CC SR 20251007 F - ACLAD Loan Contract Amendment No. 1CITY COUNCIL MEETING DATE: 10/07/2025
AGENDA REPORT AGENDA HEADING: Consent Calendar
AGENDA TITLE:
Consider Amendment No. 1 to the Loan Agreement with Abalone Cove Landslide
Abatement District (ACLAD).
RECOMMENDED COUNCIL ACTION:
(1)Approve Amendment No. 1 to the Loan Agreement with ACLAD to update the
eligible expenditures to include winterization or culvert repairs including, but not
limited to, the winterization of Altamira Canyon and repair for the culvert under
Palos Verdes Drive South (PVDS); and,
(2)Authorize the Mayor and City Clerk to execute Amendment No. 1 in a form
approved by the City Attorney.
FISCAL IMPACT: If approved, Amendment No. 1 would expand the list of eligible
expenditures for the $1,610,000 loan issued to ACLAD. No additional appropriation is
needed, as the full amount was disbursed to ACLAD on March 7, 2025. According to the
most recent financial report submitted to the City Council on September 16, 2025, ACLAD
reported an available loan balance of approximately $162,000, with the majority of the
loan used for their Deep Dewatering Wells (DDW) Plan in accordance with the loan
agreement.
Amount Budgeted:
Additional Appropriation:
Account Number(s):
$1,610,000 (ACLAD)
$1,917,500 (KCLAD)
N/A
330-400-0000-7201
(CIP Fund – Debt Issued) VR
ORIGINATED BY: Vina Ramos, Director of Finance VR
REVIEWED BY: Catherine Jun, Deputy City Manager CJ
Ramzi Awwad, Director of Public Works
APPROVED BY: Ara Mihranian, AICP, City Manager
ATTACHED SUPPORTING DOCUMENTS:
A.Amendment No. 1 to the Loan Agreement with ACLAD (Page A-1)
B.Original Loan Agreement with ACLAD (Page B-1)
C.March 18, 2025 Staff Report regarding ACLAD Loan (Linked)
D.February 4, 2025 Staff Report affirming use of ACLAD Loan for DDWs
(Linked)
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E. September 16, 2025 Staff Report expanding uses of ACLAD Loan
(Linked)
BACKGROUND:
ACLAD and the Klondike Canyon Landslide Abatement District (“KCLAD”) are Geologic
Hazard Abatement Districts (GHADS) working to slow the Greater Portuguese Bend-
Ancient Altamira Landslide Complex and mitigate its impacts within their respective
districts. These mitigation efforts are partially funded with a loan issued by the City to
each GHAD on July 2, 2024. On August 20, 2024, the City received the signed loan
agreements from ACLAD and KCLAD in the amounts of $1,610,000 and $1,917,500,
respectively. The loans have a 12-year term with a 2.5% interest rate, and the first
estimated payment is scheduled for December 2025. A comprehensive staff report about
the loans can be found under Attachment C.
On February 4, 2025, the City Council affirmed using the $1.6 million City loan to ACLAD
to implement its Deep Dewatering Well (DDW) Plan including two monitoring wells and
instrumentation that would be installed, maintained and operated by ACLAD within their
jurisdictional boundaries. A comprehensive staff report can be found under Attachment
D.
On March 18, 2025, at ACLAD’s request, the City Council approved extending the first
loan payment from December 1, 2025, to December 1, 2026 and updating the loan
agreement language to include the include the implementation of DDWs (Attachment B).
A comprehensive staff report can be found under Attachment C.
On September 16, 2025, during the Greater Portuguese Bend –Ancient Altamira
Landslide Complex 60-day update, ACLAD requested that the City Council expand the
eligible uses of the remaining loan funds to include upcoming winterization maintenance
and repairs to an existing culver under PVDS. A comprehensive staff report can be found
under Attachment E.
At the September 16 meeting, the Council directed staff to return with proposed amended
language to the Loan Agreement. The City Council is now being asked to formally amend
the Loan Agreement to reflect ACLAD’s requested amendments.
DISCUSSION:
As reported at the September 16, 2025 meeting, the following were the approved cost
sharing requests from ACLAD for their upcoming winterization work:
• City to contribute 50% of the cost ($100,000 City share) towards repairing the
Altamira Canyon culvert under PVDS. This work is beneficial to reducing water
infiltration contributing to movement near PVDS.
• City to Contribute 50% of the cost ($100,000 City share) towards re-grading lower
Altamira Canyon seaward of PVDS. This work is beneficial to reducing water
infiltration and resultant load on the DDWs in the area.
Staff recommended accepting the requests based on the following consideration:
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• The improvements reduce water infiltration that contributes to movement and
ongoing repairs to PVDS, a significant cost to the City;
• Re-grading lessens the load on the DDWs, providing long-term maintenance
benefits; and
• The City-funded work would be performed on City-owned property.
In addition to the measures outlined above, ACLAD is requesting approval, in the form of
an amendment to the loan terms, from the City Council authorizing the use of the
remaining loan balance of $162,000 for the winterization and culver repair efforts.
Accordingly, Staff proposes Amendment No. 1, revising Exhibit “A,” to read as follows
(deleted text is indicated in strikethrough and added text in bold & italics):
“The loan amount of One Million Six Hundred Ten Thousand Dollars
($1,610,000.00) will be used for the drilling of eight to ten (8 -10) Deep Dewatering
Wells (DDW’s) and two (2) monitoring wells. To the extent the wells can be drilled
for less than $1,600,000, the excess will be used for winterization or culvert
repairs including, but not limited to, winterization of Altamira Canyon and
repair of the culver under Palos Verdes Drive South applied to ACLAD
reserves or refunded to the city. If the loan amount is consumed by less than eight
(8) wells, ACLAD will fund the cost of one well from the balance of the loan
proceeds and its well drilling budget for the shortfall.
ACLAD and City Staff along with the City’s consultant engineering geologists are
coordinating with the plan on a near daily basis. Upon implementation of the
ACLAD’s DDW Plan, data from the monitoring wells and GPS surveys will be
analyzed to determine the effect of the DDWs. Accordingly, updates will be
provided to the City Council.
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CONCLUSION:
Staff recommends that the City Council approve Amendment No. 1 (Attachment A) to
authorize the use of the loan balance for ACLAD’s winterization and culvert repair efforts.
ALTERNATIVES:
In addition to Staff recommendation, the following alternative actions are available for the
City Council’s consideration:
1. Do not approve Amendment No. 1, keeping the eligible costs limited to the DDWs
project only.
