14-F — Bellflower City Council, March 25, 2024 (part 1 of 3)

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14-F
TO: Honorable Mayor and Members of the City Council

ATTENTION: Ryan Smoot, City Manager

FROM: Travis Sais, Deputy City Manager

SUBJECT: Consideration and possible action to authorize the City Manager to execute Amendment No. 1 to Agreement File No. 799, in a form approved by the City Attorney, with TGIS Catering Services, Inc. (TGIS), to extend the term for catering and concession services at The Mayne Events Center and Fire Museum.

Date: March 25, 2024

EXECUTIVE SUMMARY

The City of Bellflower entered into Agreement File No. 799 with TGIS Catering Services, Inc. ("TGIS") on April 9, 2018, granting exclusive catering and concession rights at The Mayne Events Center and Fire Museum. The original agreement spanned two years, with options for two additional two-year extensions, totaling six years, set to expire on April 9, 2024.

On March 6, 2024, TGIS submitted a formal request to extend the agreement for three years, with an option for two additional two-year extensions, bringing the new proposed term to a total of seven years. The request letter is included as an attachment to this staff report.

Throughout the partnership, TGIS has worked well with Bellflower staff and the Fire Museum Association while continuing to increase revenues. Despite the 18-month closure of the Mayne Events Center due to COVID -19, TGIS successfully rebounded, generating increased revenues in FY 2022-2023 and FY 2023-2024. As such, it is staff’s recommendation that the City Council approve a three-year extension, with the option for two additional two-year terms, at the City’s sole discretion, for catering and concession services at The Mayne Events Center and Fire Museum.

RECOMMENDATION TO CITY COUNCIL

1) Authorize the City Manager to execute Amendment No. 1 to Agreement File No. 799, in a form approved by the City Attorney; or

2) Alternatively, discuss and take other action related to this item.

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Staff Report – Amendment No. 1 to AFN 799
March 25, 2024

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FISCAL IMPACT

The City will continue to collect 21% of gross receipts during the new agreement term.

Gross receipts include all sales, charges, service charges, and fees from all foods/products, alcoholic beverages, non -alcoholic beverages, room/space rental, and set-up. It also includes fees charged for audio -visual equipment and services. Gross receipts exclude sales tax collected, customer refunds, optional gratuities paid by customers for employee and third-party vendor fees.

The table below depicts the TGIS gross receipts from the Mayne Events Center and the City’s share of the gross receipts:

Gross Receipts from the Mayne Events Center
Fiscal Year TGIS City's Share (A)
FY 2017-18 $173,128 $34,629 20%
FY 2018-19 $584,394 $117,890 20%/21%
FY 2019-20 $396,409 $81,374 21%
FY 2020-21 $97,029 $20,376 21%
FY 2021-22 $668,553 $140,396 21%
FY 2022-23 $1,109,383 $227,699 21%
FY 2023-24
(Jul 23 – Dec 23)
$529,727 $111,243 21%
Total: $3,558,623 $733,607

(A) Excludes amounts deducted and refunded for issues.

ATTACHMENTS

Amendment No. 1 to Agreement File No. 799………………………………………………3 Letter request from TGIS …………………………………………………………..………….4 Agreement File No. 799…..……………………………………………………………………6

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AMENDMENT NO. 1 TO
AGREEMENT FILE NO. 799 BETWEEN

THE CITY OF BELLFLOWER AND
TGIS CATERING SERVICES, INC.

THIS AMENDMENT No. 1 (“Amendment”) is made and entered into this 10th day of April 2024, by and between the CITY OF BELLFLOWER, a general law city and municipal corporation (“CITY”), and TGIS CATERING SERVICES, INC., a California Corporation (“CONCESSIONAIRE”). The Parties agree as follows:

1. TERM. Pursuant to Section 39 of Agreement No. 799, Section 7 is amended in its entirety to read as follows:

“7. TERM. The term of this Agreement is extended to April 9, 2027.

Subject to the termination requirements listed below, this Agreement may be extended two times for two additional years each, for a total of four additional years at CITY’s sole discretion. In no event may the term exceed April 9, 2031.”

2. ELECTRONIC SIGNATURES. The Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by electronic transmission. Such electronic signature will be treated in all respects as having the same effect as an original signature.

3. NO OTHER CHANGES. Except as modified by this Amendment, all other terms and conditions of Agreement File No. 799 remain the same.

IN WITNESS WHEREOF, the parties hereto have executed this contract the day and year first hereinabove written.

CITY OF BELLFLOWER TGIS CATERING, INC.

_________________________________ ____________________________ Ryan Smoot, City Manager Sofia Riley, President

ATTEST:

_____________________________
Mayra Ochiqui, City Clerk

APPROVED AS TO FORM:

_________________________________
Karl H. Berger, City Attorney Taxpayer ID No. ______________ -3-

March 6, 2024

City of Bellfiower
Attn: Ryan Smoot
16600 Civic Center Dr
Bellfiower, Ca 90706

Dear Ryan,

I hope that your transition into the City of Bellfiower is going well. I am sure you are extremely busy getting various projects in order. There is one more matter that requires your consideration. It has come to my attention that our current catering agreement between TGIS and the City of Bellfiower is set to expire on April 9, 2024.

The entire team at TGIS Catering, many of whom are residents of Bellfiower, would very much appreciate a contract extension. Collectively, to the person, we value our vendor relationship with the City of Bellfiower, and we would like to continue as your vendor partner at the Mayne.

Unfortunately, due to covid we did experience closure of the Mayne for approximately 18 months.

However, we have bounced back robustly. As we were emerging from Covid in 2022, we generated $168,000 in revenue for the City Bellfiower and in 2023 $219,945. That is a 30% increase over the prior year.

Following is a list of other facts you may flnd interesting:

1. Our Marketing efforts have been productive:
a. Christine Chu from the Television Show “Bling Empire” and an Infiuencer whose reach is over 1.4 million – examined a post by the Mayne and traveled from Beverly Hills to have an event at the Mayne and flre Museum. It is still posted on her Instagram with 45,830 likes.
b. In 2022 we had 100 event bookings. In 2023 we had 125 event bookings. That is a 25% increase over the prior year.
c. We are continuing additional spending on digital marketing to ensure future success in 2024 and beyond.

2. We recently purchased an additional $11,000.00 in new equipment including replacement of fiatware and China.

3. TGIS purchased over $5,000 in furnishings and flxtures for a beautiful bridal suite.

4. The TGIS team has endeavored as always to put forth an outstanding product. -4-

5. As a vendor partner, we have tried to work within any budget constraints that might arise from limited budgets.

6. We are a proud member of the City of Bellfiower Chamber of Commerce.

We value our partner with the City of Bellfiower. The team understands that our work is representative of the City. Further, we appreciate all the efforts of the City and its team members in helping ensure that the Mayne is wonderfully maintained and operational. It would be an honor if the City of Bellfiower would extend the contract as the follows:

1. An Initial term of 3 years with an option to extend for two additional two-year terms for a total of 7 years.

On behalf of the whole team at TGIS, we hope that we can continue to serve as the Vendor Partner at the Mayne. Please feel free to reach out to me to discuss any details or if you have any questions.

We hope that this flnds you well and we are hopeful to continue are cherished relationship,

Best

George Marinos
CEO

TGIS CATERING
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AGREEMENT FILE NO. 799

PROFESSIONAL SERVICES AGREEMENT

BETWEEN

THE CITY OF BELLFLOWER AND
TGIS CATERING SERVICES, INC. ("CONCESSIONAIRE")

FOR CATERING AND CONCESSION SERVICES AT THE MAYNE EVENTS CENTER

AND FIRE MUSEUM
THIS AGREEMENT ("Agreement") is made and entered into this 9th day of April, 2018, ("Effective Date") by and between the CITY OF BELLFLOWER, a municipal corporation and general law city existing under the laws of California ("CITY") and TGIS CATERING SERVICES, INC., a California Corporation ("CONCESSIONAIRE"). The Parties agree as follows:

1. RECITALS: The parties enter into this Agreement with the following understandings:

A. CITY owns the Bellflower Events Center located at 16400 Bellflower Boulevard in the City of Bellflower;
B. CITY has determined that CONCESSIONAIRE is qualified to operate the Bellflower Events Center and it is in the public interest for CONCESSIONAIRE to do so;
C. This Agreement sets forth the Parties' agreements regarding the operation, maintenance, and promotion of the Bellflower Events Center in a manner best suited to meet the public needs and interest.

Bellflower Events Center" means the real property located at 16400 Bellflower Boulevard and more particularly described in attached Exhibit A, which is incorporated by reference. ii. "CLAFMA" means the County of Los Angeles Fire Museum Association, a California nonprofit corporation.
iii. "CLAFMA Contract" means the separate contract dated October 27, 2014, by and between CITY and CLAFMA governing use of the Bellflower Event Center and Fire Museum. A true and

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AGREEMENT FILE NO. 799

PROFESSIONAL SERVICES AGREEMENT

BETWEEN

THE CITY OF BELLFLOWER AND
TGIS CATERING SERVICES, INC. (“CONCESSIONAIRE”)

FOR CATERING AND CONCESSION SERVICES AT THE MAYNE EVENTS CENTER

AND FIRE MUSEUM
THIS AGREEMENT (“Agreement”) is made and entered into this 9th day of April, 2018, (“Effective Date”) by and between the CITY OF BELLFLOWER, a municipal corporation and general law city existing under the laws of California (“CITY") and TGIS CATERING SERVICES, INC., a California Corporation (“CONCESSIONAIRE”). The Parties agree as follows:

1. RECITALS: The parties enter into this Agreement with the following understandings:

A. CITY owns the Bellflower Events Center located at 16400 Bellflower Boulevard in the City of Bellflower;
B. CITY has determined that CONCESSIONAIRE is qualified to operate the Bellflower Events Center and it is in the public interest for CONCESSIONAIRE to do so;
C. This Agreement sets forth the Parties’ agreements regarding the operation, maintenance, and promotion of the Bellflower Events Center in a manner best suited to meet the public needs and interest.

2. CONCESSION/LICENSE
A. DEFINITIONS. Unless the contrary is stated or clearly appears from the context, the following definitions will govern the construction of the words and phrases used in this Agreement. Undefined words and phrases will be those set forth within the Exhibits or the CLAFMA Contract. i. “Bellflower Events Center” means the real property located at 16400 Bellflower Boulevard and more particularly described in attached Exhibit A, which is incorporated by reference. ii. “CLAFMA” means the County of Los Angeles Fire Museum Association, a California nonprofit corporation.
iii. “CLAFMA Contract” means the separate contract dated October 27, 2014, by and between CITY and CLAFMA governing use of the Bellflower Event Center and Fire Museum. A true and

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City of Bellflower
Agreement File No. 799
TGIS

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correct copy of the CLAFMA Contract is attached as Exhibit "C" for reference.
iv. "Concession services" means private functions for profit including, without limitation, weddings and receptions; business meetings; conferences; educational and training functions; trade shows; lunches; dinners; banquets; and parties for profit.
v. "Gross Receipts" includes the total actual revenues from the business conducted by CONCESSIONAIRE upon and from the
Bellflower Events Center pursuant to this Agreement. Gross receipts include all sales, charges, service charges, and fees from all foods/products, alcoholic beverages, non-alcoholic beverages, room/space rental, and set-up for which there is a charge from all forms of payments including cash, credit, checks, or others. All computations made to determine Percentage Payment, including the amount of Gross Receipts, must be made in accordance with generally accepted accounting principles.
vi. "Management Staff" means those persons identified by CONCESSIONAIRE as being responsible for events, supervision and booking. Such designation must be in writing and the Management Staff must be available by phone, text, and
electronic mail.
vii. "Percentage Payment" means the percentage of gross receipts paid by CONCESSIONAIRE to CITY for use of the Bellflower Events Center contemplated by this Agreement.
viii. "Private" means those uses by individual persons or groups where the general public is excluded from attendance. "Private" does not include events sponsored by CITY in writing.
ix. "Profit" means those concession services that are booked, provided or serviced by CONCESSIONAIRE for a profit as
provided for and subject to the terms and provisions of this Agreement.
x. "Start Date" means the date defined in Section 7.C. of this Agreement.

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City of Bellflower
Agreement File No. 799
TGIS

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correct copy of the CLAFMA Contract is attached as Exhibit “C” for reference.
iv. “Concession services” means private functions for profit including, without limitation, weddings and receptions; business meetings; conferences; educational and training functions; trade shows; lunches; dinners; banquets; and parties for profit.
v. “Gross Receipts” includes the total actual revenues from the business conducted by CONCESSIONAIRE upon and from the
Bellflower Events Center pursuant to this Agreement. Gross receipts include all sales, charges, service charges, and fees from all foods/products, alcoholic beverages, non-alcoholic beverages, room/space rental, and set-up for which there is a charge from all forms of payments including cash, credit, checks, or others. All computations made to determine Percentage Payment, including the amount of Gross Receipts, must be made in accordance with generally accepted accounting principles.
vi. “Management Staff” means those persons identified by CONCESSIONAIRE as being responsible for events, supervision and booking. Such designation must be in writing and the Management Staff must be available by phone, text, and
electronic mail.
vii. “Percentage Payment” means the percentage of gross receipts paid by CONCESSIONAIRE to CITY for use of the Bellflower Events Center contemplated by this Agreement.
viii. “Private" means those uses by individual persons or groups where the general public is excluded from attendance. “Private" does not include events sponsored by CITY in writing.
ix. “Profit” means those concession services that are booked, provided or serviced by CONCESSIONAIRE for a profit as
provided for and subject to the terms and provisions of this Agreement.
x. “Start Date” means the date defined in Section 7.C. of this Agreement.

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City of Bellflower
Agreement File No. 799
TGIS

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B. CONCESSION. Except as otherwise provided CITY grants to CONCESSIONAIRE the exclusive right and privilege to provide catering and concession services in the Bellflower Events Center, in those areas designated as "Concession Area" on attached Exhibit A, which is incorporated by reference.

C.GENERALLY. This Agreement encompasses two different
arrangements between CITY and CONCESSIONAIRE for the operation of the Bellflower Events Center:
xi. License. CITY licenses to CONCESSIONAIRE to use the Bellflower Events Center.
xii. Food and beverage; Marketing. This License includes rights, privileges, and responsibilities for operation of the food and beverage facilities located at the Bellflower Events Center in conjunction with providing Concession services including, without limitation, marketing.

D. CLAFMA CONTRACT. The CLAFMA Contract governs a portion of the Bellflower Events Center as more particularly described in Exhibit A. A copy of the CLAFMA Contract is attached as Exhibit C, for reference. Any conflict in language between this Agreement and the CLAFMA Contract will be resolved in favor of the CLAFMA Contract.

3. SCOPE OF SERVICES POVIDED BY CONCESSIONAIRE
A. It is CITY's clear and specific intent that CONCESSIONAIRE provides the full range of services contemplated in the Agreement. Concentration by CONCESSIONAIRE in one area, of service, to the detriment or exclusion of another, will not be acceptable. In summary, CONCESSIONAIRE must be prepared to provide excellent products and services in keeping with the CITY's reputation and high level of service to the public. This concession was granted to CONCESSIONAIRE based upon CONCESSIONAIRE's general reputation in the community for excellent services. All persons serving CONCESSIONAIRE in connection with this Agreement must be under the control and jurisdiction of CONCESSIONAIRE unless otherwise allowed by CITY in writing.

B. CONCESSIONAIRE must supply and have ready for sale all products in sufficient quantity and maintain adequate personnel and equipment for the

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TGIS

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B. CONCESSION. Except as otherwise provided CITY grants to CONCESSIONAIRE the exclusive right and privilege to provide catering and concession services in the Bellflower Events Center, in those areas designated as “Concession Area” on attached Exhibit A, which is incorporated by reference.

3. SCOPE OF SERVICES POVIDED BY CONCESSIONAIRE
A. It is CITY’s clear and specific intent that CONCESSIONAIRE provides the full range of services contemplated in the Agreement. Concentration by CONCESSIONAIRE in one area, of service, to the detriment or exclusion of another, will not be acceptable. In summary, CONCESSIONAIRE must be prepared to provide excellent products and services in keeping with the CITY’s reputation and high level of service to the public. This concession was granted to CONCESSIONAIRE based upon CONCESSIONAIRE's general reputation in the community for excellent services. All persons serving CONCESSIONAIRE in connection with this Agreement must be under the control and jurisdiction of CONCESSIONAIRE unless otherwise allowed by CITY in writing.

B. CONCESSIONAIRE must supply and have ready for sale all products in sufficient quantity and maintain adequate personnel and equipment for the

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City of Bellflower
Agreement File No. 799
TGIS

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efficient service of its customers at all times, and operate at such hours of day and night as required.

C. CONCESSIONAIRE must use and supply its own dinnerware, silverware, and linens.

D. CONCESSIONAIRE must employ its best judgment, efforts, and abilities in a manner calculated to produce the maximum practical volume of sales and transactions obtainable. CITY acknowledges and fully understands the business and profit motive which is the basis for CONCESSIONAIRE's operation. CONCESSIONAIRE must ensure that the levels of service, and the charges associated therewith, are adequate and reasonable and meet the requirements of the patrons, events and activities of the premises.

CITY reserves the general right to reasonably determine the levels of servicer to be provided.

E. CONCESSIONAIRE will work with the CITY to maintain a strong marketing program to promote and advertise the Bellflower Events Center and the catering services therein, in an effort to increase customers and sales.

F. CONCESSIONAIRE will, in a professional manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONCESSIONAIRE by this Agreement.

G. QUALITY OF PRODUCTS AND SERVICES
i. CONCESSIONAIRE must offer for sale only foods and beverages of such quality as judged reasonably acceptable by CITY. All products must be appealing in appearance. CITY may, at any time when employees or representatives of CONCESSIONAIRE are present, and whether the concession premises are in operation or not, to inspect products to be sold by
CONCESSIONAIRE, and approve or reject them if they do not meet the requirements of the agreement. In the event the CITY

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efficient service of its customers at all times, and operate at such hours of day and night as required.

C. CONCESSIONAIRE must use and supply its own dinnewvare, silverware, and linens.

D. CONCESSIONAIRE must employ its best judgment, efforts, and abilities in a manner calculated to produce the maximum practical volume of sales and transactions obtainable. CITY acknowledges and fully understands the business and profit motive which is the basis for CONCESSIONAIRE’s operation. CONCESSIONAIRE must ensure that the levels of service, and the charges associated therewith, are adequate and reasonable and meet the requirements of the patrons, events and activities of the premises.

CITY reserves the general right to reasonably determine the levels of servicer to be provided.

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should reject any product, it must be immediately removed from the Bellflower Events Center.
ii. CONCESSIONAIRE must furnish prompt, courteous, efficient, inoffensive, and quality service to meet the reasonable demands of CITY, and the public and patrons in the Bellflower Events Center. CONCESSIONAIRE must furnish all authorized and/or required services on a fair, equal, and nondiscriminatory basis to all patrons.
iii. CONCESSIONAIRE must control and be held responsible for the conduct, demeanor and appearance of its officers, agents, employees, and representatives, guests, contractors and others while doing business in, about or adjacent to the premises. Upon reasonable objection from CITY concerning the conduct,
demeanor or appearance of these persons, CONCESSIONAIRE must immediately take all actions necessary to remove the cause of the objection.
iv. CONCESSIONAIRE must conduct its business on the premises in an orderly, cooperative, and proper manner so as not to annoy, disturb, disrupt, offend, or otherwise interfere with the ongoing operation of the premises and/or its tenants and patrons. CITY recognizes that events catered by CONCESSIONAIRE may
generate noise as produced by gatherings.

H. MANAGEMENT
i. CONCESSIONAIRE must maintain an office in the Bellflower Events Center, at the place provided by the CITY, which is open to the public and staffed by at least one employee with the general intention that the office be opened and staffed during the general operating hours of the Bellflower Events Center. The specific schedule will be modified from time to time in cooperation with CITY. In addition, a CONCESSIONAIRE management
designee must be located in the Bellflower Events Center or on the concession site during all times a catering or concession activity is in operation. CONCESSIONAIRE is responsible for all functions assigned to the management staff herein. The
management staff must be fully acquainted with
CONCESSIONAIRE's operations and contract obligations and

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must be authorized by the CONCESSIONAIRE to act on its behalf and to fulfill all contractual and other obligations in the day —by — day operation of the concession.

I. CONCESSIONAIRE EMPLOYEES
i. CONCESSIONAIRE employees must follow the rules and
regulations established by the CONCESSIONAIRE employee
handbook and code of conduct.
ii. CONCESSIONAIRE must immediately remove any employee from the Bellflower Events Center identified by CITY as failing to meet the requirements of this Agreement.
iii. CONCESSIONAIRE must make every effort to employ Bellflower residents.
iv. Employees of the CONCESSIONAIRE must, at all times, be neatly and cleanly uniformed. The CITY will approve the style and colors of uniforms for employees.
v. CONCESSIONAIRE will train and closely supervise all employees so that they are aware of and continually practice high standards of cleanliness, courtesy and service. CONCESSIONAIRE will provide an adequate number of personnel to the facility to properly serve and attend to the patrons.
vi. CONCESSIONAIRE must provide and regularly schedule
employees to help its clients with their set-up and special needs upon their arrival on the site for and during concession services.

J BUILDING SECURITY
i. Security is required for all events that serve alcohol and any events that either the CITY or CONCESSIONAIRE deem
necessary. The security services will be paid for by the client.

Security guards to guest ratio requirements are listed below:

Security to Guest Ratio Requirements

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must be authorized by the CONCESSIONAIRE to act on its behalf and to fulfill all contractual and other obligations in the day —by — day operation of the concession.
|. CONCESSIONAIRE EMPLOYEES
i. CONCESSIONAIRE employees must follow the rules and
regulations established by the CONCESSIONAIRE employee
handbook and code of conduct.
ii. CONCESSIONAIRE must immediately remove any employee from the Bellflower Events Center identified by CITY as failing to meet the requirements of this Agreement.
iii. CONCESSIONAIRE must make every effort to employ Bellflower residents.
iv. Employees of the CONCESSIONAIRE must, at all times, be neatly and cleanly uniformed. The CITY will approve the style and colors of uniforms for employees.
v. CONCESSIONAIRE will train and closely supervise all employees so that they are aware of and continually practice high standards of cleanliness, courtesy and service. CONCESSIONAIRE will provide an adequate number of personnel to the facility to properly serve and attend to the patrons.
vi. CONCESSIONAIRE must provide and regularly schedule
employees to help its clients with their set-up and special needs upon their arrival on the site for and during concession services.

J. BUILDING SECURITY
i. Security is required for all events that serve alcohol and any events that either the CITY or CONCESSIONAIRE deem
necessary. The security services will be paid for by the client.

Security guards to guest ratio requirements are listed below:

Security to Guest Ratio Requirements

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TGIS

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1 — 2 guards for guest count of 1-150
2 — 3 guards for guest count of 150 - 300
K. HEALTH DEPARTMENT RATING
i. CONCESSIONAIRE agrees to achieve and maintain throughout the contract period a Los Angeles County Department of Health Services Restaurant Rating of "A" as determined by the County Health Officer. CITY considers a Los Angeles County Department of Health Services letter grade score of less than "A"
unsatisfactory. If a lower grade is received, CONCESSIONAIRE agrees to immediately request a re -inspection at
CONCESSIONAIRE's expense and to undertake all practical measures within CONCESSIONAIRE's control or remedy any
issue that prevents an "A" grade. Failure to restore an "A" grade rating within a period of 30 days constitutes a material breach of this Agreement.

L. ALCOHOL MANAGEMENT
i. CONCESSIONAIRE must demonstrate at all times to the CITY the strictest controls over alcohol inventory, alcohol revenue recordkeeping and serving guidelines:
ii. Make available for CITY inspection a record of alcohol purchases and event usages that corresponds to event alcohol sales. iii. Demonstrate strict controls for alcohol inventory storage. iv. Ensure that all bartenders /servers are educated/certified via an approved alcohol -training course as mandated by the State of California.

M. OUTDOOR VENUE. CONCESSIONAIRE will contribute $50,000.00 to develop an outdoor venue space for events that may be held outdoors on the premises. CONCESSIONAIRE will assist with the conceptual design of the outdoor venue ensuring the best use of event space.

N. FACILITY RESERVATION TECHNOLOGY. CONCESSIONAIRE will be required to use a facility scheduling system and related computer hardware for event booking. CONCESSIONAIRE will need to provide its

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K.
1 — 2 guards for guest count of 1-150
2 — 3 guards for guest count of 150 - 300

HEALTH DEPARTMENT RATING
i. CONCESSIONAIRE agrees to achieve and maintain throughout the contract period a Los Angeles County Department of Health Services Restaurant Rating of “A” as determined by the County Health Officer. CITY considers a Los Angeles County Department of Health Services letter grade score of less than “A”
unsatisfactory. If a lower grade is received, CONCESSIONAIRE agrees to immediately request a re-inspection at
CONCESSIONAIRE’s expense and to undertake all practical measures within CONCESSIONAIRE’s control or remedy any
issue that prevents an “A” grade. Failure to restore an “A” grade rating within a period of 30 days constitutes a material breach of this Agreement.

ALCOHOL MANAGEMENT
i. CONCESSIONAIRE must demonstrate at all times to the CITY the strictest controls over alcohol inventory, alcohol revenue recordkeeping and serving guidelines:
ii. Make available for CITY inspection a record of alcohol purchases and event usages that corresponds to event alcohol sales. iii. Demonstrate strict controls for alcohol inventory storage. iv. Ensure that all bartenders /servers are educated/certified via an approved alcohol-training course as mandated by the State of California.

OUTDOOR VENUE. CONCESSIONAIRE will contribute $50,000.00 to develop an outdoor venue space for events that may be held outdoors on the premises. CONCESSIONAIRE will assist with the conceptual design of the outdoor venue ensuring the best use of event space.

FACILITY RESERVATION TECHNOLOGY. CONCESSIONAIRE will be required to use a facility scheduling system and related computer hardware for event booking. CONCESSIONAIRE will need to provide its

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own scheduling system and must grant CITY access to the scheduling system.

