Agenda packet — Brea City Council, August 20, 2024 (part 1 of 5)

City Council and Successor Agency
to the Brea Redevelopment
Agency Agenda
Closed Session - 6:15 p.m.

Study Session - 6:30 p.m.

General Session - 7:00 p.m.

Tuesday, August 20, 2024, 7:00 PM

COUNCIL CHAMBERS
1 Civic Center Circle
Brea, California 92821
Christine Marick, Mayor Blair Stewart, Mayor Pro Tem Cecilia Hupp, Council Member Marty Simonoff, Council Member Steven Vargas, Council Member This agenda contains a brief general description of each item Council will consider. The City Clerk has on file copies of written documentation relating to each item of business on this Agenda available for public inspection. Contact the City Clerk’s Office at (714) 990-7756 or view the Agenda and related materials on the City’s website at www.cityofbrea.net.

Materials related to an item on this agenda submitted to the Council after distribution of the agenda packet are available for public inspection in the City Clerk’s Office at 1 Civic Center Circle, Brea, CA during normal business hours. Such documents may also be available on the City’s website subject to staff’s ability to post documents before the meeting.

Procedures for Addressing the Council
The Council encourages interested people to address this legislative body by making a brief presentation on a public hearing item when the Mayor calls the item or address other items under Matters from the Audience. State law generally prohibits the City Council from responding to or acting upon matters not listed on this agenda.

The Council encourages free expression of all points of view. To allow all persons the opportunity to speak, please keep your remarks brief. If others have already expressed your position, you may simply indicate that you agree with a previous speaker. If appropriate, a spokesperson may present the views of your entire group. Council rules prohibit clapping, booing or shouts of approval or disagreement from the audience. Please silence all cell phones and other electronic equipment while the Council is in session. Thank you.

Written comments may be submitted in advance of the meeting by emailing [email protected]. Written comments received by 3 p.m. on the day of the meeting will be provided to the Council, will be made available to the public at the meeting, and will be included in the official record of the meeting.

Special Accommodations
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk’s Office at (714) 990-7757. Notification 48 hours prior to the meeting will enable City staff to make reasonable arrangements to ensure accessibility. (28 CFR 35.102.35.104 ADA Title II) Important Notice
The City of Brea shows both live broadcasts and replays of City Council Meetings on Brea Cable Channel 3 and over the Internet at www.cityofbrea.net. Your attendance at this public meeting may result in the recording and broadcast of your image and/or voice as previously described.
1: CLOSED SESSION - EXECUTIVE CONFERENCE ROOM 3RD FLOOR - 6:15 P.M. 1A. Call to Order/Roll Call
1B. Public Comment
1C. Conference with Legal Counsel Pursuant to Government Code §54956.9(d)(2) – Carey Parro v. City of Brea, WCAB ADJ4183727 and ADJ12642150 Compromise and Release (C&R) 2: STUDY SESSION - EXECUTIVE CONFERENCE ROOM 3RD FLOOR - 6:30 P.M. 2A. Call to Order/Roll Call
2B. Public Comment
2C. Clarify Regular Meeting Topics
2D. Designate Voting Delegate and Alternate for the League of California Cities Annual Conference and Expo, October 16-18, 2024, Long Beach Convention Center
2E. Council Member Reports/Requests
3: GENERAL SESSION - COUNCIL CHAMBERS PLAZA LEVEL - 7:00 P.M. 3A. Call to Order/Roll Call
3B. Pledge of Allegiance: Boy Scout Troop 707
3C. Invocation: Pastor Eric Clausen, The Cause Church
3D. Report - Prior Study Session
3E. Community Announcements
3F. Matters from the Audience
3G. Response to Public Inquiries
4: ADMINISTRATIVE ITEMS
This agenda category is for City Council consideration of a wide variety of topics related to the City's operations. Public comments regarding items in this section should be presented during "Matters from the Audience." 4A. 2024 Investment Advisory Committee (IAC) Annual Update Presentation and City Treasurer Presentation - Longterm Debt Obligation Overview 5: CONSENT CALENDAR
The City Council/Successor Agency approves all Consent Calendar matters with one motion unless Council/Agency or Staff requests further discussion of a particular item. Items of concern regarding Consent Calendar matters should be presented during “Matters from the Audience."
5A. July 16, 2024 City Council Regular Meeting Minutes
— 1. Approve
5B. Site Maintenance & Restoration Agreement for Gaslight Square — 1. Approve the Site Maintenance & Restoration Agreement for Gaslight Square; — 2. Authorize the City Manager to execute the Site Maintenance & Restoration Agreement and any nonmonetary contract amendments and ancillary documents required for implementation of the Site Maintenance & Restoration Agreement; and
— 3. Authorize the City Clerk to record the Site Maintenance & Restoration Agreement for Gaslight Square. 5C. Encroachment, Maintenance, & Restoration Agreement for Restaurant at 120 S. Brea Blvd. — 1. Approve the Encroachment, Maintenance, & Restoration Agreement for restaurant at 120 S. Brea Blvd.; — 2. Authorize the City Manager to execute the Encroachment, Maintenance, & Restoration Agreement and any non-monetary contract amendments and ancillary documents required for implementation of the Encroachment, Maintenance, & Restoration Agreement; and
— 3. Authorize the City Clerk to record the Encroachment, Maintenance, & Restoration Agreement for restaurant at 120 S. Brea Blvd.
5D. Local Housing Trust Fund Grant Application Submission to the California Department of Housing and Community Development
— 1. Adopt a Resolution with Attachment 1 authorizing the submission of a Local Housing Trust Fund grant application to the California State Department of Housing and Community Development; — 2. Authorize the City Manager, or his designee, to execute all documents and agreements necessary to accept the funds, if awarded; and
— 3. Amend the Fiscal Year 2024-25 Operating Budget to accept any potential award of funds to be allocated to the City’s Housing Trust Fund (270).
5E. Purchase of Firefighter Turnouts
— 1. Authorize the Purchasing Agent or designees to issue purchase orders in an amount not-to-exceed $63,000 for the purchase of LION brand firefighter turnouts from AllStar Fire Equipment, Inc. 5F. Police Department Crime Scene Scanning Software Purchase — 1. Approve the Police Department's purchase of one Trimble X9 Laser Scanner Package, including supplemental equipment/software and onsite training, from California Surveying & Drafting Supply (CSDS) for $91,034.03.
5G. Police Department Helmet & Face Shield Purchase
— 1. Approve the purchase of 64 Busch Ballistic Helmets with Protech Riot Impact Visors from Curtis Blue Line for $56,364.48.
5H. FY 2024-25 Vehicle and Equipment Purchase Schedule
— 1. Authorize the Purchasing Agent to issue purchase orders in an amount not-to-exceed $1,320,600 for various City vehicles and equipment described in the FY 2024-25 Vehicles and Equipment Schedule. 5I. Statement of Investment Policy for the City/Brea Successor Agency to the Brea Redevelopment Agency — 1. Review and approve the City of Brea/Successor Agency to the Brea Redevelopment Agency Statement of Investment Policy.
5J. Investment Policy Guidelines for the City of Brea's Other Post Employment Benefits (OPEB) Trust Fund — 1. Review and approve the Investment Guidelines for the City's Other Post Employment Benefits (OPEB) Trust Fund through Public Agency Retirement Services (PARS).
5K. Investment Policy Guidelines for the City of Brea's Employee Benefits Fund Pension Plan — 1. Review and approve the Investment Policy Guidelines for the City of Brea’s Employee Benefits Fund Pension Plan through Public Agency Retirement Services (PARS).
5L. One Year Agreement with HdL Companies for Business License Administration and Avenu Insight & Analytics for Sales and Property Tax Analysis
— 1. Approve a one (1) year agreement with HdL Companies for Business License Administration and a one (1) year agreement with Avenu Insights & Analytics for Sales and Use Tax (SUTA) and property tax audit, analysis, reports and information services.
5M. Safe Streets and Road for All Grant Application Submission to the Department of Transportation — 1. Authorize the submission of a Safe Streets and Roads for All grant application to the Department of Transportation;
— 2. Authorize City Manager, or his designee, to execute all documents and agreements necessary to participate in the Safe Streets and Roads for All grant program; and — 3. If awarded, amend the City’s General Fund (110) budget in Fiscal Year 2024-25 by the amount awarded in the next quarterly budget adjustments and authorize the utilization of the City’s Gas Tax Fund (220) and grantrelated staff costs to meet the match requirement. 5N. Organizational Consulting Services for the Brea Police Department 5O. Monthly Report of Investments for the City of Brea for Period Ended June 30, 2024 — 1. Receive and file.
5P. Monthly Report of Investments for the City of Brea for Period Ended July 31, 2024 — 1. Receive and file.
5Q. July Outgoing Payment Log and July 5, 12, 19, 26 and August 2, 9 City Disbursement Registers — 1. Receive and file.
6: CITY/SUCCESSOR AGENCY - CONSENT
6A. Monthly Report of Investments for the Successor Agency to the Brea Redevelopment Agency for Period Ended June 30, 2024
— 1. Receive and file.
6B. Monthly Report of Investments for the Successor Agency to the Brea Redevelopment Agency for Period Ended July 31, 2024
— 1. Receive and file.
7: ADMINISTRATIVE ANNOUNCEMENTS
7A. City Manager
7B. City Attorney
7C. Council Requests
8: COUNCIL ANNOUNCEMENTS
8A. Council Announcements
9: ADJOURNMENT
9A. Meeting Adjournment
Date Posted: August 15, 2024
City of Brea
City Council Regular Meeting Communication
Designate Voting Delegate and Alternate for the League of California Cities Annual Conference and Expo, October 16-18, 2024, Long Beach Convention Center
Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
STUDY SESSION - EXECUTIVE CONFERENCE ROOM 3RD FLOOR
- 6:30 P.M. Item: 2D
FROM
Bill Gallardo, City Manager
RESPECTFULLY SUBMITTED:

William Gallardo, City Manager
Prepared by: Lillian Harris-Neal, City Clerk
Attachments
2024 Cal Cities Voting Delegate Information Packet.pdf
1400 K Street, Suite 400, Sacramento, CA 95814 • 916.658.8200 • calcities.org

DATE: Wednesday, July 10, 2024
TO: Mayors, Council Members, City Clerks, and City Managers RE: DESIGNATION OF VOTING DELEGATES AND ALTERNATES
League of California Cities Annual Conference and Expo, Oct. 16-18, 2024 Long Beach Convention Center
Every year, the League of California Cities convenes a member-driven General Assembly at the Cal Cities Annual Conference and Expo. The General Assembly is an important opportunity where city officials can directly participate in the development of Cal Cities policy.

Taking place on Oct. 18, the General Assembly is comprised of voting delegates appointed by each member city; every city has one voting delegate. Your appointed voting delegate plays an important role during the General Assembly by representing your city and voting on resolutions.

To cast a vote during the General Assembly, your city must designate a voting delegate and up to two alternate voting delegates, one of whom may vote if the designated voting delegate is unable to serve in that capacity. Voting delegates may either be an elected or appointed official.

Action by Council Required. Consistent with Cal Cities bylaws, a city’s voting delegate and up to two alternates must be designated by the city council. Please note that designating the voting delegate and alternates must be done by city council action and cannot be accomplished by individual action of the mayor or city manager alone.

Following council action, please submit your city’s delegates through the online submission portal by Wed., Sept. 25. When completing the Voting Delegate submission form, you will be asked to attest that council action was taken. You will need to be signed in to your My Cal Cities account when submitting the form.

Submitting your voting delegate form by the deadline will allow us time to establish voting delegate/alternate records prior to the conference and provide pre-conference communications with voting delegates.

Conference Registration Required. The voting delegate and alternates must be registered to attend the conference. They need not register for the entire conference; they may register for Friday only. Conference registration is open on the Cal Cities website.

Council Action Advised by September 25, 2024
For a city to cast a vote, one voter must be present at the General Assembly and in possession of the voting delegate card and voting tool. Voting delegates and alternates need to pick up their conference badges before signing in and picking up the voting delegate card at the voting delegate desk. This will enable them to receive the special sticker on their name badges that will admit the voting delegate into the voting area during the General Assembly.

Please view Cal Cities’ event and meeting policy in advance of the conference.

Transferring Voting Card to Non-Designated Individuals Not Allowed. The voting delegate card may be transferred freely between the voting delegate and alternates, but only between the voting delegate and alternates. If the voting delegate and alternates find themselves unable to attend the General Assembly, they may not transfer the voting card to another city official.

Seating Protocol during General Assembly. At the General Assembly, individuals with a voting card will sit in a designated area. Admission to the voting area will be limited to the individual in possession of the voting card and with a special sticker on their name badge identifying them as a voting delegate.

The voting delegate desk, located in the conference registration area of the Long Beach Convention Center in Long Beach, will be open at the following times: Wednesday, Oct. 16, 8:00 a.m.-6:00 p.m. and Thursday, Oct. 17, 7:30 a.m.-4:00 p.m. On Friday, Oct. 18, the voting delegate desk will be open at the General Assembly, starting at 7:30 a.m., but will be closed during roll calls and voting.

The voting procedures that will be used at the conference are attached to this memo.

Please share these procedures and this memo with your council and especially with the individuals that your council designates as your city’s voting delegate and alternates.

Once again, thank you for submitting your voting delegate and alternates by Wednesday, Sept. 25. If you have questions, please contact Zach Seals at [email protected].

Attachments:
• General Assembly Voting Guidelines
• Information Sheet: Cal Cities Resolutions and the General Assembly 1400 K Street, Suite 400, Sacramento, CA 95814 • 916.658.8200 • calcities.org General Assembly Voting Guidelines

1. One City One Vote. Each member city has a right to cast one vote on matters pertaining to Cal Cities policy.

2. Designating a City Voting Representative. Prior to the Cal Cities Annual Conference and Expo, each city council may designate a voting delegate and up to two alternates; these individuals are identified on the voting delegate form provided to the Cal Cities Credentials Committee.

3. Registering with the Credentials Committee. The voting delegate, or alternates, may pick up the city's voting card at the voting delegate desk in the conference registration area. Voting delegates and alternates must sign in at the voting delegate desk. Here they will receive a special sticker on their name badge and thus be admitted to the voting area at the General Assembly.

4. Signing Initiated Resolution Petitions. Only those individuals who are voting delegates (or alternates), and who have picked up their city’s voting card by providing a signature to the credentials committee at the voting delegate desk, may sign petitions to initiate a resolution.

5. Voting. To cast the city's vote, a city official must have in their possession the city's voting card and voting tool; and be registered with the credentials committee. The voting card may be transferred freely between the voting delegate and alternates but may not be transferred to another city official who is neither a voting delegate nor alternate.

6. Voting Area at General Assembly. At the General Assembly, individuals with a voting card will sit in a designated area. Admission to the voting area will be limited to the individual in possession of the voting card and with a special sticker on their name badge identifying them as a voting delegate.

7. Resolving Disputes. In case of dispute, the credentials committee will determine the validity of signatures on petitioned resolutions and the right of a city official to vote at the General Assembly.

Sixty days before the
Annual Conference
and Expo, Cal Cities
members may submit
policy proposals on
issues of importance
to cities. The resolution must
have the concurrence of at least
five additional member cities or
individual members.

How it works: Cal Cities
Resolutions and the General Assembly
General Assembly
General Resolutions Policy Committees
Developing League of California Cities policy is a dynamic process that engages a wide range of members to ensure Cal Cities represents cities with one voice. These policies directly guide Cal Cities’ advocacy to promote local decision-making, and lobby against statewide policies that erode local control.

The resolutions process and General Assembly is one way that city officials can directly participate in the development of Cal Cities policy. If a resolution is approved at the General Assembly, it becomes official Cal Cities policy. Here’s how resolutions and the General Assembly work.

The petitioned
resolution is an
alternate method
to introduce policy
proposals during
the annual conference. The
petition must be signed by
voting delegates from 10% of
member cities, and submitted to
the Cal Cities President at least
24 hours before the beginning
of the General Assembly.

Petitioned Resolutions
The Cal Cities
President assigns
general resolutions
to policy committees
where members
review, debate, and recommend
positions for each policy proposal.

Recommendations are forwarded
to the Resolutions Committee.

Who’s who
The Resolutions Committee
includes representatives
from each Cal Cities
diversity caucus, regional
division, municipal
department, and policy
committee, as well as
individuals appointed by
the Cal Cities president.

Voting delegates
are appointed by each
member city; every city
has one voting delegate.

The General Assembly is a
meeting of the collective
body of all voting
delegates —one from
every member city.

Seven policy committees
meet throughout the year
to review and recommend
positions to take on bills
and regulatory proposals.

Policy committees include
members from each Cal
Cities diversity caucus,
regional division, and
municipal department,
as well as individuals
appointed by the Cal
Cities president.

During the General Assembly, voting delegates
debate and consider general and petitioned
resolutions forwarded by the Resolutions
Committee. Potential Cal Cities bylaws
amendments are also considered at this meeting.

Cal Cities policy
development is a memberinformed process,
grounded in the voices and
experiences of city officials
throughout the state.

For more information visit www.calcities.org/general-assembly Prior to the Annual Conference and Expo
Resolutions Committee
The Resolutions
Committee considers
all resolutions. General
Resolutions approved1 by
either a policy committee
or the Resolutions Committee are next
considered by the General Assembly.

General resolutions not approved, or
referred for further study by both a
policy committee and the Resolutions
Committee do not go to the General
Assembly. All Petitioned Resolutions
are considered by the General
Assembly, unless disqualified.2
During the Annual Conference and Expo
1 The Resolution Committee can amend a general resolution prior to sending it to the General Assembly. 2 Petitioned Resolutions may be disqualified by the Resolutions Committee according to Cal Cities Bylaws Article VI. Sec. 5(f).

City of Brea
City Council Regular Meeting Communication
2024 Investment Advisory Committee (IAC) Annual Update Presentation and City Treasurer Presentation - Longterm Debt Obligation Overview Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
ADMINISTRATIVE ITEMS Item: 4A
TO
Honorable Mayor and City Council Members
FROM
Bill Gallardo, City Manager

RECOMMENDATION
Receive and File.

RESPECTFULLY SUBMITTED:

William Gallardo, City Manager
Prepared by: Faith Madrazo, Financial Services Manager - Revenue Concurrence: Kristin Griffith, Director of Administrative Services and Monica Lo, Deputy Director of Administrative Services
Attachments
City Council Presentation 2024 - FINAL - Combined Presentation.pdf Investment Advisory Committee Update
City Council Meeting | August 20, 2024
 Investment Advisory Committee (IAC) Members
 Chandler Asset Management
 Public Agency Retirement Services (PARS)/PFM Asset
Management
2 Agenda
Christine Marick……….…………….….Mayor/ Chair
Denise Eby..…….……………….……...Treasurer
Ho-El Park ……………...………………Committee Member
Dave Penn………………...……….…...Committee Member
Gary Terrazas…………….……………..Committee Member
Daniel Delaney………..…..…..…..…....Chandler Asset Management Keith Stribling……………..………….....PFM Asset Management
3 Meet the Committee
Investment Advisory Manager
Background
The Investment Advisory Committee was established to review and make recommendations on the investment policy and investment strategies and is designed to strengthen the internal control of investment management of the City’s funds.
4 Chandler Asset Management
5 Investment
Objectives
Performance
Objectives Strategy
• To first preserve principal in
the overall portfolio;
• Secondly, to provide
adequate liquidity to meet
operating needs;
• Lastly, to earn a return that is
commensurate with the first
two objectives.
• Achieve a rate of return over
a market cycle that equals or
exceeds the return on a
market index of similar
duration and sector allocation.
• In order to achieve these
objectives, the portfolio
invests in high-quality fixed
income securities consistent
with the investment policy and
California Government Code.

Economic Update
As of June 30, 2024
6 Employment and Inflation
7 0.0

1.0 2.0

3.0 4.0

5.0 6.0

7.0 8.0

9.0 10.0
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
Year on Yeaer Change, %
Personal Consumption Expenditures (PCE)
PCE
Core PCE Ex-Food & Energy
Fed Target Rate

2.0 4.0

6.0 8.0

10.0 12.0

14.0 16.0
-1,000
-800
-600
-400
-200
0 200
400
600
800
1,000
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
Percentage, %
Thousands of Jobs
Job Growth and Unemployment
Non-Farm Payrolls, 3 Month Average (LHS)
U3 Unemployment Rate (RHS)
Source: Bureau of Labor Statistics Source: Bureau of Economic Analysis The Federal Reserve and Bond Yields
8 0.0

1.0 2.0

3.0 4.0

5.0 6.0
2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
Percentage, %
Federal Funds Target Rate - Upper Bound

0.0 1.0

2.0 3.0

4.0 5.0

6.0 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 Percentage, %
US Treasury Yields
2-Year 5-Year 10-Year
Source: Bloomberg LP Source: Bloomberg LP
City Portfolio Summary as of June 30, 2024
9 Purchase Yield as of June 30, 2024
10 -

0.50 1.00

1.50 2.00

2.50 3.00

3.50 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 Percentage, %
Portfolio Purchase Yield History, City of Brea
Long Term Performance as of June 30, 2024
11 Compliance
12 Compliance (Continued)
13 14
Public Agency
Retirement
Services | PARS
Section 115 Trust Accounts
On November 17, 2015, the City Council approved the adoption of the PARS Post Employment Benefit Trust to address the City’s unfunded pension and Other Post Employment Benefit (OPEB) obligations through a City-controlled trust.

Benefits of the trusts include:
• Assets in the trust can be used to address the City’s Net Pension and OPEB Liabilities; and
• Provides a funding source to help stabilize increasing CalPERS rates during challenging economic times;
and
• Enables more flexibility to increase investment returns in the long run compared to the earnings from the
City’s General Fund.

Trust Structure & Benefits
15 PARS Pension Portfolio Summary as of June 30, 2024
16 Type of Plan: IRC Section 115 Irrevocable Benefit Trust Trustee Approach: Discretionary
Plan Effective Date: November 17, 2015
Plan Administrator: Bill Gallardo - City Manager
Current Investment Strategy: Balanced Strategic (Active) – Individual Act Allocation Target – Cash 0-20%. Fixed Income: 30-50%.

Equity: 50-70%
Initial Contribution: February 19, 2016 – $2,000,000
Additional Contributions: April 22, 2016 – $2,000,000
June 17, 2016 – $2,000,000
June 25, 2019 – $756,800
Balance as of June 30, 2024: $11,743.671.68
Inception to Date Return: 8.06%
(02/01/2016)
$0
$2,000,000
$4,000,000
$6,000,000
$8,000,000
$10,000,000
$12,000,000
$14,000,000
Jun-16 Jun-17 Jun-18 Jun-19 Jun-20 Jun-21 Jun-22 Jun-23 Jun-24 Plan Year Ending
Contributions
Disbursements
Total Assets
Information as provided by US Bank, Trustee for PARS; Not FDIC Insured; No Bank Guarantee; May Lose Value. Past performance does not guarantee future results. Performance returns are impacted by agency plan activity and may not reflect the deduction of applicable fees, which could reduce returns. Information is deemed reliable but may be subject to change.

The advisor to the PARS portfolios is U.S. Bank, and PFM Asset Management serves as sub-advisor to U.S. Bank to manage these portfolios. Please see important additional disclosures to the PARS portfolios included in the individual strategy information at the end of this presentation.
$0
$50,000
$100,000
$150,000
$200,000
$250,000
$300,000
$350,000
$400,000
$450,000
May-24 Jun-24
Plan Month Ending
Contributions
Disbursements
Total Assets
PARS OPEB Portfolio Summary as of June 30, 2024
17 Type of Plan: IRC Section 115 Irrevocable Benefit Trust Trustee Approach: Discretionary
Plan Effective Date: November 17, 2015
Plan Administrator: Bill Gallardo - City Manager
Current Investment Strategy: Moderate Strategic (Active) – Individual Act Allocation Target – Cash 0-20%. Fixed Income: 40-60%.

Equity: 40-60%
Initial Contribution: May 13, 2024 – $250,000
Additional Contributions: June 24, 2024 – $175,000
Balance as of June 30, 2024: $426,016.01
Inception to Date Return: 7.32%
(05/01/2024)
Information as provided by US Bank, Trustee for PARS; Not FDIC Insured; No Bank Guarantee; May Lose Value. Past performance does not guarantee future results. Performance returns are impacted by agency plan activity and may not reflect the deduction of applicable fees, which could reduce returns. Information is deemed reliable but may be subject to change.

