Bell City Council
June 24, 2026

AGENDA ITEM 4

City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council

FROM: Michael L. Antwine II, City Manager
APPROVED Michael L. Antwine II (e-signature)
BY: __________________________________
Michael L. Antwine II, City Manager
SUBJECT: Approval of Day of the Dead (Dia de Los Muertos) Altar

RECOMMENDATION:

It is recommended that the City Council approve the installation of a Day of the Dead (Dia de Los Muertos) altar (ofrenda) at the Bell House from October 31 through November 2, 2026.

BACKGROUND:

Day of the Dead (Día de los Muertos) is a traditional holiday celebrated throughout Mexico and in communities with strong Hispanic and Latino heritage. Observed annually from October 31 through November 2, the holiday honors and remembers deceased loved ones through cultural traditions, storytelling, music, food, and commemorative displays. The celebration serves as an opportunity for families and communities to reflect on the lives and memories of those who have passed away.

DISCUSSION:

To commemorate Dia de los Muertos, staff proposes the installation of a community altar (ofrenda) at the Bell House. The altar will be decorated with traditional elements associated with the holiday and will be displayed to the public throughout the celebration period.

Community members will be invited to visit the altar and honor their loved ones by placing photographs, flowers, or other meaningful items as part of the display.

The altar will provide residents with an opportunity to celebrate cultural traditions and foster community engagement.

FISCAL IMPACT:

The estimated cost for decorations and related materials is $500 and will be funded through the City Council Department budget within the General Fund.

STRATEGIC PLAN 2023-25:

Target 3: Elevating Quality of Life
Goal 6: Develop Community Participation
ATTACHMENT(S):
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AGENDA ITEM 4

None
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AGENDA ITEM 5

City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council

FROM: Rickey Manbahal, Finance Director RM
APPROVED Michael L. Antwine II (e-signature)
BY: _________________________________
Michael L. Antwine II, City Manager
SUBJECT: Resolution Amending the Annual Appropriation Limit for the FY 2026-27, in accordance with Article XII of the California Constitution and Government Code Section 7910

RECOMMENDATION:

It is recommended that the City Council read by the title only, waive further reading and adopt Resolution No. 2026-32 titled:

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
ESTABLISHING AN APPROPRIATIONS LIMIT FOR FISCAL YEAR 2026-27

IN ACCORDANCE WITH ARTICLE XIII B OF THE CALIFORNIA
CONSTITUTION AND GOVERNMENT CODE SECTION 7910
BACKGROUND:

The “Gann Initiative” (established by 1979’s Proposition 4) restricts the amount of tax-generated monies government entities can spend in a given fiscal year. Incorporated into Article XIII B of the State Constitution, the Gann appropriations limit specifies that appropriations funded by taxes may be increased annually by the higher of the change in California per capita income or nonresidential assessed valuation and the change in Bell population or Los Angeles County population.

DISCUSSION:

In compliance with Article XIII B of the Constitution of the State of California, and Section 7910 of the Government Code, the City hereby establishes the City's Appropriation Limit for the Fiscal Year 2026-2027 to be $96,053,341.

The data used to calculate the City of Bell’s 2026-27 limit are the change in California’s per capita income 4.95%, and the County of Los Angeles’ population growth of -0.64%. The application of these growth factors to the City’s 2025-26 appropriations limit, $92,112,475, produces the City’s 2026-27 limit of $96,053,341.
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AGENDA ITEM 5

The margin between the City’s limit and its appropriations subject to limit is exceptional. Total budget appropriations subject to limit are $16,952,117. Thus, the City is $79,101,224 below the limit. Stated alternatively, the City’s FY 2025-26 appropriations are 17.65% of the allowable limit.

STRATEGIC PLAN 2023-25:

This agenda item aligns with the City of Bell 2023-25 Strategic Plan:

Target 4: Fostering Financial Resilience
Goal 5: Update the City’s finance-related policies, procedures and process FISCAL IMPACT:

NONE
ATTACHMENT(S):

1. Appropriations (Gann) Limit Calculation for FY26-27

2. State Department of Finance Price and Population Information

3. Resolution 2026-32
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City of Bell
Appropriations (Gann) Limit Calculation
Fiscal Year 2026-2027
I Appropriation Limit
Prior Year, 2025-26 Adopted Limit $92,112,475
Change Factors:

Change in California Per Capita Income (Note 1) 1.0495
Change in County of LA Population (Note 2) 0.9936 1.0428 Current Year, 2026-2027 Appropriation Limit $96,053,341 II Appropriations Subject to Limit
Projected 2026-27 Revenues, General Fund 20,622,321
Less: Non-Proceeds of Taxes (3,670,204)
Total City Appropriations Subject to Limit $16,952,117
III Amount Over/(Under) Limit (I - II) ($79,101,224)
IV Total City Appropriations as a % of Limit 17.65%
Note 1: Change in California per capita income is 4.95%. Optional growth factor, change in non-residential assessed valuation, is not available.

Note 2: County of Los Angeles' population growth, -0.64% (negative), compare to City of Bell growth, -0.36% (negative).

Total City population as of January 1, 2026 is 33,211
WORKSHEET 1
Attachment A - Appropriations (GANN) Limit Calculation for FY26-27 228
May 1, 2026
Dear Fiscal Officer:

Price Factor and Population Information
Appropriations Limit
California Revenue and Taxation Code section 2227 requires the Department of Finance to transmit an estimate of the percentage change in population to local governments.

Each local jurisdiction must use their percentage change in population factor for January 1, 2026, in conjunction with a change in the cost of living, or price factor, to calculate their appropriations limit for fiscal year 2026–27. Attachment A provides the change in California’s per capita personal income and an example for utilizing the factors to calculate the 2026–27 appropriations limit. Attachment B provides the city and unincorporated county population percentage change. Attachment C provides the population percentage change for counties and their summed incorporated areas. The population percentage change data excludes federal and state institutionalized populations and military populations.

Population Percent Change for Special Districts
Some special districts must establish an annual appropriations limit. California Revenue and Taxation Code section 2228 provides additional information regarding the appropriations limit. Article XIII B, section 9(C) of the California Constitution exempts certain special districts from the appropriations limit calculation mandate. Special districts required by law to calculate their appropriations limit must present the calculation as part of their annual audit. Any questions special districts have on this requirement should be directed to their county, district legal counsel, or the law itself. No state agency reviews the local appropriations limits.

Population Certification
The population certification program applies only to cities and counties. California Revenue and Taxation Code section 11005.6 mandates Finance to automatically certify any population estimate that exceeds the current certified population with the State Controller’s Office. Finance will certify the higher estimate to the State Controller by June 1, 2026. Please note: The prior year’s city population estimates may be revised.

The per capita personal income change is based on historical data.

If you have any questions regarding this data, please contact the Demographic Research Unit at (916) 323-4086.
/s Erika Li
Attachment
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May 2026
Attachment A
A. Price Factor: Article XIII B specifies that local jurisdictions select their cost of living factor to compute their appropriation limit by a vote of their governing body. The cost of living factor provided here is per capita personal income. If the percentage change in per capita personal income is selected, the percentage change to be used in setting the fiscal year 2026–27 appropriation limit is:

Per Capita Personal Income
Fiscal Year Percentage change
(FY) over prior year
2026-27 4.95
B. Following is an example using sample population change and the change in California per capita personal income as growth factors in computing a 2026–27 appropriation limit.
2026–27:

Per Capita Cost of Living Change = 4.95 percent
Population Change = -0.14 percent
Per Capita Cost of Living converted to a ratio: 4.95 + 100 = 1.0495 100
Population converted to a ratio: -0.14 + 100 = 0.9986
100
Calculation of factor for FY 2026–27: 1.0495 x 0.9986 = 1.0480 230
About the Data
FISCAL YEAR 2026-27
Attachment B
Annual Percent Change in Population Minus Exclusions*
January 1, 2025 to January 1, 2026, and Total Population January 1, 2026 City County Percent Change 25-26 Population Minus Exclusions 1-1-25 Population Minus Exclusions 1-1-26 Total Population 1-1-26 Baldwin Park Los Angeles -0.10 70,800 70,729 70,729
Bell Los Angeles -0.36 33,331 33,211 33,211
Bellflower Los Angeles -0.32 76,449 76,203 76,203
Bell Gardens Los Angeles -0.50 38,679 38,484 38,484
Beverly Hills Los Angeles -0.29 32,209 32,116 32,116
Bradbury Los Angeles -0.44 905 901 901
Burbank Los Angeles 0.49 105,713 106,229 106,229
*Exclusions include residents on federal military installations and group quarters residents in state mental institutions, state and federal correctional institutions and veteran homes. 231
RESOLUTION NO. 2026-32

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
ESTABLISHING AN APPROPRIATIONS LIMIT FOR FISCAL YEAR 2026-27 IN

ACCORDANCE WITH ARTICLE XIII B OF THE CALIFORNIA CONSTITUTION AND GOVERNMENT CODE SECTION 7910

WHEREAS, Article XIII B was added to the California Constitution at the special State-wide election held November 6, 1979 (commonly known as Proposition 4 or the Gann Limit); and WHEREAS, Government Code Section 7910 was added to Chapter 12.05 by Statute at the Regular Session of the California Legislature; and
WHEREAS, Proposition 111, which, among other things, provides new annual adjustment formulas for the Appropriations Limit, was approved by the voters in June,1990; and WHEREAS, The League of California Cities and the State of California Department of Finance have published population and per capita income growth indexes, as well as guidelines for the uniform application of Proposition 111; and
WHEREAS, Government Code Section 7910 requires the governing body of each local jurisdiction to adopt, by resolution, its appropriation limit; and WHEREAS, said appropriations limit must be adhered to in preparing and adopting this City's annual budget.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BELL DOES HEREBY FIND AND RESOLVE AS FOLLOWS:

Section 1: In compliance with Article XIII B of the Constitution of the State of California, and Section 7910 of the Government Code, the City hereby establishes the City's Appropriation Limit for the fiscal year 2026-2027 shall be $96,053,341.

Section 2: In computation of such limits, the City selected the population growth for the County of Los Angeles, -0.64%, not the City of Bell, -0.36%, for use in the 2026-27 Fiscal Year.

Section 3: In computation of such limits, the City used the change California per capita income, 4.95% and not the change in Bell nonresidential assessed valuation, an amount not available, for the 2026-27 Fiscal Year.

Section 4: Said Appropriation Limit shall be adhered to in the City of Bell’s budget for the 2026-27 Fiscal Year.

Section 5: This resolution shall become effective immediately upon its adoption.

Section 6: The City Clerk shall certify to the adoption of this Resolution.

PASSED, APPROVED AND ADOPTED On June 24th, 2026.
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________________________________
Ali Saleh, Mayor
APPROVED AS TO FORM:
__________________________
Danny Aleshire, City Attorney

CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Angela Bustamante, Interim City Clerk of the City of Bell, hereby attest to and certify that the foregoing resolution is the original resolution adopted by the Bell City Council at its regular meeting held on the 24th day of June 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
_____________________________
Angela Bustamante, City Clerk
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AGENDA ITEM 6
City of Bell
Agenda Report
DATE: June 24, 2026
TO: Honorable Mayor and Members of the City Council
FROM: Rickey Manbahal, Finance Director RM
Gina Skibar, Human Resources and Risk Manager
APPROVED Michael L. Antwine II (e-signature)
BY: ________________________________________
Michael L. Antwine II, City Manager
SUBJECT: Consideration of and adoption of a Resolution identifying Employee Classifications, Compensation Levels, and Salary Ranges and Rescinding Resolution No. 2025-28 RECOMMENDATION:

It is recommended that the City Council read by title only, waiver further reading, and adopt Resolution No. 2026-38 titled:

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL,

CALIFORNIA, IDENTIFYING EMPLOYEE CLASSIFICATIONS,
COMPENSATION LEVELS, AND SALARY RANGES, AND PARTTIME RATES TO COMPLY WITH CAL-PERS SALARY POSTING

REQUIREMENT AND STATE OF CALIFORNIA MINIMUM WAGE
ADJUSTMENT AND RESCINDING RESOLUTION NO. 2025-28
DISCUSSION:

Staff is recommending adoption of a new salary resolution to consolidate all approved bargaining unit salary schedules, update compensation tables to include annual, monthly, and hourly rates as required by CalPERS, incorporate the State minimum wage adjustment for part-time classifications, and ensure consistency with recently approved Memoranda of Understanding.

At the City of Bell City Council meetings on February 12, 2025, and January 14, 2026, staff presented salary tables showing ranges for all bargaining groups and part-time hourly employees.

These salary ranges resulted from successful negotiations with each bargaining group, approved by the respective groups, and memorialized in Memoranda of Understanding. The various Memoranda of Understanding were approved by the City Council. To comply with CalPERS requirements and State of California law, staff updated the salary schedules to include annual, monthly, and hourly ranges for each bargaining group and part-time employees.

FISCAL IMPACT:

Any wage adjustments reflected in the attached salary schedules have been incorporated into the Fiscal Year 2026-2027 Adopted Budget and no additional appropriation is required.