O. BOOKING POLICIES AND USE PRIORITIES
i. When not in use for CITY sponsored events, the Bellflower Event Center facilities are available to the CONCESSIONAIRE for food and beverage bookings. CONCESSIONAIRE cannot book any
event more than 18 months in advance without prior written approval of the CITY.
ii. All scheduled catered uses, of any concession area must recorded and maintained by CONCESSIONAIRE and retained in the possession of CONCESSIONAIRE during the term of this Agreement. Records must be available for CITY inspection at any time during CONCESSIONAIRE's regular office hours.
iii. CITY has first right and priority to schedule and use any or all of the Concession Area, except for the CLAFMA usage outlined in the CLAFMA Contract.
iv. CLAFMA and the CITY must give reasonable notice to
CONCESSIONAIRE in the event of booking the or intent to book the use of the 2nd floor of the Bellflower Events Center. v. CLAFMA has a right of first refusal for use of the Bellflower Event Center on the 1st Saturday in December of every year. CLAFMA will coordinate with CONCESSIONAIRE on use of the 2nd Floor of the Event Center for all other events hosted by CLAFMA.

P ROOM SET-UP
i. In connection with all events booked by CONCESSIONSIRE pursuant to the terms of this Agreement, CONCESSIONAIRE is responsible to provide all necessary labor for arranging furnishings and "setting up" or "cleaning up" rooms in Concession Area where there is contracted food, beverage or other services.

CITY reserves the right at any time to provide with its own forces, furniture arrangement or "room set - up" in connection with any CITY or CITY -sponsored use of the premises or in connection with any CITY- approved community, charitable or non-profit use

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own scheduling system and must grant CITY access to the scheduling system.

O. BOOKING POLICIES AND USE PRIORITIES
i. When not in use for CITY sponsored events, the Bellflower Event Center facilities are available to the CONCESSIONAIRE for food and beverage bookings. CONCESSIONAIRE cannot book any
event more than 18 months in advance without prior written approval of the CITY.
ii. All scheduled catered uses, of any concession area must recorded and maintained by CONCESSIONAIRE and retained in the possession of CONCESSIONAIRE during the term of this Agreement. Records must be available for CITY inspection at any time during CONCESSIONAIRE’s regular office hours.
iii. CITY has first right and priority to schedule and use any or all of the Concession Area, except for the CLAFMA usage outlined in the CLAFMA Contract.
iv. CLAFMA and the CITY must give reasonable notice to
CONCESSIONAIRE in the event of booking the or intent to book the use of the 2nd floor of the Bellflower Events Center. v. CLAFMA has a right of first refusal for use of the Bellflower Event Center on the 1st Saturday in December of every year. CLAFMA will coordinate with CONCESSIONAIRE on use of the 2nd Floor of the Event Center for all other events hosted by CLAFMA.

P. ROOM SET-UP
i. In connection with all events booked by CONCESSIONSIRE pursuant to the terms of this Agreement, CONCESSIONAIRE is responsible to provide all necessary labor for arranging furnishings and "setting up" or "cleaning up" rooms in Concession Area where there is contracted food, beverage or other services.

CITY reserves the right at any time to provide with its own forces, furniture arrangement or "room set - up" in connection with any CITY or CITY-sponsored use of the premises or in connection with any CITY- approved community, charitable or non-profit use

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of the premises. CITY acknowledges that the CONCESSIONAIRE employees may not be available on a complimentary basis to set up events that have no food or beverage associated with them.

Q. PRICING OF PRODUCTS AND SERVICES
i. The Bellflower Events Center will serve an extremely divergent range of patrons in a highly competitive market. The imposition of a non-competitive price structure for products and services would be detrimental to the Bellflower Events Center users, to its reputation, to the potential for future bookings, and ultimately, to CONCESSIONAIRE. Therefore, the pricing of the products and services provided by the CONCESSIONAIRE is of considerable importance to CITY.
ii. Because of the importance of competitive pricing,
CONCESSIONAIRE agrees to price all food, beverages, goods and services at a rate comparable to the prices of said products and services at other competing banquet and meeting facilities in Los Angeles and Orange Counties. CONCESSIONAIRE must
provide for the consideration and selection of patrons, a wide range of standard menu items and pricing. All such menus and price lists must be submitted to the CITY in writing for CITY's approval which will not be withheld unreasonably. CITY will have ten days to object to any prices proposed by CONCESSIONAIRE, or said prices will be deemed approved. In addition, said menus and price lists will be printed by CONCESSIONAIRE at
CONCESSIONAIRE's own expense and made available to
prospective patrons of the Bellflower Event Center facility. CITY intends that the aforementioned standard menu items be
considered as the minimum food and beverage items offered by CONCESSIONAIRE. It is not intended to be an all-inclusive listing. CONCESSIONAIRE is expected to explore the feasibility and appropriateness of offering additional items, during the term of the Agreement and to plan, promote and conduct special events and activities featuring entertainment and food and beverage service.

4. PERFORMANCE STANDARDS: While performing this Agreement, CONCESSIONAIRE will use the appropriate generally accepted professional standards of practice existing at the time of performance utilized by persons engaged in providing

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of the premises. CITY acknowledges that the CONCESSIONAIRE employees may not be available on a complimentary basis to set up events that have no food or beverage associated with them.

Q. PRICING OF PRODUCTS AND SERVICES
i. The Bellflower Events Center will serve an extremely divergent range of patrons in a highly competitive market. The imposition of a non-competitive price structure for products and services would be detrimental to the Bellflower Events Center users, to its reputation, to the potential for future bookings, and ultimately, to CONCESSIONAIRE. Therefore, the pricing of the products and services provided by the CONCESSIONAIRE is of considerable importance to CITY.
ii. Because of the importance of competitive pricing,
CONCESSIONAIRE agrees to price all food, beverages, goods and services at a rate comparable to the prices of said products and services at other competing banquet and meeting facilities in Los Angeles and Orange Counties. CONCESSIONAIRE must
provide for the consideration and selection of patrons, a wide range of standard menu items and pricing. All such menus and price lists must be submitted to the CITY in writing for CITY's approval which will not be withheld unreasonably. CITY will have ten days to object to any prices proposed by CONCESSIONAIRE, or said prices will be deemed approved. In addition, said menus and price lists will be printed by CONCESSIONAIRE at
CONCESSIONAIRE'S own expense and made available to
prospective patrons of the Bellflower Event Center facility. CITY intends that the aforementioned standard menu items be
considered as the minimum food and beverage items offered by CONCESSIONAIRE. It is not intended to be an all-inclusive listing. CONCESSIONAIRE is expected to explore the feasibility and appropriateness of offering additional items, during the term of the Agreement and to plan, promote and conduct special events and activities featuring entertainment and food and beverage service.

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similar services. CITY will continuously monitor CONCESSIONAIRE's services. CITY will notify CONCESSIONAIRE of any deficiencies and CONCESSIONAIRE will have 15 days after such notification to cure any shortcomings to CITY's satisfaction. Costs associated with curing the deficiencies will be borne by CONCESSIONAIRE.

5. PAYMENTS AND ACCOUNTING RECORDS
A. PERCENTAGE PAYMENT
Effective April 9, 2018, CONCESSIONAIRE must pay to CITY 20% of gross receipts during the first year of this Agreement Effective April 9, 2019, CONCESSIONAIRE must pay to CITY 21% of gross receipts for the remainder of the term of the Agreement, exclusive of sales tax collected, customer refunds, and optional gratuities paid by customers for employees. Gross receipts exclude third party vendor fees.
ii. Effective April 9, 2018, CONCESSIONAIRE agrees to collect the fees charged for audio-visual equipment and services.

CONCESSIONAIRE agrees to pay to CITY 20% of all fees
charged during the first year of this Agreement, Effective April 9, 2019, CONCESSIONAIRE agrees to pay to CITY 21% of all such fees for the remainder of the term of the Agreement.

CONCESSIONAIRE will provide all the labor for the setup and operation of equipment during an event. CONCESSIONARE will be responsible for recovering damages from responsible parties for any damage to CITY's audio-visual equipment. CITY will provide regular maintenance of the audio-visual equipment. iii. CONCESSIONAIRE will provide its own computer, printer and communication software for booking events and maintaining records. CONCESSIONAIRE acknowledges the need for
interconnection with CITY employees and officers and will provide access to CITY designee(s).
iv. CONCESSIONAIRE must purchase financial software to prepare all required and requested reports in a computerized format compatible to that of CITY's software.
v. Any events sold by CONCESSIONAIRE at the Bellflower Events Center but catered away from the Bellflower Events Center must

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similar services. CITY will continuously monitor CONCESSIONAIRE’s services. CITY will notify CONCESSIONAIRE of any deficiencies and CONCESSIONAIRE will have 15 days after such notification to cure any shortcomings to CITY’s satisfaction. Costs associated with curing the deficiencies will be borne by CONCESSIONAIRE.

5. PAYMENTS AND ACCOUNTING RECORDS
A. PERCENTAGE PAYMENT
i. Effective April 9, 2018, CONCESSIONAIRE must pay to CITY 20% of gross receipts during the first year of this Agreement Effective April 9, 2019, CONCESSIONAIRE must pay to CITY 21% of gross receipts for the remainder of the term of the Agreement, exclusive of sales tax collected, customer refunds, and optional gratuities paid by customers for employees. Gross receipts exclude third party vendor fees.
ii. Effective April 9, 2018, CONCESSIONAIRE agrees to collect the fees charged for audio-visual equipment and services.

CONCESSIONAIRE will provide all the labor for the setup and operation of equipment during an event. CONCESSIONARE will be responsible for recovering damages from responsible parties for any damage to CITY’s audio-visual equipment. CITY will provide regular maintenance of the audio-visual equipment. iii. CONCESSIONAIRE will provide its own computer, printer and communication software for booking events and maintaining records. CONCESSIONAIRE acknowledges the need for
interconnection with CITY employees and officers and will provide access to CITY designee(s).
iv. CONCESSIONAIRE must purchase financial software to prepare all required and requested reports in a computerized format compatible to that of CITY’s software.
v. Any events sold by CONCESSIONAIRE at the Bellflower Events Center but catered away from the Bellflower Events Center must

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be considered Bellflower Events Center sales.

CONCESSIONAIRE must notify CITY in writing in advance of off- site catering that entails the use of Bellflower Events Center equipment and/or furnishings.

B. CALCULATION AND REMITTANCE.
i. The Percentage Payment and other fees payable by
CONCESSIONAIRE to CITY must be paid on a monthly basis and not later than the 15th day of the month following the reporting month. Should the 15th fall on a non -business day for CITY, the payment must be due on the next business day. Should
CONCESSIONAIRE fail to pay the amount due on or before the 15th day of the month, CONCESSIONAIRE agrees to pay an
additional sum equal to five percent (5%) of the amount past due. ii. If CONCESSIONAIRE, during any 12 -month period, should be late more than three different due dates, CONCESSIONAIRE must reimburse CITY for the expense of a solvency review at the sole discretion of CITY. CONCESSIONAIRE also authorizes CITY to deduct any unpaid monthly fees from CONCESSIONAIRE
Deposit Account if said fees are more than fifteen (15) days past due. Failure to pay fees by the 15th
of any month and not cured
within ten (10) day period may, at CITY's sole discretion, be considered a material breach of the Agreement.

C. REPORTING.
i. Also due by the 15th of each month from CONCESSIONAIRE is a report of all gross sales collected from the previous month (taxes, gratuities and service charges included). The report must include a monthly summary detailing gross sales and rental fees in the style directed by CITY. CONCESSIONAIRE must categorize all sales and rentals by type of product or service, for example, food, alcoholic beverages, set-up fees, room rental rate, etc. ii. CONCESSIONAIRE must provide CITY a copy of all final itemized invoices as submitted by CONCESSIONAIRE to its customers.

D. STATEMENTS BOOKS AND RECORDS

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be considered Bellflower Events Center sales.

CONCESSIONAIRE must notify CITY in writing in advance of off- site catering that entails the use of Bellflower Events Center equipment and/or furnishings.

B. CALCULATION AND REMITTANCE.
i. The Percentage Payment and other fees payable by
CONCESSIONAIRE to CITY must be paid on a monthly basis and not later than the 15th day of the month following the reporting month. Should the 15th fall on a non-business day for CITY, the payment must be due on the next business day. Should
CONCESSIONAIRE fail to pay the amount due on or before the 15th day of the month, CONCESSIONAIRE agrees to pay an
additional sum equal to five percent (5%) of the amount past due. ii. If CONCESSIONAIRE, during any 12-month period, should be late more than three different due dates, CONCESSIONAIRE must reimburse CITY for the expense of a solvency review at the sole discretion of CITY. CONCESSIONAIRE also authorizes CITY to deduct any unpaid monthly fees from CONCESSIONAIRE
Deposit Account if said fees are more than fifteen (15) days past due. Failure to pay fees by the 15th of any month and not cured within ten (10) day period may, at CITY’s sole discretion, be considered a material breach of the Agreement.

D. STATEMENTS BOOKS AND RECORDS

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CONCESSIONAIRE must keep full and accurate records, books, and data with respect to all business conducted pursuant to this Agreement which must show all the Gross Receipts. CITY, or its designee, has the right at all reasonable times and at CITY's expense, to inspect such books and records, including any California sales tax return records. CONCESSIONAIRE must retain all such records and instruments and will make them available to CITY at the Bellflower Events Center at CITY's request and expense.
ii. CONCESSIONAIRE must provide CITY with semi-annual
profit/loss statements on a form reasonably acceptable to CITY not later than 30 days following the end of the reporting period.

Upon notice that CONCESSIONAIRE failed to deliver product or services to a customer, CONCESSIONAIRE will be allowed to resolve the dispute utilizing proper legal remedies as provided for in its contract with the customer.
ii. CITY agrees to deposit said funds in CITY's CONCESSIONAIRE Rent and Customer Deposit Account. CITY agrees to credit to this account CITY's yield on the State Treasurers Local Agency Investment Fund each calendar quarter, and credit the Deposit Account after the end of each quarter as the interest is earned on the account. If the Agreement should end before the end of any quarter, the interest must be prorated to the date of termination. iii. CONCESSIONAIRE must provide a monthly report to CITY of all advance deposits and payments received by it from any
customer for which catering services are due and owing. Said list must contain the name and address of the customer, a
description of the services to be provided and the date to be performed.

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i. CONCESSIONAIRE must keep full and accurate records, books, and data with respect to all business conducted pursuant to this Agreement which must show all the Gross Receipts. CITY, or its designee, has the right at all reasonable times and at CITY’s expense, to inspect such books and records, including any California sales tax return records. CONCESSIONAIRE must retain all such records and instruments and will make them available to CITY at the Bellflower Events Center at CITY’s request and expense.
ii. CONCESSIONAIRE must provide CITY with semi-annual
profit/loss statements on a form reasonably acceptable to CITY not later than 30 days following the end of the reporting period.

E. CASH DEPOSIT. CONCESSIONAIRE must maintain a monetary deposit with CITY in the sum of $45,000 as security for Percentage Payments owed to CITY and for the refund of any advance payment received by CONCESSIONAIRE from any customer for services, if necessary. The deposit must be paid by the Effective Date of this Agreement. The deposit must be maintained and subject to the following:
i. Upon notice that CONCESSIONAIRE failed to deliver product or services to a customer, CONCESSIONAIRE will be allowed to resolve the dispute utilizing proper legal remedies as provided for in its contract with the customer.
ii. CITY agrees to deposit said funds in CITY’s CONCESSIONAIRE Rent and Customer Deposit Account. CITY agrees to credit to this account CITY’s yield on the State Treasurers Local Agency Investment Fund each calendar quarter, and credit the Deposit Account after the end of each quarter as the interest is earned on the account. If the Agreement should end before the end of any quarter, the interest must be prorated to the date of termination. iii. CONCESSIONAIRE must provide a monthly report to CITY of all advance deposits and payments received by it from any
customer for which catering services are due and owing. Said list must contain the name and address of the customer, a
description of the services to be provided and the date to be performed.

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iv. CITY may audit CONCESSIONAIRE's books and records upon 24 hours' notice during regular business hours, the purpose being to determine the status and amount of all advance payments or deposits received by CONCESSIONAIRE from any customers. v. CONCESSIONAIRE agrees to maintain the above cash deposit with a balance not less than $45,000 at all times, during the entire term of this Agreement. Any shortage must be paid within 10 days of written notice from CITY. The initial deposit must be paid to CITY by the Effective Date of this Agreement.
vi. Within 30 days after the termination of this Agreement, CONCESSIONAIRE must receive from CITY a check for the
balance of the above deposit, plus interest. Any monies owed customers for either deposits or unresolved disputes between the customer and CONCESSIONAIRE will be deducted from the
balance of the account. On termination, CONCESSIONAIRE will provide satisfactory evidence to CITY that all obligations of CONCESSIONAIRE to any person or customer from whom
CONCESSIONAIRE has received an advance payment or deposit have been performed or that deposit has been refunded.

CONCESSIONAIRE may authorize CITY to pay from the above account any amount CONCESSIONAIRE owes to any customer
for services that have not been performed.

F. AUDIT
i. CONCESSIONAIRE will maintain full and accurate records with respect to all services and matters covered under this Agreement.

CITY will have free access at all reasonable times to such records, and the right to examine and audit the same and to make transcript therefrom, and to inspect all program data, documents, proceedings and activities. CONCESSIONAIRE will retain such financial and program service records for at least three years after termination or final payment under this Agreement.
ii. CITY may, at its own expense, audit CONCESSIONAIRE's books and records of receipts at any time, for the purpose of verifying the Gross Receipts and Percentage Payment. If such audit establishes that CONCESSIONAIRE has understated the Gross

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iv. CITY may audit CONCESSIONAIRE’s books and records upon 24 hours’ notice during regular business hours, the purpose being to determine the status and amount of all advance payments or deposits received by CONCESSIONAIRE from any customers. v. CONCESSIONAIRE agrees to maintain the above cash deposit with a balance not less than $45,000 at all times, during the entire term of this Agreement. Any shortage must be paid within 10 days of written notice from CITY. The initial deposit must be paid to CITY by the Effective Date of this Agreement.
vi. Within 30 days after the termination of this Agreement, CONCESSIONAIRE must receive from CITY a check for the
balance of the above deposit, plus interest. Any monies owed customers for either deposits or unresolved disputes between the customer and CONCESSIONAIRE will be deducted from the
balance of the account. On termination, CONCESSIONAIRE will provide satisfactory evidence to CITY that all obligations of CONCESSIONAIRE to any person or customer from whom
CONCESSIONAIRE has received an advance payment or deposit have been performed or that deposit has been refunded.

CONCESSIONAIRE may authorize CITY to pay from the above account any amount CONCESSIONAIRE owes to any customer
for services that have not been performed.

F. AUDIT
i. CONCESSIONAIRE will maintain full and accurate records with respect to all services and matters covered under this Agreement.

CITY will have free access at all reasonable times to such records, and the right to examine and audit the same and to make transcript therefrom, and to inspect all program data, documents, proceedings and activities. CONCESSIONAIRE will retain such financial and program service records for at least three years after termination or final payment under this Agreement.
ii. CITY may, at its own expense, audit CONCESSIONAIRE’S books and records of receipts at any time, for the purpose of verifying the Gross Receipts and Percentage Payment. If such audit establishes that CONCESSIONAIRE has understated the Gross

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Receipts by five percent (5%) or more (after appropriate deductions and exclusions), CONCESSIONAIRE must pay the entire expense of said audit. CONCESSIONAIRE must pay CITY any overdue Payment revealed by the audit along with fifteen percent (15%) per annum interest from the date such Payment was due. CITY must refund or credit CONCESSIONAIRE with any overpayment by CONCESSIONAIRE.
iii. In addition to any other information, CITY may also obtain, upon reasonable request, information from CONCESSIONAIRE's
books and records including, without limitation, payroll, maintenance, and operational expenses.

G. PLACE OF PAYMENT. All payments provided in this Agreement must be paid to the City of Bellflower at the address provided below:

City of Bellflower
Attn: Finance Department
16600 Civic Center Drive
Bellflower, CA 90706
1) POSSESSORY INTEREST TAXES. This License is not intended to give CONCESSIONAIRE a property interest in the Bellflower Events Center. However, CONCESSIONAIRE is informed by CITY pursuant to Revenue & Taxation Code § 107.6 that any property interest in the Property may be subject to property taxation if created and that CONCESSIONAIRE may be subject to the payment of property taxes levied on such interest. CONCESSIONAIRE may not deduct such amount from payments to CITY.

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

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Receipts by five percent (5%) or more (after appropriate deductions and exclusions), CONCESSIONAIRE must pay the entire expense of said audit. CONCESSIONAIRE must pay CITY any overdue Payment revealed by the audit along with fifteen percent (15%) per annum interest from the date such Payment was due. CITY must refund or credit CONCESSIONAIRE with any overpayment by CONCESSIONAIRE.
iii. In addition to any other information, CITY may also obtain, upon reasonable request, information from CONCESSIONAIRE’s
books and records including, without limitation, payroll, maintenance, and operational expenses.

G. PLACE OF PAYMENT. All payments provided in this Agreement must be paid to the City of Bellflower at the address provided below:

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

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7. TERM
A. INITIAL TERM. The initial term of this Agreement will begin April 9th, 2018, or as soon thereafter as is practical, and ends two years later.

B. OPTION. Subject to the termination requirements listed below, this Agreement may be extended two times for two additional years each, for a total of four additional years at CITY's sole discretion.

C. START DATE. The "Start Date" is the first day on which the Bellflower Events Center is formally opened to the public under
CONCESSIONAIRE's management, i.e., April 9, 2018. Although the Start Date is the date from which the Initial Term of this Agreement is measured, this Agreement will be fully in force and effect beginning on the date this Agreement is executed for all other purposes, including CONCESSIONAIRE's and CITY's rights and obligations.

8. TERMINATION.

A. OVERVIEW
i. Except as otherwise provided, City may terminate this Agreement at any time with or without cause.
ii. CONCESSIONAIRE may terminate this Agreement at any time with the CITY's mutual consent. Notice will be in writing at least 30 days before the effective termination date.
iii. Upon receiving a termination notice, CONCESSIONAIRE will immediately cease performance under this Agreement unless otherwise provided in the termination notice. Except as otherwise provided in the termination notice, any additional work performed by CONCESSIONAIRE after receiving a termination notice will be performed at CONCESSIONAIRE's own cost; CITY will not be obligated to compensate CONCESSIONAIRE for such work.
iv. Should termination occur, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by CONCESSIONAIRE will, at CITY's option, become CITY's property, and CONCESSIONAIRE will receive

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7. TERM
A. INITIAL TERM. The initial term of this Agreement will begin April 9th, 2018, or as soon thereafter as is practical, and ends two years later.

C. START DATE. The “Start Date” is the first day on which the Bellflower Events Center is formally opened to the public under
CONCESSIONAIRE’s management, i.e., April 9, 2018. Although the Start Date is the date from which the Initial Term of this Agreement is measured, this Agreement will be fully in force and effect beginning on the date this Agreement is executed for all other purposes, including CONCESSIONAIRE’s and CITY’s rights and obligations.

8. TERMINATION.

A. OVERVIEW
i. Except as otherwise provided, City may terminate this Agreement at any time with or without cause.
ii. CONCESSIONAIRE may terminate this Agreement at any time with the CITY’s mutual consent. Notice will be in writing at least 30 days before the effective termination date.
iii. Upon receiving a termination notice, CONCESSIONAIRE will immediately cease performance under this Agreement unless otherwise provided in the termination notice. Except as otherwise provided in the termination notice, any additional work performed by CONCESSIONAIRE after receiving a termination notice will be performed at CONCESSIONAIRE’s own cost; CITY will not be obligated to compensate CONCESSIONAIRE for such work.
iv. Should termination occur, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by CONCESSIONAIRE will, at CITY’s option, become CITY’S property, and CONCESSIONAIRE will receive

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just and equitable compensation for any work satisfactorily completed up to the effective date of notice of termination. v. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated.
vi. By executing this document, CONCESSIONAIRE waives any and all claims for damages that might otherwise arise from CITY's termination under this Section.

B. DELIVERY OF PROPERTY. CONCESSIONAIRE must, upon termination or expiration of this Agreement, deliver the Bellflower Events Center to CITY in as good an order and condition as on the Start Date or as may be improved by CONCESSIONAIRE or CITY after the Start Date, reasonable use and wear thereof excepted. In addition to any landlord's lien provided by California law, CITY has a specific lien on all property of CONCESSIONAIRE located on the Bellflower Events Center as security for Payments due to CITY.

C. RIGHTS UPON TERMINATION. Upon termination of this Agreement before the expiration of the term, as may be extended, the Parties will have those rights, remedies, and responsibilities as may be available or applicable at law or in equity.

9. USE OF PROPERTY AND CONCESSIONAIRE'S OBLIGATIONS
A. USE OF BELLFLOWER EVENTS CENTER. CONCESSIONAIRE will enjoy the following privileges during the Term of this Agreement:
i. CONCESSIONAIRE must operate the Bellflower Events Center and related services and facilities in accordance with this Agreement, as described in Scope of Services. CITY's written approval is necessary for any additional use of the Bellflower Events Center. CONCESSIONAIRE agrees to comply with all federal, state, and local laws and/or regulations applicable to the use and operation of the Bellflower Events Center.
ii. CONCESSIONAIRE must maintain, use, and operate the
Bellflower Events Center in a professional manner using the standards in Scope of Services. CITY must use good faith effort

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DELIVERY OF PROPERTY. CONCESSIONAIRE must, upon termination or expiration of this Agreement, deliver the Bellflower Events Center to CITY in as good an order and condition as on the Start Date or as may be improved by CONCESSIONAIRE or CITY after the Start Date, reasonable use and wear thereof excepted. In addition to any landlord’s lien provided by California law, CITY has a specific lien on all property of CONCESSIONAIRE located on the Bellflower Events Center as security for Payments due to CITY.

RIGHTS UPON TERMINATION. Upon termination of this Agreement before the expiration of the term, as may be extended, the Parties will have those rights, remedies, and responsibilities as may be available or applicable at law or in equity.