Questions?
18 City Treasurer Presentation
Long-Term Debt Obligation Overview
City Council Meeting | August 20, 2024
• General Fund Obligations
• Water Revenue Bonds
• Successor Agency to the Former Redevelopment Agency Bonds • Pension and Related Obligations
20 Overview
General Fund Lease Revenue Bonds -
Maturity Schedule
21 $0
$100,000
$200,000
$300,000
$400,000
$500,000
$600,000
FYE 2025 FYE 2026 FYE 2027 FYE 2028 FYE 2029 FYE 2030 FYE 2031 FYE 2032 FYE 2033 FYE 2034 FYE 2035 FYE 2036 Principal Interest Total
Water Revenue Bonds - Maturity Schedule
22 $0
$500,000
$1,000,000
$1,500,000
$2,000,000
$2,500,000
$3,000,000
$3,500,000
FYE
2025
FYE
2026
FYE
2027
FYE
2028
FYE
2029
FYE
2030
FYE
2031
FYE
2032
FYE
2033
FYE
2034
FYE
2035
FYE
2036
FYE
2037
FYE
2038
FYE
2039
FYE
2040
FYE
2041
FYE
2042
FYE
2043
FYE
2044
FYE
2045
Principal Interest Total
Successor Agency Bonds and Long-Term
Obligation Maturity Schedule
23 $0
$2,000,000
$4,000,000
$6,000,000
$8,000,000
$10,000,000
$12,000,000
$14,000,000
FYE
2025
FYE
2026
FYE
2027
FYE
2028
FYE
2029
FYE
2030
FYE
2031
FYE
2032
FYE
2033
FYE
2034
FYE
2035
FYE
2036
FYE
2037
Principal Interest Total
Brea Unfunded Pension Liability
Based upon a modeling tool provided by CalPers
24 $168 $168 $165 $161 $157 $151 $143
$135
$125
$115
$105
$96
$86
$76
$66
$57
$47
$38
$28
$19 $11
-$1
($20)
$0
$20
$40
$60
$80
$100
$120
$140
$160
$180
$0
$10
$20
$30
$40
$50
$60
Millions
Total Employer Cost Projected Payroll (CalPERS Assumptions) Total Projected Unfunded Accrued Liability (UAL) Sources
• Brea Annual Financial Statement – FYE 06-30-2023
https://www.ci.brea.ca.us/DocumentCenter/View/679
• Brea FY 2023-25 Biennial Operating Budget Document
https://www.ci.brea.ca.us/DocumentCenter/View/14570/23-25-Adopted- BudgetwPages • Brea City Council’s Top Priorities and Projects
https://www.ci.brea.ca.us/1059/27222/Council-Top-Priorities 25 Summary
• Brea continues to meet and exceed its requirement to maintain an AA Investment grade rating
• Liquidity is strong
• Brea is current on all obligations
• I have no concerns regarding the City’s ability to meet its scheduled payments for this fiscal year
• All scheduled payments for this fiscal year can be made from current year revenues without drawing from reserves
26 Questions?
27 City of Brea
City Council Regular Meeting Communication
July 16, 2024 City Council Regular Meeting Minutes
Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5A
FROM
Bill Gallardo, City Manager

RECOMMENDATION
Approve.

RESPECTFULLY SUBMITTED:

William Gallardo, City Manager
Prepared by: Alex Sung, City Clerk Specialist
Concurrence: Lillian Harris-Neal, City Clerk
Attachments
07-16-2024- Draft Minutes.pdf

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^/&',^/,$*_/.`'(,)".%!"a")",/+b">>$')/%cd7efA5A City of Brea
City Council Regular Meeting Communication
Site Maintenance & Restoration Agreement for Gaslight Square Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5B
TO
Honorable Mayor and City Council Members
FROM
Bill Gallardo, City Manager

RECOMMENDATION

1. Approve the Site Maintenance & Restoration Agreement for Gaslight Square;

2. Authorize the City Manager to execute the Site Maintenance & Restoration Agreement and any non-monetary contract amendments and ancillary documents required for implementation of the Site Maintenance & Restoration Agreement; and

3. Authorize the City Clerk to record the Site Maintenance & Restoration Agreement for Gaslight Square.

BACKGROUND/DISCUSSION
On May 16, 2023, City Council approved and adopted Resolution Numbers 2023-036, 2023-037, 2023-038, and 2023-039 for the proposed private Gaslight Square Redevelopment Project, which proposed to redevelop the southern portion of land within the existing Gaslight Square Center located at 255 E. Imperial Highway. Resolution No. 2023-039 included a Condition of Approval for the Applicant to enter into a Site Maintenance & Restoration Agreement with the City of Brea. Under the agreement, the Applicant assumes responsibility for replacing any private improvements disturbed by the City maintaining City utility lines. Also, the Applicant will hold the City harmless for any loss of income from the proposed development due to the City’s maintenance or replacement of its utility lines within the existing on-site public utility easement area. See Attachment A for the location of the easement area for reference.

The Applicant desires to enter a Site Maintenance & Restoration Agreement to implement the aforementioned Condition of Approval for the Gaslight Square Redevelopment Project. See Attachment B for the Site Maintenance & Restoration Agreement the Applicant has executed. The Engineering Division and the City Attorney reviewed and approved to form this agreement.

FISCAL IMPACT/SUMMARY
There is no General Fund impact from accepting this Site Maintenance & Restoration Agreement. Therefore, staff recommends that City Council consider accepting, authorizing the City Manager to execute, and authorizing the City Clerk to record the Site Maintenance & Restoration Agreement.

RESPECTFULLY SUBMITTED:

William Gallardo, City Manager
Prepared by: Ryan Chapman, PE, Acting City Engineer
Concurrence: Michael Ho, PE, Public Works Director
Attachments
Attachment A - Site Plan.pdf
Attachment B - Site Maintenance & Restoration Agreement.pdf

D D T D CLEAR SPACE
CLEAR
SPACE
K:\ORA_LDEV\194440001 - BREA GASLIGHT SQUARE\CAD\EXHIBITS\PLANNING\EXHIBIT B.DWG 3801 UNIVERSITY AVE, SUITE 300 RIVERSIDE, CA 92501 PHONE: 951-453-9868 WWW.KIMLEY-HORN.COM BREA GASLIGHT SQUARE 3/19/2024 JOB NO.: 194440001 DATE: THIS DOCUMENT, TOG 2024 1 OF 1 EXHIBIT B NORTH LEGEND

City of Brea
City Council Regular Meeting Communication
Encroachment, Maintenance, & Restoration Agreement for Restaurant at 120 S. Brea Blvd.

Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5C
TO
Honorable Mayor and City Council Members
FROM
Bill Gallardo, City Manager

RECOMMENDATION

1. Approve the Encroachment, Maintenance, & Restoration Agreement for restaurant at 120 S. Brea Blvd.;

2. Authorize the City Manager to execute the Encroachment, Maintenance, & Restoration Agreement and any non-monetary contract amendments and ancillary documents required for implementation of the Encroachment, Maintenance, & Restoration Agreement; and

3. Authorize the City Clerk to record the Encroachment, Maintenance, & Restoration Agreement for restaurant at 120 S. Brea Blvd.

BACKGROUND/DISCUSSION
On June 6, 2023, City staff approved Plan Review Number PR 2023-03 for the proposed exterior façade remodel and outdoor patio area improvements at 120 S. Brea Blvd. for a proposed restaurant, “The Boiling Crab.” Subsequently, on September 12, 2023, the Planning Commission approved Resolution Number PC 2023-10 to allow on-site sale and consumption of beer and wine for the proposed restaurant. Plan Review Number PR 2023-03 included a Condition of Approval for the Applicant to enter into an Encroachment, Maintenance, & Restoration Agreement for all proposed private improvements located within the City public right-of-way. The proposed private improvements include constructing an enclosed outdoor patio area over the City sidewalk fronting the restaurant and installing three (3) separate overhead awnings that encroach into the City right-of-way. See Attachment A for a Site Plan & Section Exhibit showing the proposed private improvements.

The proposed improvements were subsequently reviewed and approved by City staff under corresponding building permits, with the condition that the Applicant enters into the Encroachment, Maintenance, & Restoration Agreement. The Applicant desires to enter into the Site Maintenance & Restoration Agreement to implement the aforementioned Condition of Approval for the remodel project. This agreement serves to identify the rights and obligations of the Applicant concerning the installation, maintenance, and repair of the proposed private improvements, as well as the City’s rights to access its sidewalk, facilities, and right-of-way for repair, maintenance, and other municipal purposes. See Attachment B for the Encroachment, Maintenance, & Restoration Agreement the Applicant has executed. The Engineering Division and the City Attorney reviewed and approved to form this agreement.

FISCAL IMPACT/SUMMARY
There is no General Fund impact from accepting this Encroachment, Maintenance, & Restoration Agreement.

Therefore, staff recommends that City Council consider accepting, authorizing the City Manager to execute, and authorizing the City Clerk to record the Encroachment, Maintenance, & Restoration Agreement.

RESPECTFULLY SUBMITTED:

William Gallardo, City Manager
Prepared by: Ryan Chapman, PE, Acting City Engineer
Concurrence: Michael Ho, PE, Public Works Director
Attachments
Attachment A - Site Plan & Section Exhibit.pdf
Attachment B - Encroachment, Maintenance, & Restoration Agreement.pdf

City of Brea
City Council Regular Meeting Communication
Local Housing Trust Fund Grant Application Submission to the California Department of Housing and Community Development
Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5D
TO
Honorable Mayor and City Council Members
FROM
Bill Gallardo, City Manager

RECOMMENDATION
Staff recommends that the City Council take the following actions:

1. Adopt a Resolution and attachments, authorizing the submission of a Local Housing Trust Fund (LHTF) grant application to the California State Department of Housing and Community Development (HCD);

2. Authorize the City Manager, or his designee, to execute all documents and agreements necessary to accept the funds, if awarded; and

3. Amend the Fiscal Year 2024-25 Operating Budget to accept any potential award of funds to be allocated to the City’s Housing Trust Fund (270).

BACKGROUND/DISCUSSION
On August 16, 2022, the City Council adopted Resolution No. 2022-061, approving the 6th Cycle Housing Element, which committed City staff to seek funding to facilitate the development of affordable housing and to enhance housing programs. Specifically, Housing Element Policy 2.1 reinforces that commitment to pursue expanded financial resources to support the production of affordable housing units. Since the adoption of the Housing Element in 2022, the City has been successful in securing grant funding for the development of affordable housing units, including recent grant awards of $6,028,491.51 from CalOptima Health in November 2023 and $660,000 from HCD in August 2024 (Prohousing Incentive Program). On July 9, 2024, HCD announced the LHTF program Notice of Funding Availability (NOFA) in the amount of $53 million. HCD will be accepting LHTF program applications from August 20 through September 17, 2024.

The LHTF is a program developed by HCD from Proposition 1, the Behavioral Health Services Program and Bond Measure, which authorized $300 million to the LHTF Program to provide matching grants to assist with funding for affordable housing. These funds are dedicated to the creation, rehabilitation, or preservation of affordable housing, transitional housing and emergency shelters. The LHTF program requires that no more than 20 percent of each allocation may assist moderate-income households, and at least 30 percent of each allocation required to assist extremely low-income households. Eligible uses of the funds include, but are not limited to:

Loans for acquisition, predevelopment expenses and development of affordable rental housing projects, transitional housing projects, emergency shelters; and
Homeownership projects (i.e - down payment assistance to qualified first-time homebuyers, rehabilitation of homes owned by income-eligible homeowners).

The main qualifier for the LHTF NOFA is that the City has a Housing Trust Fund (Fund 270). In addition, since the City has had a long history of successful housing programs, including the first Affordable Housing Ordinance that was adopted by the City Council in 1993, the City is well qualified to receive a LHTF grant for the eligible uses outlined earlier in this report. Below are some examples of the City’s current Affordable Housing Programs that enhance the City's qualifications for the LHTF program:

Low and Moderate-Income Rent Program (Affordable Rental Program) The City has provided financial assistance to housing developments that offer below-market rental rates for income-qualified households, with preferences granted to those who live and work in the city. Brea's Affordable Rental Program remains the most sought-after Program with over 5,700 applicants on an interestlist to rent one of the 587 participating below-market units. Historically, this Program has had over 750 total participating units.

Senior Subsidy Program
The Senior Subsidy Program has been active for over 30 years, providing financial assistance to hundreds of low-income Brea seniors on fixed incomes, challenged to pay rent.

Homebuyer Assistance Program
The City of Brea requires almost all new residential developments (10-units or more) to provide a percentage of their units for-sale at affordable below-market prices to income-qualified buyers. For over 35 years, more than 250 Brea homes have been purchased by moderate and lower-income buyers through the City's Homebuyer Assistance Program, many of which were recipients of silent second mortgage loans utilizing the City's Housing Funds.

Housing Rehabilitation Program
The City has assisted hundreds of low-income Brea homeowners with home repairs, such as roof and plumbing leaks, electrical problems, etc., through the Housing Rehabilitation Program. For nearly 50 years, Brea has successfully obtained funding for the Program through the County of Orange via the Community Development Block Grant Program (CDBG).

Affordable Housing Ordinance
Chapter 20.40 of the Brea City Code (BCC) outlines the purpose, applicability and procedures for inclusionary affordable housing development. The goal of the ordinance is to expand the affordable housing stock in proportion with the overall increase in residential housing units that encourage the development of extremely low to moderate-income housing.

If awarded, staff recommends the City apply the grant funds towards:

The permanent supportive housing project at 323 North Brea Boulevard (in congruence with Housing Element Goal 2.0 and Policies 2.5, 3.1, and 5.2,) as an offset to the City funding of the project committed earlier this year. No additional funding commitment beyond what was authorized by City Council on May 7, 2024 is proposed.

To provide down payment assistance for first-time homebuyers (in congruence with Housing Element Policy

2.3); and
Potential development of new low-income housing units (in congruence with Housing Element Goal 2.0) By securing matching grant funds through the LHTF program, the City can help offset funding in the Housing Trust Fund (270). As of August 2024 the Housing Trust Fund (270) has an ending balance of $9,641,680.38. City staff is proposing to apply for $1 million in grant funding from the LHTF, with the City's $1 million match to be allocated from the Housing Trust Fund (270).

Adoption of the Resolution with Attachment 1 is a required document for the LHTF program application. Following the City Council's approval, staff would be able to submit the LHTF program application and resolution for HCD to review. HCD anticipates to notify applicants, if awarded, no later than December 2024. Authorization of any Housing Trust Funds use would require subsequent City Council approval.

COMMISSION/COMMITTEE RECOMMENDATION
The Finance Committee reviewed staff's recommendation at the August 13, 2024 meeting and recommended to proceed to City Council for approval.

FISCAL IMPACT/SUMMARY
Submission of Local Housing Trust Fund grant application has no fiscal impact.

If the City is awarded funding in the amount of up to $1 million in matching funds, the funding would be appropriated to the City's Housing Trust Fund (270). The City would also be required to provide a dollar-for-dollar match of $1 million, which would be appropriated from the City's Housing Trust Fund (270).

RESPECTFULLY SUBMITTED
William Gallardo, City Manager
Prepared by: Melissa Davis, Community Development Manager Concurrence: Jason Killebrew, Deputy City Manager / Community Development Director Attachments
Resolution with Attachment 1.pdf
August 20, 2024
RESO. 2024-XXX
1 RESOLUTION NO. 2024-____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BREA
AUTHORIZING THE CITY’S HOUSING TRUST FUND
APPLICATION TO THE STATE OF CALIFORNIA’S

DEPARTMENT OF HOUSING AND COMMUNITY
DEVELOPMENT’S LOCAL HOUSING TRUST FUND PROGRAM
A necessary quorum or majority of the Council Members of the City of Brea (“Applicant”) hereby consents to, adopts, and ratifies the following resolution:

A. RECITALS:
(i) WHEREAS, the Department is authorized to provide up to $53 million under the Local Housing Trust Fund (“LHTF”) Program from the Veterans and Affordable Housing Bond Act of 2018 (Proposition 1) (as described in Health and Safety Code section 50842.2 et seq. (Chapter 365, Statutes of 2017 (SB 3)) (“Program”).
(ii) WHEREAS the State of California (the “State”), Department of Housing and Community Development (“Department”) issued a Notice of Funding Availability (“NOFA”) dated July 9, 2024 under the LHTF Program; (iii) WHEREAS Applicant is an eligible Local or Regional Housing Trust Fund applying to the Program to administer one or more eligible activities using Program Funds.
(iv) WHEREAS the Department may approve funding allocations for the LHTF Program, subject to the terms and conditions of H&S Code Section 50842.2, the LHTF Program Guidelines, NOFA, Program requirements, the Standard Agreement and other related contracts between the August 20, 2024
RESO. 2024-XXX
2 (v) Department and LHTF award recipients;
B. RESOLUTION:

NOW, THEREFORE, be it found, determined and resolved, by the City Council of the City of Brea as follows:
1) If Applicant receives an award of LHTF funds from the Department pursuant to the above referenced LHTF NOFA, it represents and certifies that it will use all such funds on Eligible Projects in a manner consistent and in compliance with all applicable state and federal statutes, rules, regulations, and laws, including, without limitation, all rules and laws regarding the LHTF Program, as well as any and all contracts Applicant may have with the Department (“Eligible Project”).
2) NOW, THEREFORE, IT IS RESOLVED: That the City of Brea Housing Trust Fund is hereby authorized to act as the manager in connection with the Department's funds to Eligible Projects pursuant to the above described Notice of Funding Availability in an amount not to exceed $,000,000 (the “LHTF Award”). 3) Applicant hereby agrees to match on a dollar for dollar basis the LHTF Award pursuant to Guidelines Section 104. Applicant hereby agrees to utilize matching finds on a dollar-for-dollar basis for the same Eligible Project for which Program Funds are used, as required by HSC Section 50843.5(c).
4) Pursuant to Attachment 1 and the Applicant’s certification in this resolution, the LHTF funds will be expended only for Eligible Projects and consistent with all program requirements.
5) Nonprofit Housing Trust Funds and Native American Tribe Housing Trust Funds agree to use Program Funds only for Eligible Projects located in cities and counties that submitted an adopted Housing Element that was found by the Department to be in August 20, 2024
RESO. 2024-XXX
3 compliance and that have submitted their Housing Element Annual Progress Report (APR) for the current year or prior year by the application due date. 6) Applicant shall be subject to the terms and conditions as specified in the Standard Agreement, H&S Section 50842.2 and LHTF Program Guidelines. 7) The City Manager is authorized to execute the LHTF Program Application, the LHTF Standard Agreement and any subsequent amendments or modifications thereto, as well as any other documents which are related to the Program or the LHTF Award to Applicant, as the Department may deem appropriate.

APPROVED AND ADOPTED by the Council of the City of Brea, California, this 20th day of August 2024
____________________________________
Christine Marick, Mayor
ATTEST: _________________________________
Lillian Harris-Neal, City Clerk
I, Lillian Harris-Neal, City Clerk of the City of Brea, California, do hereby certify that the foregoing resolution was adopted by the City Council of the City of Brea, California, at its regular meeting held on the 20th day of August 2024, by the following vote:

AYES: COUNCIL MEMBERS: Marick, Stewart, Hupp, Simonoff, Vargas NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: None
ABSTAINED: COUNCIL MEMBERS: None
August 20, 2024
RESO. 2024-XXX
4 DATED: August 20, 2024
_________________________________
Lillian Harris-Neal, City Clerk
Attachment 1
The City of Brea Housing Trust Fund Commitment to use Local Housing Trust Fund (LHTF) Program Funds and Matching Funds.

1. Identification of the percent of the total funds requested that are anticipated to be used for each activity/project, including Area Median Income (AMI) level:

The LHTF award may fund multiple projects to further the development of affordable housing in the City of Brea.
30% of the LHTF funds are anticipated to be used for construction of a Permanent Supportive Housing project at 323 North Brea Boulevard. This is for a 39-unit residential development for those at the Extremely Low Income level (15-30% AMI) and one on-site manager’s unit.
20% of the funds are anticipated to be dedicated toward first time homebuyer downpayment assistance for Lower Income (up to 80% AMI) andRU Moderate Income (up to 120% AMI) households.
50% of the funds are anticipated to be allocated toward the development of future affordable housing projects in the City. This funding would be used for the development of new LowHUIncome units (XSto 0% AMI).

2. Jurisdiction Served:

City of Brea, in Orange County
City of Brea
City Council Regular Meeting Communication
Purchase of Firefighter Turnouts
Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5E
TO
Honorable Mayor and City Council Members
FROM
Bill Gallardo, City Manager

RECOMMENDATION
Authorize the Purchasing Agent or designees to issue purchase orders in an amount not-to-exceed $63,000 for the purchase of LION brand firefighter turnouts from AllStar Fire Equipment, Inc.

BACKGROUND/DISCUSSION
In compliance with National Fire Protection Association (NFPA) standard 1851, firefighter turnouts shall be retired no more than 10 years from the date manufactured. The standard provides specification for mandatory features of the turnouts, which are present in the LION V Force model. From the same standard, an assessment of the department’s needs determined each firefighter will be issued 2 sets of turnouts. These turnouts are on a 5-year rotation to never have a firefighter with expired turnouts. The first part of this purchase is 10 full sets as part of the 5-year rotation and split between the Paramedic and Suppression Budget. The second part of this purchase is the purchase of 6 full sets of turnouts for our 6 newly hired firefighters and will serve as their second set. Funding for these 6 sets will be out of the Suppression budget.

The turnouts will be purchased sole source from AllStar Fire Equipment. Allstar Fire Equipment and LION have experienced a decades' long partnership in proudly supplying the California fire service with the highest quality personal protective equipment. AllStar Fire Equipment’s dedication to the highest standards of service and integrity has developed into their position as the Sole Source Distributor for LION's NFPA compliant LION® brand turnouts to the municipal fire service market in California & Hawaii. Allstar maintains significant inventory and a professional sales staff covering the entire states of California. LION provides state-of-the-art ergonomics in its Janesville® VForce ® turnouts and true innovations such as lsodri®, Semper Dri™, Lite-N-Dri™ and Ventilated Trim™, responding to the needs of the fire service, with focus on metabolic stress reduction, durability, mobility, and comfort.

COMMISSION/COMMITTEE RECOMMENDATION
The Finance Committee reviewed staff’s recommendation at the August 13, 2024, meeting and recommended to proceed to City Council for approval.

SUMMARY/FISCAL IMPACT
Funding for this purchase is budgeted in the Paramedic and Suppression budget as approved for FY 2024-25.

RESPECTFULLY SUBMITTED
William Gallardo, City Manager
Prepared by: Lisa Keyworth, Emergency Preparedness Coordinator Concurrence: Mark Terrill, Fire Chief
Attachments
7-16-24 Lion Turnout Quote_6.pdf
7-16-24 Lion Turnout Quote_10.pdf
To: EXPIRES 9/30/2024
Attn:

E-Mail:

Kindly review the details of your quote.

Please contact the inside sales rep at the
bottom of this quote to proceed further.

Qty Unit Description Price Extension
PSGQ28850-A
6 Ea Lion CVBM-K7 V-Force Turnout Coat PBI MAX
Outer Shell per Allstar Specs
$2,094.00 $12,564.00
Sizes: TBD
6 Ea Add G&L PBI MAX Hi Lite Name Panel to Upper
Back - 3" Silver Reflective Letters with Black Outline:

BREA FIRE
$50.00 $300.00
6 Ea Add G&L PBI MAX Hi Lite Name Panel - 2" Silver
Reflective Letters - Attached Directly to Bottom 3"
Trim with: FF NAME
$50.00 $300.00
6 Ea Add Webbing Pocket on Left Sleeve $44.00 $264.00
6 Ea Lion PVFM-K7 V-Force Turnout Pants PBI MAX
Outer Shell with Tan Arashield Knees and Cuffs
$1,365.00 $8,190.00
Sizes: TBD
>>> Replace KP214-BLK Black PCA Knees w/ KP214-
GLD Gold PCA
>>> Replace PC504-BLK Black PCA Cuffs w/ PC504-GLD
Gold PCA
6 Ea Lion SR344L (Regular) Suspender, Red, EZH H-back
Quick Adjust, Leather tabs
$51.00 $306.00
TERMS: Net 30
FOB: Destination
DELIVERY: 120 Days ARO
Subtotal $21,924.00

7.750% $1,699.11
Thalia Reyes, Inside Sales S & H $0.00
[email protected] Total $23,623.11
Sales Quote #240716TR1
[email protected]
12328 Lower Azusa Road
Arcadia, California 91006
Phone 626-652-0900 July 16, 2024
Brea FD
Brad Brown
Fax 626-652-0920

Page 1 of 1 ends

To: EXPIRES 9/30/2024
Attn:

E-Mail:

Kindly review the details of your quote.

Please contact the inside sales rep at the
bottom of this quote to proceed further.

Qty Unit Description Price Extension
PSGQ28850-A
10 Ea Lion CVBM-K7 V-Force Turnout Coat PBI MAX
Outer Shell per Allstar Specs
$2,094.00 $20,940.00
Sizes: TBD
10 Ea Add G&L PBI MAX Hi Lite Name Panel to Upper
Back - 3" Silver Reflective Letters with Black Outline:

BREA FIRE
$50.00 $500.00
10 Ea Add G&L PBI MAX Hi Lite Name Panel - 2" Silver
Reflective Letters - Attached Directly to Bottom 3"
Trim with: FF NAME
$50.00 $500.00
10 Ea Add Webbing Pocket on Left Sleeve $44.00 $440.00
10 Ea Lion PVFM-K7 V-Force Turnout Pants PBI MAX
Outer Shell with Tan Arashield Knees and Cuffs
$1,365.00 $13,650.00
Sizes: TBD
>>> Replace KP214-BLK Black PCA Knees w/ KP214-
GLD Gold PCA
>>> Replace PC504-BLK Black PCA Cuffs w/ PC504-GLD
Gold PCA
10 Ea Lion SR344L (Regular) Suspender, Red, EZH H-back
Quick Adjust, Leather tabs
$51.00 $510.00
TERMS: Net 30
FOB: Destination
DELIVERY: 120 Days ARO
Subtotal $36,540.00

7.750% $2,831.85
Thalia Reyes, Inside Sales S & H $0.00
[email protected] Total $39,371.85
Sales Quote #240716TR2
[email protected]
12328 Lower Azusa Road
Arcadia, California 91006
Phone 626-652-0900 July 16, 2024
Brea FD
Brad Brown
Fax 626-652-0920

Page 1 of 1 ends

City of Brea
City Council Regular Meeting Communication
Police Department Crime Scene Scanning Software Purchase Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5F
FROM
Christopher Harvey, Police Lieutenant

RECOMMENDATION
Approve the Police Department's purchase of one Trimble X9 Laser Scanner Package, including supplemental equipment/software and onsite training, from California Surveying & Drafting Supply (CSDS) for $91,034.03.