ATTACHMENTS:
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AGENDA ITEM 6

1. Resolution No. 2026-38 (Classification and Compensation Resolution)

2. Salary Schedules for all classifications from July 2024 to June 2027. a. Exhibit “A” – (July 1, 2024 – June 30, 2025) – Year 1 i. Bell Executive Management Association (BEMA)
ii. Police Captain/Lieutenant & Bell Police Officers Association (BPOA) iii. Bell City Employees Association (BCEA)
b. Exhibit “B” – (July 1, 2025 – June 30, 2026) Year 2
i. Bell Executive Management Association (BEMA)
ii. Police Captain/Lieutenant & Bell Police Officers Association (BPOA) iii. Bell City Employees Association (BCEA)
c. Exhibit “C” – (July 1, 2026 – June 30, 2027) Year 3
i. Bell Executive Management Association (BEMA)
ii. Police Captain/Lieutenant & Bell Police Officers Association (BPOA) iii. Bell City Employee’s Association (BCEA)
d. Exhibit “D” – Part-Time Classifications (January 1, 2026) 235
AGENDA ITEM 6
ATTACHMENT 1

RESOLUTION IDENTIFYING EMPLOYEE

CLASSIFICATIONS, COMPENSATION LEVELS, AND PAY RANGES
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RESOLUTION NO. 2026-38

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

BELL, CALIFORNIA, IDENTIFYING EMPLOYEE

CLASSIFICATIONS, COMPENSATION LEVELS, AND PAY

RANGES, AND RESCINDING AND REPLACING RESOLUTION
NO. 2025-28
WHEREAS, Article XI, Section 5(b) of the California Constitution grants plenary authority as a Charter City to the City of Bell (“City”) for setting the amount, method, and manner of compensation of its employees; and
WHEREAS, Sections 2.08.060, 2.12.020, 2.12.040, and 2.84.030(C) of the Bell Municipal Code authorize the City Council of the City to set and approve, from time to time, the compensation levels and pay ranges of its employees; and WHEREAS, the California Public Employees Retirement System (“CalPERS”), through California Code of Regulations, Title 2, Section 570.5, requires, among other things, that all CalPERS member employers, including the City, list their compensation levels and pay ranges for every employee position on a publicly available pay schedule or document approved and adopted by the governing body; and
WHEREAS, the California state-wide minimum wage increased from $16.50 to $16.90 per hour, effective January 1, 2026;
WHEREAS, to eliminate the potential for rate compaction between the City’s hourly classifications, a unilateral adjustment of $0.50 was provided to the hourly classifications on Step A. Steps B through Step E were adjusted in accordance with City salary tables of applying a 5% differential between each step; and
WHEREAS, the City Council acknowledges the compensation levels and pay ranges of the positions set forth in Exhibits “A” through “D” attached hereto; and WHEREAS, the compensation levels and pay ranges are consistent with the City’s current memoranda of understanding with its employee organizations as of the date this resolution is adopted; and
WHEREAS, the City Council now desires to rescind Resolution No. 2025-28 and replace it with this Resolution.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BELL DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. The annual minimum and maximum compensation levels of those classifications designated as Elected Officials, Executive Management, and Administrative Management effective July 1, 2024 are as set forth in Exhibit “A.i”, July 2025 Exhibit “B.i”, July 2026 Exhibit “C.i” hereto.

SECTION 2. The monthly compensation levels of the Police Officers Association classification effective as of July 1, 2024 are set forth in Exhibit “A.ii” , July 2025 Exhibit “B.ii” July 2026 Exhibit “C.ii” hereto.

SECTION 3. The monthly compensation levels of the Bell City Employees Association 237
classifications effective as of July 1, 2024 are set forth in Exhibit “A.iii”, July 2025 Exhibit “B.iii” July 2026 Exhibit “C.iii” hereto.

SECTION 4. The hourly compensation levels of the City’s part-time classifications effective as of January 1, 2026 are set forth as Exhibit “D” hereto.

SECTION 5. Resolution No. 2026-38 is hereby rescinded and replaced by this Resolution as of the effective date of this Resolution.

SECTION 6. The City Clerk shall certify as to the adoption of this Resolution.

PASSED, APPROVED AND ADOPTED this 24th day of June, 2026. _____________________________
Ali Saleh, Mayor
APPROVED AS TO FORM:
__________________________
David Aleshire, City Attorney

CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Angela Bustamante, City Clerk of the City of Bell, hereby attest to and certify that the foregoing resolution is the original resolution adopted by the Bell City Council at its regular meeting held on the 24th day of June, 2026 by the following vote:

AYES:

NAES:

ABSENT:

ABSTAIN:
______________________________
Angela Bustamante, City Clerk
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AGENDA ITEM 7
1 City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council
FROM: Gina Skibar, Deputy Director of Human Resources and Risk Management APPROVED Michael L. Antwine II (e-signature)
BY: ________________________________
Michael L. Antwine II, City Manager
SUBJECT: Approval of Fiscal Year 2026-2027 Holiday Schedule and City Hall Closure

RECOMMENDATION:

It is recommended that the City Council approve the Holiday Schedule and City Hall Closure for Fiscal Year 2026-2027.

BACKGROUND:

In accordance with the City’s Personnel Rules and Regulations, thirteen (13) holidays are observed each fiscal year, including one (1) discretionary holiday. To maximize community service hours while observing these holidays, the proposed Fiscal Year 2026–2027 Holiday Schedule is outlined below:

Holiday Schedule Fiscal Year 2026-2027
Holiday Observed
Independence Day Friday July 3, 2026
Labor Day Monday, September 7, 2026
Veterans Day Wednesday, November 11, 2026
Thanksgiving Day Thursday, November 26, 2026
Day after Thanksgiving Friday, November 27, 2026
Christmas Day Friday, December 25, 2026
New Year’s Day Friday, January 1, 2027
Martin Luther King Jr. Day Monday, January 18, 2027
Presidents Day Monday, February 15, 2027
*Farm Worker Day (Observed) Tuesday, March 31, 2027
Memorial Day Monday, May 31, 2027
*Juneteenth National Independence Day (Observed) Friday June 18, 2027 *Employees may use leave balances or report to work with Department Head approval and based on operational needs.

When a holiday falls on a Saturday, the City will observe the holiday on the preceding Friday.

Therefore, Independence Day will be observed on Friday, July 3, 2026, and Juneteenth will be observed on Friday, June 18, 2027.
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AGENDA ITEM 7
2 For all holidays identified in the approved Holiday Schedule, employees assigned to a flexible work schedule may elect to take the holiday off and reschedule their regular day off to another day within the same pay period. Any alternate day off must be approved in advance by the Department Head and be consistent with operational needs.

On Farm Worker Day and Juneteenth National Independence Day, City Hall will be closed to the public. Employees may either observe the holiday using leave balances or, with departmental approval and based on operational needs, report to work.

Staff are also proposing a Winter Holiday Closure during which City Hall will be closed to the public from Thursday, December 24, 2026, through Friday, January 1, 2027. The closure period encompasses seven (7) business days, including the City's designated holidays of Christmas Day on December 25, 2026, and New Year's Day on January 1, 2027. Employees wishing to take time off during the closure will be required to use accrued vacation leave, floating holidays, or an approved flexible work schedule for the remaining five (5) business days not covered by the City's paid holiday schedule. City Hall will resume normal business operations and reopen to the public on Monday, January 4, 2027.

Holiday Closure
Beginning Ending
Thursday, December 24, 2026 Friday, January 1, 2027
City Hall will resume normal business hours on Monday, January 4, 2027. Employees wishing to take time off during the Winter Holiday Closure must utilize accrued vacation leave, floating holidays, or other applicable leave balances for non-holiday closure days. Consistent with the Fair Labor Standards Act (FLSA), exempt employees who do not have sufficient leave balances to cover the closure period will be treated as non-exempt employees for that period only.

City Hall will be closed to the public during the Winter Holiday Closure. However, essential community services will continue to be available. These services include:
- Police Services
- Parking Enforcement
- Code Enforcement
- Parks and limited Recreation Programs
- Street Sweeping
- Graffiti Removal
- Refuse Collection
- Telephone Payments for Parking Citations
- Sale of Bus Passes
Each City Department is responsible for ensuring that minimal staffing levels are maintained as needed.

FISCAL IMPACT:

The adoption of the proposed Winter Holiday Closure for Fiscal Year 2026–2027 is anticipated to result in cost savings for the City. This closure will contribute to:
• A reduction in the City’s liability for accrued employee leave balances • Lower facility utility consumption
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AGENDA ITEM 7
3 • Decreased maintenance and operational overhead during the closure period Overall, this measure aligns with the City’s goal of promoting fiscal responsibility while maintaining essential public services.

ATTACHMENTS:

NONE
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City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council
FROM: Javier Ochiqui, Interim Community Development Director APPROVED Michael L. Antwine (e-signature)
BY: ______________________________
Michael L. Antwine II, City Manager
SUBJECT: Consideration to approve a new Agreement with Sagecrest Planning and Environmental for professional planning services.

RECOMMENDATION:

It is recommended that the City Council approve a new Agreement with Sagecrest Planning and Environmental in the amount of $115,200 for professional planning services.

BACKGROUND:

In February 2026, our Assistant Planner accepted a new position with another government agency; in addition, the city’s Associate Planner separated from the City in June 2026. This leaves the City of Bell with no experienced Planning staff and only 1 part-time staff to assist the public counter.

Shortly thereafter, the city requested proposals from several vendors for professional planning services. On March 5, 2026, the City selected Sagecrest Planning and Environmental and established a Purchase Order (PO) under the City Manager’s authority in the amount of $24,000.

Our part-time contract planner from Sagecrest is American Institute of Certified Planners (AICP) certified and is at City Hall Monday’s and Wednesday’s. The firm has performed at a high level of competency and provided effective planning support to the city.

DISCUSSION:

The Planning Division provides residents, developers, and policy makers with informed guidance to shape the future of the City in ways that inclusively serve our community. The Planning Division implements the City's General Plan and enforces the zoning code. The Planning Division reviews all residential, commercial, and industrial development proposals to ensure compliance with the Bell Municipal Code. The Planning Division also reviews business licenses, to ensure that each business is located in its appropriate zone.

The Planning Division provides zoning and land-use information to the general public via inperson visits at the public counter, over the telephone, and via email. This ensures that new development is attractive, compatible with its surroundings, and meets the standards of our community's vision for the future.

AGENDA ITEM 8
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FISCAL IMPACT:

This expenditure in the amount of $115,200 will be paid by the Community Development Department Budget for FY 25/26 and FY 26/27.

STRATEGIC PLAN 2023-25:

Target 1: Economic Development
Goal 1: Implement improvements to Atlantic and Gage Ave.

Action Item 5: Adopt Atlantic Ave. Specific Plan
Action Item 7: Create a Gage Ave. Specific Plan
ATTACHMENTS:

1. Contract Service Agreement
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CITY OF BELL

CONTRACT SERVICES AGREEMENT FOR

PROFESSIONAL PLANNING SERVICES
THIS CONTRACT SERVICES AGREEMENT (herein “Agreement”) is made and entered into this 24th day of June, 2026, by and between the City of Bell, a California charter city (“City”) and Sagecrest Planning and Environmental, a California corporation (herein “Consultant”).

NOW, THEREFORE, the parties hereto agree as follows:

1. SERVICES OF CONSULTANT

1.1 Scope of Services. In compliance with all of the terms and conditions of this Agreement, the Consultant shall perform the work or services set forth in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by reference. Consultant warrants that it has the experience and ability to perform all work and services required hereunder and that it shall diligently perform such work and services in a professional and satisfactory manner.

1.2 Compliance With Law. All work and services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any federal, state, or local governmental agency of competent jurisdiction.

1.3 California Labor Law. If the Scope of Services includes any “public works” or “maintenance,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws.

1.4 Licenses, Permits, Fees, and Assessments. Consultant shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the services required by the Agreement.

1.5 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern.

2. COMPENSATION

2.1 Contract Sum. For the services rendered pursuant to this Agreement, Consultant shall be compensated in accordance with the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference, but not 260
2 exceeding the maximum contract amount of One Hundred Fifteen Thousand Two Hundred Dollars ($115,200.00) (“Contract Sum”).

2.2 Invoices. Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant shall be deemed to have certify compliance with all provisions of this Agreement. The invoice shall contain all information specified in Exhibit “C”, and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-Consultant contracts. Sub-Consultant charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty five (45) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event the City disputes any charges or expenses, the original invoice shall be returned by the City to Consultant for correction and resubmission. Review and payment by the City of any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.3 Additional Services. The City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer (as defined below) to the Consultant, incorporating therein any adjustment in: (i) the Contract Sum (or a portion of the compensation due to Consultant) for the actual cost of the extra work; and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent (10%) of the Contract Sum, but not exceeding a total contract amount of Twenty-Five Thousand Dollars ($25,000) or in the time to perform of up to ninety (90) days may be approved by the City Manager. Any greater increases than Twenty-Five Thousand Dollars ($25,000), taken either separately or cumulatively, must be approved by the City Council. No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

3. PERFORMANCE SCHEDULE

3.1 Time of Essence. Time is of the essence in the performance of this Agreement.
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3 3.2 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding thirty (30) days cumulatively.

3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement under this Section; Consultant’s sole remedy will be an extension of the Agreement pursuant to this Section.