2. Take other action, as deemed appropriate.
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AMENDMENT NO. 1
TO LOAN AGREEMETN BETWEEN
CITY OF RANCHO PALOS VERDES & ABALONE COVE LANDSLIDE ABATEMENT
DISTRICT (ABALONE COVE SUBSLIDE PORTUGUESE BEND LANDSLIDE
STABILIZATION PROJECT)
This AMENDMENT NO. 1 to CITY OF RANCHO PALOS VERDES & ABALONE
COVE LANDSLIDE ABATEMENT DISTRICT (ABALONE COVE SUBSLIDE
PORTUGUESE BEND LANDSLIDE STABILIZATION PROJECT) (“Amendment No. 1”) is
made and entered into October 7, 2025 by and between the CITY OF RANCHO PALOS
VERDES, a general law city & municipal corporation (“City”) and ABALONE COVE
ABATEMENT DISTRICT (“ACLAD”), a district of the State of California.
RECITALS
A. On March 18, 2025, the City and ACLAD entered into the LOAN AGREEMENT,
effective July 2, 2024, whereby the City’s City Council approved to issue a $1,610,000 loan to
take certain steps mitigate and stabilize the effects of the Portuguese Bend Landslide within its
area.
B. ACLAD desires to adjust how it is authorized to use the funds from the LOAN
AGREEMENT to allow it to make expenditures for winterization or culvert repairs including, but
not limited to, winterization of Altamira Canyon and repair of the culver under Palos Verdes Drive
South.
C. City is agreeable to such adjustment to the allowable use of funds from the LOAN
AGREEMENT.
AGREEMENT
1. The above recitals are incorporated by reference as if set forth in full herein.
2. Exhibit A to the LOAN AGREEMENT, is amened, in part, to read as follows
(deleted text is indicated in strikethrough & added text in bold & italics):
The loan amount of One Million Six Hundred Ten Thousand Dollars
($1,610,000.00) will be used for the drilling of eight to ten (8-10) Deep
Dewatering Wells (DDW’s) and two (2) monitoring wells. To the extent the
wells can be drilled for less than $1,600,000, the excess will be applied to
ACLAD reserves or refunded to the city the excess funds will be used for
winterization or culvert repairs including but not limited to winterization
of Altamira Canyon and repair of the culver under Palos Verdes Drive
South. If the loan amount is consumed by less than eight (8) wells, ACLAD
will fund the cost of one well from the balance of the loan proceeds and its
well drilling budget for the shortfall.
ACLAD and City Staff along with the City’s consultant engineering
geologists are coordinating with the plan on a near daily basis. Upon
implementation of the ACLAD’s DDW Plan, data from the monitoring
A-1
wells and GPS surveys will be analyzed to determine the effect of the
DDWs. Accordingly, updates will be provided to the City Council.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 on
the date and year written below.
CITY: BORROWER:
CITY OF RANCHO PALOS VERDES ABALONE COVE LANDSLIDE ABATEMENT
DISTRICT
By: ___________________________ By:_______________________________
David Bradley, Mayor Gordon Leon, Chairman
ATTEST:
_______________________________
City Clerk
APPROVED AS TO FORM:
_______________________________
City Attorney
[END OF AMENDMENT & END OF SIGNATURES]
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LOAN AGREEMENT
Between
CITY OF RANCHO PALOS VERDES
and
ABALONE COVE LANDSLIDE ABATEMENT DISTRICT
(Abalone Cove Subslide of Portuguese Bend Landslide Stabilization Project)
01201.0005 /989203. I B-1
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LOAN AGREEMENT
(Portuguese Bend Landslide Abatement Project))
This Loan Agreement is dated as of this 18th day of March, 2025, by and between the
City of Rancho Palos Verdes ("City") and the Abalone Cove Landslide Abatement District, a
district of the State of California ("Borrower"), to be effective as of July 2, 2024 .
RECITALS
A. Borrower is a geologic hazard abatement district duly organized pursuant to
Public Resources Code§§ 26500 et seq. (the "Law").
B. Borrower desires to take certain steps mitigate and stabilize the effects of the
Portuguese Bend Landslide within its area, as described herein on Exhibit "A" attached hereto
(the "Project").
C. Due to the recent rainstorms in Southern California which affected the landslide ,
Borrower needs to commence work on a portion of the Project to mitigate further detrimental
effects on the landslide.
D. Borrower has requested that the City assist the Borrower and loan it money to
commence a portion of the Project.
E. Pursuant to the Law, the City is permitted to provide financial assistance to the
District.
F. The financial assistance effectuates a public purpose as the Project is part of the
overall stabilization of the Portuguese Bend Landslide within the City including Palos Verdes
Drive South which is a major arterial roadway supporting approximately 16,000 daily trips .
G. As described herein , the City desires to loan funds to Borrower to allow Borrower
to commence and continue with portions of the Project.
NOW THEREFORE, IN CONSIDERATION of the mutual agreements , obligations , and
representations, and in further consideration for the making of the Loan (described below),
Borrower and City hereby agree as follows:
ARTICLE I
DEFINITIONS
The following terms have the meanings and content set forth in this section wherever
used in this Loan Agreement, attached Exhibits, or documents incorporated into this Loan
Agreement by reference .
1.1 "AMORTIZATION SCHEDULE" means the total amount and due date of each
payment due pursuant to this Loan Agreement and the Promissory Note as well as the portion
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of Principal and Interest contained in each payment. The Amortization Schedule shall be
attached to the Loan Agreement as Exhibit "C".
1.2 "BORROWER" is the Abalone Cove Landslide Abatement District, a geologic
hazard abatement district duly organized pursuant to Public Resources Code Sections 26500 et
seq.
1.3 "CITY" is the City of Rancho Palos Verdes , California.
1.4 "CONSTRUCTION SCHEDULE", the best guess as to the timing of the
phases of the Project as shown in the attached Exhibit "D".
1.5 "COUNTY" means the County of Los Angeles, political subdivision of the State
of California.
1.6 "DRAW" or "DRAW DOWN" means each disbursement of funds to Borrower
pursuant to this Loan Agreement.
1.7 "FINANCE DIRECTOR" means the Finance Director of the City.
1.8 "LOAN" means the contribution of funds to help finance the Project from the
City in an amount not to exceed One Million Six and Ten Hundred Thousand Dollars
($1,610 ,000.00).
1.9 "LOAN DOCUMENTS" means collectively this Loan Agreement and the Note,
as they may be amended , modified, or restated from time to time, along with all exhibits and
attachments to these documents.
1.10 "NOTE" means the promissory note executed by the Borrower in favor of City in
the amount of the Loan to evidence the Loan of City funds in connection with the Project, as
well as any amendments to , modifications of, or restatements of said promissory note,
substantially in the form attached hereto as Exhibit "B."