BACKGROUND/DISCUSSION
The Police Department utilizes spatial mapping systems to document and aid in the investigation of major crime scenes and traffic collisions. In preparation for the FY 2023-25 budget, the Police Department submitted a Decision Package to purchase a laser scanner system to replace our aged and outdated current system. The Decision Package was approved as part of budget adoption.

The Police Department has identified the Trimble X9 laser scanner system as the most appropriate tool to meet the needs of our crime scene and collision investigators. In comparison to other similar brands, Trimble offers proprietary features unique to their products to include automatic calibration, in-field scan registration. In addition, the Trimble X9 and forensic software were built specifically for law enforcement applications.

Trimble informed the Police Department that their system and accessories are only available through California Surveying and Drafting Supply (CSDS) for the Southern California region. CSDS provided a quote for the purchase of the X9 laser scanner system, supplemental equipment and software, and onsite training of up to 15 employees. Including tax, the total cost will be $91,034.03.

COMMISSION/COMMITTEE RECOMMENDATION
This purchase was reviewed by the Finance Committee at their August 13, 2024 meeting and was recommended for approval.

FISCAL IMPACT/SUMMARY
During budget preparations, the Revenue & Budget Division allocated $101,998.65 for this purchase in account 172- 21-2131-4639. There will be no fiscal impact to the General Fund.

RESPECTFULLY SUBMITTED:

Christopher Harvey, Police Lieutenant
Prepared by: Ryan Klug, Police Officer
Concurrence: Adam Hawley, Chief of Police
Attachments
AGR-2024.08.09.134 (Agreement, signed by vendor)
Exhibit A (Scope of Service) - CSDS_City of Brea, California_Training SOW 1.0 (for onsite training only).pdf Exhibit A (Fee Schedule) - Brea PD Trimble X9 Quote.pdf CSDS Draft Ins Cert City of Brea.pdf
CSDS Sole Source Document.pdf
Trimble Forensics DA2 GNSS Sole Source Document.pdf
Trimble Forensics X9 3D Scanner Sole Source Document.pdf Agreement No. 2024.08.09.134
Professional Services Agreement
This Professional Services Agreement ("Agreement") is dated Friday, August 9, 2024 for reference purposes and is executed by the City of Brea, a California municipal corporation (“City”), and California Surveying & Drafting Supply a Consultant ("Consultant").

RECITALS
A. City desires to retain Consultant as an independent contractor to provide the following Professional Services: Provide expertise ranging from crime scene documentation to diagraming for presentation and to substantiate prosecution of criminal offenses for Police Services.

B. Contractor represents that it is duly licensed, fully authorized by law, and has the necessary experience and qualifications, to provide such services.

NOW, THEREFORE, the parties agree as follows:

AGREEMENT

1. Scope of Services.

Consultant shall perform the services referenced in the Recitals and more specifically described in the Scope of Services set forth in the attached Exhibit A, and as otherwise required by this Agreement, all to City’s satisfaction (collectively, “Services”).

2. Compensation
A. City shall pay for the Services satisfactorily performed, in accordance with the Fee Schedule set forth in the attached Exhibit A.

B. In no event shall the total amount paid for the Services exceed the all-inclusive lump sum of $ 91,034.03 (“Contract Amount”). This amount covers and is inclusive of all labor, materials, and any and all other costs incurred by Consultant in performing the Services. Consultant shall be deemed to have made all inquiries and site inspections deemed necessary by Consultant prior to execution of this Agreement.

C. Unless the Fee Schedule calls for payment of a one-time flat fee, periodic payments for undisputed work shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed. Consultant’s invoices shall indicate the amount of time spent on each task and the applicable rate.

D. Unless the Fee Schedule calls for payment on a different schedule, Consultant shall invoice City on a monthly basis.

3. Additional Work.

This Agreement does not include any contingency or additional work. Any additional work performed by Contractor without a written amendment or approval of the City shall be deemed to be work included within the Services.
1 4. Term.

A. The term of this Agreement shall commence Tuesday, August 20, 2024 (“Effective Date”). Unless extended or earlier terminated as provided herein, this Agreement shall expire or upon satisfactory completion of the Services, whichever occurs first.

5. Time of Performance.

A. Consultant shall commence the Services on the above Effective Date, timely complete all performance milestones, if any, and shall complete the Services within the term of this agreement.

B. Force Majeure. Neither party shall be considered in default of this Agreement for delays in performance caused by a force majeure event. As used in this Agreement, the term “force majeure event” means circumstances beyond the reasonable control of the non-performing party and includes the following: abnormal weather conditions; floods; earthquakes; fire; epidemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage; or judicial restraint. Consultant’s lack of financial capability, shall not constitute a force majeure event unless directly attributable to any of the foregoing events.

C. Should a force majeure event occur, the non-performing party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement.

6. Maintenance of Records.

Books, documents, papers, accounting records, and other evidence pertaining to the Services, including costs incurred, shall be maintained by Consultant and made available for review by City at all reasonable times during the term of this Agreement and for four (4) years from the date of final payment by City.

7. Standard of Care.

Contractor’s Services shall be performed in accordance with the generally accepted professional standards of practice and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently performing similar services under similar conditions in southern California. Contractor shall maintain all professional licenses and certifications required to lawfully perform the Services.

8. Compliance with Law.

A. Consultant shall comply with all applicable laws including Cal/OSHA requirements.

B. Consultant shall obtain a City of Brea business license.

C. Consultant shall comply with all applicable provisions included in the attached Special Provisions 2 Section.

9. Assignment and Subcontracting.

A. Consultant shall not assign or transfer this Agreement or any rights or obligations under, or any interest in this Agreement, or subcontract any required performance hereunder, without the prior written consent of City, which may be withheld for any reason. City shall be deemed to have approved Consultant’s utilization of subcontractors identified in Consultant’s proposal for the Services.

B. Any attempt to so assign, transfer, or subcontract without City’s prior written consent shall be void and shall constitute grounds for City’s termination of this Agreement. Authorized subcontracts shall contain a provision making the subcontractor subject to all requirements of this Agreement otherwise applicable to the Consultant.

C. If use of a subcontractor is approved, then City may withhold 5% of each monthly payment to Consultant. Such retention shall be released upon City’s receipt of an unconditional release of all claims signed by any such subcontractor, as to work performed to date.

10. Independent Contractor.

A. Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant is or shall become an employee of City.

B. Consultant will determine the means, methods, and details by which Consultant’s personnel will perform the Services. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards.

C. Consultant’s personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City. Consultant’s personnel shall not use any City e-mail address or City telephone number in the performance of the Services. Consultant shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Consultant’s personnel require to perform the Services. Consultant shall perform the Services off of City premises at locations of Consultant’s choice, except as otherwise may from time to time be necessary in order for Consultant’s personnel to receive projects from City, review plans on file at City, pick up or deliver any work product, or as may be necessary to inspect or visit City locations. City may make a computer available to Consultant from time to time for Consultant’s personnel to obtain information about or to check on the status of projects pertaining to the Services.

D. Consultant shall be responsible for and pay all wages, salaries, benefits and other amounts due to Consultant’s personnel in connection with the Services Consultant shall be responsible for all reports and obligations respecting such additional personnel, including Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Consultant and its officers, employees, agents, and subcontractors shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System (“PERS”) or any other retirement program, as an employee of City, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits or any other retirement benefits.

11. CalPERS Compliance.
3 The parties acknowledge that City is a local agency member of CalPERS, and as such has certain pension reporting and contribution obligations to CalPERS on behalf of qualifying employees.

Consultant agrees that, in providing its employees and any other personnel to City to perform the Services, Consultant shall assure compliance with the Public Employees’ Retirement Law (Government Code Section 20000 et seq.), the regulations of CalPERS, and the Public Employees’ Pension Reform Act of 2013 (Government Code Section 7522 et seq.). Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in CalPERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the applicable retirement laws and regulations.

12. Insurance.

Unless otherwise permitted or waived in writing by City’s Risk Manager Consultant shall not commence work until it has secured all insurance required under this section and provided evidence thereof that is acceptable to City. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section.

A. Commercial General Liability
i. Consultant shall take out and maintain, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to City. ii. Coverage for Commercial General Liability insurance shall be at least as broad as the following:
a. Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent.
iii. Commercial General Liability Insurance must include coverage for the following:
a. Bodily Injury and Property Damage
b. Personal Injury/Advertising Injury
c. Premises/Operations Liability
d. Products/Completed Operations Liability
e. Aggregate Limits that Apply per Project
f. Contractual Liability with respect to this Agreement g. Broad Form Property Damage
h. Independent Consultant's Coverage
iv. The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to this Agreement. v. The policy shall be endorsed to name City, its elected and appointed officials, officers, employees, agents, servants, designated volunteers and agents serving as independent contractors in the role of City officials, as additional insureds using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsement forms providing the exact same coverage.
vi. The general liability coverage may utilize deductibles or provide coverage excess of a self-insured retention, only if approved by City’s Risk Manager in writing, and further provided that such deductibles shall not apply to coverage of the additional insureds 4 B. Automobile Liability
Automobile Liability Insurance is required for this Agreement as follows: i. Contractor shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to City. ii. Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto). iii. The policy shall be endorsed to name City, its officials, officers, employees, agents, servants, designated volunteers and agents serving as independent contractors in the role of City officials, as additional insureds. iv. Subject to City’s written approval, the automobile liability coverage may utilize deductibles or provide coverage excess of a self-insured retention, provided that such deductibles shall not apply to coverage of the additional insureds.

C. Workers’ Compensation/Employer’s Liability
Workers' Compensation and Employer's Liability Insurance is required for this Agreement as follows: i. Contractor certifies that Contractor is aware of the provisions of Labor Code Section 3700 which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she/it will comply with such provisions before commencing work under this Agreement. ii. Contractor shall maintain full compensation insurance for its employees in accordance with the Workers’ Compensation and Insurance Act (Labor Code Section 3200 et seq.) and Employer’s Liability Coverage in amounts indicated herein. Contractor shall require all subcontractors to obtain and maintain workers’ compensation coverage of the same type and limits as specified in this section.

D. Professional Liability (Errors and Omissions)
$2,000,000 per claim and aggregate (errors and omissions) Retroactive Date is not required for this Agreement.

E. Cyber Liability
Cyber Liability Insurance is not required for this Agreement.

F. Minimum Policy Limits Required
i. A.M. Best's Rating
Each policy of insurance required herein shall be from a company or companies having a current A.M.

Best's rating of no less than A:VII and admitted and authorized to transact the business of insurance in the State of California.
ii. The following insurance limits are required for this Agreement:
a. Commercial General Liability
$1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury, and property damage
5 b. Automobile Liability
$2,000,000 per occurrence (any auto) for bodily injury and property damage c. Worker's Compensation and Employers Liability
In the amount required by California law for Workers’ Compensation Limit. $1,000,000 per occurrence for Employer's Liability
d. Professional Liability
$2,000,000 per claim and aggregate (errors and omissions) is not required for this Agreement.
e. Cyber Liability
Cyber Liability Insurance is not required for this Agreement. ii. Defense costs shall be payable in addition to the limits. iii. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement.

G. Proof of Insurance
Within five days of execution of this Agreement, but prior to commencement of the Services, Consultant shall file with City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required original endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance.

H. Policy Provisions Required
i. The required policies of insurance shall require that the City be provided at least 30 days prior written notice of cancellation of any policy required by this Agreement, except that the policies shall provide at least 10 days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, Consultant shall deliver renewal certificate(s) including the required endorsement(s) to City at least 10 days prior to the effective date of cancellation or expiration.
ii. The Commercial General Liability Policy and Automobile Liability Policy shall each contain a provision stating that Consultant’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by City or any additional insureds shall not be called upon to contribute to any loss.
6 iii. The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement.

If a “claims-made” professional liability policy is provided, it shall include an extended reporting period of not less than three years.
iv. All required insurance coverages, except for the professional and cyber liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor of City, its elected and appointed officials, officers, employees, agents, servants, designated volunteers and agents serving as independent contractors in the role of City officials (“City Parties”), or shall specifically require Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City Parties, and shall require similar written express waivers and insurance clauses from each of its subcontractors. v. The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve Consultant from liability in excess of such coverage, nor shall it limit Consultant’s indemnification obligations to City or preclude City from taking such other actions available to City under other provisions of this Agreement or law.

I. Additional Insurance Provisions
i. The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of such insurance by City, are not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by Consultant pursuant to this Agreement, including the provisions concerning indemnification. ii. If at any time during the term of this Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may terminate this Agreement for cause. iii. City may require Consultant to provide for inspection by City, complete copies of all insurance policies in effect for the duration of the Agreement.
iv. No City official, officer, employee, agent or volunteer shall be personally responsible for any liability arising under or by virtue of this Agreement. v. The insurance obligations under this Agreement shall be: (1) all the insurance coverage and/or limits carried by or available to Consultant; or (2) the minimum insurance coverage requirements and/or limits shown in this Agreement; whichever is greater. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits, which are applicable to a given loss, shall be available to City. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Consultant under this Agreement.

J. Subcontractor Insurance Requirements
Consultant shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to City that it has secured all insurance required under this section.

Policies of commercial general liability insurance provided by such subcontractors shall be endorsed to name City, its elected and appointed officials, officers, employees, agents, servants, designated 7 volunteers and agents serving as independent contractors in the role of City officials as additional insureds, using ISO form CG 20 38 04 13 or an endorsement providing the same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors.

13. Indemnification.

A. Other than in the performance of professional services, and to the fullest extent permitted by law, Contractor shall defend (with counsel reasonably approved by City), indemnify and hold City, its elected and appointed officials, officers, attorneys, agents, employees, servants, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”) free and harmless with respect to any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages, liens, stop notices and/or injury of any kind, in law or equity, to property or persons, including bodily injury, wrongful death, personal injury and property damage, and destruction, or unauthorized access to, disclosure, use, and/or theft of electronic data (collectively, “Claims”) in any manner and to the extent arising out of, pertaining to, or incidental to any act, error, omission, or willful misconduct of Contractor, its owners, officials, officers, employees, subcontractors, contractors or agents (and/or any entity or individual for whom Contractor shall bear legal liability) in connection with the performance of the Services including the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses actually incurred in connection with such defense. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Contractor, or by City or any of the other Indemnitees.

Contractor shall have no liability hereunder for claims and liabilities arising out of the sole, active negligence of any of the Indemnitees.

B. Professional Services. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees, from and against any and all Claims, whether actual, alleged or threatened, to the extent arising out of, pertaining to, or relating to, in whole or in part, the negligence, recklessness or willful misconduct of Contractor, and/or its officers, agents, employees, subcontractors, contractors or their officers, agents, servants or employees (and/or any entity or individual for whom Contractor shall bear legal liability) in the performance of professional services under this Agreement. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Claims with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs, actually incurred in connection with such defense.

C. Contractor’s obligations under this Section shall survive the expiration or termination of this Agreement.

14. Laws and Venue.

This Agreement shall be governed by and interpreted in accordance with the laws of the State of California without regard for change of venue laws. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in the Superior Court of the County of Orange, or in the U.S. District Court, Central District,, State of California. Consultant must comply with the claim procedures set forth in the Government Claims act (Government Code Section 810 et seq.) prior to filing any lawsuit against City.
8 15. Termination.

A. City may terminate any portion or all of the Services or this Agreement with or without cause by giving 10 days’ prior, written notice to Consultant. In such event, City shall be immediately given title to and possession of all Work Product (as defined below) and original field notes, drawings and specifications, written reports and all other documents produced or developed pursuant to this Agreement. Provided Consultant is not then in breach, City shall pay Consultant for any portion of the Services satisfactorily completed prior to termination. If termination occurs prior to completion of any specific task for which a payment request has not been received, the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by the parties. City shall not be liable for any costs other than the charges or portions thereof which are specified herein.

Consultant shall not be entitled to payment for unperformed Services, and shall not be entitled to damages or compensation resulting from such termination.

B. Consultant may terminate this Agreement only for cause and by serving written notice of termination to City, provided Consultant has first served City with a written notice of default and demand to cure, and City has failed to cure such default within 30 days of receipt of such notice.

16. Ownership of Work Product.

Ownership of Work Product is not required for this Agreement.

17. Data Security.

Data Security is not required for this Agreement.

18. Party Representatives.

City hereby designates Chris Harvey, or such person’s designee, as the City Representative for this Agreement.

Consultant hereby designates Daniel Tirapelli, or such person’s designee, as Consultant’s Representative for this Agreement, unless and until written notice of a new representative acceptable to City is provided to City.

The foregoing representatives shall be authorized to provide consent where required herein, and to make other administrative decisions that will be binding on their respective party, except as otherwise specifically required herein.

19. Notices.

Any notices, invoices, or other documents related to this Agreement shall be deemed received on: (a) the day of delivery, if delivered by hand during the receiving party’s regular business hours or by e-mail before or during the receiving party’s regular business hours; (b) the business day after delivery, if delivered by e-mail after the receiving party’s regular business hours; or (c) on the second business day following deposit in the United States mail, certified mail with return receipt requested and postage prepaid, to the addresses listed below, or to such other addresses as the parties may, from time to time, designate in writing.

City Consultant
9 City of Brea California Surveying & Drafting Supply
1 Civic Center Circle 4733 Auburn Blvd.

Brea, CA 92821 Sacramento, CA 95841
United States USA
Chris Harvey Daniel Tirapelli
[email protected] [email protected]
(714) 990-7624 (916) 531-1431

20. Third Party Rights.

Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than City and Consultant.

21. Conflicts of Interest.

A. Consultant covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. Consultant certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of City.

B. Consultant further covenants that, in the performance of this Agreement, no subcontractor or person having any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services shall be employed. Consultant has provided City with a list of all City-approved subcontractors and the key personnel for such subcontractors that are retained or to be retained by Consultant in connection with the performance of the Services, to assist City in affirming compliance with this Section.

C. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement.

Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. If required, Consultant further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City Clerk as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to terminate this Agreement without liability. No director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

22. Severability.

The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the remaining provisions unenforceable, invalid or illegal.

23. Successors and Assigns.

This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of the parties.
10 24. Non-Waiver.

None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specified in writing, and any such waiver shall be limited to that set of circumstances and not to any future circumstances unless another written waiver is executed.

25. Time of Essence.

Time is of the essence in each and every provision of this Agreement.

26. City’s Right to Employ Other Consultant's.

City reserves its right to employ other Consultant's to provide the Services or similar services.

27. Exhibits.

The attached Exhibit A is are incorporated herein by reference. In the event of any conflict or inconsistency between the provisions of this Agreement and any Exhibit, the provisions of this Agreement shall govern.

28. Entire Agreement.

This Agreement represents the entire understanding of the parties as to the Services, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both parties. This is an integrated agreement.
[SIGNATURES ON FOLLOWING PAGE]
11 TO EXECUTE THIS AGREEMENT, the Parties have caused their authorized representatives to sign below. Digital Signatures are acceptable if they conform to all requirements of California Government Code Section 16.5.

California Surveying & Drafting Supply
By:_____________________________ By:_____________________________ Julie Timpone
Vice president
[email protected]
Date Signed:_______________ Date Signed:________________ [Corporation: pursuant to California Corporations Code Section 313, both signature lines must be executed unless the signatory holds at least one of the offices designated on each line. Limited liability company: Pursuant to California Corporations Code Section 17703.01(d), both signature lines must be executed unless the articles of incorporation state that the firm is managed by only one manager.] City of Brea Attest (if over $50,000)
By:____________________________ By:____________________________ Bill Gallardo Lillian Harris-Neal
City Manager City Clerk
[email protected] [email protected]
Date Signed:_______________ Date Signed:_________________ 12 08/13/2024

SPECIAL PROVISIONS
No Special Provisions required for this Agreement.
13 EXHIBIT A

SCOPE OF SERVICES AND FEE SCHEDULE
(Consultant's proposal attached)
14 CSDS, Inc. Professional
Services – July 2024
Akram Afifi
Professional Services
CSDS, Inc.

Phone: (416) 948.4667
akram.afifi@CSDS, Inc..ca
Ahmed El-Ghazouly
Professional Services Manager
CSDS, Inc.

Phone: (780) 237.4590
Ahmed.El-Ghazouly@CSDS,
Inc..ca
CSDS, Inc. Professional Services Page 1 of 8
Table of Contents
Background ...................................................................................................................................................2 Proposed training highlights.........................................................................................................................2 Logistics.........................................................................................................................................................2 PRICING AND PAYMENT TERMS ...................................................................................................................3 ACCEPTANCE CRITERIA AND PROCEDURE ....................................................................................................4 CONDITIONS TO CONSULTING SERVICES SERVICE STATEMENT OF WORK ..................................................4 STATEMENT OF WORK ACCEPTANCE............................................................................................................6 CHANGE CONTROL PROCESS ........................................................................................................................6 Change Request ............................................................................................................................................6 CONTRACT RETURN INSTRUCTIONS: ............................................................................................................8 CSDS, Inc. Professional Services Page 2 of 8
Background
Brea Police Department requires certified training on Trimble X7, GNSS, and associated Trimble software Capture, Perspective and Reveal. The team is looking for training that covers topics and practical exercises to provide expertise ranging from crime scene documentation to diagraming for presentation and to substantiate prosecution of criminal offenses. The training must meet relevant case law standards associated with the equipment. The training is for a minimum of 40 hours. In addition, training aids for up to 15 students are needed to deliver the training.

Proposed training highlights
• Trimble X7 and field workflows with Trimble Capture (8 hours) • Trimble X7 and Scanning field workflows with Trimble Perspective (8 hours) • Trimble GNSS RTX field workflows with Trimble Capture (4 hours) • Trimble Reveal (20 hours)
- Introduction
- Survey Data Processing and adjustments (TLSS & GNSS)
- Coordinate Systems and Site calibrations
- Point Cloud workflows and Diagramming
• Support and pilot projects (16 hours)
Logistics

1. In person training on a custom schedule will be delivered to be determined with the City of Brea Police department personnel and CSDS/CSDS, Inc. team.

2. Travel and accommodations expenses are included in the cost.

CSDS, Inc. Professional Services
Founded in 1966, CSDS, Inc. helps organizations measure, analyze, design and build more efficiently and profitably. We are the only company of its kind, providing unique and tailored solutions for over 40 years. Some of the markets we serve include engineering, surveying, construction, mining, architecture, manufacturing, utilities, forestry, and government. CSDS, Inc. partners with the world’s leading technology manufacturers such as Autodesk, Leica, SMART Technologies, Canon, Faro, Trimble, and HP to name just a few. CSDS, Inc.’s national team of professionals combines software, hardware and services to improve your workflow: from field to finish.

CSDS, Inc. Professional Services Page 3 of 8

PRICING AND PAYMENT TERMS
General
CSDS, Inc. will provide the Services and perform its obligations under this SOW as detailed in the Payment Schedule below.

Expenses
City of Brea, California shall reimburse CSDS, Inc. for all materials, applicable taxes, and all reasonable out-of-pocket expenses incurred by CSDS, Inc. in providing the Services including, without limitation, project-related travel and living expenses. CSDS, Inc. shall obtain City of Brea, California’ approval for project-related travel and estimated project expenses in advance. All travel and living expenses will be invoiced at cost, without markup, and will be documented by CSDS, Inc. and submitted to City of Brea, California in accordance with the terms of this SOW.

Actual expenses with receipts will be submitted with CSDS, Inc.’s monthly invoice for Fees, and if the Fees are not invoiced monthly, then within 30 days of travel based on one billing per month for such expenses.

Fees
City of Brea, California shall pay the following fees which will be invoiced by CSDS, Inc. as Services:

Task Service Description Days Fees
1 5 days of onsite custom training 5 $10,000.00
Total 5 $10,000.00
Estimated Travel Costs – invoiced at cost.

Payment Terms
CSDS, Inc. may request partial payment of estimated fees upon the parties of this SOW or any Change Request. Payment is due within 30 days of receipt of the invoice. Interest on accounts overdue will be charged at the rate of 1.5% per month, 18% per annum (or the legal maximum), from the date payment was due until the date payment is made, without prejudice to any other rights, remedies or recourses which
CSDS, Inc. may have under this SOW, at law or in equity. CSDS, Inc. reserves the right to cease delivery of any Service if payments for Services are in arrears.

CSDS, Inc. Professional Services Page 4 of 8
Taxes
All Services rendered by CSDS, Inc. will be invoiced in US dollars. Any taxes, fees, or other levies incurred by City of Brea, California or by CSDS, Inc. (with the exception of income or capital gains taxes) as a result of local laws, codes, customs or practices regardless of origin or jurisdiction are the sole responsibility of City of Brea, California. City of Brea, California agrees to pay all such levies and will not withhold such amounts from payments to CSDS, Inc..

Purchase Orders
If City of Brea, California should issue a P.O. to CSDS, Inc. in respect of this SOW or any Change Request, then regardless of whether the PO is issued before or after the date of this SOW or any Change Request, the terms and conditions of this SOW or any Change Request will govern, and the terms and conditions attached to the PO (if any) shall be void and without effect.