3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services, but not exceeding one (1) year from the date hereof (“Term”), except as otherwise provided in the Schedule of Performance (as shown on Exhibit “D” attached hereto).

4. COORDINATION OF WORK

4.1 Representative of Consultant. Amy Vazquez, CEO, is hereby designated as the representative of Consultant authorized to act on its behalf with respect to the work and services specified herein, and to make all decisions in connection therewith.

All personnel of Consultant and any authorized agents shall be under the exclusive direction of the representative of Consultant. Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, and shall keep the City informed of any changes.

4.2 Contract Officer. The City Community Development Director or such person as may be designated by the City Manager, is hereby designated as the representative the City authorized to act in its behalf with respect to the work and services specified herein, and to make all decisions in connection therewith (“Contract Officer”).
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4 4.3 Prohibition Against Subcontracting or Assignment. Consultant shall not contract with any entity to perform in whole or in part the work or services required hereunder without the express written approval of the City. Neither this Agreement nor any interest herein may be assigned, transferred, pledged, encumbered, or hypothecated, voluntarily or by operation of law, without the prior written approval of the City. Any such prohibited assignment, transfer, pledge, encumbrance, or hypothecation shall be void.

4.4 Independent Consultant. Neither the City nor any of its employees shall have any control over the manner, mode, or means by which Consultant, its officers, agents, or employees, perform the services required herein, except as otherwise set forth. Consultant shall perform all services required herein as an independent Consultant of City with only such obligations as are consistent with that role.

Consultant shall not at any time or in any manner represent that it or any of its officers, agents, or employees are agents or employees of City, or that it is a member of a joint enterprise with City.

5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages. Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, provide, and maintain at its sole cost and expense during the Term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
(a) General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage, including, without limitation, blanket contractual liability. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. (b) Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with the services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. (c) Professional Liability (errors & omissions) Insurance. Consultant shall maintain professional liability insurance that covers the services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.
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5 (d) Workers’ Compensation Insurance. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
(e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein.
(f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”.

5.2 General Insurance Requirements.
(a) Proof of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the Term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. (b) Duration of Coverage. Consultant shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Consultant, its officers, agents, representatives, employees, or subconsultants.
(c) Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
(d) City’s Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, the City may cancel this Agreement. (e) Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and 264
6 Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager. (f) Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against the City, its elected or appointed officers, agents, officials, employees, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss.

Consultant hereby waives its own right of recovery against the City, and shall require similar written express waivers and insurance clauses from each of its subconsultants. (g) Enforcement of Contract Provisions (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City, nor does it waive any rights hereunder. (h) Requirements Not Limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of Cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to the City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.
(j) Additional Insured Status. General liability and automobile policies shall provide or be endorsed to provide that the City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (k) Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to the City and approved by the City in writing.
(l) Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any crossliability exclusions. 265
7 (m) Pass Through Clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the services who is brought onto or involved in the services by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section.

Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the services will be submitted to City for review. (n) City’s Right to Revise Specifications. The City reserves the right at any time during the Term of this Agreement, to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant’s compensation. (o) Deductibles / Self-Insured Retentions. Any deductibles and selfinsured retentions must be declared to and approved by City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, it officers, officials, employees, agents, and volunteers, or the Consultant shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claims administration and defense expense.
(p) Timely Notice of Claims. Consultant shall give the City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
(q) Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

5.3 Indemnification.

To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees, and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions, or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm, or entity arising out of or in connection with the negligent performance of the work, operations, or activities provided herein of Consultant, its officers, employees, agents, subcontractors, invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, except claims or liabilities occurring as a result of City’s sole negligence or willful acts or 266
8 omissions. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement.

6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies, or other documents relating to the disbursements charged to the City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services and shall keep such records for a period of three years following completion of the services hereunder. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of the City, including the right to inspect, copy, audit, and make records and transcripts from such records.

6.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement or as the Contract Officer shall require.

6.3 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than the City without prior written authorization from the Contract Officer. (b) Consultant shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or admissions, or other information concerning the work performed under this Agreement.

Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives the City sufficient notice of such court order or subpoena to allow it to raise relevant objections.
(c) If Consultant provides any information or work product in violation of this Agreement, then the City shall have the right to reimbursement and indemnity from Consultant for any damages, costs, and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct.
(d) Consultant shall promptly notify the City should Consultant be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order, or subpoena from any party regarding this Agreement and the work performed thereunder.

The City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with the City and to provide the City with sufficient opportunity to review, comment, or file appropriate objections to any response to discovery requests provided by Consultant. 267
9 6.4 Ownership of Documents. All studies, surveys, data, notes, computer files, reports, records, drawings, specifications, maps, designs, photographs, documents, and other materials (the “documents and materials”) prepared by Consultant in the performance of this Agreement shall be the property of the City and shall be delivered to the City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by the City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for hire” as defined in Title 17 Section 101 of the United States Code, such documents and materials are hereby deemed “works made for hire” for the City.

7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law. This Agreement shall be interpreted, construed, and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California.

7.2 Disputes; Default. In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended or shortened, if circumstances warrant, as determined by the Contract Officer. The cure period may run concurrently with the termination period as provided in Section 7.4, if the option to cure is in the alternative to termination. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article.

7.3 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et. seq. and 910 et. seq., in order to pursue any legal action under this Agreement.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by 268
10 it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.

7.4 Termination Prior to Expiration of Term. This Section shall govern any termination of this Agreement except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Consultant reserves the right to terminate this Agreement at any time, with or without cause, upon sixty (60) days’ written notice to the City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder, but not exceeding the compensation provided therefore in the Schedule of Compensation as shown on Exhibit “C”. In the event of termination without cause pursuant to this section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2.

7.5 Termination for Default of Consultant. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, the City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and the City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed to the City as previously stated.

8. MISCELLANEOUS

8.1 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class in the performance of this Agreement.

Consultant shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class
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11 8.2 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount, which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.3 Notice. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager, and to the attention of the Contract Officer (with their name and City title), City of Bell, 6330 Pine Avenue, Bell, CA 90201, and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

8.4 Integration; Amendment. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing.

8.5 Severability. In the event that part of this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

8.6 Waiver. No delay or omission in the exercise of any right or remedy by non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party’s consent to or approval of any act by the other party requiring the party’s consent or approval shall not be deemed to waive or render unnecessary the other party’s consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

8.7 Attorneys’ Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which any be granted, whether legal or equitable, shall be entitled to reasonable attorney’s fees, whether or not the matter proceeds to judgment. 270
12 8.8 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

8.9 Counterparts and Electronic Signatures. This Agreement may be executed in two or more counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument. The words “execution,” “signed,” “signature,” and words of like import in this Agreement or in any other certificate, agreement or document related to this Agreement, shall include images of manually executed signatures transmitted by facsimile or other electronic format (including, without limitation, “pdf”, “tif” or “jpg”) and other electronic signatures in accordance with Title 2, Section 22003 of the California Code of Regulations (including, without limitation, DocuSign and AdobeSign). The use of electronic signatures and electronic records (including, without limitation, any contract or other record created, generated, sent, communicated, received, or stored by electronic means) shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paper-based record-keeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the California Uniform Electronic Transactions Act and any other applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code.

8.10 Warranty & Representation of Non-Collusion. No official, officer, or employee of the City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of the City participate in any decision relating to this Agreement which may affect their financial interest or the financial interest of any corporation, partnership, or association in which they are directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with state law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement.

Consultant is aware of and understands that any such act(s), omission(s), or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

Consultant’s Authorized Initials ___________________
Amy Vazquez
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13 8.11 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that: (i) such party is duly organized and existing; (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party; (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement; and (iv) the entering into this Agreement does not violate any provision of any other agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors, and assigns of the parties. [Signatures Appear On The Following Page]
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14 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF BELL, a California charter city
By:_______________________________________________
Ali Saleh, Mayor
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By:_________________________________
Danny Aleshire, City Attorney
ATTEST:

By:_____________________________________
Angela Bustamante, City Clerk
CONSULTANT:

SAGECREST PLANNING AND ENVIRONMENTAL, a
California corporation
By:____________________________________________
Name: Amy Vazquez
Title: President, Secretary
Email Address: [email protected]
Address: 27128 Paseo Espada
Suite 1524
San Juan Capistrano, CA 92675
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.
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01135.0001 2122801.3 6/9/2026 A-1
EXHIBIT “A”

SCOPE OF SERVICES
I. Consultant shall provide the following project management planning related services on an as-needed basis:

A. Project Management for Discretionary Applications.

1. Application and plan review

2. Coordination with other City departments and/or outside agencies

3. Correspondence with the California Environmental Quality Act (CEQA)

4. Monitoring of project implementation to verify substantial conformance with approved plans, conditions of approval, and mitigation measures B. Preparation of technical planning staff reports, ordinances/resolutions, legal notices, CEQA documents, and presentations.

C. Participation in public hearings and presentations.

D. Preparation and presentation of written and oral reports to community groups, City Planning Commission, and City Council.

E. Develop recommendations and resolutions of determination.

F. Attendance at evening and weekend meetings.

G. Conduct field evaluations and assessments to ensure projects comply with zoning codes, design regulations, and approved plans.

H. Facilitation of special projects and long-range planning initiatives such as surveys, study sessions on regulations under consideration, text amendments to adopt new regulations or modify existing regulations, general plan amendments, zone changes, and Housing Element implementation.

I. Technical review and assessment of historic resources.

II. As part of the services, Consultant will prepare and deliver the following tangible work products to the City:

A. Monthly staff reports for City’s Planning Commission 274
2 III. In addition to the requirements of Section 6.2, during performance of the services, Consultant will keep the City updated of the status of performance by delivering the following status reports:

A. As requested by the Contract Officer.

IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

V. Consultant will utilize the following personnel to accomplish the services:

A. David Blumentahl - AICP, Principal
B. Mel Lee - AICP, Senior Planner
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01135.0001 2122801.3 6/9/2026 B-1
EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
Added text is indicated in bold italics, deleted text is indicated in strikethrough.

None.
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C-1
01135.0001 2122801.3 6/9/2026
EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Consultant shall perform the services on a time and materials basis at the following rates:

II. The City will compensate Consultant for the services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

III. The total compensation for the services shall not exceed the Contract Sum as provided in Section 2.1 of this Agreement.
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D-1
01135.0001 2122801.3 6/9/2026
EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all services timely, as directed by the Contract Officer.

III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2.
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AGENDA ITEM 9

City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council
FROM: Javier Ochiqui, Interim Community Development Director PREPARED Martin Rodriguez, Economic Development Specialist BY:

APPROVED Michael L. Antwine II (e-signature)
BY: _______________________________
Michael L. Antwine II, City Manager
SUBJECT: Consideration to approve Amendment No. 2 with Willdan Engineering for Planning and Staff Augmentation Services.

RECOMMENDATION:

It is recommended that the City Council read by title only, waive further reading and adopt Resolution 2026-33 titled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
AUTHORIZING FY 2026-27 BUDGET AMENDMENT TO TRANSFER $43,000

FROM THE GENERAL FUND BALANCE RESERVE TO THE COMMUNITY

DEVELOPMENT DEPARTMENT ACCOUNT FOR OUTSIDE PROFESSIONAL SERVICES FOR PLANNING AND STAFF AUGMENTATION SERVICES.” DISCUSSION:

On August 20, 2024, the city entered into an agreement with Willdan Engineering for on-call planning services in the amount of $24,000. The consultant planner supported the Planning Department with various projects and daily responsibilities. Their primary role was to assist with the public counter, oversee application submissions, reviewing designs, processing entitlements, inspecting plans, and managing ADU (Accessory Dwelling Unit) applications.

On January 28, 2025, the City Council approved an increase in the amount of $30,000 for a total not-to-exceed $54,000. The $30,000 increase was for an additional hours, ongoing projects, and routine activities.

However, due to the critical nature of the projects that the consultant is managing (Dutch Bros and City Ventures) there is an additional $43,000 in costs necessary to continue to work for these projects.

Therefore, the additional $43,000 will be needed to cover continued project expenses and daily operations, bringing the total contract sum to $97,000.

FISCAL IMPACT:
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AGENDA ITEM 9

This expenditure will impact the General Fund. The $43,000 will be paid by the General Fund Reserves, that are transferred to the Community Development Department budget.