1.11 "PROJECT" means the certain work described on Exhibit "A" hereto related to
the mitigation of the effects of the Portuguese Bend Landslide in the area of Borrower as
described in Exhibit "A", attached hereto ..
ARTICLE II
TERMS OF THE LOAN
On and subject to the terms and conditions of the Loan Documents, City agrees to make
and Borrower agrees to accept a loan with the following terms:
2.1 FUNDS ON LOAN. The total principal amount of the Loan shall not exceed
One Million Six Hundred and Ten Thousand Dollars ($1,610,000.00) ("Maximum Amount").
The Loan shall consist of two or more disbursements of funds to Borrower by City ( each
disbursement a "Draw Down") pursuant to the terms of Section 3.2. Each Draw Down shall
constitute a portion of the Loan.
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2.1.1 TERM OF FUNDS ON LOAN; REPAYMENT. The principal and all
current and accrued interest on the Loan and Note shall be due and payable commencing on the
first drawdown date on the Loan in accordance with the terms hereof, and on each subsequent
draw down of principal as described hereunder. The maximum term of the loan shall be twelve
(12) years from the first draw down date. Payments of principal and interest shall be made
annually on December l ,of each year, commencing December 1, 2026.
A. The Finance Director will prepare an initial amortization schedule of the
Loan based subsequent to each Draw Down and attach that amortization schedule to this Loan
Agreement as Exhibit "C". As the Draws are actually made, the Finance Director shall prepare
a revised amortization schedule and that revised amortization schedule bearing the date of its
preparation shall replace the previous Exhibit "C" to this Loan Agreement. Notwithstanding the
modification of the amortization statement to reflect the timing of the Draws , the term of the
Loan shall remain 12 years from the initial disbursement. Each amortization schedule shall be
approved, in writing by the Finance Director and the Chairman of the Borrower.
B. The City retains the right, in its sole discretion, to forgo the physical
payment of that portion of its annual assessment payable to the Borrower in an amount equal to
the next payment to be made by Borrower under the Loan per the then applicable amortization
schedule.
2.1.2 EVIDENCE. Borrower shall evidence and secure its obligation to repay
the Loan of by executing the Promissory Note, in substantially the form attached hereto as
Exhibit "B".
2.2 INTEREST. The Note shall bear interest on the unpaid principal amount of the
loan at any time at a rate of 2.5 percent (2.5%) per year from the date of the initial disbursement
until the Loan is repaid in full.
2.3 USE OF FUNDS. Loan proceeds may be used only for the purpose of
constructing the Project as described within Exhibit "A", which purposes include, but are not
limited to , the costs of required professionals under this Loan Agreement, including a
professional engineer, construction inspector, a project bookkeeper/accountant and Builder's
Risk insurance premiums. Operational expenditures including administrative costs , legal and or
litigation costs, and ongoing maintenance are not permitted uses of the loan.
2.4 CONSTRUCTION OF THE PROJECT. Borrower hereby agrees to use the
Loan to assist with the costs to develop the Project as described in Exhibit "A". Borrower
shall also carry out the Project in compliance with all applicable State and local law and
regulations promulgated thereunder.
2.5 DEVELOPMENT OF THE PROJECT. Borrower shall commence and
diligently prosecute the completion of the Project within the time provided and otherwise in
strict compliance with this Agreement. Construction of the Project shall commence within ten
(10) calendar days of the initial Draw as well as subsequent to any additional Draws and all
phases of the Project shall be completed by December 31, 2026 . [Board needs to discuss]
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2.6 LIMIT ON ASSISTANCE. Except as is expressly provided for in this
Agreement, the City shall have no obligation to provide Borrower with additional financial
assistance, to make any monetary or financial contribution toward the Project, to pay any
development costs, or to carry-out or complete the Project. Notwithstanding the previous
sentence, the City Council may , at its discretion , offer in-kind assistance such as professional
services to the Borrower and contract with the Borrower with respect thereto.
2. 7 GRANT FUNDS. A CLAD is actively pursuing and identifying additional
sources of funding, including Congressional Directed Spending and FEMA grants which are
directly tied to the timely passage of the federal fiscal year budget. The federal funds will be a
significant supplement to the ACLAD operating budget thereby possibly reducing or even
eliminating the amount of the Loan required to complete the Projects.
ARTICLE III
LOAN DISBURSEMENT AND REPAYMENT
3.1 CONDITIONS PRECEDENT TO DISBURSEMENT. City shall not be
obligated to make any disbursements of the Loan proceeds or take any other action under the
Loan Documents unless the following conditions precedent are satisfied prior to the
disbursement of the Loan and by the dates set forth herein , as may be extended by the City
Manager:
3.1.1 Borrower has provided and City has received a certified Engineer 's Report
("Report"), in connection with the portion of the Project being undertaken , which Report
purports to describe that the work being undertaken will have the effect of stabilizing the
Landslide for which disbursements will be made from this Loan.
3.1.2 Borrower has provided, and City has received a report on the Project for
the landscape mitigation measures which has been prepared by licensed geotechnical engineering
company . The report shall be completed by August 15 , 2024 . [Board to discuss]
3.1.3 Borrower has provided to the City the plans and specifications certified to
meet all applicable codes and standards by a licensed Professional Engineer.
3.1.4 Borrower has deployed a qualified construction inspector on all days that
construction is performed , to assure that construction is performed in accordance with plans and
specifications; Borrower shall submit daily construction reports to the City detailing all activities
and conditions.
3.1.5 Borrower has delivered to City executed contracts and schedules for the
portion of the Project being undertaken, and all required proof of insurance in a form acceptable
to City; and
3.1.6 Borrower has received all approvals necessary to commence construction
of the Project.
3.1.7 The City has received a resolution of the Borrower approving the Loan
Agreement and the City has approved the Loan Agreement.
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3.1.8 Borrower has worked with the City to develop a 10-Y ear Financial Model
outlining estimated Sources of Revenues and Expenditures. The Financial Model tool shall assist
in upholding Borrower's repayment obligations to the City and in identifying financial
challenges early, if any, allowing for appropriate measures to be taken. The Financial Model
shall be completed by July 31 , 2024.
The Loan funds are to be used by Borrower for the construction of the Project and shall
be disbursed as described in Sections 3.2 through 3.3.
Conditions 2.5 and 3 .1.2 may , upon approval of the City Manager, may be continued to a
date certain following a loan disbursement.