9. USE OF PROPERTY AND CONCESSIONAIRE’S OBLIGATIONS
A. USE OF BELLFLOWER EVENTS CENTER. CONCESSIONAIRE will enjoy the following privileges during the Term of this Agreement:
i. CONCESSIONAIRE must operate the Bellflower Events Center and related services and facilities in accordance with this Agreement, as described in Scope of Services. CITY’s written approval is necessary for any additional use of the Bellflower Events Center. CONCESSIONAIRE agrees to comply with all federal, state, and local laws and/or regulations applicable to the use and operation of the Bellflower Events Center.
ii. CONCESSIONAIRE must maintain, use, and operate the
Bellflower Events Center in a professional manner using the standards in Scope of Services. CITY must use good faith effort

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to prevent any unreasonable inhibition or restriction of CONCESSIONAIRE's contractual rights. CONCESSIONAIRE
cannot abandon the Bellflower Events Center without CITY's written consent during the Term of this Agreement.
iii. CONCESSIONAIRE must comply with all laws applicable to this Agreement including, without limitation, federal, state, and local laws requiring permitting and licenses. All such compliance will be at CONCESSIONAIRE's own cost.
iv. CITY shall provide and maintain standard audio visual equipment and allow CONCESSIONAIRE to operate equipment.

CONCESSIONAIRE will provide all the labor for the setup and operation of equipment during an event. CONCESSIONARE will be responsible for collecting fees for use and recovering damages from responsible parties for any damage to CITY's audio-visual equipment. CITY will provide regular maintenance of the audio- visual equipment.

B. CONCESSIONAIRE'S OBLIGATIONS. From and after the Start Date, CONCESSIONAIRE must assume all responsibilities for the operation of the Bellflower Events Center at the same or higher level of service found in similar event centers in the California South Coast Region. This includes, without limitation, the following:
i. Monitoring all activities on the Bellflower Events Center, not including those activities related to the Fire Museum should hours of operation differ from those of concessionaire, to ensure compliance with rules and regulations developed by
CONCESSIONAIRE and approved by CITY;
ii. Scheduling and reserving rooms for events. CONCESSIONAIRE must promote interest in the Bellflower Events Center and, in such pursuit, plan, schedule, and oversee the conduct of events, including those for which reservations were received before the Start Date;
iii. Employ qualified employees to meet the public's needs under this Agreement and to serve CITY and the general public in an efficient and courteous manner at all times. CONCESSIONAIRE must utilize its best efforts to employ Bellflower residents.

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to prevent any unreasonable inhibition or restriction of CONCESSIONAIRE’s contractual rights. CONCESSIONAIRE
cannot abandon the Bellflower Events Center without CITY’s written consent during the Term of this Agreement.
iii. CONCESSIONAIRE must comply with all laws applicable to this Agreement including, without limitation, federal, state, and local laws requiring permitting and licenses. All such compliance will be at CONCESSIONAIRE’s own cost.
iv. CITY shall provide and maintain standard audio visual equipment and allow CONCESSIONAIRE to operate equipment.

CONCESSIONAIRE will provide all the labor for the setup and operation of equipment during an event. CONCESSIONARE will be responsible for collecting fees for use and recovering damages from responsible parties for any damage to CITY’s audio-visual equipment. CITY will provide regular maintenance of the audio- visual equipment.

B. CONCESSIONAIRE’S OBLIGATIONS. From and after the Start Date, CONCESSIONAIRE must assume all responsibilities for the operation of the Bellflower Events Center at the same or higher level of service found in similar event centers in the California South Coast Region. This includes, without limitation, the following:
i. Monitoring all activities on the Bellflower Events Center, not including those activities related to the Fire Museum should hours of operation differ from those of concessionaire, to ensure compliance with rules and regulations developed by
CONCESSIONAIRE and approved by CITY;
ii. Scheduling and reserving rooms for events. CONCESSIONAIRE must promote interest in the Bellflower Events Center and, in such pursuit, plan, schedule, and oversee the conduct of events, including those for which reservations were received before the Start Date;
iii. Employ qualified employees to meet the public’s needs under this Agreement and to serve CITY and the general public in an efficient and courteous manner at all times. CONCESSIONAIRE must utilize its best efforts to employ Bellflower residents.

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iv. Be responsible for collecting all fees and, at
CONCESSIONAIRE's expense, be responsible for providing
personnel for the collection of fees. CONCESSIONAIRE may, and is encouraged to, recommend fee amounts to CITY. CITY may, in its sole discretion, approve or disapprove of such
recommendations. Under no circumstances will a fee increase occur before CONCESSIONAIRE's review;
v. Review costs with CITY on a monthly basis;
vi. Cooperate with CITY's Recreational Programs;
vii. Conduct monthly onsite meetings at the Bellflower Events Center between CITY's designee and the Bellflower Events Center's General Manager;
viii. Permit CITY to freely distribute promotional or informational literature to patrons at the Bellflower Events Center;
ix. Recommend to CITY the design and placement of advertising and signage on the Bellflower Events Center and, if approved by CITY at CITY's sole discretion, implement such recommendations; x. Obtain any necessary license or permit for operating the Bellflower Events Center.

10. STANDARDS OF SERVICE
A. HOURS OF OPERATION
i. The Bellflower Events Center must be open for business during regular business hours as determined by necessity, unless closed due to inclement weather, safety, and/or emergency.
ii. CONCESSIONAIRE is allowed to change the hours of operation for all Bellflower Events Center facilities subject to CITY's approval.

B. TYPE OF OPERATION. For and during the Term, CONCESSIONAIRE must:

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iv. Be responsible for collecting all fees and, at
CONCESSIONAIRE's expense, be responsible for providing
personnel for the collection of fees. CONCESSIONAIRE may, and is encouraged to, recommend fee amounts to CITY. CITY may, in its sole discretion, approve or disapprove of such
recommendations. Under no circumstances will a fee increase occur before CONCESSIONAIRE’s review;
v. Review costs with CITY on a monthly basis;
vi. Cooperate with CITY’s Recreational Programs;
vii. Conduct monthly onsite meetings at the Bellflower Events Center between CITY’s designee and the Bellflower Events Center’s General Manager;
viii. Permit CITY to freely distribute promotional or informational literature to patrons at the Bellflower Events Center;
ix. Recommend to CITY the design and placement of advertising and signage on the Bellflower Events Center and, if approved by CITY at CITY’s sole discretion, implement such recommendations; x. Obtain any necessary license or permit for operating the Bellflower Events Center.

10.STANDARDS OF SERVICE
A. HOURS OF OPERATION
i. The Bellflower Events Center must be open for business during regular business hours as determined by necessity, unless closed due to inclement weather, safety, and/or emergency.
ii. CONCESSIONAIRE is allowed to change the hours of operation for all Bellflower Events Center facilities subject to CITY’s approval.

B. TYPE OF OPERATION. For and during the Term, CONCESSIONAIRE must:

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Furnish and maintain a standard of service and quality at least equal to that of the better class of similar municipal event centers and museums;
ii. Furnish prompt, courteous, and efficient service adequate to meet all reasonable requests, ensuring polite and welcoming conduct and demeanor on the part of its representatives, agents, and employees. CONCESSIONAIRE must strive to recognize and
cultivate repeat clientele; and
C. CONCESSIONAIRE must operate its business on the Bellflower Events Center with diligence and efficiency in a customer friendly but commercially reasonable manner, so as to produce a maximum return to CONCESSIONAIRE and CITY under the terms of this Agreement.

11. MAINTENANCE OF EQUIPMENT AND PROPERTY
A. PERSONAL PROPERTY. CONCESSIONAIRE must maintain all personal property at the Bellflower Events Center in a good condition, and will replace the same as CONCESSIONAIRE and CITY deem necessary.

CONCESSIONAIRE is not responsible for maintaining Fire Museum property.

B. In the course of discharging its responsibilities under the terms of this Agreement, CONCESSIONAIRE shall, at all times, ensure maintenance of the highest standards of quality in both the products offered for sale and in the services provided.

C. BUILDINGS AND FIXTURES. Except as otherwise provided, CONCESSIONAIRE is obligated, without cost to CITY, to provide custodial services for the Bellflower Events Center in a timely manner to keep it clean and attractive. Except as otherwise provided, CONCESSIONAIRE must repair all damages caused by its employees or its operation of the Bellflower Events Center. All maintenance and repairs must be substantially the same or better quality as the original in materials and work. Should any repair or damage occur to items supplied by CITY, CITY must fully cooperate with CONCESSIONAIRE to obtain reimbursement from the responsible party. CONCESSIONAIRE is not responsible for damages caused by Fire Museum personnel or visitors and should inform CITY of any damages or issues that need to be

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i. Furnish and maintain a standard of service and quality at least equal to that of the better class of similar municipal event centers and museums;
ii. Furnish prompt, courteous, and efficient service adequate to meet all reasonable requests, ensuring polite and welcoming conduct and demeanor on the part of its representatives, agents, and employees. CONCESSIONAIRE must strive to recognize and
cultivate repeat clientele; and
C. CONCESSIONAIRE must operate its business on the Bellflower Events Center with diligence and efficiency in a customer friendly but commercially reasonable manner, so as to produce a maximum return to CONCESSIONAIRE and CITY under the terms of this Agreement.

CONCESSIONAIRE is not responsible for maintaining Fire Museum property.

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addressed. Nothing provided in this Section obligates CONCESSIONAIRE to make any capital improvements.

D. MAINTENANCE QUALITY. CITY's designees may, at any reasonable time and without notice, enter the Bellflower Events Center to determine if satisfactory maintenance is being performed. If the quality of maintenance is unreasonable, CITY will provide written notice to CONCESSIONAIRE which includes the specific nature of the complaint. Should CONCESSIONAIRE fail to improve and sustain quality maintenance within 30 days of CITY's notice, CITY may enter upon the Bellflower Events Center and perform such maintenance.

E. RESTROOMS. CITY will provide basic restroom supplies, including toilet paper, paper towels, seat covers, and soap.

F. CONCESSIONAIRE's General Manager (the onsite manager) has authority, without the need for approval of CONCESSIONAIRE'S Director of Operations, to respond to CITY's concerns regarding day-to-day operations.

G. TRASH AND GARBAGE. CITY will provide removal of all trash and garbage associated with all operations of the facility from the designated trash enclosure. CONCESSIONAIRE must remove all trash from the facility and place in the designated trash enclosure. Piling boxes, cartons, barrels or other similar items is not permitted inside of the facility.

CONCESSIONAIRE is responsible for the proper disposal of its refuse in such a manner as not to contaminate or restrict sewer lines.

H. CHANGES, ALTERATIONS AND ADDITIONS. CONCESSIONAIRE may not make any changes to the Bellflower Events Center without CITY's prior written consent. Any changes, alterations, or additions to the Bellflower Events Center must remain for the benefit, and become the property, of CITY unless otherwise specified by written consent.

12. CITY'S OBLIGATIONS
A. CITY REPRESENTATIONS. CITY represents that:
i. The present use and operation of the Bellflower Events Center is authorized by, and complies with, all applicable federal, state, and local laws;

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addressed. Nothing provided in this Section obligates CONCESSIONAIRE to make any capital improvements.

D. MAINTENANCE QUALITY. CITY’s designees may, at any reasonable time and without notice, enter the Bellflower Events Center to determine if satisfactory maintenance is being performed. If the quality of maintenance is unreasonable, CITY will provide written notice to CONCESSIONAIRE which includes the specific nature of the complaint. Should CONCESSIONAIRE fail to improve and sustain quality maintenance within 30 days of CITY’S notice, CITY may enter upon the Bellflower Events Center and perform such maintenance.

E. RESTROOMS. CITY will provide basic restroom supplies, including toilet paper, paper towels, seat covers, and soap.

F. CONCESSIONAIRE’s General Manager (the onsite manager) has authority, without the need for approval of CONCESSIONAIRE’S Director of Operations, to respond to CITY’s concerns regarding day-to-day operations.

CONCESSIONAIRE is responsible for the proper disposal of its refuse in such a manner as not to contaminate or restrict sewer lines.

H. CHANGES, ALTERATIONS AND ADDITIONS. CONCESSIONAIRE may not make any changes to the Bellflower Events Center without CITY’s prior written consent. Any changes, alterations, or additions to the Bellflower Events Center must remain for the benefit, and become the property, of CITY unless otherwise specified by written consent.

12. CITY’S OBLIGATIONS
A. CITY REPRESENTATIONS. CITY represents that:
i. The present use and operation of the Bellflower Events Center is authorized by, and complies with, all applicable federal, state, and local laws;

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ii. No current or past legal or administrative action affects the use of the Bellflower Events Center for event purposes;
iii. To the best of CITY's knowledge, the Bellflower Events Center does not have any physical defects that would affect using the Bellflower Events Center for event purposes.

B. OBLIGATIONS BEFORE START DATE. From and after the date of this Agreement through the Start Date, CITY is obligated to do the following:

Assist CONCESSIONAIRE in obtaining any approvals, licenses or permits that are necessary or appropriate to operate the Bellflower Events Center in the manner provided herein. ii. Deliver to CONCESSIONAIRE a list of personal property belonging to CITY located at the Bellflower Events Center which will be attached as Exhibit B and is incorporated by reference.

C. OBLIGATIONS FROM AND AFTER THE START DATE. From and after the Start Date and throughout the term of this Agreement, CITY is obligated to provide to CONCESSIONAIRE and perform the following:

Cooperate with CONCESSIONAIRE to promote the Bellflower Events Center; provided, however, that CITY is not obligated to incur any financial obligations concerning such promotion without CITY's prior written consent;
ii. Be responsible for all utility costs including, without limitation, electricity, gas, sewer, and telecommunications;
Provide such security including alarm system, as CITY deems necessary or appropriate for the protection of the Bellflower Events Center. CONCESSIONAIRE must consult with CITY
regarding any additional security that may be deemed necessary or appropriate; and
iv. Provide such items listed in Exhibit B, which
CONCESSIONAIRE's ability to use the Bellflower Event Center as contemplated by this Agreement is the privilege to use real property. CITY's action is not, and cannot be construed to be, a

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ii. No current or past legal or administrative action affects the use of the Bellflower Events Center for event purposes;
iii. To the best of CITY’s knowledge, the Bellflower Events Center does not have any physical defects that would affect using the Bellflower Events Center for event purposes.

B. OBLIGATIONS BEFORE START DATE. From and after the date of this Agreement through the Start Date, CITY is obligated to do the following:
i. Assist CONCESSIONAIRE in obtaining any approvals, licenses or permits that are necessary or appropriate to operate the Bellflower Events Center in the manner provided herein. ii. Deliver to CONCESSIONAIRE a list of personal property belonging to CITY located at the Bellflower Events Center which will be attached as Exhibit B and is incorporated by reference.

C. OBLIGATIONS FROM AND AFTER THE START DATE. From and after the Start Date and throughout the term of this Agreement, CITY is obligated to provide to CONCESSIONAIRE and perform the following:
i. Cooperate with CONCESSIONAIRE to promote the Bellflower Events Center; provided, however, that CITY is not obligated to incur any financial obligations concerning such promotion without CITY’s prior written consent;
ii. Be responsible for all utility costs including, without limitation, electricity, gas, sewer, and telecommunications;
iii. Provide such security including alarm system, as CITY deems necessary or appropriate for the protection of the Bellflower Events Center. CONCESSIONAIRE must consult with CITY
regarding any additional security that may be deemed necessary or appropriate; and
iv. Provide such items listed in Exhibit B, which
CONCESSIONAIRE’s ability to use the Bellflower Event Center as contemplated by this Agreement is the privilege to use real property. CITY’s action is not, and cannot be construed to be, a

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conveyance of a property interest or a lease; it is a license to use property only.

13.CONDEMNATION. If all or part of the Bellflower Event Center is acquired by eminent domain or purchase in lieu thereof, CONCESSIONAIRE acknowledges that it will have no claim to any compensation awarded for the taking of the Bellflower Event Center or any portion thereof or for loss of or damage to CONCESSIONARE's improvements, if any.

14. RELOCATION BENEFITS. CONCESSIONAIRE acknowledges that it has been informed that CITY is a public entity and that the Bellflower Event Center was previously acquired by CITY for a public purpose. CONCESSIONAIRE further acknowledges that any rights acquired under this License arose after the date of acquisition of the Bellflower Event Center and that said rights are subject to termination when the Bellflower Event Center is needed by CITY. CONCESSIONAIRE hereby acknowledges that at the time of said termination of this License by CITY, it will not be a "displaced person" entitled to any of the relocation assistance or benefits offered to displaced persons under State or Federal law.

15. SIGNS
A. CONCESSIONAIRE cannot erect, construct or place any signs or advertisements pertaining to its concession rights and operations in or on any portion of the premises without the express written permission of CITY. Before the erection, construction or placing of any signs or advertising matter upon the concession premises, CONCESSIONAIRE must submit to CITY, for its approval in writing, the drawings, sketches, design, dimensions, type and character of the sign or advertising manner.

Any conditions, restrictions or limitations with respect to the use of these signs, stated by City in its written approval, become conditions of the Agreement if specifically set forth herein.

B. CITY may from time to time modify or change its signs, its signage policy, or signs of identification. In that event CITY agrees to consult with the CONCESSIONAIRE on a timely basis so that CONCESSIONAIRE can contribute to and discuss with the CITY any future signing, changes, or modification thereof.

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conveyance of a property interest or a lease; it is a license to use property only.

14.RELOCATION BENEFITS. CONCESSIONAIRE acknowledges that it has been informed that CITY is a public entity and that the Bellflower Event Center was previously acquired by CITY for a public purpose. CONCESSIONAIRE further acknowledges that any rights acquired under this License arose after the date of acquisition of the Bellflower Event Center and that said rights are subject to termination when the Bellflower Event Center is needed by CITY. CONCESSIONAIRE hereby acknowledges that at the time of said termination of this License by CITY, it will not be a “displaced person” entitled to any of the relocation assistance or benefits offered to displaced persons under State or Federal law.

15.S|GNS
A. CONCESSIONAIRE cannot erect, construct or place any signs or advertisements pertaining to its concession rights and operations in or on any portion of the premises without the express written permission of CITY. Before the erection, construction or placing of any signs or advertising matter upon the concession premises, CONCESSIONAIRE must submit to CITY, for its approval in writing, the drawings, sketches, design, dimensions, type and character of the sign or advertising manner.

Any conditions, restrictions or limitations with respect to the use of these signs, stated by City in its written approval, become conditions of the Agreement if specifically set forth herein.

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16.ADDITIONAL WORK.

A. CITY's City Manager ("Manager") may determine, at the Manager's sole discretion, that CONCESSIONAIRE must perform additional work Additional Work") to complete the Scope of Work. If Additional Work is needed, the Manager will give written authorization to CONCESSIONAIRE to perform such Additional Work.

B. If CONCESSIONAIRE believes Additional Work is needed to complete the Scope of Work, CONCENSSIONAIRE will provide the Manager with written notification that contains a specific description of the proposed Additional Work, reasons for such Additional Work, and a detailed proposal regarding cost.

17. FAMILIARITY WITH WORK.

A. By executing this Agreement, CONCESSIONAIRE agrees that it has:
i. Carefully investigated and considered the scope of services to be performed;
ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement.
iv. If services involve work upon any site, CONCESSIONAIRE agrees that CONCESSIONAIRE has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should
CONCESSIONAIRE discover any latent or unknown conditions that may materially affect the performance of the services, CONCESSIONAIRE will immediately inform CITY of such fact and will not proceed except at CONCESSIONAIRE's own risk until written instructions are received from CITY.

18. TIME FOR PERFORMANCE. CONCESSIONAIRE must follow the direction of CITY as to end results of the work only. CITY is not responsible for the wages or salaries of any employee or representative of CONCESSIONAIRE or for any debts, liabilities or other obligations of CONCESSIONAIRE. CONCESSIONAIRE and its employees are not

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16.ADDITIONAL WORK.

A. CITY’s City Manager (“Manager”) may determine, at the Manager’s sole discretion, that CONCESSIONAIRE must perform additional work (“Additional Work”) to complete the Scope of Work. If Additional Work is needed, the Manager will give written authorization to CONCESSIONAIRE to perform such Additional Work.

17. FAMILIARITY WITH WORK.

A. By executing this Agreement, CONCESSIONAIRE agrees that it has:
i. Carefully investigated and considered the scope of services to be performed;
ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement.
iv. If services involve work upon any site, CONCESSIONAIRE agrees that CONCESSIONAIRE has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should
CONCESSIONAIRE discover any latent or unknown conditions that may materially affect the performance of the services, CONCESSIONAIRE will immediately inform CITY of such fact and will not proceed except at CONCESSIONAIRE’s own risk until written instructions are received from CITY.

18.T|ME FOR PERFORMANCE. CONCESSIONAIRE must follow the direction of CITY as to end results of the work only. CITY is not responsible for the wages or salaries of any employee or representative of CONCESSIONAIRE or for any debts, liabilities or other obligations of CONCESSIONAIRE. CONCESSIONAIRE and its employees are not

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entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees.

19.TAXPAYER IDENTIFICATION NUMBER. CONCESSIONAIRE will provide CITY with a Taxpayer Identification Number.

20. PERMITS AND LICENSES.

A. CONCESSIONAIRE and its employees must, at their sole cost and expense, comply with the requirements of all CITY, County, State and Federal authorities now in force, or which may hereafter be in force, pertaining to the concession premises, or the operations conducted thereon, and shall faithfully observe, and secure observance with, in the use of the concession premises, all CITY ordinances and State and Federal statutes in force, or which may hereafter be in force.

B. CONCESSIONAIRE, at its sole expense, will obtain and maintain during the term of this Agreement, all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement.

C. The licenses and permits to be secured and maintained in current standing by CONCESSIONAIRE and/or CONCESSIONAIRE's employees include, without limitation:
i. City of Bellflower business license;
ii. County of Los Angeles Health Department food handler permits; iii. California State Alcoholic Beverage Control Board liquor license; and
iv. California State Board of Equalization sellers permit.

21. WAIVER. CITY's review or acceptance of, or payment for, work product prepared by CONCESSIONAIRE under this Agreement will not be construed to operate as a waiver of any rights CITY may have under this Agreement or of any cause of action arising from CONCESSIONAIRE's performance. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character.

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entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees.

19.TAXPAYER IDENTIFICATION NUMBER. CONCESSIONAIRE will provide CITY with a Taxpayer Identification Number.

20. PERMITS AND LICENSES.

C. The licenses and permits to be secured and maintained in current standing by CONCESSIONAIRE and/or CONCESSIONAIRE’s employees include, without limitation:
i. City of Bellflower business license;
ii. County of Los Angeles Health Department food handler permits; iii. California State Alcoholic Beverage Control Board liquor license; and
iv. California State Board of Equalization sellers permit.

21. WAIVER. CITY’s review or acceptance of, or payment for, work product prepared by CONCESSIONAIRE under this Agreement will not be construed to operate as a waiver of any rights CITY may have under this Agreement or of any cause of action arising from CONCESSIONAIRE’s performance. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character.

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22. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by CONCESSIONAIRE under this Agreement are CITY's property. CONCESSIONAIRE may retain copies of said documents and materials as desired, but will deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of CONCESSIONAIRE's completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at CITY's own risk.

23. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this Agreement, no copies, sketches, or graphs of materials, including graphic art work, prepared pursuant to this Agreement, will be released by CONCESSIONAIRE to any other person or public CITY without CITY's prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties.

24. INDEMNIFICATION.

A. CONCESSIONAIRE agrees to the following:
i. Indemnification for Professional Services. CONCESSIONAIRE will save harmless and indemnify and at CITY's request
reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought for, or on account of, any injuries or damages sustained by any person or property resulting or arising from any negligent or wrongful act, error or omission by CONCESSIONAIRE or any of
CONCESSIONAIRE's officers, agents, employees, or
representatives, in the performance of this Agreement, except for such loss or damage arising from CITY's sole negligence or willful misconduct.
ii. Indemnification for other Damages. CONCESSIONAIRE
indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance, except for such loss or damage arising from CITY's sole negligence or willful misconduct. Should CITY be named in any suit, or should any claim be brought against it by suit or

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22. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by CONCESSIONAIRE under this Agreement are CITY’s property. CONCESSIONAIRE may retain copies of said documents and materials as desired, but will deliver all original materials to CITY upon CITY’s written notice. CITY agrees that use of CONCESSIONAIRE’s completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at CITY’s own risk.

23. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this Agreement, no copies, sketches, or graphs of materials, including graphic art work, prepared pursuant to this Agreement, will be released by CONCESSIONAIRE to any other person or public CITY without ClTY’s prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties.

24. INDEMNIFICATION.

A. CONCESSIONAIRE agrees to the following:
i. Indemnification for Professional Services. CONCESSIONAIRE will save harmless and indemnify and at CITY’s request
reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought for, or on account of, any injuries or damages sustained by any person or property resulting or arising from any negligent or wrongful act, error or omission by CONCESSIONAIRE or any of
CONCESSIONAIRE’s officers, agents, employees, or
representatives, in the performance of this Agreement, except for such loss or damage arising from CITY’s sole negligence or willful misconduct.
ii. Indemnification for other Damages. CONCESSIONAIRE
indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney’s fees), injuries, or liability, arising out of this Agreement, or its performance, except for such loss or damage arising from CITY’s sole negligence or willful misconduct. Should CITY be named in any suit, or should any claim be brought against it by suit or

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otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONCESSIONAIRE will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise.

B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers.

C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement.

D. The requirements as to the types and limits of insurance coverage to be maintained by CONCESSIONAIRE as required by Section 27, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONCESSIONAIRE pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification.

25. ASSIGNABILITY. This Agreement is for CONCESSIONAIRE's professional services. CONCESSIONAIRE's attempts to assign the benefits or burdens of this Agreement without CITY's written approval are prohibited and will be null and void.

26. INDEPENDENT CONTRACTOR. CITY and CONCESSIONAIRE agree that CONCESSSIONAIRE will act as an independent contractor and will have control of all work and the manner in which is it performed. CONCESSIONAIRE will be free to contract for similar service to be performed for other employers while under contract with CITY. CONCESSIONAIRE is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONCESSIONAIRE as to the details of doing the work or to exercise a measure of control over the work means that CONCESSIONAIRE will follow the direction of the CITY as to end results of the work only.

27. INSURANCE.

A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONCESSIONAIRE will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:

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otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONCESSIONAIRE will defend CITY (at CITY’s request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise.

B. For purposes of this section “CITY” includes CITY’s officers, officials, employees, agents, representatives, and certified volunteers.

C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement.