STRATEGIC PLAN 2023-25:

Target 1: Economic Development
Goal 1: Implement improvements to Atlantic and Gage
Action Item 3: Entitlement Process
ATTACHMENT(S):

1. Resolution 2026-33

2. Amendment No. 2

3. Contract Service Agreement (Amendment No.1)

4. Contract Service Agreement (Original)
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Resolution 2026-33

RESOLUTION NO. 2026-33

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
BELL AUTHORIZING FY 2026-27 BUDGET AMENDMENT
TO TRANSFER $43,000 FROM THE GENERAL FUND

BALANCE RESERVE TO THE COMMUNITY

DEVELOPMENT DEPARTMENT ACCOUNT FOR

OUTSIDE PROFESSIONAL SERVICES FOR PLANNING

AND STAFF AUGMENTATION SERVICES
WHEREAS, on August 20, 2024, the City of Bell ("City") and Willdan Engineering ("Consultant") entered into a Contract Services Agreement ("Agreement") for the Consultant to provide Associate Planner services to fulfill the City's on-call planning needs for a contract sum of $24,000.00; and
WHEREAS, on January 28, 2025, the City and Consultant executed Amendment No. 1 to the Agreement to expand the scope of services and increase the contract sum by $30,000.00, bringing the total maximum compensation to $54,000.00; and WHEREAS, due to high priority and urgent planning demands and ongoing on-call planning services, staff needs an additional $43,000.; and
WHEREAS, the additional $43,000 is needed to cover ongoing project expenses and daily operations, bringing the total contract amount to $97,000; and WHEREAS, a transfer of these reserve funds to the City's General Fund operating account is required to facilitate payment for the services outlined under Amendment No. 2.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BELL DOES HEREBY RESOLVE AND DETERMINE AS FOLLOWS:

SECTION 1. The Recitals set forth above are true and correct and are incorporated into this Resolution by this reference.

SECTION 2. The City Council hereby approves Amendment No. 2 to the Contract Services Agreement with Willdan Engineering, increasing the total maximum Contract Sum from $54,000.00 to $97,000.00.

SECTION 3. The City Council hereby authorizes and directs the Finance Director, or their designee, to appropriate and transfer $43,000.00 from the City’s General Fund Reserve account into the appropriate General Fund operating expenditure account (001-70-70-0000- 000-6100) to fund the increased compensation under Amendment No. 2.

SECTION 4. The City Manager, or their designee, is authorized to execute Amendment No. 2 on behalf of the City, subject to approval as to form by the City Attorney.

SECTION 5. This Resolution shall take effect immediately upon its adoption.

PASSED, APPROVED AND ADOPTED this 24th day of June 2026. 281
Resolution 2026-33

___________________________________
Ali Saleh, Mayor
APPROVED AS TO FORM:
___________________________________
Danny Aleshire, City Attorney

CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, ___________, City Clerk of the City of Bell, hereby attest to and certify that Resolution No. 2026-33 is the original resolution adopted by the Bell City Council at its regular meeting held on the24th day of June 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

_________________________
Angela Bustamante, City Clerk
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01135.0001 2150333.2
AMENDMENT NO. 2

TO CONTRACT SERVICES AGREEMENT

THIS SECOND AMENDMENT TO THE CONTRACT SERVICES AGREEMENT (“Amendment No. 2”) by and between the CITY OF BELL, a California charter city (“City”), and WILLDAN ENGINEERING, a California corporation (“Consultant”), is effective as of the ______ day of ______2026.

RECITALS
A. City and Consultant entered into that certain Contract Services Agreement dated August 20, 2024 (“Agreement”) whereby Consultant agreed to provide an Associate Planner to fulfill the City’s on-call planning needs. Initially capitalized terms used but not defined herein shall have the meaning ascribed in the Agreement.

B. The Contract Sum under the Agreement was $24,000.00.

C. The Term of the Agreement commenced on August 20, 2024 and is set to expire on August 20, 2027, with two (2) one-year extensions in the City’s sole and absolute discretion.

D. On January 22, 2025, City and Consultant entered into an amendment to the Agreement (“Amendment No. 1”) to amend the scope of services and increase the Contract Sum by $30,000, thereby increasing the Contract Sum from $24,000 to $54,000.

E. City and Consultant now desire to amend the Agreement to increase the Contract Sum by $43,000, thereby increasing the Contract Sum from $54,000 to $97,000.

TERMS

1. Contract Amendments. The Agreement is amended as provided herein. Added text is indicated in bold italics, deleted text is indicated in strikethrough. a. Section 2.1 (Contract Sum) is hereby amended and shall now read as follows:
“Subject to any limitation set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Ninety-Seven Thousand Dollars ($97,000.00) Fifty-Four Thousand Dollars ($54,000.00) (the “Contract Sum”).”

2. Continuing Effect of Agreement. Except as amended by this Amendment No. 2 and Amendment No. 1, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment No. 2, whenever the term 283
01135.0001 2150333.2
“Agreement” appears in the Agreement, it shall mean the Agreement, as amended by this Amendment No. 2 and Amendment No. 1.

3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Consultant each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

Consultant represents and warrants to City that, as of the date of this Amendment No. 2, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

City represents and warrants to Consultant that, as of the date of this Amendment No. 2, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2.

5. Authority. The persons executing this Amendment No. 2 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 2 on behalf of said party, (iii) by so executing this Amendment No. 2, such party is formally bound to the provisions of this Amendment No. 2, and (iv) the entering into this Amendment No. 2 does not violate any provision of any other agreement to which said party is bound.
[SIGNATURES ON FOLLOWING PAGE]
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01135.0001 2150333.2
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 2 on the date and year first-above written.

CITY:

CITY OF BELL, a California charter city
_________________________________
Ali Saleh
Mayor
ATTEST:
__________________________________
Angela Bustamante
City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
________________________________
Danny Aleshire
City Attorney CONSULTANT :

WILLDAN ENGINEERING, a California
corporation
By: ___________________________
Name: Vanessa Munoz
Title: President
By: ___________________________
Name: Kate Nguyen
Title: Secretary
Address: 2401 E. Katella Ave., Suite 300
Anaheim, CA 92806
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED,

AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO DEVELOPER’S BUSINESS ENTITY.
285
01135.0001 2150333.2

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA
COUNTY OF _____________________
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. 286
01135.0001 2150333.2

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA
COUNTY OF _____________________
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. 287
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AGENDA ITEM 10
City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council
FROM: Michael L. Antwine II, City Manager
Javier Ochiqui, Assistant to the City Manager/
Interim Community Development Director
APPROVED: Michael L. Antwine II (e-signature)
BY: _______________________________________
Michael L. Antwine II, City Manager
SUBJECT: Approval of a Purchase and Sale Agreement between the Bell Community Housing Authority and Ali Elhadi Khalil for certain real properties located at 6629 and 6633 Pine Avenue in the amount of $1,800,000.

RECOMMENDATION:

It is recommended that the City Council read by title only, waive further reading and adopt Resolution 2026-39 titled:

A RESOLUTION OF THE CITY COUNCIL OF THE OF THE CITY OF BELL,

CALIFORNIA, APPROVING A PURCHASE AND SALE AGREEMENT WITH ALI

ELHADI KHALI FOR THE BELL COMMUNITY HOUSING AUTHORITY PROPERTIES LOCATED AT 6629 AND 6633 PINE AVENUE IN THE CITY OF BELL BACKGROUND:

The City and BCHA has utilized the services of the Kosmont Companies to assist with the compliance and implementation of the Surplus Land Act.

This is a Bell Community Housing Authority owned certain property consisting of 2 properties, one with 5-unit multifamily and the other 4 single units for a total of 9 units of in a R3 (Multi-family Residential Zone). This site was identified by staff as ideal for the continuation of residential housing and affordability within the City.

As part of the Surplus Land Act (SLA) process, this NOA was sent to an extensive list of housing advocates registered with the California Department of Housing and Community Development (HCD). Per the Surplus Land Act, all city-owned property not deemed except must be made available to housing advocates before any other development plans are entertained.

DISCUSSION:

The city received numerous inquiries on the property; however, there was only one (1) valid proposal for both parcels in the amount of $1.8 million. In May 2026, staff received directions to proceed with the offer and negotiate the terms and conditions of a Purchase and Sale Agreement with Ali Elhadi ElKhalil.
345
AGENDA ITEM 10
FISCAL IMPACT:

The purchase price for the property is $1,800,000 million dollars for which all funds will be deposited into the Bell Community Housing Authority Fund.

ATTACHMENTS:

1. Purchase and Sale Agreement – 6629 Pine Avenue

2. Purchase and Sale Agreement – 6633 Pine Avenue

3. Resolution No. 2026-39
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Resolution 2026-39

RESOLUTION NO. 2026-39

A RESOLUTION OF THE CITY COUNCIL OF THE OF THE CITY OF BELL,

CALIFORNIA, APPROVING A PURCHASE AND SALE AGREEMENT WITH ALI

ELHADI KHALI FOR THE BELL COMMUNITY HOUSING AUTHORITY PROPERTIES LOCATED AT 6629 AND 6633 PINE AVENUE IN THE CITY OF BELL WHEREAS, the BELL COMMUNITY HOUSING AUTHORITY (“BCHA”) owns certain real properties consisting of two (2) adjoining parcels, one with 5-units and the other 4 single units for a total of nine (9) housing units, located at 6629 and 6633 Pine Avenue (“Property”); and
WHEREAS, the Surplus Land Act, Government Code sections 54220 et seq., applies when a local agency disposes of “surplus land,” as that term is defined in Government Code section 54221; and
WHEREAS, on October 9, 2019, Governor Newsom signed Assembly Bill (“AB”) 1486.

AB 1486 significantly amended the Surplus Land Act effective January 1, 2020. These amendments included, among others, changing the previous, long-standing definitions of “surplus land” and “exempt surplus land”; providing that property shall be declared either “surplus land” or “exempt surplus land” before a local agency may take any action to dispose of it; and adding a new limitation providing that an “agency’s use” “shall not include commercial or industrial uses or activities, including nongovernmental retail, entertainment, or office development” or “property disposed of for the sole purpose of investment or generation or revenue”; and
WHEREAS, the Properties would fall within the definition of “surplus land” pursuant to Government Code section 54221, as amended by AB 1486; and WHEREAS, in order to pursue new uses for the Properties, including the possible disposition through a sale or lease of the property, the city must now comply with the Surplus Land Act as amended by AB 1486 (“SLA”); and
WHEREAS, pursuant to the SLA, city staff will send a written notice of availability of the properties by electronic mail or by certified mail to all of the entities identified in Government Code section 54222; and
WHEREAS, staff issued a series of Notices of Availability (NOAs), which included the property at 6629 and 6633 Pine Avenue, Bell, CA, 90201; and WHEREAS, The City of Bell received one (1) proposal for $1.8 million for both parcels that were valued at $900,000 each; and
WHEREAS, in May 2026, the City Council directed staff to move forward in negotiations with the buyer; and
WHEREAS, as part of the buyer’s proposal, they will make improvements to the 5- units will remain multi-family residential properties and the 4 single units will be demolished and the buyer will build up to 6 new single-family townhomes (For-Sale/Rental); and WHEREAS, the Purchase and Sale Agreement process was preferred by the city and buyer, given the fact that these properties are being sold as-is; and WHEREAS, the City Council and Bell Community Housing Authority approves the sale of the BCHA owned property located at 6629 and 6633 Pine Avenue in the amount of $1,800,000 to Ali Elhadi Khalil.
425
Resolution 2026-39

NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF BELL that:

1. The foregoing recitals are hereby incorporated and adopted as the findings of the City Council and the Bell Community Housing Authority.

2. That the City Council and the Bell Community Housing Authority approves the sale of the BCHA owned property located at 6629 and 6633 Pine Avenue in the amount of $1,800,000 to Ali Elhadi Khalil.

3. The City Manager/Executive Director and City Attorney are authorized to finalize the terms and conditions of this agreement and execute any and all documents related to the sale and disposition, including the approval of a transfer of the sale to another buyer.

ATTEST:
/s/
MAYOR
/s/ CITY CLERK

STATE OF CALIFORNIA )

COUNTY OF LOS
ANGELES) SS:

CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Angela Bustamante, City Clerk of the City of Bell, hereby attest to and certify that the foregoing resolution is the original resolution adopted by the Bell City Council at its special meeting held on the 24th day of June 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

_______________________________
Angela Bustamante, City Clerk

________________________________
Ali Saleh, Mayor
APPROVED AS TO FORM:
__________________________
Danny Aleshire, City Attorney
426
City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council
FROM: Damian A. Velasco, Police Chief
APPROVED Michael L. Antwine II (e-signature)
BY: __________________________________
Michael L. Antwine II, City Manager
SUBJECT: Award of Contract Services Agreement to World Private Security, Inc., for Crossing Guard Services.

RECOMMENDATION:

It is recommended that the City Council approve a new Contract Services Agreement for services between the City of Bell and World Private Security, Inc, for a (3) three-year period, from July 1, 2026 to June 30, 2029, with two available one-year extension options, extending the term of the agreement, at the sole discretion of the City, through June 30, 2031, at an annual cost of $235,620.00 for the first year and $243,540.00 fixed price for the second and third year.

BACKGROUND:

The City of Bell has contracted crossing guard services with World Private Security, Inc, for the last four (4) years. The Agreement with World Private Security, Inc. was extended until June 30, 2026. On March 30, 2026, a Request for Proposal (RFP) for Crossing Guard Services was issued by the City and (5) five proposals were received. Staff evaluated each proposal based upon the following criteria:
• Cost (30%)
• Timeline/Ability to Provide Services (25%)
• Qualifications and Experience (20%)
• Responsiveness to RFP (15%)
• References/Previous Performance (10%)
An RFP selection committee consisting of Community Development Director, Police Lieutenant, and Police Sergeant completed a review of the proposals. Based on the criteria mentioned above, the committee recommended World Private Security, Inc. as the most responsive bidder to the Crossing Guard Services RFP.