3.2 DISBURSEMENT OF LOAN. The Loan shall be disbursed by City to
Borrower from time to time at such times and amounts as contained within the Construction
Schedule in Exhibit "D" and shall not exceed the Maximum Amount or the amount required
for the Project, if lower. Disbursements shall occur as follows: (i) Borrower may request a
draw down on amounts necessary to pay City-approved costs, which draw, if requested , shall
be funded, provided that Borrower has submitted all required documentation to the City in
connection with such draw (as further described below) and (ii) after construction has
commenced, construction disbursements shall be disbursed to contractors or the District
following receipt of invoices and contracts relating to the work for which a disbursement is
requested , also pursuant to 3.3.
3.2.1 ENGINEERING; CONSTRUCTION COSTS. City agrees to provide
the Loan to Borrower, to provide financial assistance to Borrower for certain Project costs such
that the Draw Downs on the Loan shall be in phases or from time to time. Soft costs ( excluding
the costs of the professional engineer, construction inspector, a project bookkeeper/accountant
and Builder's Risk Insurance premiums) may not be paid for from the Draw Downs of the Loan
unless agreed to by the City Manager.
3.2.2 APPROVAL AND PAYMENT. Upon receipt of the Application for
Disbursement the City Finance Director and City Engineer or Public Works Director shall
review the same and shall approve the same subject to such exceptions as the City deems
reasonably necessary and appropriate under the then current circumstances. Such approval may
not unreasonably be withheld or delayed. The City shall pay, or cause to be paid, any approved
disbursements within twenty (20) days following the City's receipt of the corresponding
complete Application for Disbursement. In addition, on or about the 10th_ of each month , a City
representative , shall attend a monthly job site inspection, conducted by the Borrower, to verify
that the portion of the application for disbursement is complete.
3.3 APPLICATIONS FOR DISBURSEMENT. From time to time after execution
of this Loan Agreement and continuing until all of the Loan has been disbursed , subject to the
limitations of Section 3 .2, Borrower may submit to the City an II Application for Disbursement. 11
Each Application for Disbursement shall include:
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3.3.1 A written , itemized statement, signed by a representative of the Borrower
which sets forth : (i) a description of the work performed, being performed, or to be performed,
material supplied, and /or costs incurred or due for which disbursement is requested; and (ii) the
total amount incurred, expended and/or due for the requested disbursement. Back up
documentation shall be presented to substantiate the disbursement request, including contracts,
invoices, etc. All moneys applied for and disbursed pursuant to this Section shall be applied only
for the corresponding improvements and the statement(s) by the representative of the Borrower
shall so affirm, in a writing signed under penalty of perjury.
3.3.2 Certification that items in the Application for Disbursement have not been
subject to a previous request and that there are no mechanics liens in connection with the work or
that upon payment, a release of mechanics lien shall be made for such progress payment and that
upon the final payment, an unconditional waiver and release shall be made.
3.3.3 Certification that in completing work pursuant to this Section, the
Borrower has complied or will comply with all applicable laws or is complying with all
applicable laws.
Each Application for Disbursement by the Borrower shall constitute a representation and
warranty by the Borrower that all work encompassed by the Application has been or will be
accomplished in accordance with sound construction practices and laws , and that the Borrower is
in compliance with all of the provisions of this Agreement.
Review by the City of any Application For Disbursement, document invoice, engineer's
report , or other item required herein is for the purpose of administering the loan under this
Agreement. The City is not responsible for any of the work and does not , by its review , intend to
take responsibility for the appropriateness, quality or standards or anything else related to the
work.
3.4. CITY CREATED ACCOUNT . The City shall create a separate account in which
it shall record the loan/note proceeds described herein and from which it shall make
disbursements to pay Borrower or Borrower's contractors related to the Note upon approval of
the Borrower 's Application for Disbursement.
ARTICLE IV
CONSTRUCTION OF THE PROJECT; RELATED COVENANTS
4.1 RECORDS. Borrower shall be accountable to City for all funds disbursed to
Borrower pursuant to the Loan Documents and agrees to maintain records that accurately and
fully show the date , amount, purpose , and payee of all expenditures drawn from Loan funds ,
and to keep all invoices, receipts, and other documents related to expenditures from said Loan
funds for not less than the term of the Loan. Records must be kept accurate and current.
Borrower shall provide such records to City upon request of City. City shall notify Borrower of
y records it deems insufficient. Borrower shall have seven (7) calendar days from the date of
said notice to correct any deficiency in the records specified by City in said notice , or, if more
than seven (7) days shall be reasonably necessary to correct the deficiency, Borrower shall
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begin to correct the deficiency within seven (7) days and correct the deficiency as soon as
reasonably possible.
Borrower shall promptly comply with all requirements or conditions of the Loan
Documents relating to notices, extensions and other events required to be reported or requested.
Borrower shall promptly supply , upon the request of City, any and all information and
documentation which involves the development of the Project. Borrower shall provide City with
all records and books requested by City within one day of such request.
Borrower shall provide that City shall have access to quarterly financial reports,
including Balance Sheet s, Statement of Revenues and Expenditure s, Detailed Accounting Reports of
Expenditures and Revenues . Borrower shall provide such items to City quarterly on the 15 days of a
subsequent quarter for the previous quarter , commencing December 15, 2024 .
Borrower shall provide to the City monthly updates of current expenditures , expected
future expenditures and progress reports on the Project.
4.2 AUDITS. Borrower shall make available for examination to City at reasonable
intervals throughout the term of this Loan and during normal business hours all books,
accounts , reports, files, and other papers or property with respect to all matters covered by these
Loan Documents, and shall permit City to audit , examine , and make excerpts or transcripts
from such records. City may make audits of any conditions relating to this Loan. Borrower
shall provide the City with its annual financial audit report by Dember 1 of each year,
commencing on December 1, 2026 for its financial transactions for FY 2025-26.
4.3 BORROWER RESPONSIBILITIES DURING WORK. The Borrower shall
be solely responsible for all actions necessary for the construction of work on the Project and
cause all construction of the Project to be performed in accordance in accordance with all other
applicable laws and regulations. The cost of constructing all of the improvements or work
required to be done on the Project shall be borne by Borrower.
Borrower acknowledges and agrees that the Project would be considered to be a "public
work" "paid for in whole or in part out of public funds ," as described in California Labor Code
Section 1 720 such that Borrower shall pay prevailing wages in connection with the construction
of the Project. Accordingly, Borrower shall indemnify, defend and hold the City and the City
Council and City employees and City consultants harmless from and against any all liability ,
loss , damage, costs , or expenses (including reasonable attorneys' fees and court costs) arising
from or as a result of any action or determination that Borrower 's construction of the Project
failed to comply with any applicable prevailing wage laws
4.4 SCHEDULE OF PERFORMANCE; PROGRESS REPORTS. Borrower shall
begin and complete all construction and /or work in accordance with the Project schedule to be
provided by Borrower to the City by August 31, 2025. Once construction is commenced, it
shall be diligently pursued to completion, and shall not be abandoned for more than thirty (30)
consecutive days. Borrower shall keep the City informed of the progress of construction and
shall submit monthly written reports of the progress of the construction to the City in the form
required by the City. Borrower shall also provide monthly reports on all expenditures on the
Project.