25. ASSIGNABILITY. This Agreement is for CONCESSIONAIRE's professional services. CONCESSIONAIRE’s attempts to assign the benefits or burdens of this Agreement without CITY’s written approval are prohibited and will be null and void.

27. INSURANCE.

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Type of Insurance Limits
Commercial general liability: $2,000,000
Professional Liability $1,000,000
Business automobile liability $1,000,000
Workers compensation Statutory requirement
B. Commercial general liability insurance will meet or exceed the requirements of the most recent ISO -CGL Form. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage.

Liability policies will be endorsed to name CITY, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by CITY will be excess thereto. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY.

C. Professional liability coverage will be on an "occurrence basis" if such coverage is available, or on a "claims made" basis if not available. When coverage is provided on a "claims made basis," CONCESSIONAIRE will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONCESSIONAIRE for all claims made by CITY arising out of any errors or omissions of CONCESSIONAIRE, or its officers, employees or agents during the time this Agreement was in effect.

D. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01 06 92, including symbol 1 (Any Auto).

E. CONCESSIONAIRE will furnish to CITY duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement, endorsements as required herein, and such other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current

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Type of Insurance Limits
Commercial general liability: $2,000,000
Professional Liability $1,000,000
Business automobile liability $1,000,000
Workers compensation Statutory requirement
B. Commercial general liability insurance will meet or exceed the requirements of the most recent ISO-CGL Form. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage.

Liability policies will be endorsed to name CITY, its officials, and employees as “additional insureds” under said insurance coverage and to state that such insurance will be deemed “primary” such that any other insurance that may be carried by CITY will be excess thereto. Such insurance will be on an “occurrence,” not a “claims made,” basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY.

C. Professional liability coverage will be on an “occurrence basis” if such coverage is available, or on a “claims made” basis if not available. When coverage is provided on a “claims made basis,” CONCESSIONAIRE will continue to renew the insurance for a period of three (3) years after this Agreement expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover CONCESSIONAIRE for all claims made by CITY arising out of any errors or omissions of CONCESSIONAIRE, or its officers, employees or agents during the time this Agreement was in effect.

D. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01 06 92, including symbol 1 (Any Auto).

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A.M. Best Company Rating equivalent to at least a Rating of "A:VII." Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage. CONCESSIONAIRE will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions.

F. Should CONCESSIONAIRE, for any reason, fail to obtain and maintain the insurance required by this Agreement, CITY may obtain such coverage at CONCESSIONAIRE's expense or terminate pursuant to Section 8.

G. Self -Insured Retention/Deductibles. All policies required by this Agreement must allow CITY, as additional insured, to satisfy the self- insured retention ("SIR") and deductible of the policy in lieu of CONCESSIONAIRE (as the named insured) should CONCESSIONAIRE fail to pay the SIR or deductible requirements. The amount of the SIR or deductible is subject to the approval of the City Attorney and the Finance Director. CONCESSIONAIRE understands and agrees that satisfaction of this requirement is an express condition precedent to the effectiveness of this Agreement. Failure by CONCESSIONAIRE as primary insured to pay its SIR or deductible constitutes a material breach of this Agreement.

Should CITY pay the SIR or deductible on CONCESSIONAIRE's behalf upon the CONCESSIONAIRE's failure or refusal to do so in order to secure defense and indemnification as an additional insured under the policy, CITY may include such amounts as damages in any action against CONCESSIONAIRE for breach of this Agreement in addition to any other damages incurred by CITY due to the breach.

28. USE OF SUBCONSULTANTS. CONCESSIONAIRE must obtain CITY's prior written approval to use any consultants while performing any portion of this Agreement.

Such approval must approve of the proposed consultant and the terms of compensation.

29. INCIDENTAL TASKS. CONCESSIONAIRE will meet with CITY monthly to provide the status on the project, which will include a schedule update and a short narrative description of progress during the past month for each major task, a description of the work remaining and a description of the work to be done before the next schedule update.

Page 28 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 28 of 31 ends

AM. Best Company Rating equivalent to at least a Rating of “A:V|l.” Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage. CONCESSIONAIRE will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word “endeavor” with regard to any notice provisions.

F. Should CONCESSIONAIRE, for any reason, fail to obtain and maintain the insurance required by this Agreement, CITY may obtain such coverage at CONCESSIONAIRE’s expense or terminate pursuant to Section 8.

G. Self-Insured Retention/Deductibles. All policies required by this Agreement must allow CITY, as additional insured, to satisfy the self- insured retention (“SIR”) and deductible of the policy in lieu of CONCESSIONAIRE (as the named insured) should CONCESSIONAIRE fail to pay the SIR or deductible requirements. The amount of the SIR or deductible is subject to the approval of the City Attorney and the Finance Director. CONCESSIONAIRE understands and agrees that satisfaction of this requirement is an express condition precedent to the effectiveness of this Agreement. Failure by CONCESSIONAIRE as primary insured to pay its SIR or deductible constitutes a material breach of this Agreement.

Should CITY pay the SIR or deductible on CONCESSIONAIRE’s behalf upon the CONCESSIONAIRE’S failure or refusal to do so in order to secure defense and indemnification as an additional insured under the policy, CITY may include such amounts as damages in any action against CONCESSIONAIRE for breach of this Agreement in addition to any other damages incurred by CITY due to the breach.

28. USE OF SUBCONSULTANTS. CONCESSIONAIRE must obtain CITY’s prior written approval to use any consultants while performing any portion of this Agreement.

Such approval must approve of the proposed consultant and the terms of compensation.

Page 28 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 29 of 31 ends

30. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows:

If to CONCESSIONAIRE:

Attention: Azalea Avelar
TGIS Catering Services, Inc.
3247 E. Airport Way
Long Beach, CA 90806
562-804-1934
[email protected]
If to CITY:

Attention: Randi L. Stover
City of Bellflower
16600 Civic Center Drive
Bellflower, CA 90706
562) 804-1424 x2278
[email protected]
Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph.

31.CONFLICT OF INTEREST. CONCESSIONAIRE will comply with all conflict of interest laws and regulations including, without limitation, CITY's conflict of interest regulations.

32. SOLICITATION. CONCESSIONAIRE maintains and warrants that it has not employed nor retained any company or person, other than CONCESSIONAIRE's bona fide employee, to solicit or secure this Agreement. Further, CONCESSIONAIRE warrants that it has not paid nor has it agreed to pay any company or person, other than CONCESSIONAIRE's bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONCESSIONAIRE breach or violate this warranty, CITY may rescind this Agreement without liability.

33. THIRD PARTY BENEFICIARIES. This Agreement and every provision herein is generally for the exclusive benefit of CONCESSIONAIRE and CITY and not for the benefit of any other party. There will be no incidental or other beneficiaries of any of CONCESSIONAIRE's or CITY's obligations under this Agreement.

34. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County.

Page 29 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 29 of 31 ends

30. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows:

If to CONCESSIONAIRE: If to CITY:

Attention: Azalea Avelar Attention: Randi L. Stover
TGIS Catering Services, Inc. City of Bellflower
3247 E. Airport Way 16600 Civic Center Drive
Long Beach, CA 90806 Bellflower, CA 90706
562-804-1934 (562) 804-1424 x2278
[email protected] rstover@be|lflower.org
Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph.

31.CONFLICT OF INTEREST. CONCESSIONAIRE will comply with all conflict of interest laws and regulations including, without limitation, CITY’s conflict of interest regulations.

32. SOLICITATION. CONCESSIONAIRE maintains and warrants that it has not employed nor retained any company or person, other than CONCESSIONAIRE’s bona fide employee, to solicit or secure this Agreement. Further, CONCESSIONAIRE warrants that it has not paid nor has it agreed to pay any company or person, other than CONCESSIONAIRE’s bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONCESSIONAIRE breach or violate this warranty, CITY may rescind this Agreement without liability.

Page 29 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 30 of 31 ends

35. COMPLIANCE WITH LAW. CONCESSIONAIRE agrees to comply with all federal, state, and local laws applicable to this Agreement.

36. ENTIRE AGREEMENT. This Agreement, and its Attachments, sets forth the entire understanding of the parties. There are no other understandings, terms or other agreements expressed or implied, oral or written. There are three (3) Attachments to this Agreement. This Agreement will bind and inure to the benefit of the parties to this Agreement and any subsequent successors and assigns.

37. RULES OF CONSTRUCTION. Each Party had the opportunity to independently review this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against either Party.

38. SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect.

39. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. CITY's Manager, or designee, may execute any such amendment on behalf of CITY.

40. ACCEPTANCE OF ELECTRONIC SIGNATURES. The Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by electronic transmission. Such electronic signature will be treated in all respects as having the same effect as an original signature.

41. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement.

42. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement.

43. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' reasonable

Page 30 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 30 of 31 ends

35. COMPLIANCE WITH LAW. CONCESSIONAIRE agrees to comply with all federal, state, and local laws applicable to this Agreement.

39. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. ClTY’s Manager, or designee, may execute any such amendment on behalf of CITY.

41. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement.

42. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement.

Page 30 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 31 of 31 ends

control, then the Agreement will immediately terminate without obligation of either party to the other.

44. STATEMENT OF EXPERIENCE. By executing this Agreement, CONCESSIONAIRE represents that it has demonstrated trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in a manner satisfactory to CITY. CONCESSIONAIRE represents that its financial resources, surety and insurance experience, service experience, completion ability, personnel, current workload, experience in dealing with private consultants, and experience in dealing with public agencies all suggest that CONCESSIONAIRE is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a public CITY.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF B'i!
Jeffrey/
ATTEST:

TGIS CATERING, INC.
tewart, City Manager Sofia Riley, President
e rkMay

APPROVED RM
Karl " . Berger, 9 y Attorney
Attachments:

Exhibit A — Building Renderings
Exhibit B — City Property List
Exhibit C — CLAFMA Agreement

Page 31 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 31 of 31 ends

control, then the Agreement will immediately terminate without obligation of either party to the other.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF B WER TGIS CATERING, INC.

Jeffrey/L. tewart, City Manager Sofia Riley, President
ATTEST:

Karl I4. Bevrger, Attorney
Attachments:

Exhibit A — Building Renderings
Exhibit B — City Property List
Exhibit C — CLAFMA Agreement

Page 31 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 31 ends

control, then the Agreement will immediately terminate without obligation of either party to the other.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF BELLFLOWER TGIS CATERING, INC.

Jeffrey L. Stewart, City Manager Sofia Riley, Pres!
ATTEST:

Mayra Ochiqui, City Clerk

APPROVED AS TO FORM
Karl H. Berger, City Attorney
Attachments:

Exhibit A — Building Renderings
Exhibit B — City Property List
Exhibit C — CLAFMA Agreement

Page 31 of 133 ends

City of Bellflower
Agreement File No. 799
TGIS

Page 31 of 31 ends

control, then the Agreement will immediately terminate without obligation of either party to the other.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first hereinabove written.

CITY OF BELLFLOWER TGIS CATERING, INC.

Jeffrey L. Stewart, City Manager Sofia Riley, HM
ATTEST:

Mayra Ochiqui, City Clerk

APPROVED AS TO FORM
Karl H. Berger, City Attorney
Attachments:

Exhibit A — Building Renderings
Exhibit B - City Property List
Exhibit C —- CLAFMA Agreement

Page 31 of 133 ends

-37-

EXHIBIT A
Building floor plans
Outdoor Garden plans - raft

Page 32 of 133 ends

EXHIBIT A
Building floor plans
Outdoor Garden plans - Draft

Page 32 of 133 ends

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EXHIBIT B
City Property List at The Mayne Events Center and Fire Museum

FURNISHINGS
325 Chairs
2 Bars
4 Ficus trees
1 Dance floor
1 Podium
3 rubber made carts for kitchen equipment
12 cocktail tables
48 circular tables (5ft)
20 rectangle 6ft tables
2 serpentine tables
3 transportation carts (for tables)

AUDIO VISUAL EQUIPMENT
2 post standing racks
27 data/ voice/ port drops
14 wireless access point drops
5 sale data drops
1 security control panel
2 security alarm keypads
12 motion detectors
20 door contacts
2 digital touch panels
6 input faceplates
2 projector mounting brackets
2 projector ceiling mounts
2 digital mount pole kits

Page 36 of 133 ends

City Property List at The Mayne Events Center and Fire Museum

EXHIBIT B

Page 36 of 133 ends

2 projector screens
12 ceiling speakers
1 medalink controller
1 keyconnect patch panel
1 patch panel
150 comfort cradle hooks
27 patch cords (7' — blue)
27 patch cords (7' — white)
3 pole valut digital switchers
3 link control processors
2 laser projectors
2 pendant microphones
2 hand-held microphones
2 a/v sound cords
2 HDMI cables

FOOD SERVICE EQUIPMENT
ITEM #1-1 DRY SHELVING UNITS
Quantity: Eleven (11)
Manufacturer: Cambro
Model: CAMSHELVING

1. Model CAMSHELVING (LOT) 4 tier, 21" deep shelving units, posts to be 72" high, shelving units shall have a smooth surface without any welding or crevices. Posts and traverses shall be made of steel metal core with thick polypropylene covers. Shelf plates shall have a smooth surface without any welding or crevices, be of a structural web design and removable to be washed manually or in a commercial dishwasher. Shelf plates shall contain CamGuard, antimicrobial that inhibits the growth of mold, fungus and bacteria. Posts shall have dovetails that allow shelves to be adjusted in 4" increments. Provide dunnage stands for all traverses 54" or longer and at corners where corner connectors are used. Verify evaporator coil location, shelving units below coil to have 3 shelves. Provide in the configuration shown on plans, verify final sizes of shelves and posts by field measuring prior to ordering.

ITEM #1-2 CORNER GUARDS AND WALL CAPS

Page 37 of 133 ends

2 projector screens
12 ceiling speakers
1 medalink controller
1 keyconnect patch panel
1 patch panel
150 comfort cradle hooks
27 patch cords (7' — blue)
27 patch cords (7’ — white)
3 pole valut digital switchers
3 link control processors
2 laser projectors
2 pendant microphones
2 hand-held microphones
2 a/v sound cords
2 HDMI cables

FOOD SERVICE EQUIPMENT
ITEM #1-1 DRY SHELVING UNITS
Quantity: Eleven (11)
Manufacturer: Cambro
Model: CAMSHELVING

1. Model CAMSHELVING (LOT) 4 tier, 21" deep shelving units, posts to be 72” high, shelving units shall have a smooth surface without any welding or crevices. Posts and traverses shall be made of steel metal core with thick polypropylene covers. Shelf plates shall have a smooth surface without any welding or crevices, be of a structural web design and removable to be washed manually or in a commercial dishwasher. Shelf plates shall contain CamGuard, antimicrobial that inhibits the growth of mold, fungus and bacteria. Posts shall have dovetails that allow shelves to be adjusted in 4" increments. Provide dunnage stands for all traverses 54" or longer and at corners where corner connectors are used. Verify evaporator coil location, shelving units below coil to have 3 shelves. Provide in the configuration shown on plans, verify final sizes of shelves and posts by field measuring prior to ordering.

ITEM #1 -2 CORNER GUARDS AND WALL CAPS

Page 37 of 133 ends

Quantity: Eleven (11)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL (LOT) Provide 14 ga. stainless steel corner guards at 6'-6" in height.

Stainless steel shall have a #4 finish. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-3 BUMPER RAILS
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL (LOT) Approximately 36'-0" I. Provide 14 ga. stainless steel bumper rails guards mounted at 34" above the finished floor. Stainless steel shall have a #4 finish.

Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-4 MOP SINK
Quantity: One (1)
Manufacturer: Advance Tabco
Model: 9 -OP -28

1. Model 9 -OP -28 Mop Sink, floor mounted, 33"W x 25"D x 10"H (overall), 28"W x 20" front -to -back x 6" deep (bowl size), free flow drain with 2" IPS outlet, stainless steel construction ITEM #1-5 SERVICE FAUCET
Quantity: One (1)
Manufacturer: T&S Brass
Model: B-0655-01

1. Model B-0655-01 Service Sink Faucet, vacuum breaker nozzle with 3/4" garden hose thread, 1/2" NPT female flanged adjustable inlet with screwdriver stops, 6" wrist action handles, pail hook, bottom support, wall brace

2. 6" wrist action handle, standard, nc
ITEM #1-6 JANITOR S/S MOP RACK W/ SHELF
Quantity: One (1)
Manufacturer: Custom
Model: S/S

1. Model S/S Mop Hanger, 23", accommodates (3)
ITEM #1-7 SPARE NO.

ITEM #1-8 SPARE NO.

Page 38 of 133 ends

Quantity: Eleven (11)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL (LOT) Provide 14 ga. stainless steel corner guards at 6'-6" in height.

Stainless steel shall have a #4 finish. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-3 BUMPER RAILS
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL (LOT) Approximately 36'-0" I. Provide 14 ga. stainless steel bumper rails guards mounted at 34" above the finished floor. Stainless steel shall have a #4 finish.

Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-4 MOP SINK
Quantity: One (1)
Manufacturer: Advance Tabco
Model: 9-OP-28

1. Model 9—OP-28 Mop Sink, floor mounted, 33"W x 25"D x 10"H (overall), 28"W x 20" front-to-back x 6" deep (bowl size), free flow drain with 2" IPS outlet, stainless steel construction ITEM #1-5 SERVICE FAUCET
Quantity: One ( 1)
Manufacturer: T&S Brass
Model: B-0655-01

1. Model B-0655-01 Service Sink Faucet, vacuum breaker nozzle with 3/ " garden hose thread, 1/2" NPT female flanged adjustable inlet with screwdriver stops, 6" wrist action handles, pail hook, bottom support, wall brace

2. 6" wrist action handle, standard, nc
ITEM #1-6 JANITOR S/S MOP RACK W/ SHELF
Quantity: One (1)
Manufacturer: Custom
Model: 8/8

1. Model S/S Mop Hanger, 23", accommodates (3)
ITEM #1-7 SPARE NO.

ITEM #1-8 SPARE NO.

Page 38 of 133 ends

ITEM #1-9 SPARE NO.

ITEM #1-10 SPARE NO.

ITEM #1-11 ICE CUBER
Quantity: One (1)
Manufacturer: Scotsman
Model: C0530MA-32

1. Model C0530MA-32 Prodigy Plus® Ice Maker, cube style, air-cooled, self-contained condenser, up to 525 Ib production/24 hours, stainless steel finish, medium cube size, ENERGY STAR®

2. 3 year parts & labor warranties

3. 5 year parts & labor warranties on Evaporator

4. 5 year parts on compressor & condenser

5. Model KVS ProdigyTM Vari-SmartTM Ice Level Control, program ice bin levels to match ice needs ITEM #1-12 ICE BIN FOR ICE MACHINES
Quantity: One (1)
Manufacturer: Scotsman
Model: B530S

1. Model B530S Ice Bin, top -hinged front -opening door, up to 536 Ib ice storage capacity, for top - mounted ice maker, polyethylene liner, metallic finish exterior, includes 6" legs

2. 3 year parts & labor warranties
ITEM #1-13 FLOOR TROUGH W/ ADA GRATE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 3'-0" I x 1'-6" d. Provide stainless steel floor trough, and stainless steel trough box with #4 finish. Provide IMC Teddy ASFT-ADA stainless steel accessible grating. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-14 WATER FILTER ASSEMBLY
Quantity: One (1)
Manufacturer: Scotsman
Model: SSM2-P

1. Model SSM2-P Water Filter Assembly, twin system, designed for ice makers & beverage equipment, cubers over 650 Ib, & up to 1200 Ib, flakers & nuggets over 1200 Ib, includes AquaArmor by AgION for antimicrobial protection
ITEM #1-15 EMPLOYEE LOCKERS
Quantity: Four (4)
Manufacturer: Lyon Metal

1. Metal Lockers: Lyon Metal Products, Inc., Penco Products, Inc., Republic Storage Systems co., Inc., or equal. Single tier lockers, 18" wide x 21" deep x 72" high. Lockers shall be fabricated of

Page 39 of 133 ends

ITEM #1 -9 SPARE NO.

ITEM #1-10 SPARE NO.

ITEM #1-11 ICE CUBER
Quantity: One ( 1)
Manufacturer: Scotsman
Model: 00530MA-32

1. Model COSSOMA—32 Prodigy Plus® Ice Maker, cube style, air-cooled, self-contained condenser, up to 525 lb production/24 hours, stainless steel finish, medium cube size, ENERGY STAR®

2. 3 year parts & labor warranties

3. 5 year parts & labor warranties on Evaporator

4. 5 year parts on compressor & condenser

5. Model KVS ProdigyT'V' Vari-SmartTM Ice Level Control, program ice bin levels to match ice needs ITEM #1-12 ICE BIN FOR ICE MACHINES
Quantity: One (1)
Manufacturer: Scotsman
Model: B5303

1. Model 35308 Ice Bin, top-hinged front-opening door, up to 536 lb ice storage capacity, for top- mounted ice maker, polyethylene liner, metallic finish exterior, includes 6" legs

2. 3 year parts & labor warranties
ITEM #1-13 FLOOR TROUGH W/ ADA GRATE
Quantity: One ( 1)
Manufacturer: Custom
Model: STAINLESS STEEL

ITEM #1-14 WATER FILTER ASSEMBLY
Quantity: One (1)
Manufacturer: Scotsman
Model: SSM2-P

1. Model SSM2-P Water Filter Assembly, twin system, designed for ice makers & beverage equipment, cubers over 650 lb, & up to 1200 lb, flakers & nuggets over 1200 lb, includes AquaArmor by AglON for antimicrobial protection
ITEM #1-15 EMPLOYEE LOCKERS
Quantity: Four (4)
Manufacturer: Lyon Metal

1. Metal Lockers: Lyon Metal Products, Inc., Penco Products, Inc., Republic Storage Systems co., Inc., or equal. Single tier lockers, 18" wide x 21 " deep x 72" high. Lockers shall be fabricated of

Page 39 of 133 ends

16 gage steel, flat tops, bottoms and sides. Doors: Provide 180 degree opening, 14 gage steel door with recessed handle with pad lock attachment and space for name tag. Ventilation: 45% ventilated lockers. Lockers shall have a shelf at the top and three (3) each paired hooks, one on each side and on the back. Finish in colors selected by the Architect from the manufacturer's standard colors.

ITEM #1-16 WALL SHELF (KNIFE BRACKETS)
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 8'-6" I x 1"-0" w. Provide stainless steel wall shelf with knife brackets. Wall shelf shall be: 18 ga stainless steel with #4 finish, bracket shall be 14 ga stainless steel. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-17 WORK TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 9'-9" I x 3'-0" w. Provide stainless steel work table with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, 6" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-18
ITEM #1-19
ITEM #1-20
ITEM #1-21
SPARE NO.

SPARE NO.

DUAL TEMP FOOD WELL, DROP-IN
Quantity: One (1)
Manufacturer: Vollrath
Model: 3667402D

1. Model 3667402D Hot/Cold Well, Drop -In, top mount, (4) pan, remote mountable panel with on- off switch, hot/cold toggle with indictor lights for hot or cold, thermostatic temperature rotary knob control in hot mode, preset cold control, manual manifold drain, 300 series stainless well & flange, galvanized wrapper, per well, 120/208-240V, , cULus, NSF, NSF7, Made in USA (4 -week lead time)

2. Model 43581-2 Control Panel Mounting Frame, control box requires 3" (7.6 cm) in depth plus 1"

2.5 cm) clearance, mounting frame projects the control box out 1" (2.5 cm), reducing required space to 2" (5.1 cm) in depth plus 1" (2.5 cm) clearance, for models: 3667402DA & 3667402D ITEM #1-22 ISLAND WORK TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

Page 40 of 133 ends

ITEM #1-16 WALL SHELF (KNIFE BRACKETS)
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

ITEM #1-17 WORK TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 9'-9" l x 3'-O" w. Provide stainless steel work table with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, 6" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-18 SPARE NO.

ITEM #1-19 SPARE NO.

ITEM #1-20 SPARE NO.

ITEM #1-21 DUAL TEMP FOOD WELL, DROP-IN
Quantity: One (1)
Manufacturer: Vollrath
Model: 3667402D

1. Model 3667402D Hot/Cold Well, Drop-In, top mount, (4) pan, remote mountable panel with on- off switch, hot/cold toggle with indictor lights for hot or cold, thermostatic temperature rotary knob control in hot mode, preset cold control, manual manifold drain, 300 series stainless well & flange, galvanized wrapper, per well, 120/208-240V, , cULus, NSF, NSF7, Made in USA (4-week lead time)

2. Model 43581-2 Control Panel Mounting Frame, control box requires 3" (7.6 cm) in depth plus 1" (2.5 cm) clearance, mounting frame projects the control box out 1" (2.5 cm), reducing required space to 2" (5.1 cm) in depth plus 1" (2.5 cm) clearance, for models: 3667402DA & 3667402D ITEM #1-22 ISLAND WORK TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

Page 40 of 133 ends

1. Model STAINLESS STEEL Approximately 11'-0" I x 5'-0" w. Provide stainless steel work table with 1-5/8" legs with adjustable bullet feet, and lower and/or mid shelves. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-23 HD RANGE, 36", 6 OPEN BURNERS
Quantity: One (1)
Manufacturer: Montague Company
Model: V136-5

1. Model V136-5 Legend Heavy Duty Range, gas, 36", (6) 12" 30,000 BTU open burners, convection oven base, stainless steel front & 4" flue riser, black sides, 6" high adjustable stainless steel legs, 225,000 BTU

2. Standard warranty: one year parts and labor warranty

3. Lifetime door warranty, standard

4. Extended one year warranty, per section

5. Natural gas

6. std.