ACCEPTANCE CRITERIA AND PROCEDURE
Document Deliverable Acceptance:

For all document deliverables the “Review Period” will be mutually agreed upon by City of Brea, California and CSDS, Inc.’s Project Manager, and failing such agreement will be 10 business days.

City of Brea, California will notify in writing its acceptance of the deliverable, or, if a document deliverable is not acceptable, City of Brea, California will return to CSDS, Inc. a single annotated copy of the deliverable, indicating the unacceptable portions (with reasons) and required corrections within the Review Period. City of Brea, California’ Project Manager will accept the deliverable conditional on resolution of any such deficiencies identified. In the absence of a consolidated set of feedback within the Review Period, the deliverable will be deemed to be accepted by City of Brea, California
CSDS, Inc. will modify and return to City of Brea, California the entire deliverable, but only the modified portions will be considered for further comment. Upon review and approval by City of Brea, California’ Project Manager, the document deliverable will be accepted and the final unconditional sign-off will be provided. Any modifications that are requested to a previously accepted deliverable will be requested using the Change Request procedure specified below.

CONDITIONS TO CONSULTING SERVICES SERVICE STATEMENT OF WORK Services:

CSDS, Inc. will provide qualified personnel to provide the services described herein on a mutually agreed upon schedule.

No Acceptance:

City of Brea, California acknowledges and agrees that acceptance, formal or otherwise, of the Services performed is not a prerequisite to payment for the Services. Payment by City of Brea, California to CSDS, Inc. shall not be withheld based on any acceptance conditions.

Facilities:

City of Brea, California shall provide workspace and related facilities, as necessary, and access to all necessary City of Brea, California personnel and information required for CSDS, Inc. to perform CSDS, Inc. Professional Services Page 5 of 8
work under this SOW. City of Brea, California acknowledges that such access and facilities is essential to the provision of the services hereunder.

Limited Warranty:

THIS IS A SERVICE AGREEMENT. ANY WORK PRODUCT OF ANY KIND, IN ANY FORM OR FORMAT, THAT MAY BE PROVIDED IN CONNECTION WITH THE SERVICES IS PROVIDED “AS IS” WITHOUT

WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE

IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Limitation of Liability:
(A) IN NO EVENT SHALL EITHER PARTY OR ITS RESPECTIVE AFFILIATES BE LIABLE

TO THE OTHER PARTY, ITS AFFILIATES OR ANY THIRD PARTY FOR ANY SPECIAL,

CONSEQUENTIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, OR INDIRECT DAMAGES

OR COSTS (INCLUDING LEGAL FEES AND EXPENSES) OR LOSS OF GOODWILL OR

PROFITS, REVENUES, CONTRACTS, LOSS OF DATA, BUSINESS INTERRUPTION OR

FAILURE TO REALIZE EXPECTED COST SAVINGS, IN CONNECTION WITH THE

SUPPLY, USE OR PERFORMANCE OF THE SERVICES, OR INABILITY TO USE THE

SERVICES OR ANY DELIVERABLES, OR IN CONNECTION WITH ANY CLAIM ARISING

FROM THIS SOW OR ANY CHANGE REQUEST HEREUNDER (INCLUDING WITHOUT

LIMITATION, BREACH OR FAILURE OF EXPRESS OR IMPLIED WARRANTY, BREACH

OF CONTRACT, MISREPRESENTATION, NEGLIGENCE, STRICT LIABILITY IN TORT OR

OTHERWISE, EXCEPT ONLY IN THE CASE OF PERSONAL INJURY OR PROPERTY

DAMAGE WHERE THE LAW MAY REQUIRE SUCH LIABILITY), AND WHETHER OR

NOT SUCH PARTY OR ITS RESPECTIVE AFFILIATES SHALL HAVE BEEN ADVISED OF

THE POSSIBILITY OF THE SAME, REGARDLESS IF THE SAME WAS REASONABLY FORESEEABLE. THE FEES PAYABLE TO CSDS, INC. FAIRLY REFLECT THIS ALLOCATION OF RISK.
(B) The total cumulative liability of either party for all damages for all claims in connection with this SOW or any Change Request hereunder, regardless of the form of action whether a claim be in tort, contract, or any other theory of law, and whether by statute or otherwise, shall not, in the aggregate, exceed the total fees (net of taxes) paid by City of Brea, California to CSDS, Inc. under this SOW in the current calendar year of the claim.
(C) City of Brea, California agrees that from time to time the software used or provided in connection with, or otherwise relating to, the Services and any Deliverables may be inaccessible or inoperable for various reasons, including (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which may be undertaken from time to time; or (iii) causes beyond the reasonable control of CSDS, Inc. or which are not reasonably foreseeable by CSDS, Inc., including interruption or failure of telecommunication or digital transmission links, hostile network attacks or network congestion or other failures. CSDS, Inc. shall not be responsible nor liable to City of Brea, California upon the occurrence of any of the foregoing.

Ownership:

CSDS, Inc. shall own all systems, software, documentation, tools, utilities, methodologies, specifications, techniques, trade secrets, know how, and other materials, owned or in the possession of CSDS, Inc. prior to the effective date of this SOW or developed by CSDS, Inc. hereunder and/or used in connection with the services, together with all intellectual property rights therein, whether or not they are specifically adapted by CSDS, Inc. for use in the services.

CSDS, Inc. Professional Services Page 6 of 8
Termination:

Either party may terminate this particular SOW prior to its expiration date, by providing fifteen (15) days written notice to the other party. In the event of termination of this SOW for any reason, City of Brea, California shall pay for all completed work and work in process, based on the rates stated herein.

Governing Law:

This SOW shall be governed by and construed under the laws of the Province of Ontario, without reference to choice of law principles. In the event of any litigation between the parties, such litigation shall be commenced and maintained exclusively in the Province of Ontario. The parties expressly submit themselves to the exclusive jurisdiction of such courts.

STATEMENT OF WORK ACCEPTANCE
Each of the parties has caused this SOW to be executed and does hereby warrant and represent that its respective signatory whose signature appears below has been and is on the date set forth above duly authorized by all necessary and appropriate corporate action to execute and once this SOW is signed and delivered by the parties it will make binding this SOW.

CHANGE CONTROL PROCESS
The “Change Control Process” governs changes to work defined in a SOW during the Term of that SOW. The intent of this process is to standardize and properly document any request for changes that could alter project scope and/or documented procedures. The Change Control Process will apply to increases or decreases to the scope of work, or other material changes to the SOW. Both City of Brea, California and CSDS, Inc. will implement the Change Control Process with the acceptance of a Scope of Work.

Change Request
A completed “Change Request” will be used for communicating any desired changes to the project. It will describe the change, the reason for the change, and the effect the change may have on the project cost, schedule, resources, and scope.

Submission of Change Request
The Project Manager of the requesting party will submit the written Change Request to the Project Manager for the other party.

Review Change Request
Both CSDS, Inc. and City of Brea, California will review the Change Request and take one of three actions:
1) Approve the Change Request, in writing;
2) Approve the Change Request for further study only; or 3) Reject the Change Request.

CSDS, Inc. and City of Brea, California will agree upon the costs, if any, for any approved studies of a Change Request. If the study costs are agreed to in writing, then the study will be performed.

CSDS, Inc. Professional Services Page 7 of 8
The results of the study will be used to determine the effect that implementation of the Change Request will have on the cost and schedule of the project.

Change Request Approval
Both CSDS, Inc. and City of Brea, California must sign the approval portion of the Change Request to authorize the implementation of the Change Request. City of Brea, California’ and CSDS, Inc.’s Project Managers shall be responsible for securing full reviews and approvals of the Change Request in a mutually agreed upon timeframe. In the event the approved changes set forth in the Change Request increase the scope of the project or cannot reasonably be accommodated without a change in priorities or an increase in the resources being utilized by CSDS, Inc., then CSDS, Inc. and City of Brea, California will work together to adjust priorities with respect to other services being performed by CSDS, Inc..

CSDS, Inc. City of Brea, California
Signature Signature
Printed Name Printed Name
Title Title
Date Date
END of Statement of Work
CSDS, Inc. Professional Services Page 8 of 8
CONTRACT RETURN INSTRUCTIONS:

Please sign and return the document by email to [email protected] One fully executed copy will be returned to the customer.

Expiration Date 8/17/2024
Quote Number 00465045
City of Brea: Trimble X9 w/T10x Forensic -
Subscription
Quote Name
4733 Auburn Blvd
Sacr, CA
95841
Address
Email [email protected]
Prepared By Daniel Tirapelli
1 Civic Center Cir
Brea, CA 92821-5792
US
Ship To
Ship To Name City of Brea-Police Department
Email [email protected]
Phone (714) 990-7625
Contact Name Ryan Klug
1 Civic Center Cir
Brea, CA 92821-5792
US
Bill To
Account Name City of Brea-Police Department
Quote Line Items - All Prices are in $US
Material
Number Product Code Product Description SalesPrice Quantity TotalPrice 902246 902246
Trimble Forensics X9 Scanner Bundle - System Includes X9, Backpack and Tripod with Quick Release Adapter.

Two Year Warware Warranty
52,040.00 1.00 52,040.00
641051 EWLS-SCAN Warranty - Trimble X9 Laser Scanner Annual Hardware Extended Warranty 2,800.00 2.00 5,600.00 902091 FOR-02-0226
Trimble T10x Tablet with Forensics Capture Software and X9 Module Bundle.

Two Year Hardware Warranty
9,145.00 1.00 9,145.00
588338 EWLS-TAB-STOCK Warranty - Trimble T10x Hardware Extended Warranty - 1 Year 395.00 2.00 790.00 585814 EWFOR-TFC-STOCK Software Maintenance - Trimble Forensics Capture Software - 1 Year 520.00 3.00 1,560.00 558639 114111 Battery, Trimble T10x Lithium-Ion Battery Pack - 90W Enhanced Capacity 430.00 2.00 860.00 558641 114113 Charger, Trimble T10x Battery Charger Kit for Single Battery 250.00 1.00 250.00 598924 FOR-03-0313-NR Trimble Forensics Suite Software Subscription (Includes Reveal And Realworks Forensics) - 1 Year 475.00 1.00 475.00
598924 FOR-03-0313-NR Trimble Forensics Suite Software Subscription (Includes Reveal And Realworks Forensics) - 1 Year 475.00 1.00 475.00
598924 FOR-03-0313-NR Trimble Forensics Suite Software Subscription (Includes Reveal And Realworks Forensics) - 1 Year 475.00 1.00 475.00
902103 FOR-01-0118
Trimble Forensics Quick Response Solution - System Includes Catalyst DA2 Recevier, TDC6 With 1 Year Forensics Capture W/Correction Service SW Subscription, and Accessories
2,999.00 1.00 2,999.00
607733 FOR-CAP-CAT Trimble Forensics Capture With Correction Service Software Subscription - 1 Year 399.00 1.00 399.00
607733 FOR-CAP-CAT Trimble Forensics Capture With Correction Service Software Subscription - 1 Year 399.00 1.00 399.00
607733 FOR-CAP-CAT Trimble Forensics Capture With Correction Service Software Subscription - 1 Year 399.00 1.00 399.00
572923 FOR-06-ONSITE Training, Trimble Forensics Onsite Training (Per Hour) Maximum 15 Attendees 250.00 40.00 10,000.00
98200 FREIGHT DRIVER Shipping & Handling 100.00 1.00 100.00 Expiration Date 8/17/2024
Quote Number 00465045
City of Brea: Trimble X9 w/T10x Forensic -
Subscription
Quote Name
Date MM/DD/YY:

Purchase Order Number:

Authorizing Signature:

Print Name:

Prices are quoted in US dollars. All Taxes and applicable freight charges are extra. Taxable items are: All hardware including rentals, parts, leases, and USB software keys. Non-taxable items are: Service labor, training, and network software keys. We accept Visa, Mastercard and American Express for payments up to $2,500. Net 30 day payment terms are available upon completion and approval of a credit application.

Products will be shipped to the destination specified by Customer, F.O.B. CSDS's Shipping point. Installation prices will be specified as separate line item on the quotation. All returns and exchanges must be made within 30 days of invoice. All returns subject to a 25% restocking fee. No cancellations, refunds, or exchanges on Special Order (including all Major Hardware, Mapping/Surveying/Construction/Geospatial Instruments and/or Software). All training must be completed within 90 days of invoice date. No refunds for training that is not performed within this time.
85,966.00
5,068.03
91,034.03
Subtotal
Tax (7.75%)
Total
Totals
Terms & Conditions
Signature
ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD
PRODUCER CONTACT NAME: PHONE FAX
(A/C, No, Ext): (A/C, No): E-MAIL ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG OTHER: $ COMBINED SINGLE LIMIT
(Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) $
$ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $
If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
7/18/2024
(916) 380-5300 (916) 380-5206
36170
California Surveying And Drafting Supply
4733 Auburn Blvd.

Sacramento, CA 95841
25674
25674
19046
A 1,000,000
X X Y630-3F061592 1/1/2024 1/1/2025 300,000
10,000
1,000,000
2,000,000
2,000,000
B 1,000,000
X X 810-4L111918-24-14-G 1/1/2024 1/1/2025
C 4,000,000
EX-7H534610-24-14 1/1/2024 1/1/2025 4,000,000
0 D
X UB-9J446754-24-14-G 1/1/2024 1/1/2025 1,000,000
1,000,000
1,000,000
Additional insured applies per the attached: City of Brea City of Brea
1 Civic Center Circle
Brea, CA 92821
CALISUR-02 RMYERS
Bender Insurance Solutions
516 Gibson Drive
Suite 240
Roseville, CA 95678
Travelers Casualty Company of CT
Travelers Property Casualty
Travelers Prop Cas Co America
Travelers Cas Ins Co of Amer
X
X
X
X
X
X
X

COMMERCIAL AUTO

BUSINESS AUTO COVERAGE FORM
Various provisions in this policy restrict coverage. SECTION I COVERED AUTOS Read the entire policy carefully to determine rights,
Item Two of the Declarations shows the "autos" that
duties and what is and is not covered. are covered "autos" for each of your coverages. The Throughout this policy the words "you" and "your" re- following numerical symbols describe the "autos" that fer to the Named Insured shown in the Declarations. may be covered "autos". The symbols entered next to The words "we", "us" and "our" refer to the company a coverage on the Declarations designate the only providing this insurance. "autos" that are covered "autos".

Other words and phrases that appear in quotation A. Description Of Covered Auto Designation marks have special meaning. Refer to Section V Symbols Definitions.

Symbol Description Of Covered Auto Designation Symbols
1 Any "Auto"
2 Owned "Autos" Only those "autos" you own (and for Covered Autos Liability Coverage any Only "trailers" you don't own while attached to power units you own). This includes those "autos" you acquire ownership of after the policy begins. 3 Owned Private Only the private passenger "autos" you own. This includes those private Passenger passenger "autos" you acquire ownership of after the policy begins. "Autos" Only
4 Owned Only those "autos" you own that are not of the private passenger type (and for "Autos" Other Covered Autos Liability Coverage any "trailers" you don't own while attached to Than Private power units you own). This includes those "autos" not of the private passenger Passenger type you acquire ownership of after the policy begins. "Autos" Only
5 Owned "Autos" Only those "autos" you own that are required to have no-fault benefits in the state Subject To where they are licensed or principally garaged. This includes those "autos" you No-fault acquire ownership of after the policy begins provided they are required to have nofault benefits in the state where they are licensed or principally garaged. 6 Owned "Autos" Only those "autos" you own that because of the law in the state where they are Subject To A licensed or principally garaged are required to have and cannot reject Uninsured Compulsory Motorists Coverage. This includes those "autos" you acquire ownership of after the Uninsured policy begins provided they are subject to the same state uninsured motorists Motorists Law requirement.
7 Specifically Only those "autos" described in Item Three of the Declarations for which a Described premium charge is shown (and for Covered Autos Liability Coverage any "trailers" "Autos" you don't own while attached to any power unit described in Item Three). 8 Hired "Autos" Only those "autos" you lease, hire, rent or borrow. This does not include any "auto" Only you lease, hire, rent or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households.
9 Non-owned Only those "autos" you do not own, lease, hire, rent or borrow that are used in "Autos" Only connection with your business. This includes "autos" owned by your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households but only while used in your business or your personal affairs.

CA 00 01 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 12

COMMERCIAL AUTO
19 Mobile Equip- Only those "autos" that are land vehicles and that would qualify under the definition ment Subject To of "mobile equipment" under this policy if they were not subject to a compulsory or Compulsory Or financial responsibility law or other motor vehicle insurance law where they are Financial licensed or principally garaged.

Responsibility
Or Other Motor
Vehicle Insurance Law Only
B. Owned Autos You Acquire After The Policy SECTION II COVERED AUTOS LIABILITY COVBegins ERAGE

1. If Symbols 1, 2, 3, 4, 5, 6 or 19 are entered A. Coverage next to a coverage in Item Two of the Decla- We will pay all sums an "insured" legally must pay rations, then you have coverage for "autos" as damages because of "bodily injury" or "propthat you acquire of the type described for the erty damage" to which this insurance applies, remainder of the policy period. caused by an "accident" and resulting from the ownership, maintenance or use of a covered 2. But, if Symbol 7 is entered next to a coverage "auto".
in Item Two of the Declarations, an "auto" you
acquire will be a covered "auto" for that cov- We will also pay all sums an "insured" legally erage only if: must pay as a "covered pollution cost or expense" to which this insurance applies, caused by an
a. We already cover all "autos" that you own
"accident" and resulting from the ownership, for that coverage or it replaces an "auto" maintenance or use of covered "autos". However, you previously owned that had that cov- we will only pay for the "covered pollution cost or erage; and
expense" if there is either "bodily injury" or "propb. You tell us within 30 days after you ac- erty damage" to which this insurance applies that quire it that you want us to cover it for that is caused by the same "accident". coverage. We have the right and duty to defend any "inC. Certain Trailers, Mobile Equipment And Tem- sured" against a "suit" asking for such damages porary Substitute Autos or a "covered pollution cost or expense". However, we have no duty to defend any "insured" If Covered Autos Liability Coverage is provided by against a "suit" seeking damages for "bodily inthis Coverage Form, the following types of vehijury" or "property damage" or a "covered pollution cles are also covered "autos" for Covered Autos cost or expense" to which this insurance does not Liability Coverage: apply. We may investigate and settle any claim or

1. "Trailers" with a load capacity of 2,000 "suit" as we consider appropriate. Our duty to depounds or fend or settle ends when the Covered Autos Li- less designed primarily for travel on public roads. ability Coverage Limit of Insurance has been exhausted by payment of judgments or settlements. 2. "Mobile equipment" while being carried or

1. Who Is An Insured towed by a covered "auto".

The following are "insureds": 3. Any "auto" you do not own while used with the permission of its owner as a temporary a. You for any covered "auto". substitute for a covered "auto" you own that is b. Anyone else while using with your per- out of service because of its: mission a covered "auto" you own, hire or a. Breakdown; borrow except:
b. Repair; (1) The owner or anyone else from
whom you hire or borrow a covered
c. Servicing; "auto".
d. "Loss"; or This exception does not apply if the
e. Destruction. covered "auto" is a "trailer" connected to a covered "auto" you own.

Page 2 of 12 ends

COMMERCIAL AUTO
(2) Your "employee" if the covered "auto" pay interest ends when we have paid, is owned by that "employee" or a offered to pay or deposited in court member of his or her household. the part of the judgment that is within our Limit of Insurance. (3) Someone using a covered "auto" while he or she is working in a busi- These payments will not reduce the Limit ness of selling, servicing, repairing, of Insurance.
parking or storing "autos" unless that b. Out-of-state Coverage Extensions business is yours.

While a covered "auto" is away from the
(4) Anyone other than your "employees", state where it is licensed, we will:
partners (if you are a partnership),
members (1) Increase the Limit of Insurance for(if you are a limited liability Covered Autos Liability Coverage to company) or a lessee or borrower or meet the limits specified by a com- any of their "employees", while moving property to or from a covered pulsory or financial responsibility law
of the jurisdiction where the covered "auto".
"auto" is being used. This extension
(5) A partner (if you are a partnership) or does not apply to the limit or limits a member (if you are a limited liability
specified by any law governing motor
company) for a covered "auto" owned carriers of passengers or property. by him or her or a member of his or (2) Provide the minimum amounts and her household.
types of other coverages, such as noc. Anyone liable for the conduct of an "infault, required of out-of-state vehicles sured" described above but only to the by the jurisdiction where the covered extent of that liability. "auto" is being used.

2. Coverage Extensions We will not pay anyone more than once a. Supplementary Payments for the same elements of loss because of We will pay for the
these extensions. "insured":

B. Exclusions (1) All expenses we incur.

This insurance does not apply to any of the fol- (2) Up to $2,000 for cost of bail bonds lowing: (including bonds for related traffic law
violations) required because of an 1. Expected Or Intended Injury "accident" we cover. We do not have "Bodily injury" or "property damage" expected to furnish these bonds. or intended from the standpoint of the "in- (3) The cost of bonds to release attach- sured".
ments in any "suit" against the "in- 2. Contractual
sured" we defend, but only for bond
Liability assumed under any contract or amounts within our Limit of Insuragreement. ance.

But this exclusion does not apply to liability (4) All reasonable expenses incurred by for damages:
the "insured" at our request, including
actual loss of earnings up to $250 a a. Assumed in a contract or agreement that day because of time off from work. is an "insured contract", provided the "bodily injury" or "property damage" oc- (5) All court costs taxed against the "incurs subsequent to the execution of the sured" in any "suit" against the "incontract or agreement; or sured" we defend. However, these payments do not include at- b. That the "insured" would have in the abtorneys' fees or attorneys' expenses sence of the contract or agreement. taxed against the "insured". 3. Workers' Compensation
(6) All interest on the full amount of any Any obligation for which the "insured" or the judgment that accrues after entry of "insured's" insurer may be held liable under the judgment in any "suit" against the
any workers' compensation, disability benefits
"insured" we defend, but our duty to
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COMMERCIAL AUTO
or unemployment compensation law or any 7. Handling Of Property similar law. "Bodily injury" or "property damage" resulting

4. Employee Indemnification And Employer's from the handling of property:

Liability a. Before it is moved from the place where it "Bodily injury" to: is accepted by the "insured" for movement into or onto the covered "auto"; or a. An "employee" of the "insured" arising out of and in the course of: b. After it is moved from the covered "auto" to the place where it is finally delivered by
(1) Employment by the "insured"; or
the "insured".
(2) Performing the duties related to the 8. Movement Of Property By Mechanical Deconduct of the "insured's" business; vice or
"Bodily injury" or "property damage" resulting
b. The spouse, child, parent, brother or sis- from the movement of property by a meter of that "employee" as a consequence chanical device (other than a hand truck) of Paragraph a. above. unless the device is attached to the covered This exclusion applies: "auto".

9. Operations (1) Whether the "insured" may be liable
as an employer or in any other ca- "Bodily injury" or "property damage" arising pacity; and out of the operation of:
(2) To any obligation to share damages a. Any equipment listed in Paragraphs 6.b. with or repay someone else who and 6.c. of the definition of "mobile must pay damages because of the in- equipment"; or
jury. b. Machinery or equipment that is on, atBut this exclusion does not apply to tached to or part of a land vehicle that "bodily in- would qualify under the definition of "mojury" to domestic "employees" not entitled to bile equipment" if it were not subject to a workers' compensation benefits or to liability compulsory or financial responsibility law assumed by the "insured" under an "insured or other motor vehicle insurance law contract". For the purposes of the Coverage where it is licensed or principally garaged. Form, a domestic "employee" is a person engaged in household or domestic work per- 10. Completed Operations formed principally in connection with a resi- "Bodily injury" or "property damage" arising dence premises. out of your work after that work has been

5. Fellow Employee completed or abandoned.

In this exclusion, your work means: "Bodily injury" to:
a. Work or operations performed by you or a. Any fellow "employee" of the "insured" on your behalf; and arising out of and in the course of the fellow "employee's" employment or while b. Materials, parts or equipment furnished in performing duties related to the conduct connection with such work or operations. of your business; or Your work includes warranties or representab. The spouse, child, parent, brother or sis- tions made at any time with respect to the fitter of that fellow "employee" as a conse- ness, quality, durability or performance of any quence of Paragraph a. above. of the items included in Paragraph a. or b. above. 6. Care, Custody Or Control
Your work will be deemed completed at the "Property damage" to or "covered pollution earliest of the following times: cost or expense" involving property owned or transported by the "insured" or in the "in- (1) When all of the work called for in your sured's" care, custody or control. But this ex- contract has been completed; clusion does not apply to liability assumed
(2) When all of the work to be done at under a sidetrack agreement. the site has been completed if your

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COMMERCIAL AUTO
contract calls for work at more than (2) The "bodily injury", "property damone site; or age" or "covered pollution cost or expense" does not arise out of the op- (3) When that part of the work done at a eration of any equipment listed in
job site has been put to its intended Paragraphs 6.b. and 6.c. of the defiuse by any person or organization nition of "mobile equipment". other than another contractor or subcontractor working on the same pro- Paragraphs b. and c. above of this exclusion ject. do not apply to "accidents" that occur away
from premises owned by or rented to an "in- Work that may need service, maintenance, sured" with respect to "pollutants" not in or correction, repair or replacement, but which is upon a covered "auto" if: otherwise complete, will be treated as com- (a) The "pollutants" or any property pleted.
in which the "pollutants" are con11. Pollution tained are upset, overturned or "Bodily injury" or "property damage" arising damaged as a result of the mainout of the actual, alleged or threatened dis- tenance or use of a covered charge, dispersal, seepage, migration, re- "auto"; and
lease or escape of "pollutants": (b) The discharge, dispersal, seepa. That are, or that are contained in any age, migration, release or escape of the "pollutants" is caused di- property that is: rectly by such upset, overturn or (1) Being transported or towed by, han- damage. dled or handled for movement into, 12. War onto or from the covered "auto"; "Bodily injury" or "property damage" arising
(2) Otherwise in the course of transit by directly or indirectly out of: or on behalf of the "insured"; or a. War, including undeclared or civil war; (3) Being stored, disposed of, treated or b. Warlike action by a military force, includ- processed in or upon the covered ing action in hindering or defending "auto"; against an actual or expected attack, by b. Before the "pollutants" or any property in any government, sovereign or other auwhich the "pollutants" are contained are thority using military personnel or other moved from the place where they are ac- agents; or cepted by the "insured" for movement into c. Insurrection, rebellion, revolution, or onto the covered "auto"; or usurped power or action taken by govc. After the "pollutants" or any property in ernmental authority in hindering or dewhich the "pollutants" are contained are fending against any of these. moved from the covered "auto" to the

13. Racing
place where they are finally delivered, Covered "autos" while used in any profes- disposed of or abandoned by the "insional or organized racing or demolition con- sured". test or stunting activity, or while practicing for
Paragraph a. above does not apply to fuels, such contest or activity. This insurance also lubricants, fluids, exhaust gases or other simi- does not apply while that covered "auto" is lar "pollutants" that are needed for or result being prepared for such a contest or activity. from the normal electrical, hydraulic or me- C. Limit Of Insurance chanical functioning of the covered "auto" or
Regardless of the number of covered "autos",
its parts if: "insureds", premiums paid, claims made or vehi- (1) The "pollutants" escape, seep, mi- cles involved in the "accident", the most we will grate or are discharged, dispersed or pay for the total of all damages and "covered polreleased directly from an "auto" part lution cost or expense" combined resulting from
designed by its manufacturer to hold, any one "accident" is the Limit Of Insurance for store, receive or dispose of such "pol- Covered Autos Liability Coverage shown in the lutants"; and Declarations.