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ARTICLE V
INDEMNITY AND INSURANCE
5.1 GENERAL INDEMNITY. To the full extent permitted by law, Borrower
expressly agrees to and shall indemnify, defend, release , and hold City and City and their
officers , officials, agents, servants , employees , attorneys and contractors harmless from and
against, any claim, liability, loss, damage , entry , cost, or expense (including , but not limited to ,
attorneys' fees , expert fees , and court costs) which arises out of or is in any way connected with
Borrower's construction of and/or work on the Project and any act , omission or item related to
or arising out of the Loan Documents . City shall not be responsible for any acts , errors or
omissions of any person or entity and their respective officers, agents , servants, employees or
contractors. The parties expressly agree that the obligations of Borrower under this Section
shall survive the expiration or early termination of the Agreement.
5.2 INSURANCE. Prior to the commencement of any construction by Borrower on
the Project, Borrower or its contractors shall procure and maintain, at its sole cost and expense ,
in a form , amount and content satisfactory to City and appropriate for the type of work, during
the entire term of such entry or construction , insurance satisfactory to the work being performed
on the Project, including but not limited to casualty insurance , workers compensation, and
Builders Risk insurance.
All the policies of insurance , [except the Builder 's Risk insurance], shall be primary
insurance and shall name City, City, and their officers, employees, and agents as additional
insureds. The insurer shall waive all rights of subrogation and contribution it may have against
City, and their officers, employees and agents and their respective insurers. All of said policies
of insurance shall provide that said insurance may not be amended or cancelled without
providing thirty (30) days prior written notice to City and City. In the event any of said policies
of insurance are cancelled, Borrower shall, prior to the cancellation date , submit new evidence of
insurance in conformance with this Section to the City. No work or services under this
Agreement shall commence until the Borrower has provided City with Certificates of Insurance
or appropriate insurance binders evidencing the above insurance coverages and said Certificates
of Insurance or binders are approved by City.
The Borrower agrees that the provisions of this Section shall not be construed as limiting
in any way the extent to which the Borrower may be held responsible for the payment of
damages to any persons or property resulting from the Borrower's activities or the activities of
any person or persons for which the Borrower is otherwise responsible.
5.3 NON-LIABILITY OF OFFICIALS, EMPLOYEES AND AGENTS. No
officials, employees and agents of City shall be personally liable to Borrower for any obligation
created under the terms of these Loan Documents.
5.4 RIGHTS OF ACCESS. Representatives of the City shall have the reasonable
right to access the Project without charges or fees , at any time during normal construction hours
during the period of construction and upon reasonable notice to Borrower, for the purpose of
assuring compliance with this Agreement, including but not limited to the inspection of the
construction work being performed by or on behalf of Borrower. Such representatives of City
-8-B-9
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shall be those who are so identified in writing by the City Manager, City Engineer, or Public
Works Director.
ARTICLE VI
DEFAULT AND REMEDIES
6.1 EVENTS OF DEFAULT. The occurrence of any of the following events shall
constitute an "Event of Default" under this Loan Agreement:
6.1.1 Monetary. (A) Borrower's failure to pay when due any sums payable
under the Note and Loan; and (B) Borrower's use of Loan funds for costs other than approved
costs or for uses inconsistent with other terms and restrictions in the Loan Documents;
6.1.2 General Performance of Loan Obligations. Any substantial breach by
Borrower beyond applicable notice and cure periods of any material obligations on Borrower
imposed in the Loan Document.
6.1.3 Representations and Warranties. A determination by City that any of
Borrower's representations or warranties made in the Loan Documents , or any certificates,
documents, or schedules supplied to City by Borrower were untrue in any material respect when
made , or that Borrower concealed or failed to disclose a material fact from City.
6.1.4 Damage to Property. Material damage or destruction of the Project by
fire or other casualty, if Borrower does not take steps to reconstruct the Project; or
6.1.5 Bankruptcy, Dissolution, and Insolvency. Borrower's: (A) filing for
bankruptcy, dissolution , or reorganization, (B) making a general assignment for the benefit of
creditors ; (C) applying for the appointment of a receiver, trustee , custodian, or liquidator; (D)
insolvency; or (E) failure , inability or admission in writing of its inability to pay its debts as they
become due.
6.2 NOTICE OF DEFAULT AND OPPORTUNITY TO CURE. For all Events of
Default, City shall give written notice to Borrower of any Event of Default by specifying : (a)
the nature of the event or deficiency giving rise to the Default, (b) the action required to cure
the deficiency , if an action to cure is possible, and ( c) a date, which shall not be less than thirty
(30) days from the date of receipt of the notice or the date the notice was refused , by which
such action to cure must be taken or if a cure is not possible within thirty (30) days , to begin
such cure and diligently prosecute such cure to completion which shall , in any event, not
exceed ninety (90) days after the date of receipt of the notice to cure. The City has the sole
discretion to determine whatever additional reasonable time is needed to cure. Following an
Event of Default, interest shall accrue at five percent rate (5%).
6.3 CITY'S REMEDIES. Upon the happening of an Event of Default by Borrower
and a failure to cure said Event of Default within the time specified in Section 6.2 above, City's
obligation to disburse Loan proceeds shall terminate , and City may also, in addition to other
rights and remedies permitted by the Loan Documents or applicable law, proceed with any or
all of the following remedies in any order or combination City may choose in its sole discretion
and/or any other remedy provided by Law or equity :
-9-B-10
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
6.3.1 Terminate this Loan Agreement, in which event the entire principal
amount outstanding and all accrued interest under the Note as well as any other monies advanced
to Borrower by City under the Loan Documents including administrative costs , shall
immediately become due and payable at the option of City;
6.3.2 Bring an action in equitable relief (A) seeking the specific performance by
Borrower of the terms and conditions of the Loan Documents, and/or (B) enjoining, abating, or
preventing any violation of said terms and conditions, and/or (C) seeking declaratory relief;
6.3.3 Accelerate the Loan and demand immediate full payment of the principal
amount outstanding and all accrued interest under the Note as well as any other monies advanced
to Borrower by City under the Loan Documents;
6.3.4 Disburse from Loan proceeds any amount necessary to cure any monetary
default;
6.3.5 Provide for an offset of any amounts due and amounts incurred in
pursuing remedial action against the City's annual assessment due to the District, as such
assessment becomes due. City may treat such offset as a remedy or an advance.