World Private Security, Inc. has over 25 years of experience in the security industry providing services to the Los Angeles area since 1998. They currently service the LA County Office of Education, The County of Riverside District Attorney’s Office, The Department of Water and Power, The City of Santa Clarita, the City of Torrance, and the City of Pomona Parks and Recreation Department.

In addition, World Private Security, Inc. has provided Crossing Guard Services to the City of Bell for over four years and has been responsive to the needs of the City.

AGENDA ITEM 11
427
The chart below illustrates the hourly rates and estimated yearly costs submitted by the five (5) bidders that responded to the RFP. As referenced, the proposed hourly rate and estimated annual cost by World Private Security, Inc. Are listed on line 3:

The proposed Billing Rates of the RFP bidders are listed for reference:

Ranking Vendor Name Fiscal Year Hourly Rate Est. Annual Cost
1 Unified Protective Services 2026/2027 $19.50 $154,440.00 2 Prestige International Security,
Inc.
2026/2027 $29.00 $229, 680.00
3 World Private Security, Inc. 2026/2027 $29.75 $235,620.00 4 All City Management Services,
Inc.
2026/2027 $32.51 $257,479.00
5 Crossing Guard Services, LLC 2026/2027 $33.00 $261,360.00 Although World Private Security, Inc. ranked third in terms of cost, they received a higher rating in each of the other categories compared with the other bidders. The committee ranked their responsiveness to the RFP, their qualifications and experience, their references and performance, and their availability to provide service to the City of Bell as significantly higher than the other bidders.

The cost of Crossing Guard Services for fiscal year 25/26 was $220,893.75, for which, World Private Security, Inc. has maintained that cost to the City with no increases for the last four (4) years.

The current proposal for fiscal year 26/27 is estimated to be $235,620.00. This represents a 6.6% increase in cost from years past, but it must be noted that the original contract identified Crossing Guard Services at an estimated 7,425 hours per school year. The Los Angeles Unified School District’s current calendar year requires additional hours of coverage equating to 7,920 hours per school year. The hours associated with Crossing Guard Services have varied over the years, not only due to changes in the school calendar, but also due to assessments conducted by City personnel regarding the location and hours of Crossing Guards and the need for those services.

Although the number of hours associated with Crossing Guard Services has changed, the hourly cost for services from fiscal year 25/26 to 26/27 remains $29.75.

Staff recommends that the City Council approve a new Crossing Guard Services agreement with World Private Security, Inc. for three (3) years, with two (2) one-year extension options at the proposed hourly billing rate of $29.75 per hour for the first year and $30.75 per hour for the remaining years.

FISCAL IMPACT:

The costs for services are approximately $235,620.00 and will be allocated within the Bell Police Department FY 26/27 budget. The total cost of this contract should the City exercise its right to extend services for two additional years would be $1,209,780.00.

STRATEGIC PLAN:
428
Target 3: Elevating Quality of Life
Goal 3: Increase public safety visibility to include safe parks and walkways ATTACHMENTS:

1. New Contract Services Agreement with World Private Security, Inc.

2. World Private Security, Inc., proposal for Crossing Guard Services 429
1 CONTRACT SERVICES AGREEMENT
By and Between

CITY OF BELL
and
WORLD PRIVATE SECURITY, INC.
430

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF BELL AND
WORLD PRIVATE SECURITY, INC.

THIS AGREEMENT FOR CONTRACT SERVICES (herein “Agreement”) is made and entered into this ____ day of ________, 2026 by and between the City of Bell, a California charter city (“City”) and World Private Security, Inc., a California corporation (“Consultant”).

City and Consultant may be referred to, individually or collectively, as “Party” or “Parties.”

RECITALS
A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the performance of the services defined and described particularly in Article 1 of this Agreement.

B. Consultant, following submission of a proposal or bid for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services.

C. Pursuant to the City of Bell Municipal Code, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows:

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those 431
2 standards of practice recognized by one or more first-class firms performing similar work under similar circumstances.

1.2 Consultant’s Proposal.

The Scope of Services shall include the Consultant’s scope of work or bid which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered.

1.4 Licenses, Permits, Fees and Assessments.

Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement.

Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant’s performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.5 Familiarity with Work.

By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant’s risk until written instructions are received from the Contract Officer.

1.6 Care of Work.

The Consultant shall adopt reasonable methods during the life of this Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be 432
3 responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City’s own negligence.

1.7 Further Responsibilities of Parties.

Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other.

1.8 Additional Services.

City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to the total Contract Sum or $25,000, whichever is less; or, in the time to perform of up to one hundred eighty (180) days, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other Consultants. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.9 Special Requirements.

Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed SEVEN HUNDRED TWENTY-TWO THOUSAND 433
4 SEVEN HUNDRED DOLLARS ($722,700) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.8 and/or under Exhibit “C” attached hereto.

2.2 Method of Compensation.

The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services, less contract retention; (iii) payment for time and materials based upon the Consultant’s rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, (b) contract retention is maintained, and (c) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation.

2.3 Reimbursable Expenses.

Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City.

Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings.

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of this Agreement. The invoice shall contain all information specified in Exhibit “C”, and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and subcontractor contracts. Sub-contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.5 Waiver.
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5 Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Schedule of Performance.

Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively.

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of this Agreement pursuant to this Section.

3.4 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding three (3) years from the date hereof (“Term”), except as otherwise provided in the Schedule of Performance (Exhibit “D”). The City may, in its sole discretion, extend the Term for two (2) additional one-year terms, provided that compensation for the additional one-year period(s) shall not exceed the amounts set forth in Exhibit “C” for each additional extension period.

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Consultant.
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6 The following principals of Consultant (“Principals”) are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

Jeannette Youssif CEO
(Name) (Title)
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement.

Therefore, the foregoing principals shall be responsible during the Term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement.

Consultant shall notify City of any changes in Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Consultant.

Consultant shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Consultant may have to any such rights.

4.3 Contract Officer.

The “Contract Officer” shall be Chief Damian Velasco, or such person as may be designated by the City Manager. It shall be the Consultant’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.
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7 4.4 Independent Consultant.

Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant’s employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, provide and maintain at its own expense during the Term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
(a) General liability insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
(b) Automobile liability insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury 437
8 and property damage for all activities of the Consultant arising out of or in connection with services to be performed under this Agreement, including coverage for any owned, hired, nonowned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
(c) Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement. (d) Workers’ compensation insurance. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
(e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein.
(f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”.

5.2 General Insurance Requirements.
(a) Proof of insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the Term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
(b) Duration of coverage. Consultant shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Consultant, its agents, representatives, employees or subconsultants. (c) Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
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9 (d) City’s rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. (e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager.
(f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(g) Enforcement of contract provisions (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.
(h) Requirements not limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.
(j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
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10 (k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (l) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (m) Pass through clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review. (n) Right to revise specifications. The City reserves the right at any time during the Term of this Agreement to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant’s compensation.
(o) Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City.
(p) Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
(q) Additional insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

5.3 Indemnification.

To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or 440
11 entity for which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
(a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith;
(b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees.

Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make 441
12 records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant’s business, custody of the books and records may be given to City, and access shall be provided by Consultant’s successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “documents and materials”) prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City’s sole risk and without liability to Consultant, and Consultant’s guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein.

All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City.

6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such 442
13 information or work product to persons or entities other than City without prior written authorization from the Contract Officer.
(b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California.

7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the 443
14 invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

7.3 Retention of Funds.

Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Consultant’s acts or omissions in performing or failing to perform Consultant’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.4 Waiver.

Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement.

Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

7.5 Rights and Remedies are Cumulative.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.

7.6 Legal Action.

In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary 444
15 provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement.

7.7 Termination Prior to Expiration of Term.

This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Consultant reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days’ written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2.

7.8 Termination for Default of Consultant.

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated.

7.9 Attorneys’ Fees.

If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney’s fees. Attorney’s fees shall include attorney’s fees on any appeal, and in addition a party entitled to attorney’s fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment.
445
16 ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest.

Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to this Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

8.3 Covenant Against Discrimination.

Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class.

8.4 Unauthorized Aliens.

Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. § 1101 et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such 446
17 liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Bell, 6330 Pine Avenue, Bell, California 90201 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

9.2 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

9.3 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

9.4 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

9.5 Severability.

In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent 447
18 of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non-Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement.

Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

Consultant’s Authorized Initials _______

9.7 Corporate Authority.

The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE]
448
19 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF BELL,
a California charter city
Ali Saleh, Mayor
ATTEST:

Angela Bustamante, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Danny Aleshire, City Attorney
CONSULTANT:

WORLD PRIVATE SECURITY, INC.,
a California corporation
By: _____________________________
Name: Jeannette Youssif
Title: CEO, Secretary
Address: 16921 Parthenia Street, Suite 201
Northridge, CA 91343
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED,

AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.
449

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. 450

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
On __________, 2026 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. 451
A-1
EXHIBIT “A”

SCOPE OF SERVICES
I. Consultant shall provide the following services:

A. Consultant shall provide crossing guard services with personnel equipped and trained in appropriate procedures for crossing pedestrians in marked crosswalks at the designated locations set forth in Exhibit “D” attached hereto, and at the designated hours set forth in Exhibit “D” attached hereto, on all days on which the designated schools in the City of Bell are in session to ensure the safe crossing of streets by pedestrians.

B. The days, times, and locations for the services are in accordance with the Schedule of Performance set forth in Exhibit “D”, except that, when the identified schools are closed during any days or weeks, the City shall not be required to compensate Consultant for and Consultant shall not be required to provide the corresponding services.

II. As part of the services, Consultant will prepare and deliver the following tangible work products to the City:

A. No later than the 15th of each month, Consultant shall provide a monthly schedule and list of contact information for personnel and intersections each personnel is assigned to for the subsequent month.

III. In addition to the requirements of Section 6.2, during performance of the services, Consultant will keep the City updated of the status of performance by delivering the following status reports:

A. N/A
IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

V. Consultant will utilize the following personnel to accomplish the services:

A. Such personnel as may be designated by Consultant, which shall be subject to the approval or disapproval of the Contract Officer in his/her discretion during the Term of this Agreement.
452
B-1
EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
None.
453
C-1
EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Consultant shall perform the services at the following rates, subject to the annual not-to-exceed amounts and total Contract Sum set forth below.

A. For Year 1, covering the period between July 1, 2026 through June 30, 2027, annual compensation shall not exceed Two Hundred Thirty-Five Thousand Six Hundred Twenty Dollars ($235,620).

B. For Year 2, covering the period between July 1, 2027 through June 30, 2028, annual compensation shall not exceed Two Hundred Forty-Three Thousand Five Hundred Forty Dollars ($243,540).

C. For Year 3, covering the period between July 1, 2028 through June 30, 2029, annual compensation shall not exceed Two Hundred Forty-Three Thousand Five Hundred Forty Dollars ($243,540).

The total compensation for the initial three-year term shall not exceed Seven Hundred Twenty-Two Thousand Seven Hundred Dollars ($722,700), as set for the below:

Year
Hourly
Rate
Number of
Hours Per
Week
Cost per
Week
Number of
Weeks Per
Year
Cost Per
Year
July 2026
thru June
2027
$29.75
per hr. 220 hrs/week $6,545.00
36 $235,620.00
July 2027
thru June
2028
$30.75
per hr. 220 hrs/week $6,765.00
36 $243,540.00
July 2028
thru June
2029
$30.75
per hr. 220 hrs/week $6,765.00
36 $243,540.00
Total $722,700.00
454
C-2
II. Should the City exercise one or both of the optional one-year extensions authorized under Section 3.4 of this Agreement, compensation for the extension term(s) shall not exceed the amounts set forth below, unless additional compensation is approved in accordance with Section 1.8 of this Agreement. The City has no obligation to exercise either extension option.

A. For the first optional extension term, covering July 1, 2029 through June 30, 2030 (Year 4), annual compensation shall not exceed Two Hundred Forty-Three Thousand Five Hundred Forty Dollars ($243,540).

B. For the second optional extension term, covering July 1, 2030 through June 30, 2031 (Year 5), annual compensation shall not exceed Two Hundred Forty-Three Thousand Five Hundred Forty Dollars ($243,540).

The total compensation for the optional two (2) one-year extensions shall not exceed Four Hundred Eighty-Seven Thousand Eighty Dollars ($487,080), as set forth below:

Year
Hourly
Rate
Number of
Hours Per
Week
Cost per
Week
Number of
Weeks Per
Year
Cost Per
Year
July 2029
thru June
2030
$30.75
per hr. 220 hrs/week $6,765.00
36 $243,540.00
July 2030
thru June
2031
$30.75
per hr. 220 hrs/week $6,765.00
36 $243,540.00
Total for
Optional
Term
Extension $487,080.00
III. The City will compensate Consultant for the services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the services. 455
C-3
C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the services.

IV. The total compensation for the services shall not exceed the Contract Sum as provided in Section 2.1 of this Agreement.
456
D-1
EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all services timely in accordance with the following schedule:

School Street Intersection Days Times Number of
Hours
Martha Escutia
Primary
Bell and Bear M, T, W,
TH, F
06:45-08:15 a.m.
10:15-11:30 a.m.
13:45-15:15 p.m.

