re-•,—&- C 5.".1-C `';. c .51 This Commission meets on / at p.m. Do you foresee any scheduling problems that might make you miss meetings? Yes No How long have you lived in Hermosa Beach? Comments: X _ 'I o-� Signed: ✓%� Date: ( :i '- 6/5/91 Name: THE CITY OF HERMOSA APPLICATION FOR APPOINTMENT TO NAME OF COMMISSION Planning Commissio Peter R. Hoffman . „� ;e: 374-6004 Address: 811 Loma Drive Occupation or Profession: Professor Name of Employer: Loyola Marymount University Bus. Phone: 310-338-7380 Address of Employer: 7900 Loyola Blvd. L.A.. CA 90045-8410 REFERENCES: Local: Mr. & Mrs. Larry Poindexter 336 29th; Mr. & Mrs. David LaMonica Professional: Dr. Loretta Morris, Dept. of Sociology, LMU Other: Hon. Richard W. Lyman, Jr., Manhattan Beach COMMUNITY PARTICIPATION AND SERVICE (past and present) : Over the past 20 years in the South Bay, I have been active in a number of local youth sports programs, as coach and board member (AYSO, Hurricanes, Little League, etc.). I have also been involved in local school programs/groups (incl. Mira Costa H.S.) and served on the board of the local AFS chapter. For approximately 10 years I was also a weekly contributor to the Beach Reporter and helped the editors develop a weekly question dealing with local issues (for which I provided the illustration). Why do you wish to become a Commission Member? This is a critical time in the development (and re -development) of Hermosa Beach --a process in which the Planning Commission willo play a vital role in defining the future character and quality of life in our town. What do you feel are the duties and responsibilities of a Commission member? A planning commissioner should represent the concerns and interests of the city's resident in t e city p arming anpermi ing process. even e ig qua 1 o y - 'u Commission typically does not have to provide much direct guidance to their routine - opera ions, 'u e ommission mus 'e ' -'- -' • ' •' '- consistent with the city plan and the apparent wishes of the citizens when appropriate. i • Do you have any current obligations or responsibilities which could be construed as a conflict of interest? Yes X No (If yes, please list) Please give a resume of your education, employment, memberships, past activities and other experience that you feel would qualify you as a Commission member. I am the Director of the Urban Studies Program and a professor of geography, with an area of expertise in urban geography, at Loyola Marymount University. My education includes an MA in geography and planning (Arizona 1974) and a PhD in geography (UCLA 1983). I have developed and taught classes in urban and environmental planning at the undergraduate and graduate level. I am also the Director of the Neighborhood Empowerment Program of the Center for the Study of Los Angeles --an independent research unit of LMU--and have been working in a number of planning and development programs in various parts of Los Angeles. I have extensive experience in the areas of urban design, urban planning, and historic preservation. I have consulted to a variety of organizations and groups, both in the U.S. and internationally, in these areas. My professional work has required that I work closely with a number of planning commissions, planning departments, and related city agencies. l believe I have a good understanding of the tunction of the Planning Commission and its duties and responsibilities under state law in California. This Commission meets on 3rd Tuesday at 7:00 p.m. Do you foresee