6.3.6 Pursue any other remedy allowed at law or in equity.
ARTICLE VII
GENERAL PROVISIONS
7.1 BORROWER'S WARRANTIES. Borrower represents and warrants (A) that it
has access to professional advice and support to the extent necessary to enable Borrower to
fully comply with the terms of the Loan Agreement and to otherwise carry out the Project, (B)
that it is duly organized, validly existing and in good standing under the laws of the State of
California, (C) that it has the full power and authority to undertake the Project and to execute
the Loan Agreement and related agreements, (D) that the persons executing and delivering the
Loan Documents are authorized to execute and deliver such document on behalf of Borrower,
(E) and (E) that all representations in the Borrower's submissions of materials related to the
loan or the annual assessments are true, correct and complete in all material respects and are
offered to induce City to make this loan.
7.2 PROPOSITION 218. Borrower shall comply with Proposition 218 to the extent
it applies to Borrower's increase of assessments.
7.3 CONFLICTS OF INTEREST. Borrower covenants that no person who
exercises or has exercised any functions or responsibilities with respect to the activities funded
pursuant to this contract or who is in a position to participate in a decision-making process or
gain inside information with regard to such activities , may obtain a personal or financial interest
or benefit from the activity , or have an interest in any contract, subcontract or agreement with
respect thereto, or the proceeds thereunder, either for themselves or those with whom they have
family or business ties, during, or at any time after, such person's tenure . Borrower shall
exercise due diligence to ensure that the prohibition in this Section is followed.
-10-B-11
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
7.4 TERM OF THIS AGREEMENT. This Loan Agreement shall commence on
the date set forth above and remain in full force and effect throughout the term of the loan.
7.5 GOVERNING LAW. The Loan Documents shall be interpreted under and be
governed by the laws of the State of California, except for those provisions relating to choice of
law or those provisions preempted by federal law .
7.6 STATUTORY REFERENCES. All references in the Loan Documents to
particular statutes , regulations, ordinances , or resolutions of the United States, the State of
California, or the County of Los Angeles, or the City of Rancho Palos Verdes shall be deemed
to include the same statute, regulation, ordinance, or resolution as hereafter amended or
renumbered , or if repealed , to such other provisions as may thereafter govern the same subject
as the provision to which specific reference was made.
7. 7 TIME. Time is of the essence in these Loan Documents.
7.8 CONSENTS AND APPROVALS. Any consent or approval of City or Borrower
required under the Loan Documents shall not be unreasonably withheld. Any approval required
under the Loan Documents shall be in writing and executed by an authorized representative of
the party granting the approval.
7.9 NOTICES, DEMANDS AND COMMUNICATIONS. Formal notices,
demands and communications between Borrower and City shall be sufficiently given and shall
not be deemed given unless dispatched by registered or certified mail , postage prepaid, return
receipt requested, or delivered personally, to the principal offices of Borrower and City as
follows:
CITY:
BORROWER:
City of Rancho Palos Verdes
30940 Hawthorne Boulevard
Rancho Palos Verdes, CA 90275
Attention: City Manager
Abalone Cove Landslide Abatement District
30940 Hawthorne Boulevard
Rancho Palos Verdes, CA 90275
Attention: ACLAD
and
P .O. Box 365
Palos Verdes Peninsula 90274
Attn: ACLAD
7.10 RELATIONSHIP OF PARTIES. The relationship of Borrower and City for
this Project under this Loan Agreement is and at all times shall remain solely that of a debtor
and a creditor, and shall not be construed as a joint venture , equity venture , partnership , or any
-11-B-12
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
other relationship. City neither undertakes nor assumes any responsibility or duty to Borrower
or any third party with respect to the Project, or the Loan.
7.11 ASSIGNMENT AND ASSUMPTION. Borrower shall not assign any of its
interests under this Loan Agreement or the Loan Documents to any other party, except as
specifically permitted under the terms of the Loan Documents, without the prior written consent
of City. Any unauthorized assignment shall be void.
7.12 WAIVER. Any waiver by City of any obligation in these Loan Documents must
be in writing. No waiver will be implied from any delay or failure by City to take action on any
breach or default of Borrower or to pursue any remedy allowed under the Loan Documents or
applicable law. Any extension of time granted to Borrower to perform any obligation under the
Loan Documents shall not operate as a waiver or release from any of its obligations under the
Loan Documents. Consent by City to any act or omission by Borrower shall not be construed to
be a consent to any other or subsequent act or omission or to waive the requirement for City's
written consent to future waivers.
7.13 INTEGRATION. This Loan Agreement and the other Loan Documents,
including exhibits, executed by Borrower for the Property, if any, contain the entire agreement
of the parties relating to this Project and supersede any and all prior negotiations.
7.14 OTHER AGREEMENTS. Borrower represents that it has not entered into any
agreements that are inconsistent with the terms of the Loan Documents. Borrower shall not
enter into any agreements that are inconsistent with the terms of the Loan Documents without
an express waiver by City in writing.
7.15 AMENDMENTS AND MODIFICATIONS. Any amendments or modifications
to the Loan Documents must be in writing, and shall be made only if executed by both
Borrower and City.
7.16 SEVERABILITY. Every provision of this Loan Agreement is intended to be
severable. If any provision of this Loan Agreement shall be held invalid, illegal, or
unenforceable by a court of competent jurisdiction, then the validity, legality, and enforceability
of the remaining provisions shall not in any way be affected or impaired.
[Signatures on next page.]
-12-B-13
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
In witness whereof, the parties have executed this Loan Agreement as of the date first
written above.
CITY:
City of Rancho Palos Verdes
ATTEST:
G;"'"'"""" ~-
84S92B0B079F4A7 ...
City Clerk
APPROVED AS TO FORM:
[J tL";·~
w1m~Af3~:Wynder, City Attorney
-13-
BORROWER:
ABALONE COVE LANDSLIDE ABATEMENT
DISTRICT
By cc:i: •fu.._
GORDON4 LEON
Chairman
B-14
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
EXHIBIT "A"
The loan amount of One Million Six Hundred Ten Thousand Dollars ($1,610 ,000.00) will be
used for the drilling of eight to ten (8-10) Deep Dewatering Wells (DDW's) and two (2)
monitoring wells. To the extent the wells can be drilled for less than $1,600,000 , the excess will
be applied to ACLAD reserves or refunded to the city. If the loan amount is consumed by less
than eight (8) wells, A CLAD will fund the cost of one well from the balance of the loan proceeds
and its well drilling budget for the shortfall.