7. 1" Left rear manifold with pressure regulator (up to 500,000 BTU/hr)

8. Sides, stainless steel for range

9. Exterior bottom, stainless steel for range

10. Back, stainless steel for range
ITEM #1-24 CONVECTION OVEN
Quantity: Two (2)
Manufacturer: Montague Company
Model: HX2-63A

1. Model HX2-63A Vectaire Convection Oven, gas, double -deck, bakery depth, two -speed motor, electronic ignition and solid state controls, stainless steel front, top & sides, 3" high flue deflector with stainless steel front trim, 6" high stainless steel legs, 126,000 BTU, ENERGY STAR®

2. Standard warranty: one year parts and labor warranty

3. Lifetime door warranty, standard

4. Extended one year warranty, per section

5. Natural gas

6. (2) 1/2 hp, cord with 3 -prong plug

7. Manifold assembly 3/4" NPT

8. Back panel, stainless steel, louvered for oven

9. Stainless steel exterior bottom, per deck

10. Heat shield kits 2" insulation (used to reduce clearances) per deck

11. Casters with 5" wheel 6" OA (set of 4)

12. Flex connector kit, 1" x 4' (hose, disconnect & restraining device) per deck ITEM #1-25 WALL FLASHING
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

Page 41 of 133 ends

Model STAINLESS STEEL Approximately 11'-0" | x 5'-0" w. Provide stainless steel work table with 1-5/8" legs with adjustable bullet feet, and lower and/or mid shelves. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-23 HD RANGE, 36", 6 OPEN BURNERS
Quantity: One (1)
Manufacturer: Montague Company
Model: V136-5

2. Standard warranty: one year parts and labor warranty

3. Lifetime door warranty, standard

4. Extended one year warranty, per section

5. Natural gas

6. std.

7. 1" Left rear manifold with pressure regulator (up to 500,000 BTU/hr)

8. Sides, stainless steel for range

9. Exterior bottom, stainless steel for range

10. Back, stainless steel for range
ITEM #1-24 CONVECTION OVEN
Quantity: Two (2)
Manufacturer: Montague Company
Model: HX2-63A

1. Model HX2-63A Vectaire Convection Oven, gas, double-deck, bakery depth, two-speed motor, electronic ignition and solid state controls, stainless steel front, top & sides, 3" high flue deflector with stainless steel front trim, 6" high stainless steel legs, 126,000 BTU, ENERGY STAR®

2. Standard warranty: one year parts and labor warranty

3. Lifetime door warranty, standard

4. Extended one year warranty, per section

5. Natural gas

6. (2) 1/2 hp, cord with 3-prong plug

7. Manifold assembly 3/ " NPT

8. Back panel, stainless steel, louvered for oven

9. Stainless steel exterior bottom, per deck

10. Heat shield kits 2" insulation (used to reduce clearances) per deck

11. Casters with 5" wheel 6" OA (set of 4)

12. Flex connector kit, 1" x 4' (hose, disconnect & restraining device) per deck ITEM #1-25 WALL FLASHING
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

Page 41 of 133 ends

1. Model STAINLESS STEEL (LOT) Approximately 31'-0" 1. Provide 20 ga. stainless steel wall flashing from floor to exhaust hood with #4 finish. Provide all necessary closure and trim strips for a complete installation. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-26 COMMERCIAL WASTE CONTAINER
Quantity: Three (3)
Manufacturer: Rubbermaid
Model: FG262000GRAY

1. Model FG262000GRAY ProSave® Brute® Container, without lid, 20 gallon, 19-1/2"D x 22- 7/8"H, round, reinforced rims, built in handles, double rimmed base, high -impact plastic construction, gray, NSF

2. Model FG264043BLA Brute® Quiet Dolly, 18-1/4"D x 6-5/8"H, non -marking casters, black ITEM #1-27
ITEM #1-28
ITEM #1-29
ITEM #1-30
ITEM #1-31
SPARE NO.

SPARE NO.

EXHAUST HOOD
Quantity: One (1)
Manufacturer: Halton
Model: KVE

1. Model KVE Furnish and install a complete kitchen exhaust canopy as per dimensions plans and specifications. Hood capture area shall have sufficient inside dimensions, front to back to ensure proper overhang for equipment shown. Hood height shall not exceed 24".

Specified product/system must meet the design, construction, performance and operational intent of the project. It is the responsibility of the primary purchasing/ installation contractor to verify interface of the system with all associated trades including, but not limited to; electrical, mechanical, sheet metal, plumbing and controls.

LISTING REQUIREMENTS:

U.L. 710
PERFORMANCE TESTING:

ASTM 1704-05 Standard Test
INSTALLATION & CODE REQUIREMENTS:

Current NFPA 96, NSF, Local Applicable Codes & Manufactures recommendations.

CONSTRUCTION REQUIREMENTS:

All 18gauge type 300 series stainless steel double wall construction with #4 finish where exposed. Use of Capture Walls to create a seal between cooking equipment and wall shall not be used as they require cooking equipment to be located further from wall reducing isle space.

Page 42 of 133 ends

Model STAINLESS STEEL (LOT) Approximately 31'-O" I. Provide 20 ga. stainless steel wall flashing from floor to exhaust hood with #4 finish. Provide all necessary closure and trim strips for a complete installation. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-26 COMMERCIAL WASTE CONTAINER
Quantity: Three (3)
Manufacturer: Rubbermaid
Model: FG262000GRAY
Model FG262000GRAY ProSave® Brute® Container, without lid, 20 gallon, 19-1/2"D x 22- 7/8"H, round, reinforced rims, built in handles, double rimmed base, high-impact plastic construction, gray, NSF

2. Model FG264043BLA Brute® Quiet Dolly, 18-1/ "D X 6-5/8"H, non-marking casters, black ITEM #1-27 SPARE NO.

ITEM #1-28 SPARE NO.

ITEM #1-29 SPARE NO.

ITEM #1-30 SPARE NO.

ITEM #1-31 EXHAUST HOOD
Quantity: One (1)
Manufacturer: Halton
Model: KVE

LISTING REQUIREMENTS:

UL. 710
PERFORMANCE TESTING:

ASTM 1704-05 Standard Test
INSTALLATION & CODE REQUIREMENTS:

Current NFPA 96, NSF, Local Applicable Codes & Manufactures recommendations.

CONSTRUCTION REQUIREMENTS:

AII 18gauge type 300 series stainless steel double wall construction with #4 finish where exposed. Use of Capture Walls to create a seal between cooking equipment and wall shall not be used as they require cooking equipment to be located further from wall reducing isle space.

Page 42 of 133 ends

Bottom edge of hood front panels to be square, chamfered front shall not be allowed as they reduce front overhang and jeopardize capture and containment over tall cooking equipment.

INDUCTION FEATURE:

Induction system with a discharge velocity on all open sides exceeding 1500 fpm to provide for full capture & containment of appliance thermal plume. Induction ports are located along the inside and bottom edge on all open sides. Passive type slot devices or "Short -Cycle" discharge is not acceptable.

GREASE EXTRACTION:

Primary mechanical extractor shall have a minimum extraction rate of 93% at 5 microns and 98% at 15 microns based on ASTM F2519-05 standard and not to exceed pressure loss of .50" above specified CFM.

SOUND CITERIA:

Sound levels not to exceed NC rating of 55.

LIGHTING:

LED UL listed fixture for type I grease hood applications aluminum fin heat sink and die cast junction box. LED's with 24 LED emitters, 1000 lumens, to provide 3500K with 50 FC at the cooking surface with a life expectancy rating at 50,000 hours. Fixture shall be U.L., CSA, NSF and CE. Input voltage of 24V DC with a power consumption <_ . Stainless steel lamp body and trim ring with high temperature silicone gasket. Fixture provided with integral power supply with an input voltage of 108VAC — 305VAC and input frequency of 50/60 Hz. Input current rating shall be @ 120VAC. Fixture shall contain no mercury or lead.

EXHAUST AIRFLOW CALCULATIONS:

Provide volumetric flow calculation of the thermal plume as provided in the heat load based design method. Matching airflows on basis of design is not sufficient to demonstrate airflow calculations or hood efficiency. Submission of ASTM 1704 data on hood configuration not consistent with design is unacceptable. Calculations must take into account name plate energy input appliance rating, height of cooking surface, appliance dimension and mixing type supply air.

AIRFLOW CALCULATIONS:

Hood exhaust air volume and induction system measurements shall be taken at integral TAB ports by air balancer. Air balancer is to adjust the air flow until design air volumes are achieved.

APPLIANCE INTERLOCK :

Hood provided with Appliance Interlock Temperature Sensor to comply with IMC 2006 requirement, section 507.2.1.1.

ITEM #1-32 EXHAUST HOOD TRIM AND CLOSURE PANEL
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

Page 43 of 133 ends

Bottom edge of hood front panels to be square, chamfered front shall not be allowed as they reduce front overhang and jeopardize capture and containment over tall cooking equipment.

INDUCTION FEATURE:

GREASE EXTRACTION:

Primary mechanical extractor shall have a minimum extraction rate of 93% at 5 microns and 98% at 15 microns based on ASTM F2519-05 standard and not to exceed pressure loss of .50” above specified CFM.

SOUND CITERIA:

Sound levels not to exceed NC rating of 55.

LIGHTING:

LED UL listed fixture for type I grease hood applications aluminum fin heat sink and die cast junction box. LED’s with 24 LED emitters, 1000 lumens, to provide 3500K with 50 FC at the cooking surface with a life expectancy rating at 50,000 hours. Fixture shall be UL, CSA, NSF and CE. Input voltage of 24V DC with a power consumption 5 . Stainless steel lamp body and trim ring with high temperature silicone gasket. Fixture provided with integral power supply with an input voltage of 108VAC — 305VAC and input frequency of 50/60 Hz. Input current rating shall be @ 120VAC. Fixture shall contain no mercury or lead.

EXHAUST AIRFLOW CALCULATIONS:

AIRFLOW CALCULATIONS:

Hood exhaust air volume and induction system measurements shall be taken at integral TAB ports by air balancer. Air balancer is to adjust the air flow until design air volumes are achieved.

APPLIANCE INTERLOCK :

Hood provided with Appliance Interlock Temperature Sensor to comply with IMC 2006 requirement, section 507.2.1.1.

ITEM #1-32 EXHAUST HOOD TRIM AND CLOSURE PANEL
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

Page 43 of 133 ends

1. Model STAINLESS STEEL Approximately 20'-0" I x 5'-4" w. Provide 14 ga stainless steel exhaust hood trim and closure panels with #4 finish. Provide all necessary closure, louvers and trim strips for a complete installation. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-33 FIRE PROTECTION SYSTEM
Quantity: One (1)
Manufacturer: Ansul Fire Protection
Model: R102

1. Model R102 Hood complete with wet chemical fire suppression system model R102 as manufactured by "Ansul" or equal in compliance with U.L. 300 standards. The system shall include factory pre -piping, all permits and test as required by the authority having jurisdiction.

Automatic actuation shall be by means of fusible with no visible conduit.

System shall be furnished and installed by an Ansul certified distributor in accordance with manufacturer's instructions and the authority having jurisdiction.

Micro -switches shall be furnished as part of the fire protection system for tie in of building alarm and for make-up air/fire/fuel shut down. Gas valve(s) shall be electric solenoid type and support simultaneous activation.

All access openings, holes, sleeves, chases, etc., in building structure necessary to permit piping and control tubing to be run between system unit, ventilator and duct work are to be provided by the General Contractor.

The Building Alarm System Contractor is to furnish a control relay to detect operation of the system by connection to the micro -switches supplied. The Electrical Contractor is to furnish and install all wiring required for the system specified.

All exposed piping and nozzles of fire protection system shall be chrome Stainless Steel sleeved. All horizontal piping is to be done on the top of the ventilator unless otherwise specified.

ITEM #1-34 FIRE PULL BOX
Quantity: One (1)
Manufacturer: Custom
Model: PART OF ITEM #33

1. Model PART OF ITEM #33 Fire Pull Box - Box by electrician, Mechanism part of item #33 Fire Protection System.

ITEM #1-35 CLASS K FIRE EXTINGUISHER
Quantity: One (1)
Manufacturer: NIFSEC
Model: SEE ARCH. SECT

Page 44 of 133 ends

Model STAINLESS STEEL Approximately 20'-0" l x 5'-4" w. Provide 14 ga stainless steel exhaust hood trim and closure panels with #4 finish. Provide all necessary closure, louvers and trim strips for a complete installation. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-33 FIRE PROTECTION SYSTEM
Quantity: One (1)
Manufacturer: Ansul Fire Protection
Model: R102
Model R102 Hood complete with wet chemical fire suppression system model R102 as manufactured by "Ansul” or equal in compliance with U.L. 300 standards. The system shall include factory pre-piping, all permits and test as required by the authority having jurisdiction.

Automatic actuation shall be by means of fusible with no visible conduit.

System shall be furnished and installed by an Ansul certified distributor in accordance with manufacturer's instructions and the authority having jurisdiction.

Micro-switches shall be furnished as part of the fire protection system for tie in of building alarm and for make-up air/fire/fuel shut down. Gas valve(s) shall be electric solenoid type and support simultaneous activation.

The Building Alarm System Contractor is to furnish a control relay to detect operation of the system by connection to the micro-switches supplied. The Electrical Contractor is to furnish and install all wiring required for the system specified.

All exposed piping and nozzles of fire protection system shall be chrome Stainless Steel sleeved. All horizontal piping is to be done on the top of the ventilator unless othenlvise specified.

ITEM #1-34 FIRE PULL BOX
Quantity: One (1)
Manufacturer: Custom
Model: PART OF ITEM #33

1. Model PART OF ITEM #33 Fire Pull Box - Box by electrician, Mechanism part of item #33 Fire Protection System.

ITEM #1-35 CLASS K FIRE EXTINGUISHER
Quantity: One ( 1)
Manufacturer: NIFSEC
Model: SEE ARCH. SECT

Page 44 of 133 ends

1. Model SEE ARCH. SECT Class K Fire Extinguisher - NIFSEC, See Architectural Section.

ITEM #1-36 MOBILE SHELVING UNITS
Quantity: One (1)
Manufacturer: Cambro
Model: CAMSHELVING

1. Model CAMSHELVING (LOT) 4 tier, 21" deep shelving units, posts to be 72" high, shelving units shall have a smooth surface without any welding or crevices. Posts and traverses shall be made of steel metal core with thick polypropylene covers. Shelf plates shall have a smooth surface without any welding or crevices, be of a structural web design and removable to be washed manually or in a commercial dishwasher. Shelf plates shall contain CamGuard, antimicrobial that inhibits the growth of mold, fungus and bacteria. Posts shall have dovetails that allow shelves to be adjusted in 4" increments. Provide with CSRDB donut bumper and CSCTL casters with brake. Verify sizes for shelves and posts by field measuring prior to ordering.

ITEM #1-37 SPARE NO.

ITEM #1-38 SPARE NO.

ITEM #1-39 SPARE NO.

ITEM #1-40 SPARE NO.

ITEM #1-41 SPARE NO.

ITEM #1-42 3 COMPARTMENT POT SINK
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 11-0" I x 2'-6" w. Provide stainless steel pot sink assembly with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, 8" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

2. Custom Stainless Steel Model SINKS Provide 16 ga stainless steel sink tub measuring approximately 18" w x 26" d x 14" h. Welded in place with polished seams.

3. Fisher Model 29033 DrainKing Waste Valve, flat strainer, overflow body, chrome finish ITEM #1-43 WALL / SPLASH MOUNT FAUCET
Quantity: Two (2)
Manufacturer: T&S Brass
Model: B-0291

1. Model B-0291 Kettle & Pot Sink Faucet, Big -Flo, wall mounted 8" centers, 3/4" IPS model LL street EL inlets with locknuts, 18" swing nozzle, 175°F four arm handles, 1-1/4" diameter holes required in backsplash
ITEM #1-44 WALL SHELF
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

Page 45 of 133 ends

1. Model SEE ARCH. SECT Class K Fire Extinguisher - NIFSEC, See Architectural Section.

ITEM #1-36 MOBILE SHELVING UNITS
Quantity: One (1)
Manufacturer: Cambro
Model: CAMSHELVING

1. Model CAMSHELVING (LOT) 4 tier, 21" deep shelving units, posts to be 72" high, shelving units shall have a smooth surface without any welding or crevices. Posts and traverses shall be made of steel metal core with thick polypropylene covers. Shelf plates shall have a smooth surface without any welding or crevices, be of a structural web design and removable to be washed manually or in a commercial dishwasher. Shelf plates shall contain CamGuard, antimicrobial that inhibits the growth of mold, fungus and bacteria. Posts shall have dovetails that allow shelves to be adjusted in 4” increments. Provide with CSRDB donut bumper and CSCTL casters with brake. Verify sizes for shelves and posts by field measuring prior to ordering.

ITEM #1-37 SPARE NO.

ITEM #1-38 SPARE NO.

ITEM #1-39 SPARE NO.

ITEM #1-40 SPARE NO.

ITEM #1-41 SPARE NO.

ITEM #1-42 3 COMPARTMENT POT SINK
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 11'-O" l x 2'-6" w. Provide stainless steel pot sink assembly with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, 8" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

2. Custom Stainless Steel Model SINKS Provide 16 ga stainless steel sink tub measuring approximately 18" w x 26" d x 14" h. Welded in place with polished seams.

3. Fisher Model 29033 DrainKing Waste Valve, flat strainer, overflow body, chrome finish ITEM #1-43 WALL / SPLASH MOUNT FAUCET
Quantity: Two (2)
Manufacturer: T&S Brass
Model: 3-0291

1. Model B-0291 Kettle & Pot Sink Faucet, Big-Flo, wall mounted 8" centers, 3/ " IPS model LL street EL inlets with locknuts, 18" swing nozzle, 175°F four arm handles, 1-1/4" diameter holes required in backsplash
ITEM #1-44 WALL SHELF
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

Page 45 of 133 ends

1. Model STAINLESS STEEL Approximately 2'-4" I x 1 "-0" w. Provide stainless steel wall shelf with knife brackets. Wall shelf shall be: 18 ga stainless steel with #4 finish, bracket shall be 14 ga stainless steel. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-45 SLANTED RACK SHELF
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 5'-0" I x 1'-9" w Provide 18 ga. stainless wall mounted rack shelf with 14 ga. stainless steel wall brackets at 36" on center, 1/2" stainless steel drain tubing at each end. All stainless steel shall have a #4 finish. Verify rack sizes prior to fabrication.

Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-46 CLEAN DISH TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 13'-0" I x 2'-6" w. Provide stainless steel landing table with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, 8" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-47 DISHWASHER, CONVEYOR TYPE
Quantity: One (1)
Manufacturer: MEIKO
Model: K-44ET

1. Model K-44ET K Series Rack Conveyor Dishwasher, high temperature sanitizing, 44" single - tank design without prewash, 8" higher hood for 26" vertical clearance, 239 racks/hour capacity,

2. Freight: FOB factory freight allowed standard delivery service within the continental US

3. Startup + Performance & Installation inspection which activates 1 year standard warranty, contact your local MEIKO authorized service agent or MEIKO service directly at 1-800-868-3840

4. Extended warranty, second year (first year included) (net)

5. Left to right operation

6. standard

7. Internal electric booster heater, 70 degree rise, 21.6/(requires dedicated electrical connection)

8. Water hammer arrestor comes standard with this booster heater

9. Pressure reduction valve (PRV) comes standard with this booster heater

10. Vent cowl collars, 4" x 16" x 7" high with adjustable & locking dampers, each

11. Flanged feet (set of 4)

Page 46 of 133 ends

Model STAINLESS STEEL Approximately 2'-4" l x 1"-0" w. Provide stainless steel wall shelf with knife brackets. Wall shelf shall be: 18 ga stainless steel with #4 finish, bracket shall be 14 ga stainless steel. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-45 SLANTED RACK SHELF
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL
Model STAINLESS STEEL Approximately 5'-0" l x 1'-9" w Provide 18 ga. stainless wall mounted rack shelf with 14 ga. stainless steel wall brackets at 36" on center, 1/2" stainless steel drain tubing at each end. All stainless steel shall have a #4 finish. Verify rack sizes prior to fabrication.

Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-46 CLEAN DISH TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 13'-0" l x 2'-6" w. Provide stainless steel landing table with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, 8" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-47 DISHWASHER, CONVEYOR TYPE
Quantity: One ( 1)
Manufacturer: MEIKO
Model: K-44ET

1. Model K-44ET K Series Rack Conveyor Dishwasher, high temperature sanitizing, 44" single- 9°

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tank design without prewash, 8" higher hood for 26" vertical clearance, 239 racks/hour capacity,

0.43 gallons/rack, fully automatic operation, 3 HP wash pumps, double wall top, front & rear panels, stainless steel construction, connection for external vent fan control, chemical hook-ups, vent cowls with extra curtains, electric tank heat, NSF, cETLus Freight: FOB factory freight allowed standard delivery service within the continental US Startup + Performance & Installation inspection which activates 1 year standard warranty, contact your local MEIKO authorized service agent or MEIKO service directly at 1-800-868-3840 Extended warranty, second year (first year included) (net) Left to right operation
standard
Internal electric booster heater, 70 degree rise, 21 .6/(requires dedicated electrical connection) Water hammer arrestor comes standard with this booster heater Pressure reduction valve (PRV) comes standard with this booster heater Vent cowl collars, 4" x 16" x 7" high with adjustable & locking dampers, each Flanged feet (set of 4)

Page 46 of 133 ends

ITEM #1-48
Quantity:

Manufacturer:

Model:

1. VENT COWL RISERS
Two (2)
NIFSEC

IN MECHANICAL SECTION
Model IN MECHANICAL SECTION Vent Cowl Risers - NIFSEC, In Mechanical Section.

ITEM #1-49
ITEM #1-50
ITEM #1-51
Quantity:

Manufacturer:

Model:

1. SPARE NO.

SPARE NO.

SOILED DISH TABLE W/QUICK DRAIN
One (1)
Custom

STAINLESS STEEL
Model STAINLESS STEEL Approximately 7'-9" I x 2'-6" w. Provide stainless steel landing table with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, quick drain assembly, 8" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-52
Quantity:

Manufacturer:

Model:

WASTE COLLECTOR
One (1)
Salvajor
P914

1. Model P914 Pot/Pan Collector, scrapping, pre -flushing & collecting system (widely accepted in areas where disposers are restricted), with large top opening to accommodate pots & pans, salvage basin & silverware trap, scrap basket, 3/4 HP corrosion -resistant pump, pump intake screen, stainless steel construction, start/stop pushbutton control panel, with safety line disconnect & automatic shut off timer

2. 2nd -year warranty (P/N 999184)

3. 115v/60hz/1-ph

4. Model LSP3 Stainless steel bolt -down flanges for S914, P914 & S419 ITEM #1-53
Quantity:

Manufacturer:

Model:

1. HAND SINK
One (1)
IMC/Teddy

ADA-WSX
Model ADA-WSX ADA -WS Handicap Hand Sink, wall mounted, 19-1/4"W, 20-1/2" front -to -back, 16/304 stainless steel, integrated backsplash, non -drip marine edges, 14 gauge. stainless steel front apron w/rear flange & "Z" strip, ADA, NSF
ITEM #1-54 PANTRY FAUCET
Quantity: One (1)

Page 47 of 133 ends

ITEM #1 -48 VENT COWL RISERS
Quantity: Two (2)
Manufacturer: NIFSEC
Model: IN MECHANICAL SECTION

1. Model IN MECHANICAL SECTION Vent Cowl Risers - NIFSEC, In Mechanical Section.

ITEM #1-49 SPARE NO.

ITEM #1-50 SPARE NO.

ITEM #1-51 SOILED DISH TABLE W/QUICK DRAIN
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 7'-9" l x 2'-6" w. Provide stainless steel landing table with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, quick drain assembly, 8" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-52 WASTE COLLECTOR
Quantity: One ( 1)
Manufacturer: Salvajor
Model: P914

1. 2.

3. 4.

Model P914 Pot/Pan Collector, scrapping, pre-flushing & collecting system (widely accepted in areas where disposers are restricted), with large top opening to accommodate pots & pans, salvage basin & silverware trap, scrap basket, 3/4 HP corrosion-resistant pump, pump intake screen, stainless steel construction, start/stop pushbutton control panel, with safety line disconnect & automatic shut off timer
2nd-year warranty (P/N 999184)
1 15v/60hz/1-ph
Model LSP3 Stainless steel bolt-down flanges for $914, P914 & S419 ITEM #1 -53 HAND SINK
Quantity: One (1)
Manufacturer: IMC/T eddy
Model:

1. ADA-WSX
Model ADA-WSX ADA-WS Handicap Hand Sink, wall mounted, 19-1/4"W, 20-1/2" front-to-back, 16/304 stainless steel, integrated backsplash, non-drip marine edges, 14 gauge. stainless steel front apron w/rear flange & “Z" strip, ADA, NSF
ITEM #1 -54 PANTRY FAUCET
Quantity: One (1)

Page 47 of 133 ends

Manufacturer:

Model:

T&S Brass
B -0325 -CR

1. Model B -0325 -CR Pantry Faucet, double, 4" c/c, swivel gooseneck, lever handles, 00AA inlets & Ceramas
ITEM #1-55
ITEM #1-56
ITEM #1-57
Quantity:

Manufacturer:

Model:

1. 2.

3. 4.

5. 6.

7. 8.

9. 10.

SPARE NO.

REACH -IN FREEZER
One (1)
Victory Refrigeration
FS -1 D -S1 -EW
Model FS -1D -S1 -EW UltraSpec Series Freezer Featuring Secure -Temp 1.0TM Technology, Reach -in, one -section, self-contained refrigeration, 24.4 cu. ft. capacity, (1) wide full height hinged solid door, (3) epoxy coated shelves, stainless exterior & interior, standard depth cabinet, V -TEMP electronic temperature control/indicator, LED lighting, expansion valve technology, Santoprene door gaskets with 2 year warranty, stainless steel breakers, 1/2 HP, UL, cUL, UL EPH Classified, MADE IN USA
3 years parts & labor warranty (excludes maintenance items) Self -Contained refrigeration
Additional 2 year compressor warranty, standard
cord & plug, standard
Door hinging: on left at factory
Stainless steel case back - with stainless steel rear air grille, for reach -in models Model 0-1780-117S Front Kick Plate
Louvered upper case ends - each
Legs, set of 4, 6" high adjustable stainless steel, standard ITEM #1-58
Quantity:

Manufacturer:

Model:

REACH -IN REFRIGERATOR
One (1)
Victory Refrigeration
RS -2D -S1 -EW

1. Model RS -2D -S1 -EW UltraSpec Series Refrigerator Featuring Secure -Temp 1.0TM Technology, Reach -in, two -section, self-contained refrigeration, 52.0 cu. ft. capacity, (2) wide full height hinged solid doors, (6) epoxy coated shelves, stainless steel exterior & interior, standard depth cabinet, V -TEMP electronic temperature control/indicator, LED lighting, expansion valve technology, Santoprene door gaskets with 2 year warranty, stainless steel breakers, 1/3 HP, UL, cUL, NSF, MADE IN USA

2. FlexTemp Control Option (28° - 38°F), capable of set points between 28° to 38°F with positive defrost cycles (add -FLEX to end of model number)

3. 3 years parts & labor warranty (excludes maintenance items)

4. Self -Contained refrigeration

5. Additional 2 year compressor warranty, standard

6. w/cord & plug, standard

7. Door hinging: left door hinged on left, right door hinged on left at factory

Page 48 of 133 ends

Manufacturer: T&S Brass
Model: B-0325-CR

1. Model B-0325-CR Pantry Faucet, double, 4" c/c, swivel gooseneck, lever handles, OOAA inlets & Ceramas
ITEM #1-55 SPARE NO.