any scheduling problems that might make you miss meetings? Yes X No How long have you lived in Hermosa Beach? Comments: 3 years previously lived in Manhattan Beach for 20 years and followed local/regional issues involving Hermosa Beach carefully due to my involvement with the Beach Reporter and professional interest in urban issues Signed: Date: 6/5/91 Tr / j 1 fp., '4_ CITY OF HERMOSA BEACH BOARD/COMMISSION APPLICATION NAME OF COMMISSION Name Sam Perrotti Home Phone: ( 310) 372-7269 Address: 1506 Golden Ave., Hermosa Beach, CA 90254 Planning Commission "IP y N. . ,, `cam Occupation/Profession: Appraiser Name of Employer State of Ca., Dept. of Real EstateBus. Phone: (213) 576-6851 Address of Employer REFERENCES: Local: Sam Edgerton, J.R. Reviczky 320 West 4th St., Suite 350, Los Angeles, CA 9u013 Professional: Robert Smylie, Smylie and Associates (Real Estate Attorney) (310) 553-3758 Other: COMMUNITY PARTICIPATION AND SERVICE (past and present): Member of the Board of Directors of Resources For Independence since 1998 Chamber of Commerce since 1991 Historical Society since 1991 Candidate for City Treasurer 1991 Why do you wish to become a Commission member? Presently I am a Planning C'rx;rni ssi over however my appointment expires 6-30-99. I feel I have shown during the past 4 years that I have the knowledge, aptitude and temperment necessary for this position. I feel that my decisions hay- •_.. • for the meetings. I bring to the. position of Planning Commissioner 28 years of .... e cp ri pnr-P as an appraiser and budget ana]st. What do you.feel are the duties and responsibilities of a Commission member? The primary duties are to maintain and enhance the environment of the community, which includes long range planni •- -•-. .. .- = e -.. - .. - •uties include resolving land use issues by applying the City Zoning Code and the policies of the City Council and Planning Commission. The major issues are zoning, subdivision, conditional use permits and variances Page 1 of2 • • Do you have any current obligations or responsibilities, which could be construed as a conflict of interest with your being a board/commission member? Yes X No (If yes, please explain) Please give a resume of your education, employment, memberships, past activities and other experience that you feel would qualify you as a Board/Commission member. Education: Bachelor of Arts, Providence College, 1963; LawDegree, William&Mary,1966 Various professional classes. Military: Captain, US Army, 1967-1969 Occupational: Licensed residential appraiser - License Number AL 019832 Supervising Appraiser, Subdivisions, Department of Real Estate. During my four years as Planning Commissioner, I feel that my decisions have been logical, reasonable and that I have been well prepared for the meetings. I am very familiar with the Civil Code pertaining to subdivisions, the structure and operation of common interest subdivisions, the budgeting for homeowner associations and various real estate laws and procedures. I feel I have been able to deal effectively with the City Planning Department Staff. I have successfully communicated with the general public and representatives of the Building Industry for many years with my position with the Department of Real Estate. I possess the flexibility and knowledge needed to balance the needs of residential homeowners and commercial activity. See attached resume. This Board/Commission meets on 3rd Tuesday at 7 p.m. Do you foresee any scheduling problems that might make you miss meetings? Yes x No How long have you lived in Hermosa Beach? Comments: 21 years I will do my best to make my term as a Planning Commissioner successful and effective. 