ACLAD and City Staff along with the City's consultant engineering geologists are coordinating
with the plan on a near daily basis. Upon implementation of the ACLAD 's DDW Plan, data from
the monitoring wells and GPS surveys will be analyzed to determine the effect of the DDWs.
Accordingly, updates will be provided to the City Council.
Fi g ure 5 : Conee t ual ACLAD DOW Pl a n
I
~~·
\_
))
B-1
-.=, • Keep existing h1gh perfo r ming we l ls
--~··
2 ""----s • WW1
7
WW1 1~ WW12J ww·13 ,.WW15
• Ti med operation of WW3, WW6
WW17
l '§i~NK Add 10 Deep Dewatering Wells
• Replace Sheared Wells (7)
• New Locations (3 J
• Add 2 monitor i ng wells
B-15
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
EXHIBIT "B
PROMISSORY NOTE
=-$1=-i,=61=....,0'-'-',0'-"0--=-0--("Loan Amount")
March 18, 2025 ("Note Date")
FOR VALUE RECEIVED , the undersigned (herein , "Maker" or "Borrower") hereby
promises to pay to the order of the City of Rancho Palos Verdes , a municipal corporation
("Holder" or "City"), at a place designated by Holder, the principal sum of ("Note Amount"),
plus any accrued interest. The maximum Note Amount shall not exceed One Million Six
Hundred Ten Thousand Dollars ($1 ,610,000 .00). This "Loan" is the result of a loan from City to
Maker to assist in the cost of certain projects of stabilizing the Abalone Cove Landslide a sub-
slide of the greater Portuguese Bend Landslide Complex in the geographical area of Maker
("Project") pursuant to a Loan Agreement executed immediately preceding this Promissory Note
("Note") between City and Maker. The term "Loan" herein shall only refer to the amounts
actually paid out by City and any interest thereon, if any , as provided herein.
Except as otherwise provided herein , the defined terms used in this Note shall have the
same meaning as set forth in the Agreement.
1. Purpose of Loan.
Pursuant to the terms and conditions of the Loan Agreement, the Holder has contributed
the Loan amount for the implementation and /or construction of the Project. The Holder accepts
this Note as evidence of the Loan.
2. Loan Amount.
The maximum principal amount of the Loan shall not exceed One Million Six Hundred
Ten Thousand Dollars ($1 ,610,000.00). The amount of the Loan shall be a draw down loan
starting from zero and will increase with each disbursement on the Loan, with each disbursement
to be agreed upon by City and Maker as to amount and timing. Repayment of the Note shall
include interest payments at the rate of two and a half percent (2.5%) per year on the Note.
Payment of the Note shall be as described in Section 4.
3. Prepayment.
Maker may prepay the outstanding balance of the Note, in whole or in part , at anytime
without penalty.
4. Term of Fund Loan; Repayment.
The Loan shall be amortized over a twelve (12) year period commencing with the initial
disbursement under the Loan . Payments on the Loan shall be in the amounts and at such times
as indicated on the amortization schedules prepared by City and amended as each additional
disbursement under the Loan is made. Payments shall be due on December 1 of each year,
B-2 B-16
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
commencing on December 1, 2026, and continuing on each subsequent December 1 thereafter.
All accrued and unpaid interest and all unpaid principal shall be due and payable on December 1
of the twelfth (12 th ) year following the initial draw down under the Note. An amortization
schedule for the Loan shall be prepared by the Finance Director of the City as if the total amount
of One Million Six Hundred Ten Thousand Dollars ($1,610 ,000.00) had been disbursed at one
time shall be attached to the Loan Agreement and this Note. The amortization schedule shall be
updated by the Finance Director at the time of the initial disbursement and each subsequent
disbursement thereafter reflecting all disbursements on the Loan and shall replace the prior
amortization schedule. In all events the term shall remain twelve (12) years from the initial
disbursement. The updated amortization schedules shall be acknowledged by the Chairman of
the Board of the Maker. The initial and updated amortization schedules shall be attached hereto
as Exhibit "C".
B-3 B-17
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
The City retains the right, in its sole discretion , to forgo the physical payment of that
portion of its annual assessment payable to the Borrower in an amount equal to the next payment
to be made by Borrower under the Loan per the then applicable amortization schedule
5. Default; Cross-Default; Acceleration.
5.1 In addition to Maker's failure to perform the requirements of this Note,
Maker shall also be in default of this Note if Maker violates or fails to perform any provision of
the Loan Agreement.
5.2 Default by Maker of this Note or of the Loan Agreement, shall constitute a
default of this Note and all of the Loan Agreement.
5.3 In the event Maker fails to perform hereunder or under the Loan
Agreement, for a period of thirty (30) days after the date of written notice from Holder that such
performance was due , Maker shall be in default of this Note. Prior to exercising any of its
remedies hereunder, City shall give Maker written notice of such default, and Maker shall
thereafter have thirty (30) days to cure such default; provided, however, that if the default
hereunder is solely as a result of a default under the Loan Agreement, the default, notice , and
cure provisions of the applicable document shall apply. If Maker cures a default within the cure
period set forth in the applicable document, Maker shall be deemed to have also cured that
default under this Note. If Maker does not cure a default within the cure period, Maker shall be
deemed in default under this Note and the Loan Agreement. In the event Maker is deemed in
default under this Note, and has not cured the default within the time set forth in the applicable
notice of default, Holder may , at its option, declare this Note and the entire obligations hereby
evidenced immediately due and payable and collectible then or thereafter as Holder may elect ,
regardless of the date of maturity. Upon such occurrence, the balance of the Note will be due
and owing together with interest which shall accrue from the date of the default at five percent
(5%) per year.
In addition, City may advance and/or credit funds from City's annual assessment
due to A CLAD for the default and any interest costs. At the time of such advance, City may, in
its discretion determine that such amount is an advance and the event of default continues to
accrue or City may determine that the credit cures such default.
6. Collection Costs; Attorneys' Fees.
If, because of any event of default under this Note or the Loan Agreement, any attorney is
engaged by Holder, including the City Attorney, to enforce or defend any provision of this
instrument , whether or not suit is filed hereon, then Maker shall pay upon demand reasonable
attorneys' fees , expert witness fees and all costs so incurred by Holder together with interest
thereon until paid at the applicable rate of interest payable hereunder, as if such fees and costs
had been added to the principal owing hereunder.
7. Financial and Audit Reports.
Borrower shall submit quarterly financial reports to the City due on the 15 th day of the
first month of the following reporting quarter and shall provide the City an annual financial
B-4 B-18
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
audit report on December 1, commencing on December 1, 2026 for its financial transactions for
FY 2025-26.