20.00 Corona Ave
Elementary
Bell and Corona M, T, W,
TH, F
06:45-08:15 a.m.

10.00 Corona Ave
Elementary
Bell and Bear M, T, W,
TH, F
06:45-08:15 a.m.
13:45-15:15 p.m.

20.00 Corona Ave
Elementary
Gage and Bear M, T, W,
TH, F
06:45-08:15 a.m.
13:00 – 15:00 p.m.

20.00 Corona Ave
Elementary
Corona and Bell M, T, W,
TH, F
13:45-15:15 p.m.

10.00 Ellen Ochoa
Learning Ctr.

Florence and
Wilcox
(crossing guard 1)

M, T, W,
TH, F
07:00-09:00 a.m.
13:00-15:00 p.m.

20.00 Ellen Ochoa
Learning Ctr.

Florence and
Wilcox
(crossing guard 2)

M, T, W,
TH, F
07:00-09:00 a.m.
13:00-15:00 p.m.

20.00 Nueva Vista
Elementary
Pine and Randolph M, T, W,
TH, F
06:45-08:15 a.m.
10:00-11:00 a.m.
13:45-15:15 p.m.

20.00 Nueva Vista
Elementary
Randolph and
Atlantic

M, T, W,
TH, F
06:45-08:15 a.m.
10:00-11:00 a.m.
13:45-15:15 p.m.

20.00 457
D-2
School Street Intersection Days Times Number of
Hours

Woodlawn Ave
Elementary
Gage and Wilcox M, T, W,
TH, F
06:45-07:45 a.m.
10:45-11:45 a.m.
13:45-15:15 p.m.

20.00 Woodlawn Ave
Elementary
Woodlawn and
Filmore

M, T, W,
TH, F
06:45-07:45 a.m.
10:45-11:45 a.m.
13:45-15:15 p.m.

20.00 South Region
Middle School
Orchard and Gage M, T, W,
TH, F
06:45– 08:15 a.m.
12:00-15:30 p.m.

20.00 Total Hours 220.00 hours
per week if all
schools are in
session
II. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2.
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AGENDA ITEM 12
City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council

FROM: Rita Montalvo, P.E. Public Works Director
Rey Alfonso, P.E., City Engineer
APPROVED Michael L. Antwine II (e-signature)
BY: ________________________________________
Michael L. Antwine II, City Manager
SUBJECT: Adopting a List of Projects for Fiscal Year 2026-2027 for the use of funds from the Road Repair and Accountability Act of 2017 (SB-1)
RECOMMENDATION:

It is recommended that Council read by title only, waive further reading and adopt Resolution No. 2026-34 titled:

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2026-
2027 TOTALLY OR PARTIALLY FUNDED BY SB-1: THE ROAD
REPAIR AND ACCOUNTABILITY ACT OF 2017 (SB 1)
BACKGROUND:

On April 28, 2017, the Governor of California signed Senate Bill 1 (SB-1), the Road Repair and Accountability Act of 2017, also known as the Road Maintenance and Rehabilitation Account (RMRA). SB-1 provides additional state funding to address basic road maintenance, rehabilitation, and critical safety needs on highways and local streets, which is funded by a per gallon fuel tax and vehicle registration fees.

Each city and county is required to adopt by resolution, a list of all projects proposed to receive funding from the RMRA. The resolution must include a description and location of each proposed project, a proposed schedule of completions, and the estimated useful life of the improvement.

The resolution will also include how the city set its transportation priorities and the use of the limited SB-1 funding.

The City’s infrastructure decisions regarding the allocation of transportation funds, relies in part, on the City’s approved Pavement Management System (PMS) 2022 Update. This management tool facilitates the effectiveness of decisions for the maintenance, resurfacing, and reconstruction of the community’s roadways. The PMS database was established using a combination of pavement conditions survey and rating of every street to identify structural deterioration, surface deterioration/condition, ride quality, skid resistance, potholes, and related data.

DISCUSSION:
509
AGENDA ITEM 12
The SB-1 funding will help the City maintain and rehabilitate its roadways this year and assist with similar projects in the future. The project work is expected to provide an estimated useful life of street improvement of fifteen (15) to twenty (20) years.

New FY 2026/2027 Project
The SB1 Street Improvement Project FY 26/27 (Project) includes the following RMRA eligible streets:

Project Title: SB1 Street Improvement Project FY 2026/2027 (FY26/27 SB1 Funds: $960,403) (Prior Year’s SB1 Funds: $49,212) (Measure M: $349,585) (Total Estimated Project Cost: $1,359,200)
Project Description: The project includes preparation of plans, specifications and estimate (PS&E); and construction. The construction portion of the project will include cold milling the existing AC pavement; constructing an ARHM overlay; repairing damaged driveways, sidewalks, curb and gutter, and AC pavement; upgrading ADA curb ramps; adjusting utility manholes; and restoring the traffic striping.

Estimated Project Schedule: Start - July 1, 2026 to Completion- June 30, 2027 based on the component being funded with RMRA funds.

Estimated Project Useful Life: The project will provide an estimated useful life for street improvements of fifteen (15) to twenty (20) years.

Project Location: See List Below
Street Name From To
1 Woodward Ave. Florence Ave. Weik Ave.
2 Woodward Ave. Weik Ave. Brompton Ave.
3 Bear Ave. Florence Ave. 150’ S/O Florence Ave.
4 Riverside Ave Acacia St. Bell Ave.
5 Nevada St. California Ave. West End
6 Acacia St. Wilcox Ave. Alamo Ave
7 Pine Ave. Randolph St. 150' N/o Randolph St.
8 Southall Lane. Walker Ave. Chanslor Ave.
9 Southall Lane. Chanslor Ave. River Dr.
10 Fishburn Ave. Florence Ave. Bell Ave.
11 Mayflower Pl. Mayflower Ave. North End
12 Orchard Ave. Gage Ave. Randolph Pl.

Pursuant to the PMS, these streets have a pavement condition index (“PCI”) of thirty-six (36) to seventy-two (72) on an index of 1 (very poor) to 100 (good).

The proposed Project budget is as follows:

Construction $953,000
Plans, Specifications and Estimate (@12.5%) $119,125
Construction Management/Labor Compliance/Inspection(@12.5%) $119,125 Project Management $25,000
Contingency (@ 15%) $142,950
TOTAL ESTIMATED COST $1,359,200
The Project is proposed to be funded with FY 26/27 SB1 revenues in the estimated amount of $960,403, based on the May 2026 projections provided by the State Department of Finance, 510
AGENDA ITEM 12
together with an estimated SB1 fund balance of $49,212 from prior fiscal years, in addition to Measure M Funds in the amount of $349,585.

The scope of work includes preparation of the plans, specifications and estimates (PS&E) and construction. Construction scope of work includes cold milling of the existing asphalt concrete (AC) pavement; placement of an Asphalt Rubber Hot Mix (ARHM) overlay; repair of damaged driveways, sidewalks, curbs and gutters, and AC pavement; upgrading curb ramps to meet Americans with Disabilities Act (ADA) requirements; adjustment of utility manholes; and restoration of traffic striping.

Preparation of the Project plans and specifications is anticipated to begin in August 2026, with the bid package expected to be completed by October 2026. Construction is scheduled to commence in February 2027 and is anticipated to be completed by June 2027.

Conflict of Interest
According to the State’s “conflict of interest” laws, when a decision involves new infrastructure or more than mere maintenance, the distance from a councilmember’s real property to the new infrastructure is key. For instance:
(a) A councilmember with an interest in real property “located 500 feet or less” from a proposed improvement may not participate in the vote. If the councilmember can show, with “clear and convincing evidence,” that the improvement “will not have any measurable impact on the official’s property,” then the conflict is overcome, and the councilmember may participate in the vote. (2 CCR §18702.2(a)(7).)
(b) A councilmember with an interest in real property located “more than 500 feet but less than 1,000 feet” from a proposed improvement may participate in the vote unless the improvement will change the councilmember’s property’s: (i) development potential; (ii) income producing potential; (iii) highest and best use; (iv) market value; or (v) character by substantially altering traffic levels, intensity of use, parking, view, privacy, noise levels, or air quality. (2 CCR §18702.2(a)(8).)
(c) A councilmember with an interest in real property located 1,000 feet or more from the improvement may participate in the vote, because it is presumed that no conflict exists.

But this presumption may be rebutted with “clear and convincing evidence” that the improvement will have a “substantial effect” on the property. (2 CCR §18702.2(b).) However, please be advised that there are three (3) exceptions that overrides all of the above:
(1) Maintenance of Existing Infrastructure: The maintenance of already existing infrastructure does not create a material conflict of interest for any councilmember, including those who own or have an interest in real property in the vicinity. (2 CCR §18702.2(d)(1).)
(2) No Disproportionate Impact: Regardless of the distance between the improvement and the real property, no conflict exists if the improvement does not provide a benefit or detriment to the councilmember’s property that is “disproportionate to other properties” receiving the services. (2 CCR §18702.2(6).)
511
AGENDA ITEM 12
(3) Public Generally Exception: If a decision’s impact on the councilmember’s real property is indistinguishable from the decision’s impact on the “public generally,” the councilmember may participate in the vote. An “indistinguishable impact” is defined here as a change impacting a “significant segment of the public” as determined by either:
(a) 25% of: (i) businesses or non-profits; (ii) real property; or (iii) the individual people in the councilmember’s district; or
(b) 15% of the real residential property within the councilmember’s district, so long as the only property at issue for the councilmember is their residence.

FISCAL IMPACT:

If the City Council approves the SB1 Project List, the project will be incorporated into the City's Capital Improvement Program (CIP) for Fiscal Year 2026–2027. Staff recommends approval of a Project Budget in the amount of $1,359,200, funded by FY 2026–2027 SB1 revenues in the amount of $960,403 (Fund 105), prior-year SB1 fund balance in the amount of $49,212 (Fund 105), and Measure M funds in the amount of $349,585 (Fund 650).

ATTACHMENT(S):

1. Resolution No. 2026-34

2. Council Member 500’ Radius and Project Map
512
Attachment 1

RESOLUTION NO. 2026-34

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2026-2027 TOTALLY OR PARTIALLY FUNDED BY SB-1: THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017 (SB 1)
WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 to address the significant multi-modal transportation funding shortfalls statewide; and WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of our City are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and
WHEREAS, the City must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and WHEREAS, the City is estimated to receive approximately $960,403 in RMRA funding in FY 2026-2027; and
WHEREAS, this is the tenth year in which the City is receiving SB 1 funding and will enable the City to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB 1; and WHEREAS, the City used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the communities priorities for transportation investment; and WHEREAS, the funding from SB 1 will help the City maintain and rehabilitate its streets, and add active transportation infrastructure throughout the City this year and into the future; and WHEREAS, the 2023 California Statewide Local Streets and Roads Needs Assessment found that the City streets and roads are in “good” condition and this revenue will help us increase the overall quality of our road system and over the next decade will bring our streets and roads into a “very good” condition; and
WHEREAS, the SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials and practices, will have significant positive co-benefits statewide.

NOW, THEREFORE, THE CITY COUNCIL DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:

SECTION 1. The foregoing recitals are true and correct. 513
Attachment 1

SECTION 2. The following project will be funded in-part or solely with Fiscal Year 2026/2027 Road Maintenance and Rehabilitation Account revenues.

Project Title: Street Improvement Project FY 2026/2027
(FY26/27 SB1 Funds: $960,403) (Prior Year’s SB1 Funds: $49,212) (Measure M: $349,585) (Total Estimated Project Cost: $1,359,200)
Project Description: The project includes preparation of plans, specifications and estimate (PS&E); and construction. The construction portion of the project will include cold milling the existing AC pavement; constructing an ARHM overlay; repairing damaged driveways, sidewalks, curb and gutter, and AC pavement; upgrading ADA curb ramps; adjusting utility manholes; and restoring the traffic striping.

Estimated Project Schedule: Start - July 1, 2026 to Completion- June 30, 2027 based on the component being funded with RMRA funds.

Estimated Project Useful Life: The project will provide an estimated useful life for street improvements of fifteen (15) to twenty (20) years.

Project Location: See List Below
Street Name From To
1 Woodward Ave. Florence Ave. Weik Ave.
2 Woodward Ave. Weik Ave. Brompton Ave.
3 Bear Ave. Florence Ave. 150’ S/O Florence Ave.
4 Riverside Ave Acacia St. Bell Ave.
5 Nevada St. California Ave. West End
6 Acacia St. Wilcox Ave. Alamo Ave
7 Pine Ave. Randolph St. 150' N/o Randolph St.
8 Southall Lane. Walker Ave. Chanslor Ave.
9 Southall Lane. Chanslor Ave. River Dr.
10 Fishburn Ave. Florence Ave. Bell Ave.
11 Mayflower Pl. Mayflower Ave. North End
12 Orchard Ave. Gage Ave. Randolph Pl.

SECTION 3. The Public Works Director or his designee is hereby authorized to undertake such acts as necessary to carry out this Resolution.

SECTION 4. The City Council approves the incorporation of this project in the FY26-27 Capital Improvement Program in the amount of $1,359,200 appropriating the following funding sources: FY26/27 SB1 Funds ($960,403)(Fund 105), Prior Years SB1 Funds ($49,212)(Fund 105), and Measure M ($349,585)(Fund 650).