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All "bodily injury", "property damage" and "cov- a. Glass breakage; ered pollution cost or expense" resulting from b. "Loss" caused by hitting a bird or animal; continuous or repeated exposure to substantially and the same conditions will be considered as resultc. "Loss" caused by falling objects or mising from one "accident". siles.

No one will be entitled to receive duplicate payments However, you have the option of having glass for the same elements of "loss" under this breakage caused by a covered "auto's" colli- Coverage Form and any Medical Payments Covsion or overturn considered a "loss" under erage endorsement, Uninsured Motorists CoverCollision Coverage. age endorsement or Underinsured Motorists Coverage endorsement attached to this Coverage 4. Coverage Extensions Part. a. Transportation Expenses
SECTION III PHYSICAL DAMAGE COVERAGE We will pay up to $20 per day, to a maxiA. Coverage mum of $600, for temporary transportation expense incurred by you because of 1. We will pay for "loss" to a covered "auto" or the total theft of a covered "auto" of the its equipment under: private passenger type. We will pay only a. Comprehensive Coverage for those covered "autos" for which you
From any cause except: carry either Comprehensive or Specified Causes Of Loss Coverage. We will pay
(1) The covered "auto's" collision with
for temporary transportation expenses in- another object; or curred during the period beginning 48 (2) The covered "auto's" overturn. hours after the theft and ending, regardb. Specified Causes Of Loss Coverage less of the policy's expiration, when the covered "auto" is returned to use or we Caused by: pay for its "loss". (1) Fire, lightning or explosion; b. Loss Of Use Expenses (2) Theft; For Hired Auto Physical Damage, we will
(3) Windstorm, hail or earthquake; pay expenses for which an "insured" be- (4) Flood; comes legally responsible to pay for loss
of use of a vehicle rented or hired without (5) Mischief or vandalism; or a driver under a written rental contract or (6) The sinking, burning, collision or de- agreement. We will pay for loss of use railment of any conveyance transport- expenses if caused by:
ing the covered "auto". (1) Other than collision only if the Declac. Collision Coverage rations indicates that Comprehensive Caused by: Coverage is provided for any covered
"auto"; (1) The covered "auto's" collision with
another object; or (2) Specified Causes Of Loss only if the Declarations indicates that Specified
(2) The covered "auto's" overturn. Causes Of Loss Coverage is pro2. Towing vided for any covered "auto"; or We will pay up to the limit shown in the Decla- (3) Collision only if the Declarations indirations for towing and labor costs incurred cates that Collision Coverage is proeach time a covered "auto" of the private vided for any covered "auto". passenger type is disabled. However, the la- However, the most we will pay for any bor must be performed at the place of disexpenses for loss of use is $20 per day, ablement. to a maximum of $600.

3. Glass Breakage Hitting A Bird Or Animal B. Exclusions Falling Objects Or Missiles

1. We will not pay for "loss" caused by or resultIf you carry Comprehensive Coverage for the ing from any of the following. Such "loss" is damaged covered "auto", we will pay for the excluded regardless of any other cause or
following under Comprehensive Coverage:

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event that contributes concurrently or in any installed, that reproduces, receives or sequence to the "loss". transmits audio, visual or data signals. a. Nuclear Hazard d. Any accessories used with the electronic equipment described in Paragraph c. (1) The explosion of any weapon emabove. ploying atomic fission or fusion; or

5. Exclusions 4.c. and 4.d. do not apply to (2) Nuclear reaction or radiation, or raequipment designed to be operated solely by dioactive contamination, however caused. use of the power from the "auto's" electrical
system that, at the time of "loss", is: b. War Or Military Action a. Permanently installed in or upon the cov- (1) War, including undeclared or civil ered "auto"; war; b. Removable from a housing unit which is
(2) Warlike action by a military force, inpermanently installed in or upon the cov- cluding action in hindering or defendered "auto"; ing against an actual or expected attack, by any government, sovereign c. An integral part of the same unit housing or other authority using military per- any electronic equipment described in sonnel or other agents; or Paragraphs a. and b. above; or (3) Insurrection, rebellion, revolution, d. Necessary for the normal operation of the usurped power or action taken by covered "auto" or the monitoring of the governmental authority in hindering covered "auto's" operating system. or defending against any of these. 6. We will not pay for "loss" to a covered "auto"

2. We will not pay for "loss" to any covered
due to "diminution in value". "auto" while used in any professional or organized racing or demolition contest or stunt- C. Limits Of Insurance ing activity, or while practicing for such con- 1. The most we will pay for:
test or activity. We will also not pay for "loss"
a. "Loss" to any one covered "auto" is the
to any covered "auto" while that covered
lesser of: "auto" is being prepared for such a contest or activity. (1) The actual cash value of the damaged or stolen property as of the time 3. We will not pay for "loss" due and confined to:
of the "loss"; or
a. Wear and tear, freezing, mechanical or
electrical breakdown. (2) The cost of repairing or replacing the damaged or stolen property with b. Blowouts, punctures or other road dam- other property of like kind and quality. age to tires. b. All electronic equipment that reproduces, This exclusion does not apply to such "loss" receives or transmits audio, visual or data
resulting from the total theft of a covered
signals in any one "loss" is $1,000, if, at "auto".
the time of "loss", such electronic equip- 4. We will not pay for "loss" to any of the follow- ment is:
ing:
(1) Permanently installed in or upon the
a. Tapes, records, discs or other similar au- covered "auto" in a housing, opening dio, visual or data electronic devices deor other location that is not normally signed for use with audio, visual or data
used by the "auto" manufacturer for electronic equipment. the installation of such equipment; b. Any device designed or used to detect (2) Removable from a permanently in- speed-measuring equipment, such as rastalled housing unit as described in dar or laser detectors, and any jamming Paragraph b.(1) above; or apparatus intended to elude or disrupt speed-measuring equipment. (3) An integral part of such equipment as c. Any electronic equipment, without regard described in Paragraphs b.(1) and b.(2) above. to whether this equipment is permanently
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2. An adjustment for depreciation and physical b. Additionally, you and any other involved condition will be made in determining actual "insured" must:
cash value in the event of a total "loss". (1) Assume no obligation, make no pay3. If a repair or replacement results in better ment or incur no expense without our than like kind or quality, we will not pay for the consent, except at the "insured's" amount of the betterment. own cost.

D. Deductible (2) Immediately send us copies of any
For each covered "auto", our obligation to pay for, request, demand, order, notice, repair, return or replace damaged or stolen prop- summons or legal paper received erty will be reduced by the applicable deductible concerning the claim or "suit". shown in the Declarations. Any Comprehensive
(3) Cooperate with us in the investigation Coverage deductible shown in the Declarations or settlement of the claim or defense
does not apply to "loss" caused by fire or light- against the "suit". ning. (4) Authorize us to obtain medical re- SECTION IV BUSINESS AUTO CONDITIONS cords or other pertinent information. The following conditions apply in addition to the (5) Submit to examination, at our ex- Common Policy Conditions:
pense, by physicians of our choice, A. Loss Conditions as often as we reasonably require.

1. Appraisal For Physical Damage Loss
c. If there is "loss" to a covered "auto" or its
If you and we disagree on the amount of equipment, you must also do the follow- "loss", either may demand an appraisal of the ing:
"loss". In this event, each party will select a
(1) Promptly notify the police if the cov- competent appraiser. The two appraisers will ered "auto" or any of its equipment is
select a competent and impartial umpire. The
stolen. appraisers will state separately the actual
cash value and amount of "loss". If they fail to (2) Take all reasonable steps to protect agree, they will submit their differences to the the covered "auto" from further damumpire. A decision agreed to by any two will age. Also keep a record of your exbe binding. Each party will: penses for consideration in the seta. Pay its chosen appraiser; and tlement of the claim. b. Bear the other expenses of the appraisal (3) Permit us to inspect the covered and umpire equally. "auto" and records proving the "loss" before its repair or disposition.

If we submit to an appraisal, we will still retain
our right to deny the claim. (4) Agree to examinations under oath at

2. Duties In The Event Of Accident, Claim, our request and give us a signed Suit Or Loss statement of your answers.

We have no duty to provide coverage under 3. Legal Action Against Us this policy unless there has been full compli- No one may bring a legal action against us ance with the following duties: under this Coverage Form until:
a. In the event of "accident", claim, "suit" or a. There has been full compliance with all "loss", you must give us or our authorized
the terms of this Coverage Form; and
representative prompt notice of the "accident" or b. Under Covered Autos Liability Coverage, "loss". Include:
we agree in writing that the "insured" has
(1) How, when and where the "accident"
an obligation to pay or until the amount of
or "loss" occurred;
that obligation has finally been deter-
(2) The "insured's" name and address; mined by judgment after trial. No one has and the right under this policy to bring us into
(3) To the extent possible, the names an action to determine the "insured's" liand addresses of any injured persons ability. and witnesses.

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4. Loss Payment Physical Damage Cover- son or organization holding, storing or transages porting property for a fee regardless of any other provision of this Coverage Form. At our option, we may:

5. Other Insurance a. Pay for, repair or replace damaged or stolen property; a. For any covered "auto" you own, this Coverage Form provides primary insur- b. Return the stolen property, at our exance. For any covered "auto" you don't pense. We will pay for any damage that own, the insurance provided by this Covresults to the "auto" from the theft; or erage Form is excess over any other colc. Take all or any part of the damaged or lectible insurance. However, while a covstolen property at an agreed or appraised ered "auto" which is a "trailer" is convalue. nected to another vehicle, the Covered If we pay for the "loss", our payment will in- Autos Liability Coverage this Coverage clude the applicable sales tax for the dam- Form provides for the "trailer" is:
aged or stolen property. (1) Excess while it is connected to a mo5. Transfer Of Rights Of Recovery Against tor vehicle you do not own; or Others To Us (2) Primary while it is connected to a
If any person or organization to or for whom covered "auto" you own. we make payment under this Coverage Form b. For Hired Auto Physical Damage Coverhas rights to recover damages from another, age, any covered "auto" you lease, hire, those rights are transferred to us. That person rent or borrow is deemed to be a covered or organization must do everything necessary "auto" you own. However, any "auto" that to secure our rights and must do nothing after
is leased, hired, rented or borrowed with
"accident" or "loss" to impair them. a driver is not a covered "auto".

B. General Conditions c. Regardless of the provisions of Para1. Bankruptcy graph a. above, this Coverage Form's Covered Autos Liability Coverage is pri- Bankruptcy or insolvency of the "insured" or mary for any liability assumed under an
the "insured's" estate will not relieve us of any
"insured contract". obligations under this Coverage Form. d. When this Coverage Form and any other 2. Concealment, Misrepresentation Or Fraud Coverage Form or policy covers on the This Coverage Form is void in any case of same basis, either excess or primary, we fraud by you at any time as it relates to this will pay only our share. Our share is the Coverage Form. It is also void if you or any proportion that the Limit of Insurance of other "insured", at any time, intentionally con- our Coverage Form bears to the total of ceals or misrepresents a material fact conthe limits of all the Coverage Forms and cerning: policies covering on the same basis.
a. This Coverage Form; 6. Premium Audit
b. The covered "auto"; a. The estimated premium for this Coverage c. Your interest in the covered "auto"; or Form is based on the exposures you told us you would have when this policy be- d. A claim under this Coverage Form. gan. We will compute the final premium

3. Liberalization due when we determine your actual exposures. The estimated total premium will If we revise this Coverage Form to provide more coverage without additional premium be credited against the final premium due charge, your policy will automatically provide and the first Named Insured will be billed the additional coverage as of the day the re- for the balance, if any. The due date for vision is effective in your state.
the final premium or retrospective premium is the date shown as the due date

4. No Benefit To Bailee Physical Damage on the bill. If the estimated total premium Coverages exceeds the final premium due, the first We will not recognize any assignment or Named Insured will get a refund. grant any coverage for the benefit of any perCA 00 01 10 13 © Insurance Services Office, Inc., 2011 Page 9 of 12

COMMERCIAL AUTO
b. If this policy is issued for more than one 1. A land motor vehicle, "trailer" or semitrailer year, the premium for this Coverage Form designed for travel on public roads; or will be computed annually based on our 2. Any other land vehicle that is subject to a rates or premiums in effect at the begin- compulsory or financial responsibility law or ning of each year of the policy. other motor vehicle insurance law where it is

7. Policy Period, Coverage Territory licensed or principally garaged.

Under this Coverage Form, we cover "acci- However, "auto" does not include "mobile equipdents" and "losses" occurring: ment". a. During the policy period shown in the C. "Bodily injury" means bodily injury, sickness or Declarations; and disease sustained by a person, including death resulting from any of these. b. Within the coverage territory.

D. "Covered pollution cost or expense" means any The coverage territory is: cost or expense arising out of: (1) The United States of America; 1. Any request, demand, order or statutory or (2) The territories and possessions of the regulatory requirement that any "insured" or United States of America; others test for, monitor, clean up, remove, (3) Puerto Rico; contain, treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pol- (4) Canada; and lutants"; or (5) Anywhere in the world if a covered

2. Any claim or "suit" by or on behalf of a gov- "auto" of the private passenger type ernmental authority for damages because of
is leased, hired, rented or borrowed
testing for, monitoring, cleaning up, removing, without a driver for a period of 30 containing, treating, detoxifying or neutraliz- days or less, ing, or in any way responding to, or assessing
provided that the "insured's" responsibility to the effects of, "pollutants". pay damages is determined in a "suit" on the
"Covered pollution cost or expense" does not in- merits, in the United States of America, the clude any cost or expense arising out of the acterritories and possessions of the United tual, alleged or threatened discharge, dispersal, States of America, Puerto Rico or Canada, or seepage, migration, release or escape of "pollutin a settlement we agree to. ants":

We also cover "loss" to, or "accidents" involva. That are, or that are contained in any ing, a covered "auto" while being transported
property that is: between any of these places.
(1) Being transported or towed by, han- 8. Two Or More Coverage Forms Or Policies dled or handled for movement into, Issued By Us onto or from the covered "auto"; If this Coverage Form and any other Cover- (2) Otherwise in the course of transit by age Form or policy issued to you by us or any or on behalf of the "insured"; or company affiliated with us applies to the same "accident", the aggregate maximum (3) Being stored, disposed of, treated or Limit of Insurance under all the Coverage processed in or upon the covered Forms or policies shall not exceed the highest "auto";
applicable Limit of Insurance under any one b. Before the "pollutants" or any property in Coverage Form or policy. This condition does which the "pollutants" are contained are not apply to any Coverage Form or policy is- moved from the place where they are acsued by us or an affiliated company specifi- cepted by the "insured" for movement into cally to apply as excess insurance over this or onto the covered "auto"; or Coverage Form. c. After the "pollutants" or any property in
SECTION V DEFINITIONS which the "pollutants" are contained are A. "Accident" includes continuous or repeated expo- moved from the covered "auto" to the sure to the same conditions resulting in "bodily in- place where they are finally delivered, jury" or "property damage". disposed of or abandoned by the "insured". B. "Auto" means:

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Paragraph a. above does not apply to fuels, 4. An obligation, as required by ordinance, to inlubricants, fluids, exhaust gases or other simi- demnify a municipality, except in connection lar "pollutants" that are needed for or result with work for a municipality; from the normal electrical, hydraulic or me- 5. That part of any other contract or agreement chanical functioning of the covered "auto" or pertaining to your business (including an inits parts, if: demnification of a municipality in connection (1) The "pollutants" escape, seep, mi- with work performed for a municipality) under grate or are discharged, dispersed or which you assume the tort liability of another released directly from an "auto" part to pay for "bodily injury" or "property damage" designed by its manufacturer to hold, to a third party or organization. Tort liability store, receive or dispose of such "pol- means a liability that would be imposed by lutants"; and law in the absence of any contract or agreement; or (2) The "bodily injury", "property damage" or "covered pollution cost or ex- 6. That part of any contract or agreement enpense" does not arise out of the op- tered into, as part of your business, pertaining eration of any equipment listed in to the rental or lease, by you or any of your Paragraph 6.b. or 6.c. of the defini- "employees", of any "auto". However, such tion of "mobile equipment". contract or agreement shall not be considered an "insured contract" to the extent that it obli- Paragraphs b. and c. above do not apply to gates you or any of your "employees" to pay
"accidents" that occur away from premises
for "property damage" to any "auto" rented or owned by or rented to an "insured" with released by you or any of your "employees". spect to "pollutants" not in or upon a covered "auto" if: An "insured contract" does not include that part of any contract or agreement: (a) The "pollutants" or any property in which the "pollutants" are con- a. That indemnifies a railroad for "bodily intained are upset, overturned or jury" or "property damage" arising out of damaged as a result of the main- construction or demolition operations, tenance or use of a covered within 50 feet of any railroad property and "auto"; and affecting any railroad bridge or trestle,
tracks, roadbeds, tunnel, underpass or (b) The discharge, dispersal, seepcrossing; age, migration, release or escape of the "pollutants" is caused di- b. That pertains to the loan, lease or rental rectly by such upset, overturn or of an "auto" to you or any of your "emdamage. ployees", if the "auto" is loaned, leased or rented with a driver; or E. "Diminution in value" means the actual or perceived loss in market value or resale value which c. That holds a person or organization enresults from a direct and accidental "loss". gaged in the business of transporting property by "auto" for hire harmless for F. "Employee" includes a "leased worker". "Emyour use of a covered "auto" over a route ployee" does not include a "temporary worker". or territory that person or organization is
G. "Insured" means any person or organization quali- authorized to serve by public authority. fying as an insured in the Who Is An Insured proI. "Leased worker" means a person leased to you vision of the applicable coverage. Except with reby a labor leasing firm under an agreement be- spect to the Limit of Insurance, the coverage afforded applies separately to each insured who is tween you and the labor leasing firm to perform
duties related to the conduct of your business. seeking coverage or against whom a claim or "Leased worker" does not include a "temporary
"suit" is brought. worker".

H. "Insured contract" means:

J. "Loss" means direct and accidental loss or dam1. A lease of premises; age.

2. A sidetrack agreement; K. "Mobile equipment" means any of the following

3. Any easement or license agreement, except types of land vehicles, including any attached in connection with construction or demolition machinery or equipment:
operations on or within 50 feet of a railroad;
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1. Bulldozers, farm machinery, forklifts and other c. Air compressors, pumps and generators, vehicles designed for use principally off public including spraying, welding, building roads; cleaning, geophysical exploration, lighting
or well-servicing equipment. 2. Vehicles maintained for use solely on or next to premises you own or rent; However, "mobile equipment" does not include land vehicles that are subject to a compulsory or 3. Vehicles that travel on crawler treads; financial responsibility law or other motor vehicle

4. Vehicles, whether self-propelled or not, maininsurance law where it is licensed or principally tained primarily to provide mobility to perma- garaged. Land vehicles subject to a compulsory nently mounted: or financial responsibility law or other motor vehia. Power cranes, shovels, loaders, diggers cle insurance law are considered "autos". or drills; or L. "Pollutants" means any solid, liquid, gaseous or b. Road construction or resurfacing equip- thermal irritant or contaminant, including smoke, ment such as graders, scrapers or rollers; vapor, soot, fumes, acids, alkalis, chemicals and waste. Waste includes materials to be recycled, 5. Vehicles not described in Paragraph 1., 2., 3. reconditioned or reclaimed. or 4. above that are not self-propelled and are maintained primarily to provide mobility to M. "Property damage" means damage to or loss of permanently attached equipment of the fol- use of tangible property. lowing types: N. "Suit" means a civil proceeding in which:
a. Air compressors, pumps and generators, 1. Damages because of "bodily injury" or "propincluding spraying, welding, building erty damage"; or cleaning, geophysical exploration, lighting

2. A "covered pollution cost or expense"; and well-servicing equipment; or to which this insurance applies, are alleged. b. Cherry pickers and similar devices used to raise or lower workers; or "Suit" includes:

6. Vehicles not described in Paragraph 1., 2., 3. a. An arbitration proceeding in which such or 4. above maintained primarily for purposes damages or "covered pollution costs or other than the transportation of persons or expenses" are claimed and to which the cargo. However, self-propelled vehicles with "insured" must submit or does submit with the following types of permanently attached our consent; or equipment are not "mobile equipment" but will b. Any other alternative dispute resolution be considered "autos": proceeding in which such damages or a. Equipment designed primarily for: "covered pollution costs or expenses" are claimed and to which the insured submits
(1) Snow removal; with our consent.
(2) Road maintenance, but not construcO. "Temporary worker" means a person who is furtion or resurfacing; or nished to you to substitute for a permanent "em- (3) Street cleaning; ployee" on leave or to meet seasonal or shortb. Cherry pickers and similar devices term workload conditions. mounted on automobile or truck chassis P. "Trailer" includes semitrailer. and used to raise or lower workers; and

Page 12 of 12 ends

(BLANKET WAIVER)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS
ENDORSEMENT – CALIFORNIA
HARTFORD CT 06183

ONE TOWER SQUARE
001
Schedule
Person or Organization Job Description
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule.

The additional premium for this endorsement shall be % of the California workers' compensation premium.

2.00 ALL OTHER GENERAL MERCHANDISE STORES

AUTO & HOME SUPPLY STORES

ANY PERSON OR ORGANIZATION FOR

WHICH THE INSURED HAS AGREED

BY WRITTEN CONTRACT EXECUTED

PRIOR TO LOSS TO FURNISH THIS
WAIVER.

Insurance Company Countersigned by
Insured Premium
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated.
(The information below is required only when this endorsement is issued subsequent to preparation of the policy.)
DATE OF ISSUE: ST ASSIGN: Page 1 of 1
California Surveying and Drafting Inc.

Travelers Property Casualty Co. of Am.

WORKERS COMPENSATION
AND

EMPLOYERS LIABILITY POLICY
ENDORSEMENT WC 99 03 76 ( A) -
POLICY NUMBER: UB-9J446754-24-14-G
Endorsement Effective 1/1/2024 Policy No. UB-9J446754-24-14-G Endorsement No. 01-01-24

COMMERCIAL GENERAL LIABILITY
c. Method Of Sharing a. The statements in the are
accurate and complete; If all of the other insurance permits contribution by equal shares, we will follow this method also. b. Those statements are based upon Under this each insurer contributes representations you made to us; and equal amounts until it has paid its applicable c. We have issued this policy in reliance upon limit of insurance or none of the loss remains, your representations.

The unintentional omission of, or unintentional error
If any of the other insurance does not permit in, any information provided by you which we relied contribution by equal shares, we will contribute upon in issuing this policy will not prejudice your by limits. Under this method, each insurer's rights under this insurance. However, this provision share is based on the ratio of its applicable limit does not affect our right to collect additional of insurance to the total applicable limits of premium or to exercise our rights of cancellation or insurance of all insurers. nonrenewal in accordance with applicable insurance d. Primary And Non-Contributory Insurance If laws or regulations.