Prior to issuance of the first draw down , the Borrower shall work with the Director of
Finance to develop a 12-Y ear Financial Model outlining estimated Sources of Revenues and
Expenditures. The Financial Model tool shall assist in upholding Borrower's repayment
obligations to the City and in identifying financial challenges early , if any , allowing for
appropriate measures to be taken. The Financial Model shall be completed by July 31, 2024.
8. Waivers by Maker.
Maker and all endorsers , guarantors and persons liable or to become liable on this Note
waive presentment, protest and demand , notice of protest, demand and dishonor and nonpayment
of this Note and any and all other notices or matters of a like nature, and consent to any and all
renewals and extensions near the time of payment hereof and agree further that at any time and
from time to time without notice, the terms of payment herein may be modified between Holder
and Maker.
9. Severability.
The unenforceability or invalidity of any provision or provisions of this Note as to any
persons or circumstances shall not render that provision or those provisions unenforceable or
invalid as to any other provisions or circumstances, and all provisions hereof, in all other
respects, shall remain valid and enforceable.
10. Notices.
All notices , demands, requests , elections , approvals , disapprovals, consents or other
communications given under this Note shall be in writing and shall be given by personal
delivery, certified mail , return receipt requested , or overnight guaranteed delivery service and
addressed as follows:
If to Holder:
Ifto Maker:
City of Rancho Palos Verdes
30940 Hawthorne Boulevard
Rancho Palos Verdes, CA 90275
Attn: City Manager
ACLAD
30940 Hawthorne Boulevard
Rancho Palos Verde , CA 90274
Attention: ACLAD
And
P.O. Box 365
Palos Verdes Peninsula 90274Attention: ACLAD
B-5 B-19
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
Notices shall be effective upon the earlier of receipt or three days after the notice is
placed in the mail. Each party shall promptly notify the other party of any change(s) of address
to which notice shall be sent pursuant to this Note.
11. Attorneys' Fees.
If this Note is not paid when due or if any Event of Default occurs, Maker promises to
pay all costs of enforcement and collection, including but not limited to, reasonable attorneys'
fees, whether or not any action or proceeding is brought to enforce the provisions hereof.
12. Modifications.
Neither this Note nor any term hereof may be waived , amended , discharged, modified ,
changed or terminated orally; nor shall any waiver of any provision hereof be effective except by
an instrument in writing signed by Maker and Holder. No delay or omission on the part of
Holder in exercising any right hereunder shall operate as a waiver of such right or of any other
right under this Note .
13. No Waiver by Holder.
No waiver of any breach, default or failure of condition under the terms of this Note shall
be implied from any failure of the Holder to take action , or any delay be implied from any failure
by the Holder in taking action , with respect to such breach, default or failure from any prior
waiver of any similar or unrelated breach, default or failure.
14. Nonassignability.
Maker may not transfer, assign, or encumber this Note in any manner without the prior,
express, written authorization of Holder, which may be given or withheld by Holder in Holder's
sole and absolute discretion. It shall be deemed reasonable for Holder to refuse authorization for
any reason or no stated reason. Holder may freely transfer, assign , or encumber Holder 's interest
in this Note in any manner, at Holder's sole discretion.
15. Governing Law.
This Note has been executed and delivered by Maker in the State of California and is to
be governed and construed in accordance with the laws thereof. Any litigation arising in
connection with this Note shall be instituted in a court within the County of Los Angeles,
California.
16. Time of Essence.
Time is of the essence in the performance of the obligations and provisions set forth in
this Note.
[SIGNATURES ON FOLLOWING PAGE]
B-6 B-20
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
IN WITNESS WHEREOF , the parties have executed this Note as of the date first above
written.
B-7
"MAKER"
ABALONE COVE LANDSLIDE
ABATEMENT DISTRICT
~DocuSigned by:
By: L:.~~~oE~~
Gordon Leon
Its: Chairman
By,[~~~-~ um
Michael A. Barth
Its: Vice-Chairman
B-21
Doc usig n Envelope ID: 3038C DDF-4DF 8-4 FC 8-AEE 8-6 8D7F40 1A14 E
EX HIBIT "C"
Loan Summary (ACLAD)
Loan amou nt $1,6 10,000 Sc hedu led pay ment $156,954
Annu al in terest rate 2.50% Sc h edu led n umb er of pay ments 12
Loan pe r iod in years 12 Actua l number of payments 1
Number of paym ents per year 1 Tota l ear ly payments
St art date of loan 12/1/2026 Tota l i nterest $273,451
Payment Payment Beginning Scheduled Total Ending Cumulative
Principal Interest Number Date Balance Payment Payment balance interest
1 12/1/2026 $1,610 ,000 $156,954 $156,954 $116,704 $40,250 $1,493,296 $40,250
2 12/1/2027 $1,493,296 $156,954 $156,954 $119,622 $37,332 $1,373,674 $77,582
3 12/1/2028 $1,373 ,674 $156,954 $156,954 $122,612 $34,342 $1,251,061 $111,924
4 12/1/2029 $1,251,061 $156,954 $156,954 $125,678 $31,277 $1,125,384 $143,201
5 12/1/2030 $1,125,384 $1 56,954 $156,954 $128,820 $28,135 $996,564 $171,335
6 12/1/2031 $996,564 $156,954 $156,954 $132,040 $24,914 $864,524 $196,249
7 12/1/2032 $864,524 $156,954 $156,954 $135 ,341 $21,613 $729,183 $217,863
8 12/1/2033 $729,183 $156,954 $156,954 $138,725 $18,230 $590,458 $236,092
9 12/1/2034 $590,458 $156,954 $156,954 $142 ,193 $14,761 $448,265 $250,854
10 12/1/2035 $448,265 $156,954 $156,954 $145,748 $1 1,207 $302,517 $262,060
11 12/1/2036 $302,517 $156,954 $156,954 $149,391 $7 ,563 $153 ,126 $269,623
12 12/1/2037 $153 ,126 $156,954 $153 ,126 $149 ,298 $3 ,828 $0 $273,451
C-1 B-22
Docusign Envelope ID: 3038CDDF-4DF8-4FC8-AEE8-68D7F401A14E
EXHIBIT "D"
ACLAD and City Staff along with the City's consultant engineering geologists are coordinating
with ACLAD's Deep Dewatering Plan on a regular basis. Upon implementation of the ACLAD's
DDW Plan, data from the monitoring wells and GPS surveys will be analyzed to determine the
effect of the DDWs. Accordingly, updates will be provided to the City Council. Additional
requirements are included in Section 4.4 Schedule of Performance; Progress Reports.
D-1 B-23