SECTION 5. The City Clerk shall attest to the passage of the Resolution and it shall thereupon be in full force and effect.
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Attachment 1

PASSED, ADOPTED AND APPROVED this 24th day of June 2026. __________________________________
Ali Saleh, Mayor

APPROVED AS TO FORM
_________________________
Dave Aleshire, City Attorney

CERTIFICATE OF ATTESTATION AND ORIGINALITY
I, Angela Bustamante, City Clerk of the City of Bell, hereby attest to and certify that the foregoing resolution is the original resolution adopted by the Bell City Council at its regular meeting held on the 24th day of June 2026, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:
_________________________________
Angela Bustamante, City Clerk
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Prroject
ATTACHMENT 2
Project
Project
PrProjectjes
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Clara St
Lanto St
I- 710
Long
Beach
Fwy
E Gage Ave Gage Ave
Bell Pl
Woodward Ave
Live Oak St
Purdy Ave
Wilcox Ave
I- 710 Lon
g
B
each
Fwy
el Selinda Ave
Priory St
E 61st St
Vinevale Ave
E Florence Ave Florence Ave
Eastern Ave
Atlantic Ave
S Atlantic Ave
Crafton Ave
Woodlawn Ave
E Gage Ave Gage Ave
Watcher St
Walker Ave
Loveland St
Heliotrope Ave
Southern Pacific RR
Live Oak St
Loveland St
Alamo Ave
Randolph St
Lubec St
E Florence Ave Florence Ave
Federal Ave
Eastern Ave
Heliotrope Ave
Agra St
S Eastern Ave
Marlow Ave
River Rd
Atlantic Ave
S Atlantic Ave
Priory St
Home Ave
Specht Ave
Rive
r Dr
Woodward Ave
Specht
Ave
Sherman Way
Jaboneria Rd
Clarkson Ave
Chanslor Ave
Southall Ln
Beck Ave
Randolph St
King Ave
Bell Ave
Southall Ln
Brompton Ave
Atlantic Ave
S Atlantic Ave
Pala Ave Randolph St
Mayflower Ave
Ajax Ave
Ki
n
g
Ave
Ludell St
Hartle Ave
WeikAve
Beck Ave
Brompton Ave
Prospect Ave
Bell Ave
GageAve
River Dr
Weik Ave
Filmore St
Pala Ave
Bell Pl
Gage Ave
Palm Ave
Live Oak Ln
Beck Ave
Weik Ave
Nelson Dr
Wilcox Ave
Alamo Ave
Sun Ln
Casitas Ave
Nevada St
Prospect Ave Mayflower Ave
Vinevale Ave
Palm Ave
Walker Ave
Nelson Dr
District Blvd
Fry St
at and Sf
Rlwy
Agra St
Selfland Ave
Lanto St
Purdy Ave
Bell Ave
E 61st St
Georgia Ave Prospect Ave
Legend
City Boundary
517
AGENDA ITEM 13
City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council
FROM: Rita Montalvo, P.E., Public Works Director
APPROVED Michael L. Antwine II (e-signature)
BY: ______________________________
Michael L. Antwine II, City Manager
SUBJECT: Approval of Amendment No. 8 to the Agreement with Willdan Engineering for Professional Engineering Services to Extend the Term Through September 30, 2026, for an Additional Three (3) Months
RECOMMENDATION:
1) Approval of Amendment No. 8 to the Agreement with Willdan Engineering for Professional Engineering Services to Extend the Term Through September 30, 2026, for an Additional Three (3) Months
BACKGROUND:

The Engineering Division is responsible for managing the City's Capital Improvement Program (CIP), engineering review and permitting, grant administration, traffic engineering, and infrastructure-related activities. The Division also prepares plans and specifications, manages construction projects, and provides inspection and labor compliance services.

Engineering administers transportation funding and grants from Metro, Caltrans, and other federal, state, and local agencies. The Division also prepares assessment of district reports, oversees NPDES compliance and reporting requirements, prepares Measure W - Annual reports, and coordinates infrastructure activities within the public right-of-way.

Due to ongoing project demands and the need to maintain continuity of services, the City utilizes consultant support to supplement Engineering Division operations and ensure the timely delivery of projects and programs.

On August 23, 2017, the city entered into an agreement with Willdan Engineering for professional engineering services, which has continued to support the City's engineering and capital improvement needs.

The City and Consultant entered into Amendment No. 1 to the Initial Agreement, dated July 24, 2019, Amendment No. 2, dated May 13, 2020, Amendment No. 3, dated June 23, 2021, Amendment No. 4, dated June 8, 2022, Amendment No. 5, dated May 24, 2023, Amendment No. 6, dated June 12, 2024.

DISCUSSION:

On July 23, 2025, the City Council approved Amendment No. 7 to the Agreement with Willdan 518
AGENDA ITEM 13
Engineering, extending the term through June 30, 2026, for the provision of professional engineering services.

To continue meeting the City's engineering service needs, the City issued a Request for Proposals (RFP) for On-Call Professional Engineering, Architectural, and Staff Augmentation Services on April 14, 2026. Proposals were due on May 18, 2026, and the City received a total of forty-six (46) proposals. Due to the volume of submissions and the time required to complete the evaluation process and award a contract, staff anticipates this work will take 45-60 days to complete. Staff will submit our recommendations by the August 2026 City Council meeting. The current agreement with Willdan Engineering expires on June 30, 2026.

Considering the facts presented above regarding the RFP process for Engineering Services, staff is recommending an interim extension to ensure continuity of engineering services. Willdan has provided high-quality professional engineering services to the City since 2017 and has extensive knowledge of the City's CIPs, development review processes, and ongoing engineering activities.

Willdan agreed to continue providing services under the existing scope of work and maintain the hourly rates established on July 1, 2020. Therefore, staff recommends approval of Amendment No. 8 to extend the agreement for a term not to exceed three (3) months, through September 30, 2026. The City intends to terminate the agreement with Willdan once the new contract is ready.

FISCAL IMPACT:

The estimated cost for the three-month extension is $246,846, and is allocated among the following service categories:

Services Sub-Budget
City Engineering Services $71,166
Public Works Permit and Inspection Services $13,452
Development Review and Control Services $4,938
Engineering Services for Capital Improvement
Projects
$157,290
Total Contract Amount $246,846
There is no impact to the General Fund for these costs are allocated in various restricted funding sources, including Gas Tax, SB 1, Measure M, Measure R, Proposition C, Proposition A, Measure W, the Sewer Fund, and applicable federal and state grant programs.

ATTACHMENTS:
1) Original Contract – Attachment 1
2) Approved Amendment No.7 – Attachment 2
3) Proposed Amendment No.8 – Attachment 3
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01135.0006 2155166.3 1

AMENDMENT NO. 8

TO AGREEMENT FOR CONTRACT SERVICES
THIS AMENDMENT NO. 8 TO AGREEMENT FOR CONTRACT SERVICES (“Amendment No. 8”) by and between the CITY OF BELL, a California charter city (“City”) and WILLDAN ENGINEERING, INC., a California corporation (“Consultant”) is effective as of the __ day of June 2026.

RECITALS
A. City and Consultant entered into that certain Agreement for Contract Services dated August 23, 2017 ("Initial Agreement") whereby Consultant agreed to provide certain engineering services, public works and inspection services, development review and control services, and other services for capital improvement projects (the "Services").

B. City and Consultant entered into Amendment No. 1 to the Initial Agreement, dated July 24, 2019, Amendment No. 2, dated May 13, 2020, Amendment No. 3, dated June 23, 2021, Amendment No. 4, dated June 8, 2022, Amendment No. 5, dated May 24, 2023, Amendment No. 6, dated June 12, 2024, and Amendment No. 7, dated June 25, 2025 (the Initial Agreement, as so amended is referred to as the "Agreement" herein).

C. The City and Consultant now desire to extend the term of the Agreement for an additional three month period.

D. By this Amendment No. 8, the City desires to extend the term Agreement through September 30, 2026, increase the annual not-to-exceed amount to $246,846, and increase the maximum compensation from $9,986,075 to $10,232,921.

E. The total maximum compensation of $10,232,921 is comprised of the actual cost already paid for services between August 23, 2017, and June 30, 2019 ($1,656,000); the actual cost already paid for services, the outstanding unpaid balance for services incurred, and the estimated balance for services requested by the City between July 1, 2019, and June 30, 2020 ($1,450,267); the actual cost of services between July 1, 2020, and June 30, 2021 ($1,800,000); the actual cost of services between July 1, 2021, and June 30, 2022 ($1,105,000); the actual cost for services between July 1, 2022, and June 30, 2023 ($1,073,578); the actual cost for services between July 1, 2023, and June 30, 2024 ($920,540) ; the estimated cost for services between July 1, 2024, and June 30, 2025 ($993,310); the estimated cost for services between July 1, 2025, and June 30, 2026 ($987,380), and amounts projected to be incurred between July 1, 2026, and September 30, 2026 ($246,846).

TERMS

1. Contract Changes. The Agreement is amended as provided herein. Deleted text is indicated in strikethrough and added text in bold italics. 583
01135.0006 2155166.3 2
a. Section 2.1 (Contract Sum), is hereby amended and shall now read as follows:
"Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Nine Million Nine Hundred Eighty-Six Thousand Seventy-Five Dollars and No Cents ($9,986,075.00)Ten Million Two Hundred Thirty-Two Thousand Nine Hundred Twenty-One Dollars ($10,232,921) (the "Contract Sum"), unless additional compensation is approved pursuant to Section 1.8."
b. Section 3.4 (Term), is hereby amended and shall now read as follows:
"Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding September 30, 2026eight (8) years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit "D")."
c. Exhibit “C” (Schedule of Compensation), Section I, is hereby amended and restated as follows:
“I. Consultant shall perform and complete the categories of Services identified in Section 1 of Exhibit “A” based on the following annual budgets / not to exceed amounts, on a time and materials basis using the rates set forth in Exhibit “C-1” and, as applicable, Exhibit “C-2”:

FY 2017-18: $685,000
FY 2018-2019: $971,000
FY 2019-2020: $1,450,267
FY 2020-2021: $1,800,000
FY 2021-2022: $1,105,000
FY 2022-2023: $1,073,578
FY 2023-2024: $920,540
FY 2024-2025: $993,310
For the period commencing on June 25, 2025 through June 30, 2026:

Services Sub-Budget
City Engineering Services $284,700
Public Works Permit and Inspection Services $53,820
Development Review and Control Services $28,615
Engineering Services for Capital Improvement
Projects
$620,245
Annual Budget $987,380
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01135.0006 2155166.3 3
For the period commencing on July 1, 2026 through September 30, 2026:

Services Sub-Budget
City Engineering Services $71,166
Public Works Permit and Inspection Services $13,452
Development Review and Control Services $4,938
Engineering Services for Capital Improvement
Projects
$157,290
Total Budget $246,846
d. Exhibit “C” (Schedule of Compensation), Section IV, is hereby amended and restated as follows:
"The total compensation for the Services shall not exceed Ten Million Two Hundred Thirty-Two Thousand Nine Hundred Twenty-One Dollars ($10,232,921), as provided in Section 2.1 of this Agreement with an annual not-to-exceed amount of Two Hundred Forty-Six Thousand Eight Hundred Forty-Six Dollars ($246,846) for the three month period between July 1, 2026, through September 30, 2026.
e. Exhibit “D” (Schedule of Performance), Section I., is hereby amended and shall now read as follows:
"Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until JuneSeptember 30, 2026.”

2. Continuing Effect of Agreement. Except as amended by this Amendment No. 8, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment No. 8, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement, as amended by this Amendment No. 8 to the Agreement.

3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Consultant each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

Consultant represents and warrants to City that, as of the date of this Amendment No. 8, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

City represents and warrants to Consultant that, as of the date of this Amendment No. 8, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 8.

5. Authority. The persons executing this Amendment No. 8 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this 585
01135.0006 2155166.3 4
Amendment on behalf of said party, (iii) by so executing this Amendment No. 8, such party is formally bound to the provisions of this Amendment No. 8, and (iv) the entering into this Amendment No. 8 does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON FOLLOWING PAGE]
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01135.0006 2155166.3 1
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 8 on the date and year first-above written.

CITY:

CITY OF BELL, a charter city
_____________________________
Ali Saleh, Mayor
ATTEST:

___________________________
Angela Bustamante, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

____________________________
Danny Aleshire, City Attorney
CONSULTANT:

Willdan Engineering, Inc., a California
corporation
By: _______________________
Name: Vanessa Munoz
Title: President
By:

Name:

Title:

Address: 24701 E. Katella Avenue,
Suite 300 Anaheim, CA 92806
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY. 587
01135.0006 2155166.3 2

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA
COUNTY OF ___________________
On __________, 2026, before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
588
AGENDA ITEM 14
City of Bell
Agenda Report
DATE: June 24, 2026
TO: Mayor and Members of the City Council

FROM: Rickey S. Manbahal, Finance Director
APPROVED Michael. Antwine II (e-signature)
BY: ________________________________________
Michael L. Antwine II, City Manager
SUBJECT: Authorization for the Purchase of Microsoft Office 365 RECOMMENDATION:

It is recommended that the City Council authorize the purchase of Microsoft Office 365, through Intelli-Tech from June 2026 to June 2027. This acquisition will continue to enhance our productivity, improve collaboration, and ensure we have access to the latest tools and security features.