Required By Written Contract 7. Separation Of Insureds
If you specifically agree in a written contract or Except with respect to the Limits of Insurance, and agreement that the insurance afforded to an any rights or duties assigned in this insured under this Coverage Part must apply on Coverage Part to the first Named Insured, this a primary basis, or a primary and non- insurance applies:
contributory basis, this insurance is primary to
a. As if each Named Insured were the only other insurance that is available to Named Insured; and which covers such insured as a named insured, and we will not share with that other insurance, b. Separately to each insured against whom claim pro is made or "suit" is brought. vided that:
(1) The "bodily injury" or "property damage" for 8. Transfer Of Rights Of Recovery Against Others which coverage is sought occurs; and To Us
(2) The "personal and advertising injury" for If the insured has rights to recover all or part of any whi h co e a e payment we have made under this Coverage Part, c v r g is sought is caused by an those rights are transferred to us. The insured must offense that is committed; do nothing after loss to impair them. At our request, subsequent to the signing of that contract or the insured will bring "suit" or transfer those rights agreement by you. to us and help us enforce them. 5. Premium Audit 9. When We Do Not Renew a. We will compute all premiums for this Coverage If we decide not to renew this Coverage Part, we will Part in accordance with our rules and rates. mail or deliver to the first Named Insured shown in b. Premium shown in this Coverage Part as the Declarations written notice of the nonrenewal advance premium is a deposit premium only. At not less than 30 days before the expiration date. the close of each audit period we will compute If notice is mailed, proof of mailing will be sufficient the earned premium for that period and send proof of notice. notice to the first Named Insured. The due date for audit and retrospective premiums is the date SECTION V – DEFINITIONS shown as the due date on the bill. If the sum of 1. "Advertisement" means a notice that is broadcast or the advance and audit premiums paid for the published to the general public or specific market policy period is greater than the earned segments about your goods, products or services premium, we will return the excess to the first for the purpose of attra g customers or Named Insured. supporters. For the purposes of this definition:
c. The first Named Insured must keep records of a. Notices that are published include material the information we need for premium placed on the Internet or on similar computation, and send us copies at such times means of communication; and as we may request. b. Regarding websites, only that part of a website

6. Representations that is about your goods, products or services By for the purposes of attra customers or pting this policy, you agree:
supporters is considered an advertisement.

Page 16 of 21 ends

Includes copyrighted material of Insurance Services Office, Inc. with its permission. approach
specifically
ctin
cting
electronic
acce
whichever comes first.

Declarations
such insured

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

XTEND ENDORSEMENT FOR SERVICE INDUSTRIES
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. Who Is An Insured Unnamed Subsid arie G. Blanket Additional Insured Governmental i s Entities Permits Or Authorizations Relating To B. Who Is An Insured Employees And Volunteer Premises Workers Bodily Injury To Co-Employees And
H. Blanket Additional Insured Governmental Co-Volunteer Workers Entities Permits Or Authorizations Relating To C. Who Is An Insured Newly Acquired Or Formed Operations Limited Liability Companies I. Blanket Additional Insured Grantors Of D. Blanket Additional Insured Broad Form Franchises
Vendors J. Incidental Medical Malpractice
E. Blanket Additional Insured Controlling Interest K. Blanket Waiver Of Subrogation F. Blanket Additional Insured Mortgagees,
Assignees, Successors Or Receivers
b. After the date, if any, during the policy period PROVISIONS that you no longer maintain an ownership A. WHO IS AN INSURED UNNAMED interest of more than 50% in such subsidiary.

SUBSIDIARIES For purposes of Paragraph 1. of Section II Who The following is added to SECTION II WHO IS Is An Insured, each such subsidiary will be AN deemed to be designated in the Declarations as: INSURED:
a. A limited liability company; Any of your subsidiaries, other than a partnership or joint venture, that is not shown as a Named b. An organization other than a partnership, joint venture or limited liability company; or Insured in the Declarations is a Named Insured if: c. A trust;
a. You are the sole owner of, or maintain an as indicated in its name or the documents that ownership interest of more than 50% in, such govern its structure. subsidiary on the first day of the policy B. WHO IS AN INSURED EMPLOYEES AND period; and VOLUNTEER WORKERS BODILY INJURY
TO CO-EMPLOYEES AND CO-VOLUNTEER b. Such subsidiary is not an insured under WORKERS similar other insurance.

The following is added to Paragraph 2.a.(1) of No such subsidiary is an insured for "bodily SECTION II WHO IS AN INSURED: injury" or "property damage" that occurred, or Paragraphs (1)(a), (b) and (c) above do not "personal and advertising injury" caused by an apply to "bodily injury" to a co-"employee" while offense committed:
in the course of the co-"employee's" employment
a. Before you maintained an ownership interest by you or performing duties related to the of more than 50% in such subsidiary; or conduct of your business, or to "bodily injury" to CG D4 67 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 5 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

COMMERCIAL GENERAL LIABILITY
your other "volunteer workers" while performing D. BLANKET ADDITIONAL INSURED BROAD duties related to the conduct of your business. FORM VENDORS C. WHO IS AN INSURED NEWLY ACQUIRED The following is added to SECTION II WHO IS OR FORMED LIMITED L ABIL T CO PANIES AN INSURED: I I Y M The following replaces Paragraph 3. of Any person or organization that is a vendor and SE TI N that you have agreed in a written contract or C O II WHO IS AN INSURED:
agreement to include as an additional insured on 3. Any organization you newly acquire or form, this Coverage Part is an insured, but only with other than a partnership or joint venture, and respect to liability for "bodily injury" or "property of which you are the sole owner or in which damage" that:
you maintain an ownership interest of more
than 50%, will qualify as a Named Insured if a. Occurs subsequent to the signing of that there is no other similar insurance available contract or agreement; and to that organization. However: b. Arises out of "your products" that are a. Coverage under this provision is distributed or sold in the regular course of afforded only: such vendor's business.
(1) Until the 180th day after you acquire The insurance provided to such vendor is subject or form the organization or the end to the following provisions:
of the policy period, whichever is
a. The limits of insurance provided to such
earlier, if you do not report such
vendor will be the minimum limits that you organization in writing to us within agreed to provide in the written contract or 180 days after you acquire or form it; agreement, or the limits shown in the or Declarations, whichever are less.
(2) Until the end of the policy period, b. The insurance provided to such vendor does when that date is later than 180 days not apply to:
after you acquire or form such
organization, if you report such (1) Any express warranty not authorized by organization in writing to us within you or any distribution or sale for a 180 days after you acquire or form it; purpose not authorized by you; b. Coverage A does not apply to "bodily (2) Any change in "your products" made by injury" or "property damage" that such vendor;
occurred before you acquired or formed (3) Repackaging, unless unpacked solely for the organization; and the purpose of inspection, c. Coverage B does not apply to "personal demonstration, testing, or the and advertising injury" arising out of an substitution of parts under instructions offense committed before you acquired from the manufacturer, and then or formed the organization. repackaged in the original container; For the purposes of Paragraph 1. of Section (4) Any failure to make such inspections, II Who Is An Insured, each such adjustments, tests or servicing as organization will be deemed to be vendors agree to perform or normally designated in the Declarations as: undertake to perform in the regular course of business, in connection with a. A limited liability company; the distribution or sale of "your b. An organization, other than a products";
partnership, joint venture or limited
(5) Demonstration, installation, servicing or liability company; or repair operations, except such
c. A trust; operations performed at such vendor's
as indicated in its name or the documents premises in connection with the sale of that govern its structure. "your products"; or

Page 2 of 5 ends

Includes copyrighted material of Insurance Services Office, Inc. with its permission.

COMMERCIAL GENERAL LIABILITY
(6) "Your products" that, after distribution or a. Is "bodily injury" or "property damage" that sale by you, have been labeled or occurs, or is "personal and advertising injury" relabeled or used as a container, part or caused by an offense that is committed, ingredient of any other thing or subsequent to the signing of that contract or substance by or on behalf of such agreement; and
vendor. b. Arises out of the ownership, maintenance or
Coverage under this provision does not apply to: use of the premises for which that mortgagee, assignee, successor or receiver a. Any person or organization from whom you is required under that contract or agreement have acquired "your products", or any to be included as an additional insured on ingredient, part or container entering into, this Coverage Part. accompanying or containing such products; or The insurance provided to such mortgagee,
assignee, successor or receiver is subject to the b. Any vendor for which coverage as an following provisions: additional insured specifically is scheduled by endorsement. a. The limits of insurance provided to such mortgagee, assignee, successor or receiver E. BLANKET ADDITIONAL INSURED will be the minimum limits that you agreed to CONTROLLING INTEREST provide in the written contract or agreement, 1. The following is added to SECTION II or the limits shown in the Declarations, WHO IS AN INSURED: whichever are less.

Any person or organization that has financial b. The insurance provided to such person or control of you is an insured with respect to organization does not apply to:
liability for "bodily injury", "property damage" (1) Any "bodily injury" or "property damage" or "personal and advertising injury" that that occurs, or any "personal and arises out of: advertising injury" caused by an offense a. Such financial control; or that is committed, after such contract or b. Such person's or organization's agreement is no longer in effect; or ownership, maintenance or use of (2) Any "bodily injury", "property damage" or premises leased to or occupied by you. "personal and advertising injury" arising The insurance provided to such person or out of any structural alterations, new organization does not apply to structural construction or demolition operations alterations, new construction or demolition performed by or on behalf of such operations performed by or on behalf of such mortgagee, assignee, successor or person or organization. receiver.

2. The following is added to Paragraph 4. of G. BLANKET ADDITIONAL INSURED SECTION II WHO IS AN INSURED: GOVERNMENTAL ENTITIES PERMITS OR AUTHORIZATIONS RELATING TO PREMISES This paragraph does not apply to any premises owner, manager or lessor that has The following is added to SECTION II WHO IS financial control of you. AN INSURED:

F. BLANKET ADDITIONAL INSURED Any governmental entity that has issued a permit MORTGAGEES, ASSIGNEES, SUCCESSORS or authorization with respect to premises owned OR RECEIVERS or occupied by, or rented or loaned to, you and The following is added to SECTION II WHO IS that you are required by any ordinance, law, AN INSURED: building code or written contract or agreement to include as an additional insured on this Any person or organization that is a mortgagee, Coverage Part is an insured, but only with assignee, successor or receiver and that you respect to liability for "bodily injury", "property have agreed in a written contract or agreement damage" or "personal and advertising injury" to include as an additional insured on this Cov arising out of the existence, ownership, use, erage Part is an insured, but only with maintenance, repair, construction, erection or respect to its liability as mortgagee, assignee, succe so or re eiv r removal of any of the following for which that s r c e for "bodily injury", "property damage" or "personal and advertising injury" governmental entity has issued such permit or that: authorization: advertising signs, awnings,
CG D4 67 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 3 of 5 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

COMMERCIAL GENERAL LIABILITY
canopies, cellar entrances, coal holes, medical services", first aid or "Good driveways, manholes, marquees, hoist away Samaritan services" to a person, unless openings, sidewalk vaults, elevators, street you are in the business or occupation of banners or decorations. providing professional health care services. H. BLANKET ADDITIONAL INSURED
GOVERNMENTAL ENTITIES PERMITS OR 2. The following replaces the last paragraph of AUTHORIZATIONS RELATING TO Paragraph 2.a.(1) of SECTION II WHO IS OPERATIONS AN INSURED:

The following is added to SECTION II WHO IS Unless you are in the business or occupation AN INSURED: of providing professional health care
services, Paragraphs (1)(a), (b), (c) and (d) Any governmental entity that has issued a permit above do not apply to "bodily injury" arising or authorization with respect to operations out of providing or failing to provide:
performed by you or on your behalf and that you
are (a) "Incidental medical services" by any of required by any ordinance, law, building code or written contract or agreement to include as an your "employees" who is a nurse, nurse addi assistant, emergency medical tional insured on this Coverage Part is an technician, paramedic, athletic trainer, insured, but only with respect to liability for audiologist, dietician, nutritionist, "bodily injury", "property damage" or "personal and adv occupational therapist or occupational ertising injury" arising out of such operations. therapy assistant, physical therapist or
speech-language pathologist; or The insurance provided to such governmental (b) First aid or "Good Samaritan services" entity does not apply to:
by any of your "employees" or "volunteer
a. Any "bodily injury", "property damage" or workers", other than an employed or "personal and advertising injury" arising out volunteer doctor. Any such "employees" of operations performed for the or "volunteer workers" providing or failing governmental entity; or to provide first aid or "Good Samaritan b. Any services" during their work hours for you "bodily injury" or "property damage" will be deemed to be acting within the included in the "products-completed scope of their employment by you or operations hazard". performing duties related to the conduct I. BLANKET ADDITIONAL INSURED of your business.

GRANTORS OF FRANCHISES 3. The following replaces the last sentence of The following is added to SECTION II WHO IS Paragraph 5. of SECTION III LIMITS OF AN INSURED: INSURANCE:

Any person or organization that grants a For the purposes of determining the franchise to you is an insured, but only with applicable Each Occurrence Limit, all related respect to liability for "bodily injury", "property acts or omissions committed in providing or damage" or "personal and advertising injury" failing to provide "incidental medical arising out of your operations in the franchise services", first aid or "Good Samaritan granted by that person or organization. services" to any one person will be deemed to be one "occurrence". If a written contract or agreement exists between you and such additional insured, the limits of 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I insurance provided to such insured will be the m COVERAGES COVERAGE A BODILY inimum limits that you agreed to provide in the INJURY AND PROPERTY DAMAGE written contract or agreement, or the limits LIABILITY: shown in the Declarations, whichever are less.

Sale Of Pharmaceuticals J. INCIDENTAL MEDICAL MALPRACTICE "Bodily injury" or "property damage" arising 1. The following replaces Paragraph b. of the out of the violation of a penal statute or definition of "occurrence" in the ordinance relating to the sale of DEFINITIONS Section: pharmaceuticals committed by, or with the b. An act or omission committed in knowledge or consent of, the insured. providing or failing to provide "incidental

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COMMERCIAL GENERAL LIABILITY

5. The following is added to the DEFINITIONS subject to Paragraph 2.a.(1) of Section II Section: Who Is An Insured.
"Incidental medical services" means: K. BLANKET WAIVER OF SUBROGATION a. Medical, surgical, dental, laboratory, x- The following is added to Paragraph 8., Transfer ray or nursing service or treatment, Of Rights Of Recovery Against Others To Us, advice or instruction, or the related of SECTION IV COMMERCIAL GENERAL furnishing of food or beverages; or LIABILITY CONDITIONS:
b. The furnishing or dispensing of drugs or If the insured has agreed in a contract or medical, dental, or surgical supplies or agreement to waive that insured's right of appliances. recovery against any person or organization, we 6. The following is added to Paragraph 4.b., waive our right of recovery against such person Excess Insurance, of SECTION IV or organization, but only for payments we make COMMERCIAL GENERAL LIABILITY because of: CONDITIONS:
a. "Bodily injury" or "property damage" that This insurance is excess over any valid and col e occurs; or l ctible other insurance, whether primary, excess, contingent or on any other basis, b. "Personal and advertising injury" caused by that is available to any of your "employees" an offense that is committed; for "bodily injury" that arises out of providing or subsequent to the execution of the contract or failing to provide "incidental medical services" to any person to the extent not agreement.

COMMERCIAL AUTO
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM
CA T3 53 02 15
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BUSINESS AUTO EXTENSION ENDORSEMENT
© 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission.

GENERAL DESCRIPTION OF COVERAGE – This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. BROAD FORM NAMED INSURED
B. BLANKET ADDITIONAL INSURED
C. EMPLOYEE HIRED AUTO
D. EMPLOYEES AS INSURED
E. SUPPLEMENTARY PAYMENTS – INCREASED
LIMITS
F. HIRED AUTO – LIMITED WORLDWIDE COVERAGE – INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE – GLASS

PROVISIONS
A. BROAD FORM NAMED INSURED
The following is added to Paragraph A.1., Who Is
An Insured, of SECTION II – COVERED AUTOS
LIABILITY COVERAGE:

Any organization you newly acquire or form during the policy period over which you maintain 50% or more ownership interest and that is not
separately insured for Business Auto Coverage.

Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier.

B. BLANKET ADDITIONAL INSURED
The following is added to Paragraph c. in A.1.,
Who Is An Insured, of SECTION II – COVERED
AUTOS LIABILITY COVERAGE:

Any person or organization who is required under
a written contract or agreement between you and
that person or organization, that is signed and
executed by you before the "bodily injury" or
"property damage" occurs and that is in effect
during the policy period, to be named as an additional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which
H. HIRED AUTO PHYSICAL DAMAGE – LOSS OF
USE – INCREASED LIMIT
I. PHYSICAL DAMAGE – TRANSPORTATION
EXPENSES – INCREASED LIMIT
J. PERSONAL PROPERTY
K. AIRBAGS
L. NOTICE AND KNOWLEDGE OF ACCIDENT OR
LOSS
M. BLANKET WAIVER OF SUBROGATION
N. UNINTENTIONAL ERRORS OR OMISSIONS
this insurance applies and only to the extent that
person or organization qualifies as an "insured"
under the Who Is An Insured provision contained
in Section II.

C. EMPLOYEE HIRED AUTO

1. The following is added to Paragraph A.1.,
Who Is An Insured, of SECTION II – COVERED AUTOS LIABILITY COVERAGE:

An "employee" of yours is an "insured" while
operating an "auto" hired or rented under a
contract or agreement in an "employee's"
name, with your permission, while performing
duties related to the conduct of your business.

2. The following replaces Paragraph b. in B.5.,
Other Insurance, of SECTION IV – BUSINESS AUTO CONDITIONS:
b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own:
(1) Any covered "auto" you lease, hire,
rent or borrow; and
(2) Any covered "auto" hired or rented by
your "employee" under a contract in
an "employee's" name, with your
Policy #: 810-4L111918-24-14-G

COMMERCIAL AUTO

Page 2 of 4 ends

Includes copyrighted material of Insurance Services Office, Inc. with its permission. permission, while performing duties
related to the conduct of your business.

However, any "auto" that is leased, hired,
rented or borrowed with a driver is not a
covered "auto".

D. EMPLOYEES AS INSURED
The following is added to Paragraph A.1., Who Is
An Insured, of SECTION II – COVERED AUTOS
LIABILITY COVERAGE:

Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs.

E. SUPPLEMENTARY PAYMENTS – INCREASED
LIMITS

1. The following replaces Paragraph A.2.a.(2),
of SECTION II – COVERED AUTOS LIABILITY COVERAGE:
(2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish
these bonds.

2. The following replaces Paragraph A.2.a.(4),
of SECTION II – COVERED AUTOS LIABILITY COVERAGE:
(4) All reasonable expenses incurred by the
"insured" at our request, including actual
loss of earnings up to $500 a day because of time off from work.

F. HIRED AUTO – LIMITED WORLDWIDE COVERAGE – INDEMNITY BASIS The following replaces Subparagraph (5) in Paragraph B.7., Policy Period, Coverage Territory, of SECTION IV – BUSINESS AUTO CONDITIONS:
(5) Anywhere in the world, except any country or
jurisdiction while any trade sanction, embargo, or similar regulation imposed by the United States of America applies to and prohibits the transaction of business with or within such country or jurisdiction, for Covered Autos Liability Coverage for any covered "auto" that you lease, hire, rent or borrow
without a driver for a period of 30 days or less
and that is not an "auto" you lease, hire, rent
or borrow from any of your "employees",
partners (if you are a partnership), members
(if you are a limited liability company) or
members of their households.
(a) With respect to any claim made or "suit"
brought outside the United States of
America, the territories and possessions
of the United States of America, Puerto
Rico and Canada:
(i) You must arrange to defend the "insured" against, and investigate or settle any such claim or "suit" and keep us advised of all proceedings and actions.
(ii) Neither you nor any other involved
"insured" will make any settlement
without our consent.
(iii) We may, at our discretion, participate
in defending the "insured" against, or
in the settlement of, any claim or
"suit".
(iv) We will reimburse the "insured" for
sums that the "insured" legally must
pay as damages because of "bodily
injury" or "property damage" to which
this insurance applies, that the "insured" pays with our consent, but only up to the limit described in Paragraph C., Limits Of Insurance, of SECTION II – COVERED AUTOS
LIABILITY COVERAGE.
(v) We will reimburse the "insured" for
the reasonable expenses incurred
with our consent for your investigation of such claims and your defense of the "insured" against any such
"suit", but only up to and included
within the limit described in Paragraph C., Limits Of Insurance, of SECTION II – COVERED AUTOS
LIABILITY COVERAGE, and not in
addition to such limit. Our duty to
make such payments ends when we
have used up the applicable limit of
insurance in payments for damages,
settlements or defense expenses.
(b) This insurance is excess over any valid
and collectible other insurance available
to the "insured" whether primary, excess,
contingent or on any other basis.
(c) This insurance is not a substitute for required or compulsory insurance in any country outside the United States, its territories and possessions, Puerto Rico and Canada.

Policy #: 810-4L111918-22-14-G

COMMERCIAL AUTO
CA T3 53 02 15 Page 3 of 4
Includes copyrighted material of Insurance Services Office, Inc. with its permission. © 2015 The Travelers Indemnity Company. All rights reserved.

You agree to maintain all required or
compulsory insurance in any such country up to the minimum limits required by local law. Your failure to comply with
compulsory insurance requirements will
not invalidate the coverage afforded by
this policy, but we will only be liable to the
same extent we would have been liable
had you complied with the compulsory insurance requirements. (d) It is understood that we are not an admitted or authorized insurer outside the United States of America, its territories
and possessions, Puerto Rico and Canada. We assume no responsibility for the furnishing of certificates of insurance, or
for compliance in any way with the laws
of other countries relating to insurance.

G. WAIVER OF DEDUCTIBLE – GLASS
The following is added to Paragraph D., Deductible, of SECTION III – PHYSICAL DAMAGE COVERAGE:

No deductible for a covered "auto" will apply to
glass damage if the glass is repaired rather than
replaced.

H. HIRED AUTO PHYSICAL DAMAGE – LOSS OF
USE – INCREASED LIMIT
The following replaces the last sentence of Paragraph A.4.b., Loss Of Use Expenses, of SECTION III – PHYSICAL DAMAGE COVERAGE:

However, the most we will pay for any expenses
for loss of use is $65 per day, to a maximum of
$750 for any one "accident".

I. PHYSICAL DAMAGE – TRANSPORTATION
EXPENSES – INCREASED LIMIT
The following replaces the first sentence in Paragraph A.4.a., Transportation Expenses, of SECTION III – PHYSICAL DAMAGE COVERAGE:

We will pay up to $50 per day to a maximum of
$1,500 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type.

J. PERSONAL PROPERTY
The following is added to Paragraph A.4., Coverage Extensions, of SECTION III – PHYSICAL DAMAGE COVERAGE:

Personal Property
We will pay up to $400 for "loss" to wearing apparel and other personal property which is:
(1) Owned by an "insured"; and
(2) In or on your covered "auto".

This coverage applies only in the event of a total
theft of your covered "auto".

No deductibles apply to this Personal Property
coverage.

K. AIRBAGS
The following is added to Paragraph B.3., Exclusions, of SECTION III – PHYSICAL DAMAGE COVERAGE:

Exclusion 3.a. does not apply to "loss" to one or
more airbags in a covered "auto" you own that inflate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but
only:
a. If that "auto" is a covered "auto" for Comprehensive Coverage under this policy; b. The airbags are not covered under any warranty; and c. The airbags were not intentionally inflated.

We will pay up to a maximum of $1,000 for any
one "loss".

L. NOTICE AND KNOWLEDGE OF ACCIDENT OR
LOSS
The following is added to Paragraph A.2.a., of
SECTION IV – BUSINESS AUTO CONDITIONS:

Your duty to give us or our authorized representative prompt notice of the "accident" or "loss" applies only when the "accident" or "loss" is known to:
(a) You (if you are an individual);
(b) A partner (if you are a partnership);
(c) A member (if you are a limited liability company); (d) An executive officer, director or insurance
manager (if you are a corporation or other organization); or (e) Any "employee" authorized by you to give notice of the "accident" or "loss".

M. BLANKET WAIVER OF SUBROGATION
The following replaces Paragraph A.5., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV – BUSINESS AUTO CONDITIONS :

5. Transfer Of Rights Of Recovery Against
Others To Us
We waive any right of recovery we may have
against any person or organization to the extent required of you by a written contract signed and executed prior to any "accident"
or "loss", provided that the "accident" or "loss"
arises out of operations contemplated by
Policy #: 810-4L111918-22-14-G

COMMERCIAL AUTO

Page 4 of 4 ends

Includes copyrighted material of Insurance Services Office, Inc. with its permission. such contract. The waiver applies only to the
person or organization designated in such
contract.

N. UNINTENTIONAL ERRORS OR OMISSIONS
The following is added to Paragraph B.2., Concealment, Misrepresentation, Or Fraud, of SECTION IV – BUSINESS AUTO CONDITIONS:

The unintentional omission of, or unintentional
error in, any information given by you shall not
prejudice your rights under this insurance. However this provision does not affect our right to collect additional premium or exercise our right of cancellation or non-renewal.