ITEM #1-56 SPARE NO.

ITEM #1-57 REACH-IN FREEZER
Quantity: One (1)
Manufacturer: Victory Refrigeration
Model: FS-1D-S1-EW

1. Model FS-1D-S1-EW UltraSpec Series Freezer Featuring Secure-Temp 1.0TM Technology, Reach-in, one-section, self-contained refrigeration, 24.4 cu. ft. capacity, (1) wide full height hinged solid door, (3) epoxy coated shelves, stainless exterior & interior, standard depth cabinet, V-TEMP electronic temperature control/indicator, LED lighting, expansion valve technology, Santoprene door gaskets with 2 year warranty, stainless steel breakers, 1/2 HP, UL, cUL, UL EPH Classified, MADE IN USA
3 years parts & labor warranty (excludes maintenance items) Self-Contained refrigeration
Additional 2 year compressor warranty, standard
cord & plug, standard
Door hinging: on left at factory
Stainless steel case back - with stainless steel rear air grille, for reach-in models Model 0-1780-117S Front Kick Plate
Louvered upper case ends - each

0. Legs, set of 4, 6" high adjustable stainless steel, standard ‘S O
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ITEM #1-58 REACH-IN REFRIGERATOR
Quantity: One (1)
Manufacturer: Victory Refrigeration
Model: RS-2D-S1-EW

1. Model RS-2D-S1-EW UltraSpec Series Refrigerator Featuring Secure-Temp 1.0TM Technology, Reach-in, two-section, self-contained refrigeration, 52.0 cu. ft. capacity, (2) wide full height hinged solid doors, (6) epoxy coated shelves, stainless steel exterior & interior, standard depth cabinet, V-TEMP electronic temperature control/indicator, LED lighting, expansion valve technology, Santoprene door gaskets with 2 year warranty, stainless steel breakers, 1/3 HP, UL, cUL, NSF, MADE IN USA

2. FlexTemp Control Option (28° - 38°F), capable of set points between 28° to 38°F with positive defrost cycles (add -FLEX to end of model number)
3 years parts & labor warranty (excludes maintenance items) Self-Contained refrigeration
Additional 2 year compressor warranty, standard
w/cord & plug, standard
Door hinging: left door hinged on left, right door hinged on left at factory N9 5 3
9 1
:
“
?

Page 48 of 133 ends

8. Stainless steel case back - with stainless steel rear air grille, for reach -in models

9. Model 0-1780-120S Front Kick Plate

10. Legs, set of 4, 6" high adjustable stainless steel, standard ITEM #1-59
ITEM #1-60
SPARE NO.

WORK TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 10'-3" I x 2'-6" w. Provide stainless steel work table with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, 6" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

2. Custom Stainless Steel Model PREP SINK Provide 16 ga stainless steel sink tub measuring approximately 18" w x 18" d x 12" h. Welded in place with polished seams.

3. Fisher Model 29033 DrainKing Waste Valve, flat strainer, overflow body, chrome finish

4. Custom Stainless Steel Model DRAWER Provide 16 ga stainless steel utensil drawer with metal roller track hardware, and lock measuring approximately 20" I x 20" w x 5" d.

ITEM #1-61 WALL SHELF (KNIFE BRACKETS)
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 10'-3" I x 1"-0" w. Provide stainless steel wall shelf with knife brackets. Wall shelf shall be: 18 ga stainless steel with #4 finish, bracket shall be 14 ga stainless steel. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #1-62 WORK TABLE W/ PREP SINKS
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 16'-0" I x 2'-6" w. Provide stainless steel work table with 1-5/8" legs with adjustable bullet feet, lower and/or mid shelves, 6" high back and end splash. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Fabricate and install per complete drawings, schedules, elevations, and details.

2. Custom Stainless Steel Model GLASS FILL STATION Provide 16 ga stainless steel glass fill station tub measuring approximately 18" w x 18" d x 12" h. Welded in place with polished seams. Fabricate and install per complete drawings, schedules, elevations, and details.

3. Fisher Model 29033 DrainKing Waste Valve, flat strainer, overflow body, chrome finish

Page 49 of 133 ends

8. Stainless steel case back - with stainless steel rear air grille, for reach-in models

9. Model 0-1780-12OS Front Kick Plate

10. Legs, set of 4, 6" high adjustable stainless steel, standard ITEM #1-59 SPARE NO.

ITEM #1-60 WORK TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

2. Custom Stainless Steel Model PREP SINK Provide 16 ga stainless steel sink tub measuring approximately 18" w x 18" d x 12" h. Welded in place with polished seams.

3. Fisher Model 29033 DrainKing Waste Valve, flat strainer, overflow body, chrome finish

4. Custom Stainless Steel Model DRAWER Provide 16 ga stainless steel utensil drawer with metal roller track hardware, and lock measuring approximately 20" l x 20" w x 5" d.

ITEM #1-61 WALL SHELF (KNIFE BRACKETS)
Quantity: One ( 1)
Manufacturer: Custom
Model: STAINLESS STEEL

ITEM #1-62 WORK TABLE W/ PREP SINKS
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

3. Fisher Model 29033 DrainKing Waste Valve, flat strainer, overflow body, chrome finish

Page 49 of 133 ends

ITEM #1-63 PANTRY FAUCET
Quantity: One (1)
Manufacturer: T&S Brass
Model: B -0231 -CC -CR

1. Model B -0231 -CC -CR Pantry Faucet, double, 12" swing nozzle, 8" centers, wall mount, (062X), 00CC inlets & Ceramas
ITEM #1-64 DROP-IN ICE BIN
Quantity: One (1)
Manufacturer: Delfield
Model: 305

1. Model 305 Ice Bin/Chest, with cover, drop-in design, 45 pound ice capacity, 21-1/4" x 15-1/4" x 13", NSF

2. NOTE: Freight quotes are only valid from Delfield

3. 1 year parts & 90 day labor warranty, standard
ITEM #1-65 ADD ON FAUCET, FOR PRE RINSE FAUCET
Quantity: One (1)
Manufacturer: T&S Brass
Model: B -0133 -LB

1. Model B -0133 -LB Pre -Rinse Unit, spring action, riser, hose and spray valve, less base faucet ITEM #2-1 REFRIGERATOR RACK, ROLL -IN
Quantity: Two (2)
Manufacturer: Metro
Model: RF13N

1. Model RF13N Roll -In Refrigerator Rack, pass-thru, 21-1/4"W x 64"H, 26"D, open frame design, slides on 1-1/2" centers, holds (36) 18" x 26" pans, sized to fit refrigerator, riveted extruded aluminum frame construction, natural finish, 5" swivel casters (2) with brakes, NSF ITEM #2-2 RACK DOLLY
Quantity: Four (4)
Manufacturer: Cambro
Model: CDR2020151

1. Model CDR2020151 Camdolly® for Camracks, 21-3/8"L x 21-3/8"W x 8"H (exterior dimensions), without handle, platform design, (4) swivel 3-1/2" casters, no brakes, lightweight, durable, soft gray polypropylene
ITEM #2-3 COFFEE URN

Page 50 of 133 ends

ITEM #1 -63 PANTRY FAUCET
Quantity: One (1)
Manufacturer: T&S Brass
Model: B-0231-CC-CR

1. Model B-0231-CC-CR Pantry Faucet, double, 12" swing nozzle, 8" centers, wall mount, (062X), OOCC inlets & Ceramas
ITEM #1-64 DROP-IN ICE BIN
Quantity: One (1)
Manufacturer: Delfield
Model: 305

1. Model 305 Ice Bin/Chest, with cover, drop-in design, 45 pound ice capacity, 21-1/ " x 15-1/ " x 13", NSF

2. NOTE: Freight quotes are only valid from Delfield

3. 1 year parts & 90 day labor warranty, standard
ITEM #1-65 ADD ON FAUCET, FOR PRE RINSE FAUCET
Quantity: One (1)
Manufacturer: T&S Brass
Model: B-0133-LB

1. Model B-0133-LB Pre-Rinse Unit, spring action, riser, hose and spray valve, less base faucet ITEM #2-1 REFRIGERATOR RACK, ROLL-IN
Quantity: Two (2)
Manufacturer: Metro
Model: RF13N

1. Model RF13N Roll-In Refrigerator Rack, pass-thru, 21-1/4"W x 64“H, 26"D, open frame design, slides on 1-1/2“ centers, holds (36) 18" x 26" pans, sized to fit refrigerator, riveted extruded aluminum frame construction, natural finish, 5" swivel casters (2) with brakes, NSF ITEM #2-2 RACK DOLLY
Quantity: Four (4)
Manufacturer: Cambro
Model: CDR2020151

1. Model CDR2020151 Camdolly® for Camracks, 21-3/ "L x 21-3/8"W x 8"H (exterior dimensions), without handle, platform design, (4) swivel 3-1/2" casters, no brakes, lightweight, durable, soft gray polypropylene
ITEM #2-3 COFFEE URN

Page 50 of 133 ends

Quantity: One (1)
Manufacturer: Curtis
Model: RU -600-20

1. Model RU -600-20 Coffee Urn Brewer, electric, twin station, 6 gallon capacity, 30 gallons per hour, 23 gallon tank volume, 10-1/4" cup clearance, 1-4/5 oz. flow rate per second, half -batch brew cycle, emergency refill, automatic or manual agitator/aerator, side mounted control panel, overflow spout, adjustable legs, dial thermometer, 18 gauge stainless steel, 208/220v/50 -60/3 - ph, 1 GPM, +G, 20-90 psi, 1/4" flare fitting, UL, cUL, NSF

2. 2 year warranty against leakage or burnout

3. Other voltages available

4. Model CSC5AC00 Water Filtration System, 5" filter, 4,000 gallon rated life, 35°-100°F temperature range, HydroBlendTM technology, chlorine/sediment/taste/odor removal, scale prevention, quick disconnect filter head, 10 micron, 0.8 GPM, 35-125 psi, 3/8" FNPT ITEM #2-4 TEA BREWER
Quantity: One (1)
Manufacturer: Bunn -O -Matic
Model: 43100.0000

1. Model 43100.0000 Infusion Series® Twin Tea/Coffee Brewer, 5.5 gallon tank capacity (20.8 litre), brews coffee or tea on both sides, digital temperature control & display, three brewing capability, two programmable switches allows half/full batch brewing, brews into 1.5 & 1.0 gallon BUNN ThermoFresh® servers, optional side mount for hot water faucet, includes: coffee, tea funnels & overlay kit (servers sold separately), 120/240v/60hz/1-ph, UL, NSF

2. Equipment discount category net prices must be rounded to the nearest dollar

3. Model 39000.0004 EQHP-10 Easy Clear® Medium/High Water System, 10,000 gallon, reduced sediment, chlorine taste & odor, 1.5 gpm, equipment protection, 10 micron, includes: a head assembly, integral mounting bracket and cartridge filter, Quick Connect, NSF ITEM #2-5 MOBILE CATERING TRANSPORT CARTS
Quantity: Four (4)
Manufacturer: NIFSEC

1. Mobile Catering Transport Carts - NIFSEC
ITEM #2-6 MOBILE WORK TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 7'-0" I x 5'-0" w. Provide stainless steel mobile work table with 1-5/8" legs, and lower and/or mid shelves. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Provide 5" dia. heavy-duty, non -marking casters, all with brakes. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #2-7 DISH CART
Quantity: Three (3)

Page 51 of 133 ends

Quantity: One (1)
Manufacturer: Curtis
Model: RU-600-20

1. Model RU-600-20 Coffee Urn Brewer, electric, twin station, 6 gallon capacity, 30 gallons per hour, 23 gallon tank volume, 10-1/ " cup clearance, 1-4/5 oz. flow rate per second, half-batch brew cycle, emergency refill, automatic or manual agitator/aerator, side mounted control panel, overflow spout, adjustable legs, dial thermometer, 18 gauge stainless steel, 208/220v/50-60/3- ph, 1 GPM, +G, 20-90 psi, 1/4" flare fitting, UL, cUL, NSF

2. 2 year warranty against leakage or burnout

3. Other voltages available

4. Model CSCSACOO Water Filtration System, 5" filter, 4,000 gallon rated life, 35°-100°F temperature range, HydroBlendT'V' technOIOQY, chlorine/sediment/taste/odor removal, scale prevention, quick disconnect filter head, 10 micron, 0.8 GPM, 35-125 psi, 3/8" FNPT ITEM #2-4 TEA BREWER
Quantity: One (1)
Manufacturer: Bunn-O-Matic
Model: 43100.0000

2. Equipment discount category net prices must be rounded to the nearest dollar

1. Mobile Catering Transport Carts - NIFSEC
ITEM #2-6 MOBILE WORK TABLE
Quantity: One (1)
Manufacturer: Custom
Model: STAINLESS STEEL

1. Model STAINLESS STEEL Approximately 7'-0“ | x 5'-0“ w. Provide stainless steel mobile work table with 1-5/8" legs, and lower and/or mid shelves. Top shall be 14 ga stainless steel, and legs shall be 16 ga. Provide 5" dia. heavy-duty, non-marking casters, all with brakes. Fabricate and install per complete drawings, schedules, elevations, and details.

ITEM #2-7 DISH CART
Quantity: Three (3)

Page 51 of 133 ends

Manufacturer: Vollrath
Model: SAC -2-06

1. Model SAC -2-06 Dish Caddy, small, adjustable top, 32-3/4"L x 27-1/2"W x 30-1/2"H, 2 post, 4 stacks, fits 10-3/8" - 11-1/4" round plates & bowls, dual side handles, stackable, vinyl cover included, 4 swivel casters with brakes, black, NSF
ITEM #2-8 SPARE NO.

ITEM #2-9 SPARE NO.

ITEM #2-10 SPARE NO.

ITEM #2-11 CHARBROILER
Quantity: One (1)
Manufacturer: Montague Company
Model: UFS -24R

1. Model UFS -24R Legend Char -Broiler, 24" heavy duty free-standing, self-cleaning stainless steel radiants, adjustable 3 -position cast iron Ultra -Flow reversible top grate, stainless steel front, top trim & splash shields, open cabinet base, 3/4" rear gas, with pressure regulator, 6" adjustable stainless steel legs, 80,000 BTU

2. Standard warranty: one year parts and labor warranty

3. Extended one year warranty, per section

4. Natural gas

5. 3/4" left rear manifold standard

6. Flex connector kit, 3/4" x 3' with restraining device ITEM #2-12 FRYER DUMP STATION
Quantity: One (1)
Manufacturer: Pitco Frialator
Model: BNB-SSH55

1. Model BNB-SSH55 Solstice Supreme Bread & Batter Cabinet, with BNB dump station, fryer match design, approximately 15-5/8" wide, standard finish, stainless steel front, sides & door, for prepackage system SSH55 fryers, NSF

2. 1 year parts and labor warranty from the date of installation up to a maximum of 15 months from the date of manufacture (with appropriate documentation), standard

3. Model PFW-1 Food Warmer, built-in, CSA, NSF, UL
ITEM #2-13 FRYER BATTERY, GAS
Quantity: One (1)
Manufacturer: Pitco Frialator
Model: SSH55-1 FD
1 Model SSH55-1 FD Solstice Supreme High Efficiency Prepackaged Fryer System with Solstice Solo Filter System, gas, (1) 40-50 Ib. oil capacity full tank, solid state controls, boil out, drain

Page 52 of 133 ends

Manufacturer: Vollrath
Model: SAC-2—06

1. Model SAC-2-06 Dish Caddy, small, adjustable top, 32-3/ "L x 27-1/2"W x 30-1/2"H, 2 post, 4 stacks, fits 10-3/8" - 11-1/4" round plates & bowls, dual side handles, stackable, vinyl cover included, 4 swivel casters with brakes, black, NSF
ITEM #2-8 SPARE NO.

ITEM #2-9 SPARE NO.

ITEM #2-10 SPARE NO.

ITEM #2-11 CHARBROILER
Quantity: One (1)
Manufacturer: Montague Company
Model: UFS-24R

1. Model UFS-24R Legend Char-Broiler, 24" heavy duty free-standing, self-cleaning stainless steel radiants, adjustable 3-position cast iron Ultra-Flow reversible top grate, stainless steel front, top trim & splash shields, open cabinet base, 3/ " rear gas, with pressure regulator, 6" adjustable stainless steel legs, 80,000 BTU

2. Standard warranty: one year parts and labor warranty

3. Extended one year warranty, per section

4. Natural gas

5. 3/4" left rear manifold standard

6. Flex connector kit, 3/ " x 3' with restraining device ITEM #2-12 FRYER DUMP STATION
Quantity: One (1)
Manufacturer: Pitco Frialator
Model: BNB-SSH55

2. 1 year parts and labor warranty from the date of installation up to a maximum of 15 months from the date of manufacture (with appropriate documentation), standard

3. Model PFW-1 Food Warmer, built-in, CSA, NSF, UL
ITEM #2-13 FRYER BATTERY, GAS
Quantity: One (1)
Manufacturer: Pitco Frialator
Model: SSH55-1 FD
Model SSH55-1 FD Solstice Supreme High Efficiency Prepackaged Fryer System with Solstice Solo Filter System, gas, (1) 40-50 lb. oil capacity full tank, solid state controls, boil out, drain

Page 52 of 133 ends

valve interlock, melt cycle, stainless steel tank, front & sides, under -fryer drawer filtration, 80,000 BTU (-F), ENERGY STAR®, CSA, NSF, CE

2. 1 year parts and labor warranty from the date of installation up to a maximum of 15 months from the date of manufacture (with appropriate documentation), standard

3. Natural gas

4. Solid State Thermostat, standard

5. Contact factory for cord information

6. Model P6072145 Basket, (2) oblong/twin size, 13-1/2" x 6-1/2" x 5-1/2" deep, long handle, regular mesh (shipped std (n/c) with models "T" SG14, SG14R, SSH55, SE14, SE14X, SE14B, SG14T, 35+, 45+, fryer batteries shipped with (1) per fryer

7. 10" legs, standard

8. Model B8003102 Gas Connector Hose, 3/4" connection, 36" long, with quick disconnect couplings, restraining device & thermal shut-off, for single unit 240,000 BTU ITEM #2-14 COMBI OVEN
Quantity: One (1)
Manufacturer: Rational
Model: A628206.19E

1. Model A628206.19E (SCC WE 62NG) SelfCooking Center® 5 Senses Combi Oven/Steamer, natural gas, iCookingControl with 7 modes, HiDensityControl®, iLevelControl, Efficient CareControl, Combi-Steamer with 3 modes, (6) 18"x26" or (12) 12"x20" pan capacity, core temp probe with 6 point measurement, hand shower with automatic retracting system, ships with (3) grid shelves, ethernet interface, 8'cord, , 105,000 BTU (dual voltage: retrofitable to 105,000 BTU) ENERGY STAR®

2. NOTE: All discounts subject to approval by manufacturer

3. 2 years parts and labor warranty

4. Model 8720.1560US Installation Kit, for gas SCC WE/CM P 101G ; gas SCC WE/CM P 62G ; gas SCC WE/CM P 61G THIS ITEM IS NON -DISCOUNTABLE, USA ONLY (NET)

5. Model 60.71.932 Combi-Duo Stacking Kit, Stationary, 6" feet, for electric or gas SCC WE 62 or CM P 62 stacked on electric SCC WE 62, SCC WE 102, CM P 62, or CM P 102

6. Door hinged on right std.

ITEM #2-15 WATER FILTRATION SYSTEM
Quantity: One (1)
Manufacturer: Everpure
Model: EV9797-22

1. Model EV9797-22 KleenSteam® II Twin System, total system for boiler base steamers, 5.0 gpm flow rate, deliming (2) 7CB5 carbon filter, SS -10 scale inhibitor Cartridge, dip tube, pressure gauge, water shut-off valve & wall bracket

2. Note: This system requires (2) cartridges.

Page 53 of 133 ends

valve interlock, melt cycle, stainless steel tank, front & sides, under-fryer drawer filtration, 80,000 BTU (-F), ENERGY STAR®, CSA, NSF, CE

2. 1 year parts and labor warranty from the date of installation up to a maximum of 15 months from the date of manufacture (with appropriate documentation), standard

3. Natural gas

4. Solid State Thermostat, standard

5. Contact factory for cord information

7. 10" legs, standard

8. Model B8003102 Gas Connector Hose, 3/ “ connection, 36" long, with quick disconnect couplings, restraining device & thermal shut-off, for single unit 240,000 BTU ITEM #2-14 COMBI OVEN
Quantity: One (1)
Manufacturer: Rational
Model: A628206.19E

1. Model A628206.19E (SCC WE 62NG) SelfCooking Center® 5 Senses Combi Oven/Steamer, natural gas, iCookingControl with 7 modes, HiDensityControl®, iLevelControl, Efficient CareControl, Combi-Steamer with 3 modes, (6) 18"x26" or (12) 12"x20" pan capacity, core temp probe with 6 point measurement, hand shower with automatic retracting system, ships with (3) grid shelves, ethernet interface, 8’cord, , 105,000 BTU (dual voltage: retrofitable to 105,000 BTU) ENERGY STAR®

2. NOTE: All discounts subject to approval by manufacturer

3. 2 years parts and labor warranty

4. Model 8720.1560US Installation Kit, for gas SCC WE/CM P 101G ; gas SCC WE/CM P 62G ; gas SCC WE/CM P 61G THIS ITEM IS NON-DISCOUNTABLE, USA ONLY (NET)

5. Model 60.71.932 Combi-Duo Stacking Kit, Stationary, 6" feet, for electric or gas SCC WE 62 or CM P 62 stacked on electric SCC WE 62, SCC WE 102, CM P 62, or CM P 102

6. Door hinged on right std.

ITEM #2-15 WATER FILTRATION SYSTEM
Quantity: One (1)
Manufacturer: Everpure
Model: EV9797—22

1. Model EV9797-22 KIeenSteam® ll Twin System, total system for boiler base steamers, 5.0 gpm flow rate, deliming (2) 7CB5 carbon filter, SS-10 scale inhibitor Cartridge, dip tube, pressure gauge, water shut-off valve & wall bracket

2. Note: This system requires (2) cartridges.

Page 53 of 133 ends

DISPOSITION AND DEVELOPMENT AGREEMENT
by and between

THE CITY OF BELLFLOWER,
CITY,
and

THE COUNTY OF LOS ANGELES FIRE MUSEUM ASSOCIATION
CLAFMA

CITY OF BELLFLOWER
AGREEMENT FILE NO. 644
01068.0001/227339.1

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DISPOSITION AND DEVELOPMENT AGREEMENT
by and between

THE CITY OF BELLFLOWER,
CITY,
THE COUNTY OF L03 ANGELE'S FIRE. MUSEUM ASSOCIATION
CIAFMA

CITY OF BELLFLOWER
AGREEMENT FILE NO. 644
01366.5. momma. 1

Page 54 of 133 ends

DISPOSITION AND DEVELOPMENT AGREEMENT
This Disposition and Development Agreement (this "Agreement") is entered into by and between THE CITY OF BELLFLOWER, a municipal corporation ("City") and THE COUNTY OF LOS ANGELES FIRE MUSEUM ASSOCIATION, a California non-profit corporation CLAFMA") (referred to collectively in this Agreement as the "Parties").

I. [§ 100] SUBJECT OF AGREEMENT
A. [§ 101] Purpose of This Agreement
The purpose of this Agreement is to effectuate the goals and objectives of the Dissolution Act (AB 1484 and AB 26) and the General Plan of City by providing for (i) the disposition and development of property owned by City (the "Property") for continuation and improvements to a facility located on the Property used by CLAFMA as a fire apparatus storage, maintenance and repair headquarters (the "Flora Vista Facility" or the "Project") and (ii) for the installation, maintenance and operation of CLAFMA'S fire museum at Bellflower Boulevard, which will be a state of the art, to the extent reasonably attainable, facility for showcasing historic and current fire apparatus, dioramas, equipment and other firefighting memorabilia ( the Fire Museum"). The disposition and development anticipated by this Agreement and the fulfillment generally of this Agreement are in the vital and best interests of City and the health, safety and welfare of City's residents, and in accord with the public purposes and provisions of applicable Federal, State and local laws and requirements.

B. [§ 102] The Property
The Property is undivided fee interest in that certain real property within City illustrated on the "Site Map" (which is attached hereto and incorporated herein as Attachment No. 1A) and being further described as set forth in the "Legal Description" (which is attached hereto and incorporated herein as Attachment No. 1B). At times, herein, the Property is referred to as the Site."
C. [§ 103] Parties to this Agreement

1. [§ 104] City
City is a municipal corporation, exercising governmental functions and powers and organized and existing under laws of the Constitution and State of California.

The`principal office of City is located at City Hall, 16600 Civic Center Drive, Bellflower, California 90706.
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DISPOSIflOE M12 DEVELOPM‘ I AGREEMENT
This Disposition and Development Agreement (this “Agreement”) is entered into by and between THE CITY OF BELLFLOWER, a municipal corporation (“City”) and THE COUNTY OF LOS AN GELES FIRE MUSEUM ASSOCIATION, a California non-profit corporation (“CLAFMA”) (referred to collectively in this Agreement as the “Parties”).