BACKGROUND:

The City of Bell has used Microsoft Office 365 since 2018. The Microsoft renewal purchase, through Intelli-Tech, will provide a seamless continuation of all the existing Microsoft products to our workforce. Intelli-Tech is an authorized Microsoft vendor that has been providing high-quality computer systems management services for more than 12 years, that have included:
• Competitive pricing for information systems, programs and products • Great customer service
• Assist with multiple services and projects
• Provide additional quotes when needed
DISCUSSION:

Microsoft Office 365 is a cloud-based suite of productivity tools that includes applications such as Word, Excel, PowerPoint, Outlook, and Teams. It offers robust features for document creation, data analysis, communication, and collaboration, which are essential for the efficient operation of our organization.

The current agreement with Intelli-Tech expires on July 1, 2026. For which, staff solicited proposals for Microsoft Office 365, and the city received the following three (3) proposals:

Quote Vendor Name Annual
Cost
1 Intelli-Tech $46,469.00
2 Zones $46,899.52
589
AGENDA ITEM 14
3 LIFTOFF $57,330.00
Benefits of Microsoft Office 365:

1. Productivity and Collaboration:
i. Real-Time Collaboration: Multiple users can work on the same document simultaneously.
ii. Access Anywhere: Cloud-based services allow staff to access files and applications from any location with internet connectivity. iii. Integrated Tools: Seamless integration between Office apps and other Microsoft services such as OneDrive and SharePoint.

2. Security and Compliance:
i. Advance Security Features: Built-in security measures protect against data breaches and cyber threats.
ii. Regular Updates: Automatic updates ensure that all users have the latest security patches and software versions.
iii. Compliance: Helps our organization meet regulatory compliance requirements through features like data loss prevention and encrypted email.

3. Cost Efficiency:
i. Subscription Model: Flexible pricing options allow for scalable solutions that can grow with the organization.
ii. Reduced IT Overhead: Cloud services reduce the need for extensive on-premises IT infrastructure.

FISCAL IMPACT:

The total cost for Microsoft Office 365 is estimated at $46,469.00. The expenditure will be covered under the current Finance Department budget allocation for Outside Professional Services.

STRATEGIC PLAN 2023-25:

This agenda item aligns with the City of Bell 2023-25 Strategic Plan:

Target 4: Fostering Financial Resilience
Goal 5: Update the City’s finance-related policies, procedures and process ATTACHMENTS:

1. Zones Quote & CSP Agreement

2. Intelli-Tech Quote & CSP Agreement

3. LIFTOFF Quote & Agreement
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© 2025 LiftOff, LLC. All Rights Reserved
www.LiftoffOnline.com
QUOTE
as of 5/4/2026
Bill to:

City of Bell, CA
6330 Pine Ave
Bell, California 90201
Ship to:

City of Bell, CA
6330 Pine Ave
Bell, California 90201
Reseller (Remit To):

LiftOff LLC
Attn: Ron Braatz
1667 Patrice Circle
Crofton, MD 21114
Terms:

Due on Receipt
Payment Options:

ACH Payment (preferred) or check
Quote Description
G SKU Item Name Part Number Term in
Months
Price/User/
Month
Licenses Cost/Year
Office G1 GCC U4S-00002 12 11.00 144 $19,008.00
Office G3 GCC AAA-11894 12 25.30 126 $38,253.60
Entra ID P1 GCC MQM-00001 12 5.70 1 $68.40
Total: $57,330.00
Pricing Information:
• All prices are displayed in United States Dollars.
• Product and pricing data are updated frequently and may change without notice. • Pricing valid for 14 days
• License orders are paid up front, are non-refundable, and are one-year licenses that renew each year. • License reductions, upgrades, or cancellations may only occur at the annual renewal date.

In order to proceed, send a Purchase Order to [email protected]. Once we have the Purchase Order, we will order the licenses from Microsoft. We will immediately invoice the full amount when we place the order.
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© 2025 LiftOff, LLC. All Rights Reserved
www.LiftoffOnline.com
Customer Terms for Cloud Services Agreement
US Public Sector
This agreement is between LiftOff LLC (“we”, “us”, and “our”) and Town of Yarrow Point (“you” and “your”). It is effective when we accept it. Key terms are defined in § 8.

1. General.

Right to use. You may access and use Office 365, and install and use a Client (if any) included with your Subscription, only as described in this agreement. All other rights are reserved.

Acceptable use. You will use Office 365 only per the AUP. You will not use Office 365 in any way that infringes a third party’s patent, copyright, or trademark or misappropriates its trade secret. You may not reverse engineer, decompile, work around technical limits in, or disassemble Office 365, except if applicable law permits despite this limit. You may not rent, lease, lend, resell, transfer, or host Office 365 to or for third parties.

Compliance. You will comply with all laws and regulations applicable to your use of Office 365. In providing Office 365, we and our Providers will comply with all laws and regulations (including applicable security breach notification law) that generally apply to IT service providers. You will obtain any consents required: (1) to allow you to access, monitor, use, and disclose user data; and (2) for us to provide Office 365. If you are an educational institution, you will obtain any parental consent for end users’ use of Office 365 as required by applicable law.

Customer Data. Customer Data is used only to provide you Office 365. This use may include troubleshooting to prevent, find and fix problems with Office 365’s operation. It may also include improving features for finding and protecting against threats to users. Neither we nor our Providers will derive information from Customer Data for any advertising or other commercial purposes. We will enable you to keep Customer Data separate from consumer services. Customer Data will not be disclosed unless required by law or allowed by this agreement. Your contact information may be provided so that a requestor can contact you. If law requires disclosure, we will use commercially reasonable efforts to notify you, if permitted. Customer Data may be transferred to, and stored and processed in, any country we or our Providers maintain facilities, unless you provision your tenant in the United States, If you do, Microsoft will provide Office 365 from data centers in the United States, and storage of the following customer data at rest will be located in data centers only in the United States: (i) Exchange Online mailbox content (e-mail body, calendar entries, and the content of e-mail attachments), and (ii) SharePoint Online site content and the files stored within that site.

Changes. Office 365 may be changed periodically, after which you may need to agree to new terms. You may be required to run a client software upgrade on devices using Office 365 after a change to maintain full functionality.

Use rights. Use rights specific to Office 365 are posted online at the link to the AUP.

2. Confidentiality and Security.

We and our Providers will (a) maintain appropriate technical and organizational measures, internal controls, and data security routines intended to protect Customer Data against accidental loss or change, unauthorized disclosure or access, or unlawful destruction and (b) not disclose Customer Data, except as required by law or expressly allowed. Neither party will make any public statement about this agreement’s terms without the other’s prior written consent.
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© 2025 LiftOff, LLC. All Rights Reserved
www.LiftoffOnline.com

3. Term, Termination, and Suspension.

Term and termination. This agreement will remain in effect for three years subject to your right under applicable law to terminate for convenience.

Customer Data. You may extract Customer Data at any time. If your Subscription expires or terminates, we will keep your Customer Data in a limited account for at least 90 days so you may extract it. We may delete your Customer Data after that.

Regulatory. If a government rule or regulation applies to us or our Providers, but not generally to other businesses, and makes it difficult to operate Office 365 without change, or we or our Providers believe this agreement or Office 365 may conflict with the rule or regulation, we may change Office 365 or terminate the agreement. If we change Office 365 to come into compliance, and you do not like the change, you may terminate.

Suspension. We may suspend use of Office 365: (1) if reasonably needed to prevent unauthorized Customer Data access; (2) if you do not promptly respond under §5 to intellectual property claims; or (3) for non-payment; or (4) if you violate the AUP. A suspension will be in effect only while the condition or need exists and, if under clause (1) or (2), will apply to the minimum extent necessary. We will notify you before we suspend, unless doing so may increase damages. We will notify you at least 30 days before suspending for nonpayment. If you do not fully address the reasons for suspension within 60 days after we suspend, we may terminate your Subscription.

4. Limited warranty; disclaimer.

We warrant that Office 365 will meet the SLA terms during the Subscription; your only remedy for breach of warranty is stated in the SLA. We provide no (and disclaim to the extent permitted by law any) other warranties, express, implied, or statutory, including warranties of merchantability or fitness for a particular purpose.

5. Duty to protect.

Defense. We or our Providers will defend you against any claims made by an unaffiliated third party that Office 365 infringes its patent, copyright, or trademark or misappropriates its trade secret.

Remedies. If we or our Providers reasonably believe that a claim under §5 may bar your use of Office 365, we or our Providers will seek to: (1) obtain the right for you to keep using it; or (2) modify or replace it with a functional equivalent and notify you to stop use of the prior version. If these options are not commercially reasonable, we or our Providers may terminate your rights to Office 365 and refund any payments for unused Subscription rights.

Other obligations. To the extent permitted by law, you will (1) notify us promptly of a claim under this §5 and (2) allow us or our Providers to assist in your defense or settlement. You will provide reasonable help to defend. We or our Providers will reimburse you for reasonable out-of-pocket expenses incurred in giving that help and pay the amount of any resulting adverse final judgment (or settlement the protecting party consents to). Neither we nor our Providers will be bound by any settlement to which we do not agree in writing, this § 5 provides the exclusive remedy for these claims.

Limits. The obligations of us and our Providers in this §5 won’t apply to a claim or award based on: (1) Customer Data; (2) software not provided by us or our Providers; (3) modifications you make to Office 365, or materials you provide or make available as part of using Office 365; (4) your combination of Office 365 with, or damages based on the value of, a product, data, or business process not provided by us or our Providers; or (5) your use of a Microsoft trademark without their express, written consent, or your use of Office 365 after being notified to stop due to a third-party claim.
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6. Limited liability.

Each party’s (and our Providers’) maximum aggregate liability for any claim related to this agreement is limited to direct damages up to the fees that you paid for Office 365 during the 12 months before the claim arose (or $5,000.00 if you paid no fees). Neither party nor our Providers will be liable for lost revenues or indirect, special, incidental, consequential, punitive, or exemplary damages, even if the party knew they were possible. The limits and exclusions in this §6 apply to the extent permitted by law, but do not apply to (1) obligations under §5; or (2) intellectual property infringement or misappropriation.

7. Agreement mechanics.

You must send notice by regular mail, return receipt requested, to the address on the Portal (effective when delivered). We may email notice to your account administrators (effective when sent). You may not assign this agreement, or any right or duty under it. If part of this agreement is held unenforceable, the rest remains in force. Failure to enforce this agreement is not a waiver. The parties are independent contractors. This agreement does not create an agency, partnership, or joint venture. This agreement is governed by the laws applicable to Customer, without regard to conflict of laws. This agreement (including the SLA and AUP) and our price sheet are the parties’ entire agreement on this subject and supersedes any concurrent or prior communications. Agreement terms that require performance, or apply to events that may occur, after termination or expiration will survive, including §5. Office 365 and the Client are subject to U.S. export jurisdiction. You must comply with the U.S. Export Administration Regulations, the International Traffic in Arms Regulations, and end-user, enduse, and destination restrictions. For more information, see http://www.microsoft.com/exporting/. Our Providers may deliver Office 365, and the rights granted to us also apply to them.

8. Definitions.
“AUP” means the acceptable use policy at http://www.microsoftvolumelicensing.com/Downloader.aspx?DocumentId=5502. “Client” means device software that we or our Providers provide you with Office 365. “Customer Data” means all data, including all text, sound, or image files that are provided to us or our Providers by, or on behalf of, you through your use of Office 365. “Office 365” means (1) Exchange Online, Exchange Online Archiving, SharePoint Online, Lync Online, and Office Web Apps included in Office 365 Enterprise Plans E1, E2, E3, E4, K1, and K2; and Office 365 Government Plans G1, G2, G3, G4, K1, and K2; and (2) Exchange Online Archiving; Exchange Online Protection; Exchange Online Plans 1, 2, Basic, and Kiosk; SharePoint Online Plans 1, 2, and Kiosk; Office Web Apps Plans 1 and 2; and Lync Online Plans 1, 2, and 3.
“Portal” means the Online Services Portal for Office 365 (see http://www.microsoft.com/online). “Providers” means our affiliates, licensors, and suppliers, including Microsoft and its applicable affiliates. “SLA” means the service level commitments we or our Providers make regarding delivery and performance of Office 365 (see http://www.microsoft.com/licensing/contracts). “Subscription” means an order for a quantity of Office 365. 606

UNDER SEPARATE COVER
AGENDA ITEM NO. 15

15.Approval of Resolution No. 2026-37 Declaring the Results of the City of Bell General Municipal Election Consolidated with the Statewide Primary Election Held on June 2, 2026. (City Council)
Recommendation: It is recommended that the City Council read by title only, waive further reading and adopt Resolution 2026-37 titled:

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL, RECITING THE FACT OF THE GENERAL MUNICIPAL ELECTION HELD ON TUESDAY, JUNE 2, 2026,

DECLARING THE RESULTS AND SUCH OTHER MATTERS AS PROVIDED BY LAW 607