Policy #: 810-4L111918-22-14-G

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED
(Includes Products-Completed Operations If Required By Contract) This endorsement modifies insurance provided und er the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
PROVISIONS (1) Any "bodily injury", "property damage" or The "personal injury" arising out of the providing, following is added to SECTION II – WHO IS AN or failure to provide, any professional INSURED:
architectural, engin eering or surveying Any person or organization that you agree in a services, including: written contract or agreement to include as an additional insured on this Coverage Part is an (a) The preparing, approving, or failing to insured, but only: prepare or approve, maps, shop
a. Wi h re pe drawings, opinions, reports, surveys, t s ct to liability for "bodily injury" or "property damage" that occurs, or for "personal field orders or change orders, or the injury" caused by an offense that is committed, preparing, approving, or failing to subsequent to the signing of that contract or prepare or approve, drawings and agreement and while that part of the contract or specifications; and agreement is in effect; and (b) Supervisory, inspection, architectural or b. If, and only to the extent that, such injury or engineering activities. damage is caused by acts or omissions of you or y ur subco (2) Any "bodily injury" or "property damage" o ntractor in the performance of "your work" to which the written contract or agreement caused by "your work" and included in the applies. Such person or organization does not "products-completed operations hazard" qualify as an additional insured with respect to unless the written contract or agreement the independent acts or omissions of such specifically requires you to provide such person or organization . coverage for that additional insured during The the policy period. insurance provided to such additional insured is subject to the following provisions: c. The additional insured must comply with the a. If the Limits of Insurance of this Coverage Part following duties:
shown in the Declarations exceed the minimum (1) Give us written notice as soon as practicable limits required by the written contract or of an "occurrence" or an offense which may agreement, the insurance provided to the result in a claim. To the extent possible, such additional insured will be to such m notice should include: inimum required limits. For the purposes of determining whether this applies, the (a) How, when and where the "occurrence" minimum limits required by the written contract or or offense took place; agreement will be considered to include the
minimum limits of any Umbrella or Excess (b) The names and addresses of any injured liability coverage required for the additional persons and witnesses; and insured by that written contract or agreement. (c) The nature and location of any injury or This provision will not increase the limits of damage arising out of the "occurrence" insurance described in Section III – Limits Of or offense. Insurance.
b (2) If a claim is made or "suit" is brought against . The insurance provided to such additional the additional insured: insured does not apply to:

CG D2 46 04 19 Page 1 of 2
limited
limitation
© 2018 The Travelers Indemnity Company. All rights reserved.

COMMERCIAL GENERAL LIABILITY
(a) Immediately record the specifics of the (4) Tender the defense and indemnity of any claim or "suit" and the date received; and claim or "suit" to any provider of other insurance which would cover such additional (b) Notify us as soon as practicable and see insured for a loss we cover. However, this to it that we receive written notice of the condition does not affect whether the claim or "suit" as soon as practicable. insurance provided to such additional (3) Immediately send us copies of all legal insured is primary to other insurance papers received in connection with the claim available to such additional insured which or "suit", cooperate with us in the covers that person or as a investigation or settlement of the claim or named insured as described in Paragraph 4., defense against the "suit", and otherwise Other Insurance, of Section IV – Commercial comply with all policy conditions. General Conditions.

Page 2 of 2 ends

organization
Liability
© 2018 The Travelers Indemnity Company. All rights reserved. 935 Stewart Drive
Sunnyvale, CA 94085
January 12, 2024
Re: California Surveying & Drafting Supply
This letter is intended to confirm the distribution territory of our local distributor in the State of California. California Surveying & Drafting Supply is the authorized Trimble Geospatial Dealer and Trimble Service Center for the state of California.

Please feel free to call me if you have any questions.

Sincerely,
Tracy Foran
Trimble Inc.

Senior Sales Manager – Americas
[email protected]
(404) 803-7933
Trimble Inc.
10368 Westmoor Drive
Westminster, CO 80021
USA
July 2, 2024
To Whom it May Concern:

This letter is to confirm that the Trimble Forensics DA2 GNSS solution and equipment being offered provides functionality and capabilities unique to Trimble.

The Trimble DA2 GNSS is controlled using the TDC6 data collector with the Trimble Forensics Capture software. These solutions offer unique patented technology and workflows proprietary to Trimble.
 Powered by Trimble ProPoint (TM) GNSS positioning technology and Trimble Catalyst  Automatic survey grade leveling accuracy
 An ingress protection rating of IP65 for dust and water protection  Single shot data capture ability and auto shoot for reference and validation purposes  Real-time data hashing upon exporting data from Capture software  Multi-frequency (L1/L2/L5/MSS) capable
 Simple, precise, centimeter GNSS accuracy
 Built to work with Capture+ subscription
 Digital Hashed Data Upon Exporting from Capture+ subscription The equipment and solutions being referenced are only available through authorized Trimble Forensics partners or distributors.

Please feel free to contact me with any questions
Keegan Kinney
Channel Manager
Trimble Inc.
(250) 574-0188
[email protected]
Trimble Inc.
10368 Westmoor Drive
Westminster, CO 80021
USA
July 2, 2024
To Whom it May Concern:

This letter is to confirm that the Trimble Forensics X9 solution and equipment being offered provides functionality and capabilities unique to Trimble.

The Trimble X9 Scanner is controlled using the TI0x tablet with the Trimble Forensics Capture software. These solutions offer unique patented technology and workflows proprietary to Trimble.
• Real-time on scene data registration
• Real Time Auto Calibration that can be exported in a report • Automatic survey grade self-leveling accuracy
• An ingress protection rating of IP55 for dust and water protection • Single shot data capture ability for reference and validation purposes • Ability to capture data from typically hard to scan objects like black vehicles Real-time data hashing upon exporting data from Capture software The equipment and solutions being referenced are only available through authorized Trimble Forensics partners or distributors.

Please feel free to contact me with any questions
Keegan Kinney
Channel Manager
Trimble Inc.
(250) 574-0188
[email protected]
City of Brea
City Council Regular Meeting Communication
Police Department Helmet & Face Shield Purchase
Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5G
FROM
Christopher Harvey, Police Lieutenant

RECOMMENDATION
Approve the purchase of 64 Busch Ballistic Helmets with Protech Riot Impact Visors from Curtis Blue Line for $56,364.48.

BACKGROUND/DISCUSSION
The Brea Police Department’s issued ballistic riot helmets and shields are over 15 years old and a decade past their 5-year ballistic warranty. In preparation for the FY 2023-25 budget, the Police Department submitted a Decision Package to purchase 64 new ballistic riot helmets and face shields. The Decision Package was approved as part of the budget adoption.

Curtis Blue Line in Santa Fe Springs provided a quote for the purchase of the 64 helmets and visors (attached). The helmets are $669 each and the face shields are $144 each, for a total cost for 64 helmets and visors including tax and freight of $56,364.48.

Curtis Blue Line’s quote conforms to NPPGov National Buying Cooperative Member pricing, so this purchase is exempt from the normal bidding process and policies. The Purchasing Code, found in Brea City Code section 3.24, allows the City make purchases based on other contracts. The NPPGov National Buying Cooperative agreement was competitively bid on a national level, which offers the City better pricing based on higher bid volumes that the City could realize on its own. More information regarding NPPGov can be found here: https://nppgov.com/aboutus/ .

COMMISSION/COMMITTEE RECOMMENDATION
This purchase was reviewed by the Finance Committee at their August 13, 2024 meeting and recommended for approval.

FISCAL IMPACT/SUMMARY
During budget preparations in 2023, the Revenue and Budget Division allocated $42,000 for this purchase in account 172-21-2141-4343. Prices have increased since then, and in June 2024 the City Council approved an additional $14,000 toward this purchase. There will be no General Fund impact.

RESPECTFULLY SUBMITTED:

Christopher Harvey, Police Lieutenant
Prepared by: Christopher Haddad, Police Lieutenant
Concurrence: Adam Hawley, Chief of Police
Attachments
Curtis Blue Line Quote
Ph: 562-863-1702
[email protected]
UEI#: DDLSADSWN7U7
CBL Santa Fe Springs
15523 Carmenita Road
Santa Fe Springs, CA 90670
www.CurtisBlueLine.com

Page 1 of 2 ends

Quotation
CUSTOMER: SHIP TO:

Brea City Police Department
CA
1 Civic Center Circle
Brea CA 92821
Brea City Police Department CA
1 Civic Center Circle
Brea CA 92821
QUOTATION NO. ISSUED DATE EXPIRATION DATE
302553 05/20/2024 07/19/2024

SALESPERSON CUSTOMER SERVICE REP
Glen Anderson
[email protected]
949-535-6382
Miranda Williams
[email protected]
510-268-3379
REQUISITION NO. REQUESTING PARTY CUSTOMER NO. TERMS OFFER CLASS Busch Helmets
Accessories Updated
Lt. Chris Haddad C5196 Net 30 NPP-LE
F.O.B. SHIP VIA DELIVERY REQ. BY
FTSP Standard Shipping

SPECIAL INSTRUCTIONS
NPPgov Coop Member #M-5719842

NOTES & DISCLAIMERS
Thank you for this opportunity to quote. We are pleased to offer requested items below. If you have any questions, need additional information, or would like to place an order, please contact your Customer Service Rep as noted above.

Safety Warning Notice: Products offered, sold, or invoiced herewith may have an applicable Safety Data Sheet (SDS) as prepared by the manufacturer of the product. The SDS is provided with the product. In addition, manufacturer’s safety and/or warning notices, instructions and information relating to the proper use and care of the product is provided with the product. All applicable SDS, safety and/or warning notices, instructions and other information provided with the product should be thoroughly read, reviewed, and understood prior to handling, distributing, using, reselling, or servicing any and all products provided by Curtis. Materials utilized to clean, repair, maintain and/or service your owned equipment, as well as Curtis owned equipment, may contain per-and polyfluoroalkyl substances (PFAS) to meet national standards or original equipment manufacturer specifications. For other important product notices and warnings, or to request an SDS, product specifications, manufacturer’s safety notices, instructions and/or warning notices, please contact Curtis or visit https://www.curtisblueline.com/product-notices-warnings

LN QTY UNIT PART NUMBER DESCRIPTION PL UNIT PRICE TOTAL PRICE 1 64 EA 1353816 BUSCH

PROTECTIVE
Black AMP-1E Full-Cut ACH Ballistic
Helmet with CMR-1 Rails and Padded
Bag
* No NVG Holes
* Unisex Size: 6-1/2 to 8
* Certification: NIJ Level IIIA+
$669.00 $42,816.00
Ph: 562-863-1702
[email protected]
UEI#: DDLSADSWN7U7
CBL Santa Fe Springs
15523 Carmenita Road
Santa Fe Springs, CA 90670
www.CurtisBlueLine.com

Page 2 of 2 ends

LN QTY UNIT PART NUMBER DESCRIPTION PL UNIT PRICE TOTAL PRICE 2 64 EA 1353854

PROTECH
BP75-8005LB CAV-1PC 3mm Light Riot
Impact Visor, Liquid Barrier, Standard

6.2"
$144.00 $9,216.00
Small Business
CAGE Code: 5E720
SIC Code: 5099
Federal Tax ID: 94-1214350
UEI #DDLSADSWN7U7
This pricing remains firm until 07/19/2024. Contact us for updated pricing after this date.

Due to market volatility and supply shortages, we recommend contacting your local L.N. Curtis and sons office prior to placing your order to confirm pricing and availability. This excludes our GSA Contract and other Fixed Price Contracts which are governed by contract-specific prices, terms, and conditions.

Subtotal $52,032.00
Estimated Tax Total $4,032.48
Transportation $300.00
Total $56,364.48
View Terms of Sale and Return Policy
City of Brea
City Council Regular Meeting Communication
FY 2024-25 Vehicle and Equipment Purchase Schedule
Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5H
TO
Honorable Mayor and City Council Members
FROM
Alicia Brenner, Budget Manager

RECOMMENDATION
Authorize the Purchasing Agent to issue purchase orders in an amount not-to-exceed $1,320,600 for various City vehicles and equipment described in the FY 2024-25 Vehicles and Equipment Schedule.

BACKGROUND/DISCUSSION
Each fiscal year, the vehicles used by various City departments are assessed to determine whether it is best to continue maintenance, retire, replace, or add new units. The determining factors include excessive mileage, unit hours, service life expectancy, maintenance cost history, safety and environmental impacts. The attached list indicates the replacements or additions that were approved by the City Council as part of the FY 2023-25 Operating Budget. This list provides the equipment descriptions, quantities, estimated costs and departments where they will be assigned. The Budget & Purchasing Division will solicit bids for the listed vehicles & equipment per the formal bidding requirements of the Brea Municipal Code, utilize competitively bid national cooperative agreements, or piggyback contracts to obtain the best available pricing for the City.

Staff requests that City Council authorize the Purchasing Agent to issue purchase orders after completing the best available pricing analysis without the need to return to the City Council for approval of the individual awards for the following main reasons:

Ensures the needed equipment is replaced in a timely fashion and without interruption in service; Meets manufacturing production cutoff dates;
Takes advantage of incentives and discounts; and
Expedites the purchase of these items.

Should any of the listed equipment be limited to a single source, the Purchasing Agent will verify and document the reasons for the sole source procurement prior to award and issue of purchase order.

To help facilitate operational and budgetary requirements, staff requests that City Council authorize the Purchasing Agent or Fleet Supervisor to make changes in the type and quantity of the listed equipment, subject to budget appropriations and the not-to-exceed amount requested.

Looking ahead, staff will incorporate this authorization as part of the biennial budget process to ensure City Council authorization is received in a timely manner.

COMMISSION/COMMITTEE RECOMMENDATION
The Finance Committee discussed this item at their August 13, 2024 meeting and is recommended for City Council approval.

SUMMARY/FISCAL IMPACT
There is sufficient funding available for the requested not-to-exceed amount of $1,320,600 for these purchases in the City's FY 2023-25 Operating Budget. Of this amount $1,190,100 is budgeted in the Vehicle and Equipment Replacement Fund (480) which funds costs associated to replacement of existing vehicles and equipment. The difference of $130,500 is to fund new vehicles with funding from the Narcotics Enforcement Asset Seizure Fund (231) and the City's General Fund (110). No additional appropriation is needed.

RESPECTFULLY SUBMITTED
William Gallardo, City Manager
Prepared by: Alicia Brenner, Budget Manager
Concurrence: Michael Ho, P.E., Public Works Director
Concurrence: Kristin Griffith, Director of Administrative Services Attachments
FY 2024-25 Vehicle and Equipment Purchase Schedule
FISCAL YEAR 2024-25

VEHICLE & EQUIPMENT REPLACEMENT SCHEDULE

VEHICLES
DEPARTMENT FUND UNIT # REPLACEMENT BUDGET ACCESSORIES

POLICE SERVICES
BMW MOTORCYCLE 480 1534 Motorcycle $38,000 $1,000
UV INTERCEPTOR (991) 480 1408 SUV $58,000 $12,000
CRIME IMPACT 480 1835 SUV/Truck $37,000 $6,000
DETECTIVE 480 1908 SUV/Sedan $37,000 $6,000
DETECTIVE 480 1921 SUV/Sedan $37,000 $6,000
UV INTERCEPTOR (955) 480 2036 SUV $58,000 $13,000
UV INTERCEPTOR (963) 480 2108 SUV $58,000 $13,000
UV INTERCEPTOR (961) 480 1917 SUV $58,000 $16,500
UV INTERCEPTOR (962) 480 1918 SUV $58,000 $16,500
LT. VEHICLE 231 *Addition* N/A $42,500 $0
LT. VEHICLE 231 *Addition* N/A $42,500 $0
SUB-TOTAL $524,000 $90,000

PUBLIC WORKS
1/2 TON PICKUP-S 480 1533 Truck $38,000 $1,000
STREET SWEEPER 480 1102 Truck $550,000 $0
1/2 TON PICKUP-PARKS 110 *Addition* N/A $45,500 $0
SUB-TOTAL $633,500 $1,000
TOTAL $1,157,500 $91,000

EQUIPMENT
DEPARTMENT FUND UNIT # REPLACEMENT BUDGET ACCESSORIES

PUBLIC WORKS
ABRASIVE SAW-W 480 1823 Equipment $4,500 N/A
BLOWER -P 480 1838 Equipment $700 N/A
BLOWER -P 480 1924 Equipment $700 N/A
CHAIN SAW -L 480 1704 Equipment $1,000 N/A
HEDGE TRIMMER -WC 480 1713 Equipment $700 N/A
PORTABLE GENERATOR -L 480 1422 Equipment $1,400 N/A
REFERENCE SOFTWARE TOOL 480 2015 Equipment $7,500 N/A
TRIMMER -P 480 1909 Equipment $600 N/A
WEED SPRAYER -P 480 23029 Equipment $15,000 N/A
Message Board -S 480 26035 Equipment $20,000 N/A
Message Board -S 480 26036 Equipment $20,000 N/A
TOTAL $72,100 N/A
TOTAL $72,100 N/A
COMBINED TOTAL $1,320,600
City of Brea
City Council Regular Meeting Communication
Statement of Investment Policy for the City/Brea Successor Agency to the Brea Redevelopment Agency Meeting
Tuesday, August 20, 2024, 7:00 PM
Agenda Group
CONSENT CALENDAR Item: 5I
TO
Honorable Mayor and City Council Members
FROM
Bill Gallardo, City Manager

RECOMMENDATION
Review and approve the City of Brea/Successor Agency to the Brea Redevelopment Agency Statement of Investment Policy.

BACKGROUND/DISCUSSION
By policy, the City Council is required to annually review and adopt an investment policy as recommended by the Investment Advisory Committee for the City and the Successor Agency to the Brea Redevelopment Agency.

At the October 23, 2023 Investment Advisory Committee meeting (IAC), Chandler Asset Management (Chandler), the City's Portfolio Manager for investments other than Section 115 Trusts for Post Employment Benefits, recommended that the City adopt their model investment policy.

The key differences between the City’s current and Chandler's model policy are:

The City's Investment Policy is currently not certified. It has been in the past; however, since there has been no major changes to the policy, staff choose not to re-certify. The goal is to submit the new Investment Policy for certification with the California Municipal Treasurer's Association, which is good for two years for the total cost of $270. The current cost for the re-certification is $175 should the City decide to re-certify after the two-year term.

The attached documents include a "redline" as well as a "clean" copy. The edits in red indicate changes recommended by Chandler from their model policy in order to retain some of the direction that is present in Brea's existing policy (also attached).

COMMISSION/COMMITTEE RECOMMENDATION
The Investment Advisory Committee reviewed this item at the July 22, 2024 IAC meeting and recommended for City Council Approval.

FISCAL IMPACT/SUMMARY
There is no fiscal impact from the adoption of the Statement of Investment Policy. However, the cost for policy certification is $270, which has been programmed in the Fiscal Year 2023-25 Budget. Staff will return in the future to program the recertification cost of $175 in subsequent fiscal years.

RESPECTFULLY SUBMITTED:

Authorized Investments
A more comprehensive list and description of the City’s authorized investments including guideline restrictions.

Risk Management
Includes language related to managing credit risk, namely credit rating downgrades.

Includes language related to managing market risk, namely limiting the Investment Portfolio duration to +/- 20% of the City’s chosen market benchmark.

Attachments
Brea CA Model Investment Policy - 2024 PROPOSED FINAL.pdf Brea CA Model Investment Policy Draft with Staff Edits - Redline 071824.pdf Brea_Investment_Policy_2023 FINAL.pdf
William Gallardo, City Manager
Prepared by: Faith Madrazo, Financial Services Manager - Revenue Concurrence: Kristin Griffith, Director of Administrative Services and Monica Lo, Deputy Director of Administrative Services

CITY OF BREA / SUCCESSOR AGENCY TO THE BREA REDEVELOPMENT AGENCY

INVESTMENT POLICY

ADOPTED
AUGUST 20, 2024

CONTENTS
I. INTRODUCTION ..................................................................................................... 1 II. SCOPE.................................................................................................................. 1 III. PRUDENCE............................................................................................................ 1 IV. OBJECTIVES.......................................................................................................... 2 V. DELEGATION OF AUTHORITY .................................................................................. 2 VI. ETHICS AND CONFLICTS OF INTEREST....................................................................... 3 VII. INTERNAL CONTROLS ............................................................................................ 3 VIII. AUTHORIZED FINANCIAL INSTITUTIONS, DEPOSITORIES, AND BROKER/DEALERS ........... 4 IX. AUTHORIZED INVESTMENTS.................................................................................... 6 X. PROHIBITED INVESTMENT VEHICLES AND PRACTICES............................................... 11 XI. INVESTMENT POOLS/MUTUAL FUNDS .................................................................... 11 XII. COLLATERALIZATION .......................................................................................... 11 XIII. DELIVERY, SAFEKEEPING AND CUSTODY ................................................................ 12 XIV. MAXIMUM MATURITY ......................................................................................... 13 XV. RISK MANAGEMENT AND DIVERSIFICATION............................................................ 13 XVI. REVIEW OF INVESTMENT PORTFOLIO ..................................................................... 14 XVII. PERFORMANCE EVALUATION ................................................................................ 14 XVIII. REPORTING......................................................................................................... 15 XIX. REVIEW OF INVESTMENT POLICY........................................................................... 16 GLOSSARY OF INVESTMENT TERMS..................................................................................... 19 1 I. INTRODUCTION
The purpose of this investment policy is to identify various policies and procedures that will foster a prudent and systematic investment program designed to seek the City of Brea/Successor Agency to the Brea Redevelopment Agency’s (“City”) objectives of safety, liquidity and return on investment through a diversified investment portfolio. The ultimate goal is to enhance the economic status of the City while protecting its pooled funds. This policy also serves to organize and formalize the City’s investment-related activities, while complying with all applicable statutes governing the investment of public funds. This policy is written to incorporate industry best practices and recommendations from sources such as the Government Finance Officers Association (GFOA), California Municipal City Treasurer and/or Administrative Services Directors Association (CMTA), California Debt and Investment Advisory Commission (CDIAC) and the Association of Public City Treasurer and/or Administrative Services Directors (APT).

This investment policy was endorsed and adopted by the City Council and is effective as of the 20 day of August, 2024, and replaces any previous versions.

II. SCOPE
This policy covers all funds and investment activities under the direct authority of the City, as set forth in the State Government Code, Sections 53600 et seq., including: General Fund, Special Revenue Funds, Assessment Funds, Enterprise Funds, Internal Service Funds, Capital Projects Funds, Debt Service Funds, Reserve Funds, Fiduciary Funds, Trust and Agency Funds, and any other funds that may be created from time to time.

This policy does not apply to retiree health care savings/trust/plan(s) or deferred compensation plans.

POOLING OF FUNDS
Except for cash in certain restricted and special funds, the City will consolidate cash and reserve balances from all funds to maximize investment earnings and to increase efficiencies with regard to investment pricing, safekeeping and administration. Investment income will be allocated to the various funds based on their respective participation and in accordance with generally accepted accounting principles.

III. PRUDENCE
Pursuant to California Government Code, Section 53600.3, all persons authorized to make investment decisions on behalf of the City are trustees and therefore fiduciaries subject to the Prudent Investor Standard:
“…all governing bodies of local agencies or persons authorized to make investment decisions on behalf of those local agencies investing public funds pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and 2 diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the City, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the City. Within the limitations of this section and considering individual investments as part of an overall strategy, investments may be acquired as authorized by law.”
The Administrative Services Director and/or designee and other authorized persons responsible for managing City funds acting in accordance with written procedures and this investment policy and exercising due diligence shall be relieved of personal responsibility for an individual security’s credit risk or market price changes provided that the Administrative Services Director and/or designee or other authorized persons acted in good faith. Deviations from expectations of a security’s credit or market risk should be reported to the City Council in a timely fashion and appropriate action should be taken to control adverse developments.

IV. OBJECTIVES
The City’s overall investment program shall be designed and managed with a degree of professionalism worthy of the public trust. The overriding objectives of the program are to preserve principal, provide sufficient liquidity, and manage investment risks, while seeking a market-rate of return.
• SAFETY. Safety of principal is the foremost objective of the investment program.

Investments will be undertaken in a manner that seeks to ensure the preservation of capital in the overall portfolio. To attain this objective, the City will diversify its investments by investing funds among a variety of securities with independent returns. • LIQUIDITY. The investment portfolio will remain sufficiently liquid to meet all operating requirements that may be reasonably anticipated. • RETURN ON INVESTMENTS. The investment portfolio will be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the investment risk constraints for safety and liquidity needs.

V. DELEGATION OF AUTHORITY
Authority to manage the City’sinvestment program is derived from California Government Code, Sections 41006 and 53600 et seq.

The City Council is responsible for the management of the City’s funds, including the administration of this investment policy. Management responsibility for the cash management of the City’s funds is hereby delegated to the Administrative Services Director and/or designee.
3 The Administrative Services Director and/or designee will be responsible for all transactions undertaken and will establish a system of procedures and controls to regulate the activities of subordinate officials and employees. Such procedures will include explicit delegation of authority to persons responsible for investment transactions. No person may engage in an investment transaction except as provided under the terms of this policy and the procedures established by the Administrative Services Director and/or designee.

The City may engage the services of one or more external investment advisers, who are registered under the Investment Advisers Act of 1940, to assist in the management of the City’s investment portfolio in a manner consistent with the City’s objectives. External investment advisers may be granted discretion to purchase and sell investment securities in accordance with this investment policy.

The City's overall investment program shall be designed and managed with a degree of professionalism that is worthy of the public trust. The City recognizes that in a diversified portfolio, occasional measured losses may be inevitable and must be considered within the context of the overall portfolio’s return and the cash flow requirements of the City.

VI. ETHICS AND CONFLICTS OF INTEREST
All participants in the investment process shall act as custodians of the public trust.

Investment officials shall recognize that the investment portfolio is subject to public review and evaluation. Thus employees and officials involved in the investment process shall refrain from personal business activity that could create a conflict of interest or the appearance of a conflict with proper execution of the investment program, or which could impair their ability to make impartial investment decisions.