I. [§ 100] SUBJECT OF AGREEMENT
A. [§ 101] Pu_rpose of This Amment
The purpose of this Agreement is to effectuate the goals and objectives of the Dissolution Act (AB 1484 and AB 26) and the General Plan of City by providing for (i) the disposition and development of property owned by City (the “Property") for continuation and improvements to a facility located on the Property used by CLAFMA as a fire apparatus storage, maintenance and repair headquarters (the “Flora Vista Facility” or the “Project”) and (ii) for the installation, maintenance and operation of CLAFMA’S fire museum at Bellflower Boulevard, which will be a state of the art, to the extent reasonably attainable, facility for showcasing historic and current fire apparatus, dioramas, equipment and other firefighting memorabilia ( the “Fire Museum”). The disposition and development anticipated by this Agreement and the fulfillment generally of this Agreement are in the vital and best interests of City and the health, safety and welfare of City’s residents, and in accord with the public purposes and provisions of applicable Federal, State and local laws and requirements.

B. [§ 102] ‘ {Ike Prgpeg
The Property is undivided fee interest in that certain real property within City illustrated on the “Site Map” (which is attached hereto and incorporated herein as Attachment No. 1A) and being further described as set forth in the “Legal Description” (which is attached hereto and incorporated herein as Attachment No. 13). At times, herein, the Property is referred to as the “Site.”
C. [§ 103] Parties to this t
1- [§ 104] 9m
City is a municipal corporation, exercising governmental functions and 13o and organized and existing under laws of the Constitution and State of California.

The'principal office of City is located at City Hall, 16600 Civic Center Drive, Bellflowe'r, California 90706.
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City" as used in this Agreement, includes City, and any assignee of or successor to the rights, powers and responsibilities of City.

3. [§ 105] CLAFMA
CLAFMA is a limited liability company, organized and existing under the laws of the State of California.

The principal office of CLAFMA is located at q$2A i coxik\M c fk.-pheviciovavit.A.

Without the prior written approval of City, which approval shall not be unreasonably withheld, delayed or conditioned, CLAFMA shall not assign all or any part of its interest in this Agreement prior to January 1, 2025 (the "Performance Period"), unless to an entity substantially controlled by CLAFMA.

Wherever the term "CLAFMA" is used herein, such term shall also include any permitted nominee, assignee or successor in interest as herein provided.

C. [§ 106] Prohibition against Change in Ownership, Management and Control of CLAFMA
CLAFMA represents and agrees its purchase of the Property and its other undertakings pursuant to this Agreement, are, and will be, used for the purpose of Project and not for speculation in land holding. CLAFMA further recognizes, in view of:
a) the importance of the Project to the general welfare of the community; and b) the substantial financing and other public aids that have been made available by law and by the government for the purpose of making the Project possible; and
c) the fact a substantial change in beneficial ownership or a change in control of CLAFMA, or any other act or transaction involving or resulting in a significant change in the construction of the CLAFMA Board of Directors or the selection of its members or the degrees thereof, is for practical purposes a transfer or disposition of the Property,
the qualifications and identity of CLAFMA, and its principals, are of particular concern to the City. CLAFMA further recognizes it is because of such qualifications and identity City is entering into this Agreement with CLAFMA. No voluntary or involuntary successor in interest of CLAFMA shall acquire any rights or powers under this Agreement except as expressly set forth herein.
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“City” as used in this Agreement, includes City, and, any assignee of or successor to the rights, powers and responsibilities of City.

3. [§ 105] CLAFMA
CLAFMA is a limited liability company, organized and existing under the laws of the State of California.

The principal office of CLAFMA is located at W.

Without the prior written approval of City, which approval shall not be unreasonably withheld, delayed or conditioned, CLAFMA shall not assign all or any part of its interest in this Agreement prior to January 1, 2025 (the “Performance Period”), unless to an entity substantially controlled by CLAFMA.

Wherever the term “CLAFMA” is used herein, such term shall also include any permitted nominee, assignee or successor in interest as herein provided Control of CLAFMA
f
CLAFMA represents and agrees its purchase of the Property and its other undertakings pursuant to this Agreement, are, and will be, used for the purpose of Project and not for speculation in land holding. CLAFMA further recognizes, in view of:
(a) the importance of the Project to the general welfare of the community; and (b) the substantial financing and other public aids that have been made available by law and by the government for the purpose of making the Project possible; and
(c) the fact a substantial change in beneficial ownership or a change in control of CLAF MA, or any other act or transaction involving or resulting in a significant change in the construction of the CLAFMA Board of Directors or the selection of its members or the degrees thereof, is for practical purposes a transfer or disposition of the Property,
the qualifications and identity of CLAFMA, and its principals, are of particular concern to the City. CLAFMA further recognizes it is because of such qualifications and identity City is entering into this Agreement with CLAFMA. No voluntary or involuntary successor in interest of CLAFMA shall acquire any rights or powers under this Agreement except as expressly set forth herein.
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Prior to termination of the Performance Period and except as permitted by Section 316 below, CLAFMA shall not assign all or any part of this Agreement without the reasonable prior written approval of City.

City acknowledges CLAFMA's financing of the purchase, development and operation of the Property may include equity participation, which City agrees to reasonably approve as part of the financing, including assignment of this Agreement to a new entity, so long as CLAFMA remains responsible and retains control and management of that entity and the Property, unless otherwise reasonably approved, in writing, by City.

For the reasons cited above, CLAFMA represents and agrees for itself, and any permitted successor in interest, prior to the termination of the Performance Period, and without the prior written approval of City, as provided herein, there shall be no significant change in the construction of the CLAFMA Board of Directors or the selection of its members or the degree thereof, by any method or means, except as permitted by Section 316 below. As used herein, the phrase "significant change in ownership" shall mean a change of more than forty-nine percent 49%) of the ownership or control interests in CLAFMA.

CLAFMA shall promptly notify City of any and all changes whatsoever in the identity of the parties in control of CLAFMA or the degree thereof, of which it or any of its officers have been notified or otherwise have knowledge or information. This Agreement may be terminated by City pursuant to Section 511(c) if there is any significant change (voluntary or involuntary) in the construction of the CLAFMA Board of Directors or the selection of its members (other than such changes occasioned by the death or incapacity of any individual) prior to issuance of the termination of the Performance Period.

IT. [§ 200] DISPOSITION OF THE SITE
A. [§ 201] Purchase and Conveyance of the Site
In accordance with and subject to all the terms, covenants and conditions of this Agreement, CLAFMA agrees to purchase the Property from City for the total price of Six Hundred Fifty Thousand Dollars ($650,000.00) (the "Purchase Price") and to accept conveyance of the Property owned in fee by City. The Purchase Price shall be paid in accordance with the Schedule of Performance (Attachment No. 2).

B. [§ 202] Escrow
CLAFMA agrees to open an escrow for conveyance of the Property to CLAFMA, with Old Republic Title Insurance Company (the "Escrow Agent"), not later than the date established therefor in the Schedule of Performance (Attachment No. 2). Sections 103 through 107, and 201 through 208 (inclusive) of this Agreement shall constitute the joint escrow instructions of CLAFMA with respect to the sale of the Property, and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of escrow. 01068.0001/227339.1
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Page 57 of 133 ends

Prior to termination of the Performance Period and except as permitted by Section 3 16 below, CLAFMA shall not assign all or any part of this Agreement without'the reasonable. prior written approval of City.

City acknowledges CLAFMA’s financing of the purchase, development and operation of the Property may include equity participation, which City agrees to reasonably approve as part of the financing, including assignment of this Agreement to a new entity, so long as CLAFMA remains responsible and retains control and management of that entity and the Property, unless otherwise reasonably approved, in writing, by City.

For the reasons cited above, CLAFMA represents and agrees for itself, and any permitted successor in interest, prior to the termination of the Performance Period, and without the prior written approval of City, as provided herein, there shall be no significant change in the construction of the CLAFMA Board of Directors or the selection of its members or the degree thereof, by any method or means, except as permitted by Section 316 below. As used herein, the phrase “significant change in ownership” shall mean a change of more than forty-nine percent (49%) of the ownership or control interests in CLAFMA.

11. [§ 200] DISPOSITION or THE SITE
A. [§ 201] Purchase and Conveyance of the SE’
i In accordance with and subject to all the terms, covenants and conditions of this' Agreement, CLAFMA agrees to purchase the Property from City for the total price of Six Hundred Fifty Thousand Dollars ($650,000.00) (the “Purchase Price”) and to accept conveyance ' of the Property owned in fee by City. The Purchase Price shall be paid in accordance with the Schedule of Performance (Attachment No. 2).

B. [§ 202] Escrow
CLAFMA agrees to open an escrow for conveyance of the Property to CLAFMA, with Old Republic Title Insurance Company (the “Escrow Agent"), not later than the date established therefor in the Schedule of Performance (Attachment No. 2). Sections 103 through 107, and 201 through 208 (inclusive) of this Agreement shall constitute the joint escrow instructions of CLAFMA with respect to the sale of the Property, and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of escrow. cross . sour/221339 .1 .4.

Page 57 of 133 ends

CLAFMA and City shall provide such additional escrow instructions reasonably acceptable to CLAFMA and City and as shall be necessary and consistent with this Agreement.

The Escrow Agent hereby is empowered to act under such instructions, and upon indicating its acceptance thereof in writing, delivered to CLAFMA and City within five (5) days after the opening of the escrow, shall carry out its duties as Escrow Agent hereunder.

Upon delivery to the Escrow Agent by CLAFMA of the Grant Deed (defined in Section 204) for the Property and the Deed of Trust and Note (as defined hereinafter), the Escrow Agent shall record the Grant Deed in accordance with those escrow instructions; provided, that title to the Property can be vested in CLAFMA in accordance with the terms and provisions of this Agreement. The Escrow Agent shall buy, affix and cancel any transfer stamps required by applicable law, and pay any transfer tax required by law. Any insurance policies governing the Property are not to be transferred.

The Parties shall pay in escrow to the Escrow Agent, the following fees, charges and costs promptly after the Escrow Agent has notified CLAFMA of the amount of such fees, charges and costs, but at least one (1) business day before the close of escrow, and not earlier than ten (10) days prior to the scheduled date for the close of escrow for the Site:

1. The portion of the Purchase Price identified in the Schedule of Performance.

2. All escrow fees;

3. Recording fees;

4. Any State, County, City or other documentary stamps and transfer taxes;

5. The premium for the title insurance policy;

6. Costs necessary to place the title to the Property in the condition for conveyance required by the provisions of this Agreement; and

7. CLAFMA notary fees.

CLAFMA and City shall timely and properly execute, acknowledge and deliver the Grant Deed, in a form substantially similar to Attachment No. 4, or as otherwise approved by mutual consent of the parties, conveying title to the Property, to CLAFMA in accordance with the requirements of Section 205 of this Agreement, together with an estoppel certificate certifying CLAFMA has completed all acts necessary to entitle CLAFMA to such conveyance, if such be the fact.

The Escrow Agent is authorized to:
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CLAFMA and City shall provide such additional escrow instructions reasonably acceptable to CLAFMA and City and as shall be necessary and consistent with this Agreement.

Upon delivery to the Escrow Agent by CLAF MA of the Grant Deed (defined in Section 204) for the Property and the Deed of Trust and Note (as defined hereinafter), the Escrow Agent shall record the Grant Deed in accordance with those escrow instructions; provided, that title to the Property can be vested in CLAFMA in accordance with the terms and provisions of this Agreement. The Escrow Agent shall buy, affix and cancel any transfer stamps required by applicable law, and pay any transfer tax required by law. Any insurance policies governing the Property are not to be transferred.

The Parties shall pay in escrow to the Escrow Agent, the following fees, charges and costs promptly afier the Escrow Agent has notified CLAFMA of the amount of such fees, charges and costs, but at least one (1) business day before the close of escrow, and not earlier than ten (10) days prior to the scheduled date for the close of escrow for the Site:

1. The portion of the Purchase Price identified in the Schedule of Performance.

2. All escrow fees;

3. Recording fees;

4. Any State, County, City or other documentary stamps and transfer taxes;

5. The premium for the title insurance policy;

6. Costs necessary to place the title to the Property in the condition for conveyance required by the provisions of this Agreement; and

7. CLAFMA notary fees.

CLAFMA and City shall timely and properly execute, acknowledge and deliver the Grant Deed, in a form substantially similar to Attachment No. 4, or as otherwise approved by mutual consent of the parties, conveying title to the Property, to CLAFMA' in accordance with the requirements of Section 205 of this Agreement, together with an estoppel certificate certifying CLAFMA has completed all acts necessary to entitle CLAFMA to such conveyance, if such be the fact.

The Escrow Agent is authorized to:
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1, Pay, and charge CLAFMA for any fees, charges and costs payable under this Section 202 of this Agreement. Before such payments are made, the Escrow Agent shall notify CLAFMA of the fees, charges and costs necessary to clear title and close the escrow.

2. Deliver the Grant Deed, and other documents to the parties entitled thereto when the conditions of this escrow have been fulfilled by CLAFMA. 3_ Record any instruments delivered through this escrow if necessary or proper to vest title in CLAFMA in accordance with the terms and provisions of the escrow instructions portion of this Agreement (Sections 103-105 and 201-208).

All funds received in this escrow shall be deposited by the Escrow Agent with other escrow funds of the Escrow Agent in a general escrow account or accounts with any state or national bank doing business in the State of California. Such funds may be transferred to any other such general escrow account or accounts. Such funds shall be deposited into an interest bearing account, subject to agreement of the Escrow Agent.

If this escrow is not in condition to close on or before the time established therefor in Section 203 of this Agreement, then either party who then shall have fully performed the acts to be performed before the close of escrow, in addition to all other remedies available hereunder and at law or equity, may, in writing, demand the return of its money, papers. or documents. No demand for return shall be recognized until ten (10) days after the Escrow Agent shall have mailed copies of such demand to the other party at the address of its principal place of business.

Objections, if any, shall be raised by written notice to the Escrow Agent and to the other party within the ten-day (10 -day) period. If any objections are raised within the ten-day (10 -day) period, then the Escrow Agent is authorized to hold the money, paper and documents until instructed by mutual agreement of the parties or upon failure thereof by a court of competent jurisdiction. If no such demands are made, the escrow shall be closed as soon as possible.

If objections are raised as above provided for, then the Escrow Agent shall not be obligated to return any such money, papers or documents except upon the written instructions of City and CLAFMA, or until the party entitled thereto has been determined by a final decision of a court of competent jurisdiction. If no such objections are made within said ten-day (10 -day) period, then the Escrow Agent shall immediately return the demanded money, papers or documents to the party depositing the same.

Any amendments to these escrow instructions shall be in writing and signed by City and CLAFMA. At the time of any amendment the Escrow Agent shall agree to carry out fts duties as Escrow Agent under such amendment.
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I. Pay, and charge CLAFMA for any fees, charges and costs payable under this Section 202 of this Agreement. Before such payments are made, the Escrow Agent shall notify CLAFMA of the fees, charges and costs necessary to clear title and close the escrow.

2. Deliver the Grant Deed, and other documents to the parties entitled thereto when the conditions of this escrow have been fulfilled by CLAFMA.

3. Record any instrmnents delivered through this escrow if necessary or proper to vest title in CLAFMA in accordance with the terms and provisions of the escrow instructions portion of this Agreement (Sections 103-105 and 201—208).

If this escrow is not in condition to close on or before the time established therefor in Section 203 of this Agreement, then either party who then shall have fully performed the acts to ' be performed before the close of escrow, in addition to all other remedies available hereunder and at law or equity, may, in writing, demand the return of its money, papers, or documents. No demand for return shall be recognized until ten (10) days after the Escrow Agent shall have mailed copies of such demand to the other party at the address of its principal place of business.

Objections, if any, shall be raised by written notice to the Escrow Agent and to the other party within the ten-day (10-day) period. Ifany objections are raised within the ten-day (10-day) period, then the Escrow Agent is authorized to hold the money, paper and documents until instructed by mutual agreement of the parties or upon failure thereof by a court of competent jurisdiction. If no such demands are made, the escrow shall be closed as soon as possible.

If objections are raised as above provided for, then the Escrow Agent shall not be obligated to return any such money, papers or documents except upon the written instructions of City and CLAFMA, or until the party entitled thereto has been determined by a final decision of a court of competent jurisdiction. If no such objections are made within said ten-day (10-day) period, then the Escrow Agent shall immediately return the demanded money, papers or documents to the party depositing the same.

Any amendments to these escrow instructions shall be in writing and signed by City and CLAFMA. At the time of any amendment the Escrow Agent shall agree to carry out its duties as Escrow Agent under such amendment.
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All communications from the Escrow Agent to City or CLAFMA shall be directed to the addresses and in the manner established in Section 601 of this Agreement for notices, demands and communications between City and CLAFMA.

The liability of the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Sections 103 through 105, and 201 through 209 (inclusive) of this Agreement.

C. [§ 203] Conveyance of Title and Delivery of Possession If satisfactory completion of all actions, which must be completed prior to conveyance of the Property from City to CLAFMA, as described herein and in the Schedule of Performance Attachment No. 2), has occurred, then conveyance to and acceptance by CLAFMA of title and possession to the Property, in accordance with the provisions of Section 205 of this Agreement shall be completed on or prior to the date specified in the Schedule of Performance (Attachment No. 2), or such later date as mutually agreed to in writing by City and CLAFMA and communicated in writing to the Escrow Agent. City and CLAFMA agree to perform all acts necessary for recordation of the Grant Deed for the Property, in sufficient time for escrow to be closed in accordance with the foregoing provisions.

Access and entry to the Property may be granted before conveyance of title as permitted pursuant to Section 213 of this Agreement.

The following are conditions precedent to CLAFMA's obligation to accept and City's obligation to convey any and all portions of the Property. City or CLAFMA, at either's option, may terminate this Agreement if any condition or obligation, set forth below, is not satisfied by City or CLAFMA, as applicable, or waived in writing by City and CLAFMA, as applicable, within the times required by this Agreement.

1. CLAFMA's submission and approval by City of Evidence of Financing pursuant to Section 214 for the construction of the Project and the close of any escrow for that financing concurrently with the close of escrow for the conveyance of the Property to CLAFMA.

2. Proof of CLAFMA's entitlement to issuance of required building permits from City for the Improvements.

3. CLAFMA's execution (as Grantee) and delivery of the Grant Deed in substantially the form appended hereto as Attachment No. 4.

4. CLAFMA's payment of a portion of the Purchase Price in accordance with the Schedule of Performance.

5. CLAFMA's execution and delivery to Escrow of the Note and Deed of Trust 01068.0001/227339.1
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All communications from the Escrow Agent to City or CLAFMA shall be directed to the addresses and in the manner established in Section .601 of this Agreement for notices, demands and communications between City and CLAFMA.

The liability of the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Sections 103 through 105, and 201 through 209 (inclusive) of this Agreement.

C. [§ 203] Conveyance of Title and Delivery of Possession If satisfactory completion of all actions, which must be completed prior to conveyance of the Property fiom City to CLAFMA, as described herein and in the Schedule of Performance (Attachment No. 2), has occurred, then conveyance to and acceptance by CLAFMA of title and possession to the Property, in accordance with the provisions of Section 205 of this Agreement shall be completed on or prior to the date specified in the Schedule of Performance (Attachment No. 2), or such later date as mutually agreed to in writing by City and CLAFMA and communicated in writing to the Escrow Agent. City and CLAFMA agree to perform all acts necessary for recordation of the Grant Deed for the Property, in sufficient time for escrow to be closed in accordance with the foregoing provisions.

Access and entry to the Property may be granted before conveyance of titleas permitted pursuant to Section 213 of this Agreement.

The following are conditions precedent to CLAFMA’s obligation to accept and City’s obligation to convey any and all portions of the Property. City or CLAFMA, at either’s option, may terminate this Agreement if any condition or obligation, set forth below, is not satisfied by City or CLAFMA, as applicable, or waived in writing by City and CLAFMA, as applicable, within the times required by this Agreement.
1‘. CLAFMA’s submission and approval by City of Evidence of Financing pursuant to Section 214 for the construction of the Project and the close of any escrow for that financing concurrently with the close of escrow for the conveyance of the Property to CLAFMA.

2. Proof of CIAFMA’ s entitlement to issuance of required building penmts from City for the Improvements.

3. CLAFMA’s execution (as Grantee) and delivery of the Grant Deed in substantially the form appended hereto as Attachment No. 4.

4. CLAFMA’s payment of a portion of the Purchase Price in accordanceWith the Schedule of Performance.

5. CLAFMA’s execution and delivery to Escrow of the Noteand Deed of Trust OIGSE.EOO.1X227339.1
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both as defined herein).

6. CLAFMA's full compliance with all of the provisions of this Agreement.

D. [§ 204] Form of Grant Deed
City shall, if at all, convey to CLAFMA title to the Property, in the condition of title provided in Section 205 of this Agreement, by Grant Deed (the "Grant Deed") in a form substantially similar to the forms attached hereto and incorporated herein as Attachments No. 4.

E. [§ 205] Condition of Title
City shall, if at all, convey to CLAFMA fee simple merchantable title to the Property free and clear of all recorded and unrecorded liens, encumbrances, assessments, easements (except as described in the Grant Deed), leases, taxes, and other matters affecting title, except those which are specifically agreed to by City and CLAFMA through this Agreement and included in the Grant Deed, and those which are otherwise consistent with this Agreement and which are acceptable to City and CLAFMA; provided, however, that no covenants, conditions, restrictions or equitable servitudes shall prohibit or limit the development permitted by the Scope of Development (Attachment No. 3), and provided, further, that any and all monetary liens and encumbrances shall be fully discharged and satisfied prior to conveyance of the Property to CLAFMA. CLAFMA shall have a period of no more than ten (10) business days after receipt of a preliminary title report and all underlying documents to review and approve or disapprove the condition of title to the Site.

All references to conveyance of title in this Agreement shall also mean delivery of possession as referred to in this Section as the context may require.

F. [§ 206] Time for and Place of Delivery of the Grant Deed Subject to any mutually agreed upon extension of time, City and CLAFMA shall deposit the Grant Deed for the Property with the Escrow Agent on or before the date established for closing escrow in the Schedule of Performance (Attachment No. 2 to this Agreement).

G. [§ 207] Recordation of the Grant Deed
Upon satisfactory completion of the obligations set forth 201 through 208 (inclusive), Escrow Agent shall deliver to CLAFMA a title insurance policy insuring title in conformity with Section 208 of this Agreement and the file the Grant Deed and Deed of Trust for recordation among the land records in the Office of the County Recorder for Los Angeles County.

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(both as defined herein).
'6. CLAFMA's firll compliance with all ofthe provisions of this Agreement.

D. [§ 204] Form of Grant Deed
City shall, if at all, convey to CLAFMA title to the Property, in the condition of title, provided in Section 205 of this Agreement, by Grant Deed (the “Grant Deed”) in a form substantially similar to the forms attached hereto and incorporated herein as Attachments No. 4.

E. [§ 205] Confltion ofTitle
City shall, if at all, convey to CLAFMA fee simple merchantable title to the Property fine and clear of all recorded and unrecorded liens, encumbrances, assessments, easements (except as described in the Grant Deed), leases, taxes, and other matters affecting title, except those which are specifically agreed to by City and CLAFMA through this Agreement and included in the Grant Deed, and those which are otherwise consistent with this Agreement and which are acceptable to City and CLAFMA; provided, however, that no covenants, conditions, restrictions or equitable servitudes shall prohibit or limit the development permitted by the Scope of Development (Attachment No. 3), and provided, further, that any and all monetary liens and encumbrances shall be fully discharged and satisfied prior to conveyance of the Property to CLAFMA. CLAFMA shall have a period of no more than ten (10) business days afier receipt of a preliminary title report and all underlying documents to review and approve or disapprove the condition of title to the Site.

All references to conveyance of title in this Agreement shall also mean delivery of possession as referred to in this Section as the context may require.

F. [§ 206] Time for and Place of Deliyegy of the Grant Deed Subject to any mutually agreed upon extension of time, City and CLAFMA shall deposit the Grant Deed for the Property with the Escrow Agent on or before the dateestablished for closing escrow in the Schedule of Performance (Attachment No. 2 to this Agreement).

G. [(5 207] ReQrdation of the Grant Deed
Upon satisfactory completion of the obligations set forth 201 through 208 (inclusive), Escrow Agent shall deliver to CLAFMA a title insurance policy insuring title in conformity with Section 208 of this Agreement and the file the Grant Deed and Deed of Trust for recordation among the land records in the Office of the County Recorder for Los Angeles County.

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H. [§ 208] Title Insurance
Concurrent with the recordation of the Grant Deed, Escrow Agent or another title insurance company satisfactory to City and CLAFMA (the "Title Co.") shall provide and deliver to CLAFMA an CLTA title insurance policy issued by the Escrow Agent or Title Co. (whichever is applicable) insuring title to the Property are vested in CLAFMA in the condition required by Section 205 of this Agreement. The Escrow Agent or Title Co. (whichever is applicable) shall provide CLAFMA and City with a copy of the title insurance policy. The title insurance policy shall be in such amount as CLAFMA may specify.

Concurrent with the issuance of the title policy for the Site, the Escrow Agent or Title Co. whichever is applicable) shall, if requested by CLAFMA, provide CLAFMA with an endorsement to insure the amount of the Project costs as constructed on the Site, and such other endorsements as CLAFMA may reasonably request.

CLAFMA shall pay for all premiums, including those for any extended coverage or special endorsements.

1. [§ 209] Taxes and Assessments
Ad valorem taxes and assessments levied, assessed or imposed on the Property, and taxes upon this Agreement or any rights thereunder, levied, assessed or imposed for any period commencing after conveyance of title to the Property to CLAFMA, shall be borne by CLAFMA.

All ad valorem taxes and assessments levied, assessed or imposed for any period prior to conveyance of title to the Property shall be paid by CLAFMA.

J. [§ 210] Occupants of the Site
CLAFMA agrees title to the Property shall be conveyed free of any possession or right of possession, except that of CLAFMA (and excepting the right of entry in favor of City, as referred to in Section 311, the easements described in the Grant Deed), unless waived in writing by CLAFMA.

K. [§ 211 ] Zoning of the Property
The parties understand and agree the use of the Property for the Project shall meet City's applicable zoning laws, rules, regulations and ordinances, prior to conveyance of the Property to CLAFMA, subject to all applicable land use entitlement procedures and approvals; provided, that the parties understand City cannot and does not expressly or impliedly commit to any specific land use decision as a result of the applicable entitlement processes.