0 3 Signed: v Date: 6 - 1? Page 2 of 2 (5/15/99) • • SAVERIO PERROTTI, JR. 1506 Golden Avenue Hermosa Beach, Ca. 90254 Residence: (310) 372-7269 Business: (213) 576-6851 EDUCATION: College: Bachelor of Arts, Providence College, 1963 Graduate: Degree in Law, College of William and Mary, 1966 Career: Various appraisal and real estate classes. MILITARY: Captain US Army 1967 to 1969 MISCELLANEOUS: Planning Commissioner, City of Hermosa Beach, 1995 to present. Member of the Board of Directors of Resources For Independence, a non-profit ortanization that promotes self-reliance for persons coping with mental illness and developmental disability. Member of the Hermosa Beach Chamber of Commerce 1991 to present. Licensed Residential Appraiser - License number AL 019832 BUSINESS EXPERIENCE: January 1980 to Present: Supervising Appraiser for the Department of Real Estate. Duties include analysis of condominium and planned unit development budgets, completion cost estimates for construction projects, the research and writing of HOA cost manuals, instruction, training of trainee appraisers, appraisal of condominium and subdivided land interests in other States. Additional duties include administrative tasks and personal responsibility for the most difficult appraisal assignments. Types of property appraised: vacant land, commercial, residential, and resort properties including timeshare projects. Responsible for the review of appraisals submitted to the Department, supervision o f up to 10 journeymen appraisers plus clerical staff. Expert witness in cases involving valuation issues where fraud by California Real Estate Licensees is alleged. October 1977 to March 1978: Manager of the Subdivision Department for Lawyers Title Insurance, San Jose, Ca. Responsible for the recording of subdivision maps an d other documents. Prepared title reports and policies. Coordinate processing o f Subdivision Public Reports between Department of Real Estate and subdividers. January 1976 to October 1977: Deputy Commissioner with the Department of Real Estate. Conducted investigations of violations of the Subdivision Land Act and Syndication Act. Prepared Subdivision Public Reports. January 1970 to January 1976: Associate Right of Way Agent for the State o f California, Department of Transportation. Acquired and appraised residential, commercial, and industrial property for transportation right of way purposes. I n addition, assisted the relocation of individuals displaced by transportation projects. . • !l 6_ JUN1 4 1999 CITY OF HERMOSA BEACH BOARD/COMMISSION APPLICATION e^ " ""'""' °' NAME OF COMMISSION Vi_N.Q0I (- � fA d/k 5 100 Name VIQ —rick i=ce Address: 2 35- 3 47n S-r�c�--r i 09ILIOyn 962 5l,/ Occupation/Profession: (1) --GO Co A c Tota Home Phone: /0 -3 /7 -,5)/7 — X00 �-�-.5 - Ua-.5 � Name of Employer S _ P Bus. Phone: # 9e 'I Q1- Address of Employer t -M A� S Mi/i= REFERENCES: 1/ Local: rP��- _I -SH le_ owA Ax , E ��^Au - 1� �ol.Atc_�c 374- 30.2 8 Professional: >✓ (�1>t -��� `- 1N0vv' S AUE Le°.„2-(4-- 3 7 L- 5 5 3 %2 905-4) 1 j,2-.2 A/5-9S- Other: 1/) Other: b1 At ue_. ✓OL')� t►-Gv '- .7T ' vvb-L,_.. COMMUNITY PARTICIPATION AND SERVICE (past and/ present): 1ALENN 0 F e -l‘ ok) �qf 3 -V T12-% V ETf-t W,USTauc-T1oo P- Z.• G/14)4 CSO lA lam( L G w, L4 TR_. .2y v4; y w 42.A}7, ( 11 J 1(.< i t T r ) L7D T VoL_vL)Th1 coLc4-1, 50eZoot2_ codcK 2L='F 6. C64N0A M. ca "-ft ga:I? ►. l04 Gec-bv Q, ca _i El_1�.�j- 1¢. OGJA y [tl�L=J Why do you wish to become a Commission member? fie) I Pi= i ►.J /--t 1-1 04 AR) tk 1 uta V i 5100 1 1 t c-74 What do you feel are the duties and responsibilities of a Commission member? -7-6 �l Usti E-&) OILI E 774 e 200 104- a -P 71-4G Page 1 of 2 • • Do you have any current obligations or responsibilities, which could be construed as a conflict of interest with your being a board/commission member? Yes X No (If yes, please explain) Please give a resume of your education, employment, memberships, past activities and other experience that you feel would qualify you as a Board/Commission member. A Q.i S. l 9 Ce LI �I_ C�►�,►.�o - c,�or 10� o Ak196,7 C��� cr12_0 Loo • > - 197o n IA- .n/`d0 C� Q���TL L oGl-4- !'4 f3 17_000 - b o 'b C14 6G0 I )ct 19 'go o „p , v Tho o cociD4 tar S I►)19108 Lt re LO►Jl rE-S \-2Mos 6 Mail - ICGSo H.L---N./.P� This Board/Commission meets on rl ►..� 1,/ E any scheduling problems that might make you miss meetings? Yes Wl No at p.m. Do you foresee How long have you lived in Hermosa Beach? 02 6 9. a.. Comments: Date: lo' /02' 9 Page 2 of 2 (5/1 5/99) • Mayor and Members of the City Council /6--99 August 2, 1999 City Council Meeting August 10, 1999 CITY COUNCIL COMMITTEE ASSIGNMENTS - AUGUST 1999 Recommendation: O It is recommended that the City Council appoint delegates and alternates to the various committees (see attached updated list), consistent with the policy of maintaining permanent representation whenever possible, and delete any obsolete temporary subcommittees as appropriate. Background: At its meeting of June 22, 1999, the City Council acted to appoint the following: - Mayor (term ending Tuesday, April 11, 2000): - Mayor Pro Tempore (same term as Mayor): - L.A. County City Selection Committee Delegate: - South Bay Cities Sanitation District Delegate: Alternate: - Inglewood Fire Training Authority Delegate: Alternate: Julie Oakes J.R. Reviczky Mayor Oakes Mayor Oakes Mayor Pro Tempore Reviczky Mayor Oakes Mayor Pro Tempore Reviczky The appointment of delegates and alternates for the remainder of the City Council committee assignments was brought back for Council consideration at its meeting of July 13, but due to the lateness of the hour and the absence of one Council member, was postponed to July 27. Due to the absence of two Council members at the meeting of July 27, the item was postponed to tonight's meeting. The September 1998 committee -assignment list (attached) has been updated to include the changes made at the June 22 meeting and to add to the list the existing Valley Park subcommittee (Oakes and Reviczky), pursuant to direction by the Mayor at the July 27 meeting. Council members are requested to contact Mayor Oakes prior to the August 10 meeting concerning any preferences with regard to committee assignments. Please note that the appointed delegate and alternate should be the same for both the South Bay Corridor Study Steering Committee and the South Bay Cities Association since their meetings occur back-to-back on the same day and at the same location. Also, two of the committees require resolutions for the appointments of delegates and alternates. Councilmember Edgerton is the current delegate and Finance Director Viki Copeland the current 1 8b • • alternate for the Independent Cities Lease Finance Authority (ICLFA). Councilmember Edgerton is also the current delegate for the Independent Cities Risk Management Association (ICRMA); Personnel/Risk Management Director Michael Earl is the designated alternate, and Finance Director Viki Copeland and is the substitute alternate representative who would serve in the absence of the appointed delegate and alternate. If assignment changes are made this evening with regard to either of those committees, an appropriate resolution will be placed on the consent calendar of the September 14 agenda for Council adoption. Following the assignments of delegates and alternates, letters will be sent to the appropriate boards and committees, and the list of newly appointed delegates and alternates will be forwarded to Council. NOTED: Stephen R. BurrelManager 2 Elaine Doerfling, City • • CITY COUNCIL REORGANIZATION OF DELEGATES AND ALTERNATES APPOINTMENTS AND/OR REAPPOINTMENTS Beach Cities Committee Delegate Reviczky (as called) Delegate Bowler Coordinating Council Delegate (4th Thurs. [dark in Dec.] Edgerton 12:00 lunch, Scotty's - HB Independent Cities Association Delegate Oakes (Quarterly - dinner meeting) Alternate Bowler Independent Cities Lease Finance Authority Delegate Alternate O Edgerton (Annual - in June, as called) Copeland RESOLUTION NO. 93-5652 Independent Cities Risk Management Association Delegate Edgerton (2nd Wed. - 10:30 a.m., Huntington Park) Alternate Earl (Copeland - substitute) RESOLUTION NO. 97-5886 Inglewood Fire Training Authority Commission (same as South Bay Sanitation District) Delegate Oakes Alternate Reviczky (3rd Wed. - 1:30 p.m., Torrance City Hall) League of California Cities - Board of Directors Delegate Edgerton (1st Thurs. - 7 p.m., 700 S. Almanson, Almanson Court, Salon #4, Alhambra Alternate Oakes [dark in July]) Los Angeles County/City Selection Committee (must appoint alternate separately each time when unable to attend meeting) Mayor Oakes (as called) Page 1 Appointments 9-22-98 (as amended 6/22 and 7/27/99) • • Metropolitan Transportation Authority City Selection Committee Delegate Oakes (as called) Alternate Reviczky Sister City Association, Inc. Delegate Reviczky (3rd Thurs., as called, various locations) Alternate Benz South Bay Cities Association (same as South Bay Corridor Study Steering Committee) Delegate Bowler Alternate (4th Thurs. - 7 p.m., Cultural Arts Bldg., Reviczky Music Room, Torrance City Hall) South Bay Cities Sanitation District (County Sanitation Districts of Los Angeles) (same as Inglewood Fire Training Authority) Delegate Oakes Alternate Reviczky 3rd Wed. - 1:30 p.m., Torrance City Hall) South Bay Corridor Study Steering Committee (same as South Bay Cities Association) Delegate Bowler Alternate (4th Thurs. - 6 p.m., Cultural Arts Bldg., Reviczky Music Room, Torrance City Hall) South Bay Youth Project (formerly called South Bay Juvenile Diversion Project) Delegate Edgerton Alternate (Quarterly, as called - 6 p.m., Reviczky 320 Knob Hill, Room 4, Redondo Beach Southern California Association of Governments [Added 6/9/98] (Annual, as called - next one Delegate Edgerton scheduled for April 7,8,9, 1999 in Monrovia West Basin Water Association Delegate (Quarterly - dinner meeting - 4th Thurs. - Benz 6 p.m., Charlie Brown's, Redondo Beach) Alternate Reviczky Page 2 Appointments 9-22-98 (as amended 6/22 and 7/27/99) Santa Monica Bay Restoration Project Delegate Benz Alternate Etta Simpson SUB -COMMITTEES Pier Reconstruction (Temporary) Councilmember Oakes Councilmember Reviczky Beach Cities Health District (Temporary) Councilmember Reviczky Councilmember Edgerton Bijou Development Project (Temporary) Councilmember