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H. [§ 208] Title Insmge
Concurrent with the recordation of the Grant Deed, Escrow Agent or another title insurance company satisfactory to City and CLAFMA (the “Title Go”) shall provide and deliver to CLAFMA an CLTA title insurance policy issued by the Escrow Agent or Title Co. (whichever is applicable) insuring title to the Property are vested in CLAFMA in the condition required by Section 205 of this Agreement. The Escrow Agent or Title Co. (whichever is applicable) shall provide CLAFMA and City with a copy of the title insurance policy. The title insurance policy shall be in such amount as CLAFMA may specify.

Concurrent with the issuance of the title policy for the Site, the Escrow Agent or Title Co. (whichever is applicable) shall, if requested by CLAFMA, provide CLAFMA with an endorsement to insure the amount of the Project costs as constructed on the Site, and such other endorsements as CLAFMA may reasonably request.

CLAFMA shall pay for all premiums, including those for any extended coverage or special endorsements.

I. [§ 209] Taxes and Assessments
Ad valorem taxes and assessments levied, assessed or imposed on the Property, and taxes upon this Agreement or any rights thereunder, levied, assessed or imposed for any period commencing after conveyance of title to the Property to CLAFMA, shall be borne by CLAFMA.

All ad valorem taxes and assessments levied, assessed or imposed for any period prior to conveyance of title to the Property shall be paid by CLAFMA.

J. [§ 210] o_cct_tpants of the Site
CLAFMA agrees title to the Property shall be conveyed free of any possession or right of possession, except that of CLAFMA (and excepting the right of entry in favor of City, as referred to in Seen-0n 311, the easements described in the Grant Deed), unless waived in writing by CLAFMA.

K- [§ 211] W
The parties understand and agree the use of the Property for the Project shall meet City’s applicable zoning laws, rules, regulations and ordinances, prior to conveyance of the Property to CLAFMA, subject to all applicable land use entitlement procedures and approvals; provided, that the parties understand City cannot and does not expressly or impliedly commit to any specific land use decision as a result of the applicable entitlement processes. 01968.0001/237339.1

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L. [§ 212] Condition of the Site
CLAFMA, at its own expense and in consultation with CLAFMA and City, may employ a qualified soil engineer, geologist and environmental consultant for the purpose of investigating and determining the soil and water condition of the Properly, hazardous materials (as defined below) in any existing structure on the Site and the suitability of the Property for economically feasible development thereon by CLAFMA in accordance with this Agreement.

If at all, the Property shall be delivered from City to CLAFMA in an "as is" condition, with no warranty, express or implied by CLAFMA as to the condition of the soil and water, their geology or the presence of known or unknown faults or any structures or hazardous materials (as defined below) on the Property. It shall be the responsibility of CLAFMA, at CLAFMA's expense, to investigate and determine the soil, water and material conditions of the Property and building thereon and the suitability of the Property for the development to be constructed by CLAFMA_ If the soil, water or material conditions of the Property, or any part thereof, are not in all respects entirely suitable for the use or uses to which the Property will be put, then it is the sole responsibility and obligation of CLAFMA to take such action as may be necessary to place the Property and the soil, water and material conditions thereof in all respects in a condition entirely suitable for the development of the Property.

To the best of City's knowledge, but without any duty of inquiry, and other than as may be disclosed in reports and information which have been shared with CLAFMA, there is no existing environmental contamination or other adverse site conditions (including archeological or building materials) on the Property.

As between City and CLAFMA, CLAFMA shall be solely responsible for all necessary testing of the Property for hazardous materials pursuant to all applicable laws, statutes, rules and regulations. As between City and CLAFMA, CLAFMA shall also be responsible for site conditions, including, but not limited to, flood zones, Alquist-Priolo, and similar matters. For purposes of this Agreement, "hazardous materials" shall mean asbestos; polychlorinated biphenyls (whether or not highly chlorinated); radon gas; radioactive materials; explosives; chemicals known to cause cancer or reproductive toxicity; hazardous waste, toxic substances or related materials; petroleum and petroleum product, including, but not limited to, gasoline and diesel fuel; those substances defined as a "Hazardous Substance", as defined by section 9601 of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. 9601, et seq., or as "Hazardous Waste" as defined by section 6903 of the Resource Conservation and Recovery Act, 42 U.S.C. 6901, et seq.; an "Extremely Hazardous Waste," a Hazardous Waste" or a "Restricted Hazardous Waste," as defined by The Hazardous Waste Control Law under sections 25115, 25117 or 25122.7 of the California Health and Safety Code, or is listed or identified pursuant to section 25140 of the California Health and Safety Code; a Hazardous Material", "Hazardous Substance," "Hazardous Waste" or "Toxic Air Contaminant" as defined by the California Hazardous Substance Account Act, laws pertaining to the underground storage of hazardous substances, hazardous materials release response plans, or the California Clean Air Act under sections 25316, 25281, 25501, 25501.1 or 39655 of the 01068.0001/227339.1
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L. [§ 212] Condition of the Site
CLAFMA, at its own expense and in consultation with CLAFMA and City, may employ a qualified soil engineer, geologist and environmental consultant for the purpose of investigating and determining the soil and water condition of the Property, hazardous materials (as defined below) in any existing structure on the Site and the suitability of the Property for economically feasible development thereon by CLAFMA in accordance with this Agreement.

If at all, the Property shall be delivered from City to CLAFMA in an “as is” condition, with no warranty, express or implied by CLAFMA as to the condition of the soil and water, their geology or the presence of known or unknown faults or any structures or hazardous materials (as defined below) on the Property. It shall be the responsibility of CLAFMA, at CLAFMA’s expense, to investigate and determine the soil, water and material conditions of the Propertyand building thereon and the suitability of the Property for the development to be constructed by CLAFMA. If the soil, water or material conditions of the Property, or any part thereof, are not in all respects entirely suitable for the use or uses to which the Property will be put, then it is the sole responsibility and obligation of CLAFMA to take such action as may be necessary to place the Property and the soil, water and material conditions thereof in all respects in a condition entirely suitable for the development of the Property.

To the best of City’s knowledge, but without any duty of inquiry, and other than as may be disclosed in reports and information which have been shared with CLAFMA, there is no ‘ existing environmental contamination or other adverse site conditions (including archeological or building materials) on the Property.

As between City and CLAFMA, CLAFMA shall be solely responsible for all necessary testing of the Property for hazardous materials pursuant to all applicable laws, statutes, rules and regulations. As between City and CLAFMA, CLAFMA shall also be responsible for site conditions, including, but not limited to, flood zones, Alquist-Priolo, and similar matters. For purposes of this Agreement, “hazardous materials” shall mean asbestos; polychlorinated biphenyls (whether or not highly chlorinated); radon gas; radioactive materials; explosives; chemicals known to cause cancer or reproductive toxicity; hazardous waste, toxic substances or related materials; petroleum and petroleum product, including, but not limited to, gasoline and ‘ diesel fuel; those substances defined as 3 "Hazardous Substance", as defined by section 9601 of the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. 9601, et seq., or as “Hazardous Waste” as defined by section 6903 of the Resource Conservation and Recovery Act, 42 U.S.C. 6901, et seq. ; an “Extremely Hazardous Waste,” a “Hazardous Waste” or a “Restricted Hazardous Waste,” as defined by The Hazardous Waste Control Law under sections 25115, 25117 or 25122.7 of the California Health and Safety Code, or is listed or identified pursuant to section 25140 of the California Health and Safety Code; 9. “Hazardous Material", “Hazardous Substance,” “Hazardous Waste” or “Toxic Air Contaminant" as defined by the California Hazardous Substance Account Act, laws pertaining to the underground storage of hazardous substances, hazardous materials release response plans, or the California Clean Air Act under sections 25316, 25281, 25501, 25501.1 or 39655 of the 01068 . 0001/227339 . 1 ~10-

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California Health and Safety Code; "Cil" or a "Hazardous Substance" listed or identified pursuant to section 311 of the Federal Water Pollution Control Act, 33 U.S.C. 1321; a Hazardous Waste," "Extremely Hazardous Waste" or an "Acutely Hazardous Waste" listed or defined pursuant to Chapter 11 of Title 22 of the California Code of Regulations sections 66261.1 - 66261.126; chemicals listed by the State of California under Proposition 65 Safe Drinking Water and Toxic Enforcement Act of 1986 as a chemical known by the State to cause cancer or reproductive toxicity pursuant to section 25249.8 of the California Health and Safety Code; a material which due to its characteristics or interaction with one or more other substances, chemical compounds, or mixtures, materially damages or threatens to materially damage, health, safety, or the environment, or is required by any law or public agency to be remediated, including remediation which such law or government agency requires in order for the property to be put to the purpose proposed by this Agreement; any material whose presence would require remediation pursuant to the guidelines set forth in the State of California Leaking Underground Fuel Tank Field Manual, whether or not the presence of such material resulted from a leaking underground fuel tank; pesticides regulated under the Federal insecticide, Fungicide and Rodenticide Act, 7 U.S.C. 136 et seq.; asbestos, PCBs, and other substances regulated under the Toxic Substances Control Act, 15 U.S.C. 2601 et seq.; any radioactive material including, without limitation, any source material," "special nuclear material," "by-product material," "low-level wastes," "high- level radioactive waste," "spent nuclear fuel" or "transuranic waste" and any other radioactive materials or radioactive wastes, however produced, regulated under the Atomic Energy Act, 42 U.S.C. 2011 et seq., the Nuclear Waste Policy Act, 42 U.S.C. 10101 et seq., or pursuant to the California Radiation Control Law, California Health and Safety Code sections 25800 et seq.; hazardous substances regulated under the Occupational Safety and Health Act, 29 U.S.C. 651 et seq., or the California Occupational Safety and Health Act, California Labor Code sections 6300 et seq.; or regulated under the Clean Air Act, 42 U.S.C. 7401 et seq. or pursuant to The California Clean Air Act, sections 3900 et seq. of the California Health and Safety Code. Any studies and reports generated by CLAFMA's testing for hazardous materials shall be made available to City upon request.

M. [§ 213] This section intentionally omitted.

N. [§ 214] Submission of Evidence of Financing
Within the times established therefor in the Schedule of Performance (Attachment No. 2), CLAFMA shall submit to City evidence, reasonably satisfactory to City, CLAFMA has obtained the financing or otherwise dedicated readily accessible equity necessary for (i) the purchase of the Property, (ii) the maintenance of and installation of improvements to the Flora Vista Facility during the Performance Period, (iii) the installation of the improvements necessary to operate the Fire Museum within the time established by the Schedule of Performance (Attachment No. 2), and (iv) operation of the Fire Museum during the Performance Period, all in accordance with this Agreement.

For purposes of this Agreement, evidence of financing shall mean:
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California Health and Safety Code; “Oil” or a “Hazardous Substance” listed or identified pursuant to section 311 of the Federal Water Pollution Control Act, 33 U.S.C. 1321; a “Hazardous Waste,” “Extremely Hazardous Waste” or an “Acutely Hazardous Waste” listed or defined pursuant to Chapter 11 of Title 22 of the California Code of Regulations sections 66261.1 - 66261 . 126; chemicals listed by the State of California under Proposition 65 Safe Drinking Water and Toxic Enforcement Act of 1986 as a chemical known by the State to cause cancer or reproductive toxicity pursuant to section 25249.8 of the California Health and Safety Code; a material which due to its characteristics or interaction with one or more other substances, chemical compounds, or mixtures, materially damages or threatens to materially damage, health, safety, or the environment, or is required by any law or public agency to be remediated, including remediation which such law or government agency requires in order for the property to be put to the purpose proposed by this Agreement; any material whose presence would require remediation pursuant to the guidelines set forth in the State of California Leaking Underground Fuel Tank Field Manual, whether or not the presence of such material resulted flour a leaking underground fiiel tank; pesticides regulated under the Federal Insecticide, Fungicide and Rodenticide Act, 7 U.S.C. 136 et seq.; asbestos, PCBs, and other substances regulated under the Toxic Substances Control Act, 15 U.S.C. 2601 et seq.; any radioactive material including, without limitation, any “source material,” “special nuclear material,” “by-product material,” “low-level wastes," “high- level radioactive waste,” “spent nuclear fuel” or “transuranic waste” and any other radioactive materials or radioactive wastes, however produced, regulated under the Atomic Energy Act, 42 U.S.C. 201 1 et seq., the Nuclear Waste Policy Act, 42 U.S.C. 10101 et seq., or pursuant to the California Radiation Control Law, California Health and Safety Code sections 25800 et seq.; hazardous substances regulated under the Occupational Safety and Health Act, 29 U.S.C. 651 et seq., or the California Occupational Safety and Health Act, California Labor Code sections 6300 et seq.; or regulated under the Clean Air Act, 42 U.S.C. 7401 et seq. or pursuant to The California Clean Air Act, sections 3900 et seq. of the California Health and Safety Code. Any studies and reports generated by CLAFMA’s testing for hazardous materials shall be made available to City upon request.

M. [§ 213] This section intentionally omitted.

N. [§ 214] Submission of Evidence of Fm ageing
Within the times established therefor in the Schedule of Performance (Attachment No. 2), CLAFMA shall submit to City evidence, reasonably satisfactory to City, CLAFMA has obtained the financing or otherwise dedicated readily accessible equity necessary for (i) the purchase of the Property, (ii) the maintenance of and installation of improvements to the Flora Vista Facility during the Performance Period, (iii) the installation of the improvements necessary to operate the Fire Museum within the time established by the Schedule of Performance (Attachment No. 2), and (iv) operation of the Fire Museum during the Performance Period, all in accordance with this Agreement.

For purposes of this Agreement, evidence of financing shall mean:
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1. A copy of all loan documents (e.g., notes, deed of trust) to be executed or recorded concurrent with the Grant Deed in order to assure closing and complete funding for the acquisition and development of the Flora Vista Facility, including any deposits which may be needed;

2. Evidence reasonably satisfactory to City of sources of equity capital sufficient to demonstrate CLAFMA has adequate funds legally committed to cover the cost of the purchase of the Property;

3. Evidence reasonably satisfactory to City of sources of equity capital sufficient to demonstrate CLAFMA has adequate funds legally committed to cover the cost of the improvement and operation of the Flora Vista Facility; and

4. Evidence reasonably satisfactory to City of sources of equity capital sufficient to demonstrate CLAFMA has adequate funds legally committed to cover the cost of the installation of the improvements necessary to operate the Fire Museum within the time established by the Schedule of Performance (Attachment No. 2), and operation of the Fire Museum during the Performance Period.

City's City Manager or his/her designee ("City staff") shall approve or disapprove such evidence of financing solely for consistency with this Agreement, within the times established in the Schedule of Performance. Such approval shall not be unreasonably withheld, delayed or conditioned. Failure of City to approve or disapprove any such evidence of financing within such time shall be deemed disapproval. If City staff affirmatively disapproves any such evidence of financing, then City staff shall do so by written notice to CLAFMA stating the reasons for such disapproval.
ffl. [§ 300] DEVELOPMENT OF THE PROJECT
A. [§ 301] Development of the Project

1. [§ 302] Scope of Development
The Property shall be used and developed for the Flora Vista Facility in accordance with and within the limitations established therefor in the Scope of Development (Attachment No. 3).

The Fire Museum shall be developed and used in accordance with and within the limitations established therefor in the Scope of Development (Attachment No. 3). The parties agree and understand City shall be responsible for construction of the shell and related on-site and off-site improvements for the building that will house the Fire Museum, as well as all the tenant improvements for that building except for the area devoted to the Fire Museum. 61068.0001/227339.1
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1. A copy of all loan documents (eg., notes, deed of trust) to be executed or recorded concurrent with the Grant Deed in order to assure closing and complete funding for the acquisition and development of the Flora Vista Facility, including any deposits which may be needed;

2. Evidence reasonably satisfactory to City of sources of equity capital suflicient to demonstrate CLAFMA has adequate funds legally committed to cover the cost of the purchase of the Property;

3. Evidence reasonably satisfactory to City of sources of equity capital sufficient to demonstrate CLAFMA has adequate funds legally committed to cOVer the cost of the improvement and operation of the Flora Vista Facility, and

4. Evidence reasonably satisfactory to City of sources of equity capital sufficient to demonstrate CLAFMA has adequate fimds legally committed to cover the cost of the installation of the improvements necessary to operate the Fire Museum within the time established by the Schedule of Performance (Attachment No. 2), and operation of the Fire Museum during the Performance Period.

City’s City Manager or his/her designee ("City staff’) shall approve or disapprove such evidence of financing solely for consistency with this Agreement, within the times established in ‘the Schedule of Performance. Such approval shall not be unreasonably withheld, delayed or conditioned. Failure of City to approve or disapprove any such evidence of financing within such time shall be deemed disapproval. If City staff affirmatively disapproves any such evidence of financing, then City staff shall do so by written notice to CLAFMA stating the reasons for such disapproval.
111. [§ 300] DEVELOPMENT OF THE PROJECT
A. [§ 301]Development of the Project
I. ' [§ 302] Scope of Deyelopment
The Property shall be used and developed for the Flora Vista Facility in accordance with and'within the limitations established therefor in the Scope of Development (Attachment No. 3).

The Fire Museum shall be developed and used in accordance with and within the limitations established therefor in the Scope of Development (Attachment No. 3). The parties agree and understand City shall be responsible for construction of the shell and related on—site and off-site improvements for the building that will house the Fire Museum, as well as all the tenant improvements for that building except for the area devoted to the Fire Museum. em as . oum/savssa‘;.1
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2. [§ 303] Plans and Specifications
As part of its submittal to City for entitlements for the Flora Vista Facility and the Fire Museum, CLAFMA shall include all necessary plans and specifications needed for the Project, including for construction and installation of all related building improvements, on-site and off- site public improvements, hardscape and landscape for the Flora Vista Facility and all the construction and installation of the interior and exterior improvements for the Fire Museum that is the responsibility of CLFMA (the "Plans and Specifications"). The Project and Fire Museum shall be developed as established in the Plans and Specifications, as approved by City through City's then applicable entitlement process. In addition, CLAFMA's design team shall regularly seek input from City staff as to the design of the Project.

3. [§ 304] This section intentionally omitted.

4. [§ 305] Construction Drawings and Related Documents
CLAFMA shall prepare and submit to City staff construction drawings and related documents (collectively called the "Final Construction Drawings") for the Project and the Fire Museum for review, and written approval at the times established therefor in the Schedule of Performance (Attachment No. 2). The Final Construction Drawings shall conform to the Plans and Specifications and City entitlements.

During the preparation of Plans and Specifications and Final Construction Drawings, City staff and CLAFMA shall hold regular progress meetings, as needed, to coordinate the preparation of, submission to and review of the same and related documents by City staff. City staff and CLAFMA shall communicate and consult informally as frequently as is necessary to insure the formal submittal of any documents to City staff can receive prompt and speedy consideration.

If on or before October 3, 2015, the Property is not conveyed to CLAFMA or the parties do not enter into a lease agreement (as described in Section 701), then City agrees to reimburse CLAFMA for planning, and building fees CLAFMA actually pays to City in relation to Sections 305 and 305.

5. [§ 306] Approval of Plans, Drawings and Related Documents The parties understand and agree the Plans and Specifications, including any proposed material changes therein, may be reviewed by City as part of the normal entitlement and building permit process. CLAFMA, upon receipt of a disapproval based upon governmental land use authority reserved to City, shall revise the Plans and Specifications and shall resubmit such revised Plans and Specifications to City as soon as possible after receipt of the notice of disapproval.

If any revisions or corrections of Plans and Specifications or Final Construction Drawings approved by City shall be required by any government official, agency, department or bureau 01068.0001/227339.1
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2. [§ 303] Plans and Specifications
As part of its submittal to City for entitlements for the Flora Vista Facility and the Fire Museum, CLAFMA shall include all necessary plans and specifications needed for the Project, including for construction and installation of all related building improvements, on-site and off- site public improvements, hardscape and landscape for the Flora Vista Facility and all the construction and installation of the interior and exterior improvements for the Fire Museum that is the responsibility of CLFMA (the “Plans and Specifications”). The Project and Fire Museum shall be developed as established in the Plans and Specifications, as approved by City through City's then applicable entitlement process. In addition, CLAFMA’s design team shall regularly seek input from City staff as to the design of the Project.

3. [§ 304] This section intentionally omitted.

4. [§ 305] Cgigtruction Dram'ngs and Related Documents
CLAFMA shall prepare and submit to City staff construction drawings and related documents (collectively called the “Final Construction Drawings”) for the Project and the Fire Museum for review, and written approval at the times established therefor in the Schedule of Performance (Attachment No. 2). The Final Construction Drawings shall conform to the Plans and Specifications and City entitlements.

During the preparation of Plans and Specifications and Final Construction Drawings, City stafi and CLAFMA shall hold regular progress meetings, as needed, to coordinate the preparation of, submission to and review of the same and related documents by City staff. City staff and CLAFMA shall communicate and consult informally as frequently as is necessary to insure the formal submittal of any documents to City staff can receive prompt and speedy consideration.

Ifon or before October 3, 2015, the Property is not conveyed to CLAFMA or the parties do not enter into a lease agreement (as described in Section 701), then City agrees to reimburse CLAFMA for planning, and building fees CLAFMA actually pays to City in relation to Sections 305 and 306.

5. [§ 3061 Approval of Plans, Drawings Ed Relm Documents \
The parties understand and agree the Plans and Specifications, including any proposed material changes therein, may be reviewed by City as part of the normal entitlement and building permit process. CLAFMA, upon receipt of a disapproval based upon governmental land use authority reserved to City, shall revise the Plans and Specifications and shall resubmit such revised Plans and Specifications to City as soon as possible after receipt of the notice of disapproval.
_ If any revisions or corrections of Plans and Specifications or Final Construction Drawings approved by City shall be required by any government official, agency, department or bureau 01068.0001/227339.1 -13-

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having jurisdiction over any part of the Project, then City shall cooperate in efforts to obtain waivers of such requirements or to develop mutually acceptable alternatives.

If CLAFMA desires to make any material change in the Final Construction Drawings after their approval by City, then such proposed change shall be submitted to City as required by City's building permit processing for approval. A material change as referred to in this Section means a material change in the amount, configuration, or character of development or a material change in the external architectural appearance of the Project as previously approved. lfthe Final Construction Drawings, as modified by the proposed change, conform to the requirements of Section 305 and the Scope of Development (Attachment No. 3), then the proposed change shall first be approved by City, in writing, within twenty (20) days after submission. Such change in the Final Construction Drawings shall, in any event, be deemed disapproved by City, unless approved, in writing.

6. [§ 307] Cost of Construction
The cost of the improvements to the Flora Vista Facility and the Fire Museum, including any required on-site and off-site improvements, shall be bome by CLAFMA.

7. [§ 308] Schedule of Performance
After issuance of a building permit for the Project, CLAFMA shall promptly begin and thereafter diligently prosecute to completion of the Project and Fire Museum and the development thereof as provided in the Scope of Development (Attachment No. 3). CLAFMA shall begin and complete all construction and development of the Project and Fire Museum within the times specified in the Schedule of Performance (Attachment No. 2), with such reasonable extensions of said times as may be granted by City's City Manager or pursuant to Section 604 below. The Schedule of Performance is subject to revision from time to time as mutually agreed upon in writing between CLAFMA and City.

8. [§ 309] Indemnification; Bodily Injury and Property Damage Insurance
CLAFMA agrees to and shall defend, indemnify and hold harmless City and each of its officers and employees, from and against all claims, liability, loss, damage, costs or expenses including reasonable attorneys' fees and court costs) arising from or as a result of the death of any person or any accident, injury, loss or damage whatsoever caused to any person or to the property of any person which shall occur on or adjacent to the Site, or otherwise in connection with this Agreement, and which shall be caused by any acts done or any errors or omissions of CLAFMA or its agents, servants, employees or contractors relating to construction activity related to this Agreement; provided, that CLAFMA obligation to indemnify and hold harmless shall only be to the extent CLAFMA was a cause of accident, injury, loss or damage. 01068.0001/227339.1
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having jurisdiction over any part of the Project, then City shall coqaemte in efforts to obtain waivers of such requirements or to develop mutually acceptable alternatives.

IfCLAFMA desires to make any material change in the Final Construction Drawings after their approval by City, then such preposed change shall be submitted to City as required by City’s building permit processing for approval. A material change as referred to in this Section means a material change' In the amount, configuration, or character of development or a material change' in the external architectural appearance of the Project as previously approved. If the Final Construction Drawings, as modified by the proposed change, conform to the requirements of Section 305 and the Scope of Development (Attachment No. 3), then the proposed change shall first be approved by City, in writing, within twenty (20) days after submission. Such change in the Final Construction Drawings shall, in any event, be deemed disapproved by City, unless approved, in writing.

6. [§ 307] Cost of Consguctjgn
The cost of the improvements to the Flora Vista Facility and the Fire Museum, including any required on-site and off-site improvements, shall be borne by CLAFMA.

7. [§ 308] Schedule of Pefiomnce
Alter issuance of a building permit for the Project, CLAFMA shall promptly begin and thereafter diligently prosecute to completion of the Project and Fire Museum and the development thereof as provided in. the Scope of Development (Attachment No. 3). CLAFMA shall begin and complete all construction and development of the Project and Fire Museum within the times specified in the Schedule of Performance (Attachment No. 2), with such reasonable extensions of said times as may be granted by City’s City Manager or pursuant to Section 604 below. The Schedule of Performance is subject to revision fi'om time to time as mutually agreed upon in writing between CLAF MA and City.

8. '[§ 309] Indemnification‘Bodil In' ' Pro - Dam
1mm
CLAFMA agrees to and shall defend, indemnify and hold harmless City and each of its officers and employees, (tom and against all claims, liability, loss, damage, costs or expenses (including reasonable attorneys’ fees and court costs) arising from or as a result of the death of any person or any accident, injury, loss or damage whatsoever caused to any person or to the property of any person which shall occur on or adjacent to the Site, or otherwise in connection with this Agreement, and which shall be caused by any acts done or any errors or omissions of CLAFMA or its agents, servants, employees or contractors relating to construction activity related to this Agreement; provided, that CLAFMA obligation to indemnify and hold harmless shall only be to the extent CLAFMA was a cause of accident, injury, loss or damage. 01058 . MIDI/227339.].
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Bellflower City CouncilMarch 25, 2024

Bellflower City Council
March 25, 2024