Councilmember Valley Park (Temporary) Councilmember Councilmember Edgerton Oakes Oakes Reviczky Airport Expansion (Temporary) [Formed 6/24/97] Councilmember Reviczky Councilmember Oakes Millennium Celebration (Temporary) [Formed 1/27/98] Councillmember Bowler Councilmember Oakes Page 3 Appointments 9-22-98 (as amended 6/22 and 7/27/99) • • Preferencial Parking Area (Temporary) [Formed 5/12/98] Councilmember Oakes Councilmember Edgerton City -School District Partnership (Temporary) [Formed 5/28/98] Councilmember Edgerton Councilmember Oakes Council Chambers Remodel (Temporary) [Formed 7/28/98] Councilmember Reviczky Councilmember Oakes Pacific Coast Highway Upgrade (Temporary) [Formed 11/24/98] Councilmember Benz Councilmember Reviczky Fiesta (Temporary) [Formed 11/24/98] Councilmember Oakes Councilmember Edgerton Eighth Street Sidewalk (Temporary) [Formed 3/23/99] Councilmember Bowler Councilmember Oakes Page 4 Appointments 9-22-98 (as amended 6/22 and 7/27/99) CITY OF HERMOSA BEACH MEMORANDUM DATE: JULY 29, 1999 TO: HERMOSA BEACH CITY COUNCIL HERMOSA BEACH SCHOOL BOARD FROM: CITY/SCHOOL COMMITTEE (OAKES, EDGERTON, McCURDY, WEISS) RE: SOUTH PARK BUILDING USE Recommendation: That the City Council allow the use of the building at South Park as part of the after school program and execute a cooperative agreement with the School District. That the City Council accept the improvements to be made to the entire building as the consideration for building use. Background: As you know, the City/School Committee has been meeting for several months to discuss issues that the City and District could work together on. This is the first project proposed and would use the building in South Park for an after school and recreation program. The building has four classrooms and a restroom. The district will pay for the improvements to all four classrooms. They will use three for the after school program and the City will use the fourth for recreational programs. The improvements will include ceiling, plumbing and electrical repairs, new lighting and new carpet. The total cost of improvements is estimated at $20,000. The City will repair the windows and remove the stored items. The program will only serve the Hermosa Beach school district children. It is expected that 70-100 kids could be accommodated in this program. It will operate from 3:30pm to 6:00pm each school day. The rooms also could be available for other uses when idle. August 4, 1999 Honorable Mayor and Members of the Hermosa Beach City Council Regular Meeting of August 10, 1999 DESIGNATION OF VOTING DELEGATE & ALTERNATE FOR THE LEAGUE OF CALIFORNIA CITIES ANNUAL CONFERENCE 1 Background: As you know, the League of California Cities takes positions on legislation at the state level that impact cities. The position that the League of California Cities takes on various bills starts at the annual business meeting where resolutions are considered. These resolutions guide the legislative effort during the next year. In order for the City to participate in the vote, we must designate the voting delegate and an alternate. Recommendation: Designate a voting delegate and an alternate for the League of California Cities Annual Business Meeting on Tuesday, October 12, 1999. Respectfully submitted, Stephen R. Burrell City Manager 8di \oo YE4pS ligTi �vII League of California Cities ='1 1898-1998 Better Cities—A Better Life July 1999 To: From: Re: i • Laque of California Cities The Honorable Mayor and City Council r JUL 2 7 1999 ar.ci.4 city al M.r mare /Mace Carolyn Ratto, League President, Mayor Pro Tem, Turlock Designation of Voting Delegate for League Annual Conference 1400 K Street Sacramento, CA 95814 916.658.8200 FAX 916.658.8240 wuva.cacities.org This year's League Annual Conference is scheduled for Sunday, October 10, through Tuesday, October 12, 1999 in San Jose. One very important aspect of the Annual Conference is the Annual Business Meeting when the membership takes action on conference resolutions. Annual Conference resolutions guide cities and the League in our efforts to improve the quality, responsiveness and vitality of local government in California. It is important that all cities be represented at the Annual Business Meeting on Tuesday, October 12, at 9:15 a.m. at the San Jose Convention Center. To expedite the conduct of business at this important policy-making meeting, each city council should designate a voting representative and an alternate who will be present at the Annual Business Meeting. League bylaws provide that each city is entitled to one vote in matters affecting municipal or League policy. A voting card will be given to the city official designated by the city council on the enclosed "Voting Delegate Form." If the mayor or a member of the city council is in attendance at the Conference, it is expected that one of these officials will be designated as the voting delegate. However, if the city council will not have a registered delegate at the Conference but will be represented by other city officials, one of these officials should be designated the voting delegate or alternate. Please complete and return the enclosed "Voting Delegate Form" to the Sacramento office of the League at the earliest possible time (not later than Friday, September 24, 1999), so that proper records may be established for the Conference. The voting delegate may pick up the city's voting card at the designated Voting Card Table located in the League Registration Area. The voting procedures to be followed at this Conference are printed on the reverse side of this memo. Your help in returning the attached "Voting Delegate Form" as soon as possible is appreciated. If you have any questions, please call Lorraine Okabe at 916/658-8236. I PARCEL 3,472 S.F. PARCEL VAP \O, 25248 SUBDIVIDER'S STATEMENT SHEET I OF 2 SHEETS IN THE CITY OF HERMOSA BEACH COUNTY OF LOS ANGELES STATE OF CALIFORNIA BEING A SUBDIVISION OF LOT 3 YOEMAN'S SUBDIVISION OF A PORTION OF BLOCK 91 OF THE SECOND ADDITION TO HERMOSA BEACH AS PER MAP RECORDED IN BOOK 6 PAGE 84 OF MAPS, IN THE OFFICE OF THE . COUNTY RECORDER OF SAID COUNTY. FOR CONDOMINIUM PURPOSES I HEREBY STATE THAT I AM THE SUBDIVIDER OF THE LANDS INCLUDED WITHIN THE SUBDIVISION SHOWN ON THIS MAP WITHIN THE DISTINCTIVE BORDER LINES, AND I CONSENT TO THE PREPARATION AND FILING OF SAID MAP AND SUBDIVISION. D,4J10 +4. IdoFFMAMvv SUBDIVIDER RECORD OWNER: 120 MONTEREY L.C, A CALIFORNIA LIMITED LIABILITY COMPANY. THIS SUBDIVISION IS APPROVED AS A CONDOMINIUM PROJECT FOR 2 UNITS WHEREBY THE OWNERS OF THE UNITS OF AIR SPACE WILL HOLD AN UNDIVIDED INTEREST IN THE COMMON AREAS WHICH WILL, IN TURN, PROVIDE THE NECESSARY ACCESS AND UTILITY EASEMENTS FOR THE UNITS. STATE OF CALIFORNIA) 9S COUNTY OF -k 5Q�(_'jbtgJezlia < �� ON 'S �C k• �i «qq� BEFORE ME, L �_���IP�A NOTARY PUBLIC, PERS ALLY APPEARED___ c 11Qj dt_ et6 PERSONALLY KNOWN TO ME (OR PROVED TO ME ON THE BASIS OF SATISFACTORY EVIDENCE) TO BE THE PERSON(S) WHOSE NAME(S) IS/ARE SUBSCRIBED TO THE WITHIN INSTRUMENT AND ACKNOWLEDGED THAT HE/SHE/THEY EXECUTED THE SAME IN HIS/HER/THEIR AUTHORIZED CAPACITY(IES) AND THAT BY HIS/HER/THEIR SIGNATURE(S) ON THE 'INSTRUMENT THE PERSON(S), OR THE ENTITY UPON BEHALF OF WHICH THE PERSON(S) ACTED, EXECUTED THE INSTRUMENT. . - IJaI C l z Joe.* 1n C &roc r Mt( Pc -i d1G IPAL PLAGi fAbi ` 0 10 L00 .Af\IG-IEI CCUN.r'( CoHllv1tloJ ; It • :2 5 - 03 WITNESS MY HAND. SIGNATURE e-k(WK-IC. GIeSMl. tt is _ J AL10 . -'j 0 -K No.11284 EXP.12-31-00 RECEIVED AUG 0 2 1999 CAM. DEV. DEPT. ENGINEER'S STATEMENT THIS MAP WAS PREPARED BY ME OR UNDER MY DIRECTION AND WAS COMPILED FROM RECORD DATA IN CONFORMANCE WITH THE REQUIREMENTS OF THE SUBDIVISION MAP ACT AND LOCAL ORDINANCE AT THE REQUEST OF DAVID HOFFMAN ON 6-10-99 I HEREBY STATE THAT THIS PARCEL. MAP SUBSTANTIALLY CONFORMS TO THE APPROVED OR CONDITIONALLY APPROVED TENTATIVE MAP, IF ANY. 4,35a r° 2-5241 .... 7- 25-99 ate , 7- 054-157 (4/81-/6-6.0) F.sRG-30-°1 EDWARD G. SHWEIRI R.C.E. 11284 EXPIRATION: 12-31-00 RECORD DATA WAS TAKEN FROM YEOMAN'S SUBDIVISION OF A PORTION OF BLOCK 91 OF SECOND ADDITION TO HERMOSA BEACH, M.B. 6-84. SPECIAL ASSESSMENTS CERTIFICATE I HEREBY CERTIFY THAT ALL SPECIAL ASSESSMENTS LEVIED UNDER THE JURISDICTION OF THE CITY OF HERMOSA BEACH, TO WHICH THE LAND INCLUDED IN THE WITHIN SUBDIVISION OR ANY PART THEREOF IS SUBJECT, AND WHICH MAY BE PAID IN FULL, HAVE BEEN PAID IN FULL. CITY TREASURER OF THE CITY OF HERMOSA BEACH DATE CITY ENGINEER'S CERTIFICATE I HEREBY CERTIFY THAT I HAVE EXAMINED THIS MAP AND THAT IT CONFORMS SUBSTANTIALLY TO THE TENTATIVE MAP AND ALL APPROVED ALTERATIONS THEREOF; THAT ALL PROVISIONS OF SUBDIVISION ORDINANCES OF THE CITY OF HERMOSA BEACH APPLICABLE AT THE TIME OF APPROVAL OF THE TENTATIVE MAP HAVE BEEN COMPLIED WITH; AND THAT I AM SATISFIED THAT THIS MAP IS TECHNICALLY CORRECT WITH RESPECT TO CITY RECORDS. HARRY W. STONE CITY ENGINEE DEPUTY R.C.E. /87GS EXPIRES G• 30-0) DATE COUNTY ENGINEER'S CERTIFICATE I 1-IE2e&( cE rlf/ -rFI I 64Avr t xAMI1J✓t7 rrlia, vrAp, -rdAr ,r cti-1Pur� I�tr�l ALL P2ovloIc'J0 erA,E LAW A120.4 AVLE A -r- -1-14e -jiME HPQRoal- �f TlE Tgi-FrArriv5ViAQ ; aim T4AT I Art Peif1E1) "1-14AT11.11 K Yui fec441Jic,NaLy coR2-Ecr 11-1 ALL. We F; T 6, cerci fIEQ 1/1115' GIT'{-1.IarIrJEE2—, COUNTY ENGINEER BY DEPUTY DATE RCE NO. EXPIRES CITY CLERK'S CERTIFICATE I HEREBY CERTIFY THAT THE CITY COUNCIL OF THE CITY OF HERMOSA BEACH BY MOTION ADOPTED AT ITS SESSION ON THE DAY OF , 19 APPROVED THE ANNEXED MAP. CITY CLERK OF THE CITY OF HERMOSA BEACH DATE CITY PLANNER'S CERTIFICATE I HEREBY CERTIFY THAT THE ANNEXED MAP CONFORMS SUBSTANTIALLY TO THE TENTATIVE .MAP APPROVED BY THE PLANNING COMMISSION ON THE - DAY OF , 199_ SECRETARY OF PLANNING CITY OF HERMOSA BEACH DATE SCALE: I"=10' SHEET 2 OF 2 SHEETS ACH_ VAP \0, 25248 F- w w '- v ) IN THE CITY OF HERMOSA BEACH COUNTY OF LOS ANGELES STATE OF CALIFORNIA FOR CONDOMINIUM PURPOSES e e s INDICATES THE BOUNDARY OF THE LAND BEING SUBDIVIDED BY THIS MAP YEOMAN'S SUBDIVISION OF A FoRTlorl of tLocK- 0)1 o f tAc eeco-JD APO -n°.0 Td NERAoop. VEAck-1, M.22 &-84. FD 58W IN LIEU OF 4 PK STRADS PER TRACT NO. 42874, M.B. 1035-96-97. 2 0 co LIIle 1- Lot 4 x Cm z Lode- Dr LoT s *- alJfl ACL€N Imp f I.J'L`( Lfl'4 or' Q, M. NO 1,2gec RM4P, 14 -6) -G94 -69G,. S 02°49' "E 33.25' 1 A = 3,472 S.F. • 40.00' _WI 0-'71 0' Z� ' -cza'o3„ L 7, 55' R ` 1146.28' • • • • � t�'LY l ire of Lor 2 )1/41 - S F N 77°50'00"E 83.50' S 12°10'00"E S 12°10'00"E 0 MONTEREY BOULEVARD fl 0 o O I= FD SST PER TRACT NO. 142874, M.B. 1035-96-97.