Employees and investment officials shall disclose to any material interests in financial institutions with which they conduct business, and they shall further disclose any large personal financial/investment positions that could be related to the performance of the investment portfolio. Employees and officers shall refrain from undertaking any personal investment transactions with the same individual with whom business is conducted on behalf of the City.

VII. INTERNAL CONTROLS
The Administrative Services Director and/or designee is responsible for establishing and maintaining an internal control structure designed to ensure that the assets of the entity are protected from loss, theft or misuse. The internal control structure shall be designed to provide reasonable assurance that these objectives are met. The concept of reasonable assurance recognizes that (1) the cost of a control should not exceed the benefits likely to be derived; and (2) the valuation of costs and benefits requires estimates and judgments by management.

Periodically, as deemed appropriate by the City and/or the City Council, an independent analysis by an external auditor shall be conducted to review internal controls, account activity and compliance with policies and procedures.
4 Investment Advisory Committee: An Investment Advisory Committee (“Committee”) is established to review and make recommendations on the Investment Policy and investment strategy of the City of Brea/Successor Agency to the Brea Redevelopment Agency and to strengthen the internal control of the management of the City's funds. The following are the duties and responsibilities of the Committee:

A. Purpose

1. To review and make recommendations on investment policy and investment strategy of the City of Brea/Successor Agency to the Brea Redevelopment Agency.

2. To review the City's investments on a periodic basis and to recommend any exceptions and/or changes to the policy, to the City Council for review and approval.

B. Composition of Committee

1. City Treasurer

2. City Council Member, who serves as the Chair (selected by the City Council)

3. Administrative Services Director

4. Financial Services Manager, Revenue

5. Three (3) Brea Citizens (selected by the City Council) C. Functions

1. Annually (or as needed):
a. To review and approve Statement of Investment Policy. b. To review the financial condition and registrations of qualified broker/dealers. (Only required when investments are managed by the City.)

2. Monthly or Quarterly:
a. To review the City's investments.
b. To recommend any modifications to the Investment Policy. c. To develop and carry out the ongoing investment strategy in accordance with the Investment Policy.
d. To provide a status report at a study session of the City Council as requested.

The function of the Committee is not to inhibit the daily operation of the Administrative Services Department, but to provide policy guidelines within which to work on a day-today basis. By this, it is meant that each individual trade need not be approved by the Committee at the time it is transacted provided that it falls within the scope of the Statement of Investment Policy.

Disclosure: Members of the Committee shall be required to comply with the Fair Political Practices Act reporting requirements (Form 700) on an annual basis and submit filings to the City Clerk’s Office.

VIII. AUTHORIZED FINANCIAL INSTITUTIONS, DEPOSITORIES, AND BROKER/DEALERS To the extent practicable, the Administrative Services Director and/or designee shall endeavor to complete investment transactions using a competitive bid process whenever possible. The Administrative Services Director and/or designee will determine which 5 financial institutions are authorized to provide investment services to the City. It shall be the City’s policy to purchase securities only from authorized institutions and firms.

The Administrative Services Director and/or designee shall maintain procedures for establishing a list of authorized broker/dealers and financial institutions which are approved for investment purposes that are selected through a process of due diligence as determined by the City. Due inquiry shall determine whether such authorized broker/dealers, and the individuals covering the City are reputable and trustworthy, knowledgeable and experienced in Public City investing and able to meet all of their financial obligations. These institutions may include "primary" dealers or regional dealers that qualify under Securities and Exchange Commission (SEC) Rule 15c3-1 (uniform net capital rule).

In accordance with Section 53601.5, institutions eligible to transact investment business with the City include:
• Institutions licensed by the state as a broker-dealer. • Institutions that are members of a federally regulated securities exchange. • Primary government dealers as designated by the Federal Reserve Bank and nonprimary government dealers. • Nationally or state-chartered banks.
• The Federal Reserve Bank.
• Direct issuers of securities eligible for purchase.

Selection of financial institutions and broker/dealers authorized to engage in transactions will be at the sole discretion of the City, except where the City utilizes an external investment adviser in which case the City may rely on the adviser for selection.

All financial institutions which desire to become qualified bidders for investment transactions (and which are not dealing only with the investment adviser) must supply the Administrative Services Director and/or designee with audited financials and a statement certifying that the institution has reviewed the California Government Code, Section 53600 et seq. and the City’s investment policy. The Investment Advisory Committee will conduct an annual review of the financial condition and registrations of such qualified bidders.

Public deposits will be made only in qualified public depositories as established by State law. Deposits will be insured by the Federal Deposit Insurance Corporation, or, to the extent the amount exceeds the insured maximum, will be collateralized in accordance with State law.

If there is no other readily available competitive offering, best efforts will be made to document quotations for comparable or alternative securities. When purchasing original issue instrumentality securities, no competitive offerings will be required as all dealers in the selling group offer those securities at the same original issue price. 6 IX. AUTHORIZED INVESTMENTS
The City’s investments are governed by California Government Code, Sections 53600 et seq. Within the investments permitted by the Code, the City seeks to further restrict eligible investments to the guidelines listed below. In the event a discrepancy is found between this policy and the Code, the more restrictive parameters will take precedence. Percentage holding limits listed in this section apply at the time the security is purchased.

Any investment currently held at the time the policy is adopted which does not meet the new policy guidelines can be held until maturity and shall be exempt from the current policy. At the time of the investment’s maturity or liquidation, such funds shall be reinvested only as provided in the current policy.

An appropriate risk level shall be maintained by primarily purchasing securities that are of high quality, liquid, and marketable. The portfolio shall be diversified by security type and institution to avoid incurring unreasonable and avoidable risks regarding specific security types or individual issuers.

1. MUNICIPAL SECURITIES include obligations of the City, the State of California and any local City within the State of California, provided that:
• The securities are rated in a rating category of “A” or its equivalent or better by at least one nationally recognized statistical rating organization (“NRSRO”). • No more than 5% of the portfolio may be invested in any single issuer. • No more than 30% of the portfolio may be in Municipal Securities. • The maximum maturity does not exceed five (5) years.

3. U.S. TREASURIES and other government obligations for which the full faith and credit of the United States are pledged for the payment of principal and interest. There are no limits on the dollar amount or percentage that the City may invest in U.S. Treasuries, provided that:
• The maximum maturity does not exceed five (5) years.

4. FEDERAL AGENCIES or United States Government-Sponsored Enterprise obligations, participations, or other instruments, including those issued by or fully guaranteed as to 7 principal and interest by federal agencies or United States government-sponsored enterprises. There are no limits on the dollar amount or percentage that the City may invest in Federal City or Government-Sponsored Enterprises (GSEs), provided that:
• No more than 25% of the portfolio may be invested in any single City/GSE issuer. • The maximum maturity does not exceed five (5) years.
• The maximum percentage of callable Agency securities in the portfolio will be 5%.

5. BANKER’S ACCEPTANCES, provided that:
• They are issued by institutions which have short-term debt obligations rated “A-1” or its equivalent or better by at least one NRSRO; or long-term debt obligations which are rated in a rating category of “A” or its equivalent or better by at least one NRSRO.
• No more than 40% of the portfolio may be invested in Banker’s Acceptances. • No more than 5% of the portfolio may be invested in any single issuer. • The maximum maturity does not exceed 180 days.

6. COMMERCIAL PAPER, provided that the securities are issued by an entity that meets all of the following conditions in either paragraph (a) or (b) and other requirements specified below:
a. SECURITIES issued by corporations:
(i) A corporation organized and operating in the United States with assets more than $500 million.
(ii) The securities are rated “A-1” or its equivalent or better by at least one NRSRO.
(iii) If the issuer has other debt obligations, they must be rated in a rating category of “A” or its equivalent or better by at least one NRSRO. b. SECURITIES issued by other entities:
(i) The issuer is organized within the United States as a special purpose corporation, trust, or limited liability company.
(ii) The securities must have program-wide credit enhancements including, but not limited to, overcollateralization, letters of credit, or a surety bond. (iii)The securities are rated “A-1” or its equivalent or better by at least one NRSRO.
• No more than 10% of the outstanding commercial paper of any single issuer. • No more than 25% of the City’s investment assets under management may be invested in Commercial Paper.
• No more than 5% of the portfolio may be invested in any single issuer. • The maximum maturity does not exceed 270 days.

7. NEGOTIABLE CERTIFICATES OF DEPOSIT (NCDS), issued by a nationally or statechartered bank, a savings association or a federal association, a state or federal credit 8 union, or by a federally licensed or state-licensed branch of a foreign bank, provided that:
• The amount of the NCD insured up to the FDIC limit does not require any credit ratings.
• Any amount above the FDIC insured limit must be issued by institutions which have short-term debt obligations rated “A-1” or its equivalent or better by at least one NRSRO; or long-term obligations rated in a rating category of “A” or its equivalent or better by at least one NRSRO.
• No more than 30% of the total portfolio may be invested in NCDs (combined with CDARS).
• No more than 5% of the portfolio may be invested in any single issuer. • The maximum maturity does not exceed five (5) years.

8. FEDERALLY INSURED TIME DEPOSITS (Non-Negotiable Certificates of Deposit) in state or federally chartered banks, savings and loans, or credit unions, provided that:
• The amount per institution is limited to the maximum covered under federal insurance.
• No more than 20% of the portfolio will be invested in a combination of federally insured and collateralized time deposits.
• The maximum maturity does not exceed five (5) years.

9. COLLATERALIZED TIME DEPOSITS (Non-Negotiable Certificates of Deposit) in state or federally chartered banks, savings and loans, or credit unions in excess of insured amounts which are fully collateralized with securities in accordance with California law, provided that:
• No more than 20% of the portfolio will be invested in a combination of federally insured and collateralized time deposits.
• The maximum maturity does not exceed five (5) years.

10. CERTIFICATE OF DEPOSIT PLACEMENT SERVICE (CDARS), provided that:
• No more than 30% of the total portfolio may be invested in a combination of Certificates of Deposit, including CDARS.
• The maximum maturity does not exceed five (5) years.

11. COLLATERALIZED BANK DEPOSITS. City’s deposits with financial institutions will be collateralized with pledged securities per California Government Code, Section 53651.

There are no limits on the dollar amount or percentage that the City may invest in collateralized bank deposits.

12. REPURCHASE AGREEMENTS collateralized with securities authorized under California Government Code, maintained at a level of at least 102% of the market value of the Repurchase Agreement. There are no limits on the dollar amount or percentage that the City may invest, provided that:
9 • Securities used as collateral for Repurchase Agreements will be delivered to an acceptable third-party custodian.
• Repurchase Agreements are subject to a Master Repurchase Agreement between the City and the provider of the repurchase agreement. The Master Repurchase Agreement will be substantially in the form developed by the Securities Industry and Financial Markets Association (SIFMA).
• The maximum maturity does not exceed one (1) year.

13. STATE OF CALIFORNIA LOCAL CITY INVESTMENT FUND (LAIF), provided that:
• The City may invest up to the maximum amount permitted by LAIF. • LAIF’s investments in instruments prohibited by or not specified in the City’s policy do not exclude the investment in LAIF itself from the City’s list of allowable investments, provided LAIF’s reports allow the Administrative Services Director and/or designee to adequately judge the risk inherent in LAIF’s portfolio.

14. LOCAL GOVERNMENT INVESTMENT POOLS
• Approved State and County Investment Pools, including the County of Orange Investment Fund, together cannot exceed 60% of the maturity value of the portfolio at time of purchase, and no more than 40% of the maturity value at the time of purchase can be deposited in any one particular pool.

15. CORPORATE MEDIUM TERM NOTES (MTNS), provided that:
• The issuer is a corporation organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States.
• The securities are rated in a rating category of “A” or its equivalent or better by at least one NRSRO.
• No more than 30% of the total portfolio may be invested in MTNs. • No more than 5% of the portfolio may be invested in any single issuer. • The maximum maturity does not exceed five (5) years.

16. ASSET-BACKED, MORTGAGE-BACKED, MORTGAGE PASS-THROUGH SECURITIES,

AND COLLATERALIZED MORTGAGE OBLIGATIONS FROM ISSUERS NOT DEFINED IN SECTIONS 3 AND 4 OF THE AUTHORIZED INVESTMENTS SECTION OF THIS POLICY, provided that:
• The securities are rated in a rating category of “AA” or its equivalent or better by a NRSRO.
• No more than 15% of the total portfolio may be invested in these securities. • No more than 5% of the portfolio may be invested in any single Asset-Backed or Commercial Mortgage security issuer.
• The maximum legal final maturity does not exceed five (5) years. 10 17. MUTUAL FUNDS AND MONEY MARKET MUTUAL FUNDS that are registered with the Securities and Exchange Commission under the Investment Company Act of 1940, provided that:
a. MUTUAL FUNDS that invest in the securities and obligations as authorized under California Government Code, Section 53601 (a) to (k) and (m) to (q) inclusive and that meet either of the following criteria:
(i) Attained the highest ranking or the highest letter and numerical rating provided by not less than two (2) NRSROs; or
(ii) Have retained an investment adviser registered or exempt from registration with the Securities and Exchange Commission with not less than five years’ experience investing in the securities and obligations authorized by California Government Code, Section 53601 and with assets under management in excess of $500 million.
• No more than 10% of the total portfolio may be invested in shares of any one mutual fund.
b. MONEY MARKET MUTUAL FUNDS registered with the Securities and Exchange Commission under the Investment Company Act of 1940 and issued by diversified management companies and meet either of the following criteria:
(i) Have attained the highest ranking or the highest letter and numerical rating provided by not less than two (2) NRSROs; or
(ii) Have retained an investment adviser registered or exempt from registration with the Securities and Exchange Commission with not less than five years’ experience managing money market mutual funds with assets under management in excess of $500 million.
• No more than 20% of the total portfolio may be invested in the shares of any one Money Market Mutual Fund.
c. No more than 20% of the total portfolio may be invested in these securities.

18. SUPRANATIONALS, provided that:
• Issues are US dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or Inter-American Development Bank.
• The securities are rated in a rating category of “AA” or its equivalent or better by a NRSRO.
• No more than 15% of the total portfolio may be invested in these securities. • No more than 5% of the portfolio may be invested in any single issuer. • The maximum maturity does not exceed five (5) years.
11 X. PROHIBITED INVESTMENT VEHICLES AND PRACTICES
• State law notwithstanding, any investments not specifically described herein are prohibited, including, but not limited to futures and options. • In accordance with Government Code, Section 53601.6, investment in inverse floaters, range notes, or mortgage derived interest-only strips is prohibited. • Investment in any security that could result in a zero-interest accrual if held to maturity is prohibited. Under a provision sunsetting on January 1, 2026, securities backed by the U.S. Government that could result in a zero- or negative-interest accrual if held to maturity are permitted. Notification to the City Council, the Investment Advisory Committee, the City Treasurer, and the Administrative Services Director and/or designee will be given within two (2) business days when securities of this type are being added to the portfolio, this allows for full disclosure and understanding of the strategy given the market conditions.
• Trading securities for the sole purpose of speculating on the future direction of interest rates is prohibited.
• Purchasing or selling securities on margin is prohibited. • The purchase of foreign currency denominated securities is prohibited. • The purchase of a security with a forward settlement date exceeding 45 days from the time of the investment is prohibited.

XI. INVESTMENT POOLS/MUTUAL FUNDS
The City shall conduct a thorough investigation of any pool or mutual fund prior to making an investment, and on a continual basis thereafter. Administrative Services Director and/or designee shall develop a questionnaire which will answer the following general questions:
• A description of eligible investment securities, and a written statement of investment policy and objectives.
• A description of interest calculations and how it is distributed, and how gains and losses are treated.
• A description of how the securities are safeguarded (including the settlement processes), and how often the securities are priced and the program audited. • A description of who may invest in the program, how often, and what size deposit and withdrawal are allowed.
• A schedule for receiving statements and portfolio listings. • Are reserves, retained earnings, etc. utilized by the pool/fund? • A fee schedule, and when and how is it assessed.
• Is the pool/fund eligible for bond proceeds and/or will it accept such proceeds? XII. COLLATERALIZATION
CERTIFICATES OF DEPOSIT (CDS). The City shall require any commercial bank or savings and loan association to deposit eligible securities with an agency of a depository approved by the State Banking Department to secure any uninsured portion of a Non-Negotiable 12 Certificate of Deposit. The value of eligible securities as defined pursuant to California Government Code, Section 53651, pledged against a Certificate of Deposit shall be equal to 150% of the face value of the CD if the securities are classified as mortgages and 110% of the face value of the CD for all other classes of security.

COLLATERALIZATION OF BANK DEPOSITS. This is the process by which a bank or financial institution pledges securities, or other deposits for the purpose of securing repayment of deposited funds. The City shall require any bank or financial institution to comply with the collateralization criteria defined in California Government Code, Section 53651.

REPURCHASE AGREEMENTS. The City requires that Repurchase Agreements be collateralized only by securities authorized in accordance with California Government Code:
• The securities which collateralize the repurchase agreement shall be priced at Market Value, including any Accrued Interest plus a margin. The Market Value of the securities that underlie a repurchase agreement shall be valued at 102% or greater of the funds borrowed against those securities. • Financial institutions shall mark the value of the collateral to market at least monthly and increase or decrease the collateral to satisfy the ratio requirement described above.
• The City shall receive monthly statements of collateral.

XIII. DELIVERY, SAFEKEEPING AND CUSTODY
DELIVERY-VERSUS-PAYMENT (DVP). All investment transactions shall be conducted on a delivery-versus-payment basis.

SAFEKEEPING AND CUSTODY. To protect against potential losses due to failure of individual securities dealers, and to enhance access to securities, interest payments and maturity proceeds, all cash and securities in the City’s portfolio shall be held in safekeeping in the City’s name by a third-party custodian, acting as agent for the City under the terms of a custody agreement executed by the bank and the City. All investment transactions will require a safekeeping receipt or acknowledgment generated from the trade. A monthly report will be received by the City from the custodian listing all securities held in safekeeping with current market data and other information.

Monthly trust statements are reconciled to the Investment Reports by the City’s Accountant. The City’s Accountant performs reconciliation of the monthly bank statements. The periodic review of the investment portfolio, including investment types, purchase price, market values, maturity dates, and investment yields as well as conformance to the stated investment policy will be performed by the Investment Advisory Committee.

The only exceptions to the foregoing shall be depository accounts and securities purchases made with: (i) local government investment pools; (ii) time certificates of deposit, and, (iii) mutual funds and money market mutual funds, since these securities are not deliverable. 13 XIV. MAXIMUM MATURITY
To the extent possible, investments shall be matched with anticipated cash flow requirements and known future liabilities.

The City will not invest in securities maturing more than five (5) years from the date of trade settlement, unless the City Council has by resolution granted authority to make such an investment.

XV. RISK MANAGEMENT AND DIVERSIFICATION

MITIGATING CREDIT RISK IN THE PORTFOLIO
Credit risk is the risk that a security or a portfolio will lose some or all its value due to a real or perceived change in the ability of the issuer to repay its debt. The City will mitigate credit risk by adopting the following strategies:
• The diversification requirements included in the “Authorized Investments” section of this policy is designed to mitigate credit risk in the portfolio. • No more than 5% of the total portfolio may be deposited with or invested in securities issued by any single issuer unless otherwise specified in this policy. • The City may elect to sell a security prior to its maturity and record a capital gain or loss in order to manage the quality, liquidity or yield of the portfolio in response to market conditions or City’s risk preferences.
• If a security owned by the City is downgraded to a level below the requirements of this policy, making the security ineligible for additional purchases, the following steps will be taken:
• Any actions taken related to the downgrade by the investment manager will be communicated to the City Council, the Investment Advisory Committee, Administrative Services Director and/or designee within two (2) business days. • If a decision is made to retain the security, the credit situation will be monitored and reported to the City Council.

MITIGATING MARKET RISK IN THE PORTFOLIO
Market risk is the risk that the portfolio value will fluctuate due to changes in the general level of interest rates. The City recognizes that, over time, longer-term portfolios have the potential to achieve higher returns. On the other hand, longer-term portfolios have higher volatility of return. The City will mitigate market risk by providing adequate liquidity for short-term cash needs, and by making longer-term investments only with funds that are not needed for current cash flow purposes.

The City further recognizes that certain types of securities, including variable rate securities, securities with principal paydowns prior to maturity, and securities with embedded options, will affect the market risk profile of the portfolio differently in different 14 interest rate environments. The City, therefore, adopts the following strategies to control and mitigate its exposure to market risk:
• The City will maintain a minimum of six months of budgeted operating expenditures in short-term investments to provide sufficient liquidity for expected disbursements. • The maximum stated final maturity of individual securities in the portfolio will be five (5) years, unless the investment is for the Senior Low Cost Housing Subsidy Program, bond proceeds for the Reserve Fund, funded/capitalized interest fund; or the City Council has granted express authority to make that investment, either specifically or as part of an investment program approved by the City Council no more than three months prior to the investment.
• The duration of the portfolio will generally be approximately equal to the duration (typically, plus or minus 20%) of a Market Benchmark, an index selected by the City based on the City’s investment objectives, constraints and risk tolerances. • When possible, a minimum of 25% of the portfolio should be in maturities of one year or less.

XVI. REVIEW OF INVESTMENT PORTFOLIO
The Administrative Services Director and/or designee shall periodically, but no less than quarterly, review the portfolio to identify investments that do not comply with this investment policy and establish protocols for reporting major and critical incidences of noncompliance to the City Council.

XVII. PERFORMANCE EVALUATION
The investment portfolio shall be designed to attain a market-average rate of return throughout budgetary and economic cycles, taking into account the City’s risk constraints, the cash flow characteristics of the portfolio, and state and local laws, ordinances or resolutions that restrict investments.

The Administrative Services Director and/or designee shall monitor and evaluate the portfolio’s performance relative to the chosen market benchmark(s), which will be included in the Monthly/Quarterly Report of Investments or a similar type of report. With the advisement of the City’s outside Investment Manager (if applicable), the Administrative Services Director and/or designee shall select an appropriate, readily available index to use as a market benchmark.
15 XVIII.REPORTING

MONTHLY REPORTS
Monthly transaction reports will be submitted by the Administrative Services Director and/or designee to the City Council within 30 days of the end of the reporting period in accordance with California Government Code Section 53607.

These reports will disclose, at a minimum, the following information about the City’s portfolio:

1. An asset listing showing par value, cost and independent third-party fair market value of each security as of the date of the report, the source of the valuation, type of investment, issuer, maturity date and interest rate.

2. Transactions for the period.

3. A description of the funds, investments and programs (including lending programs) managed by contracted parties (i.e. LAIF; investment pools, outside money managers and securities lending agents)

4. A one-page summary report that shows:
a. Average maturity of the portfolio and modified duration of the portfolio; b. Maturity distribution of the portfolio;
c. Percentage of the portfolio represented by each investment category; d. Average portfolio credit quality; and,
e. Time-weighted total rate of return for the portfolio for the prior one month, three months, twelve months and since inception compared to the City’s market benchmark returns for the same periods;

5. A statement of compliance with investment policy, including a schedule of any transactions or holdings which do not comply with this policy or with the California Government Code, including a justification for their presence in the portfolio and a timetable for resolution.

6. A statement that the City has adequate funds to meet its cash flow requirements for the next six months.

Reports are to be submitted to the City Council and City Manager by the 3rd City Council meeting following the end of the reporting month.

The Investment Advisory Committee will review the status of investments on a quarterly basis. These reports shall include the type of investment, institution, face amount, market value, book value, interest rate, date of maturity, compliance to the investment policy.

If the City has an outside Investment Manager, the Investment Manager shall periodically report on the activity and results of the funds being managed by the Investment Manager.

Additionally, the Investment Manager shall notify the Investment Advisory Committee when investment portfolios demonstrate low performance, if any, which occurs between each periodic report.
16 QUARTERLY REPORTS
The Administrative Services Director and/or designee will submit a quarterly investment report to the City Council which provides full disclosure of the City’s investment activities within 45 days after the end of the quarter.

ANNUAL REPORTS
A comprehensive annual report will be presented to the City Council. This report will include comparisons of the City’s return to the market benchmark return, suggest policies and improvements that might enhance the investment program, and will include an investment plan for the coming year.

XIX. REVIEW OF INVESTMENT POLICY
The investment policy will be reviewed and adopted at least annually within 120 days of the end of the fiscal year, to ensure its consistency with the overall objectives of preservation of principal, liquidity and return, and its relevance to current law and financial and economic trends.

Any recommended modifications or amendments shall be presented by Staff to the City Council for their consideration and adoption.
17 SEGREGATION OF RESPONSIBILITIES
(when an Outside Investment Manager is utilized)

FUNCTION RESPONSIBILITY
Develop formal Statement of Investment
Policy
Administrative Services Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Recommend modifications to Investment
Policy
City Treasurer
Administrative Services Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Review formal Statement of Investment
Policy and recommend a Council action
Investment Advisory Committee
Adopt formal Statement of Investment Policy City Council Select investments Outside Investment Manager
Execute investment transactions and fax or
email completed trade information to City
Outside Investment Manager
Review transactions for compliance with
investment policy
Administrative Services Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Outside Investment Manager
Investment verification (match broker
confirmation to trade information provided by
outside Investment Manager to City
investment records)
Administrative Services Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Record investment transactions into City's
accounting records
City Accountant
Reconcile investment records to accounting
records and bank statements and report any
variances to Administrative Services Director
and City Treasurer
City Accountant
Security All investment securities will be held in
safekeeping in the trust department of the
City's Depository Bank, or other third-party
custodian as designated by the Administrative
Services Director.
18 SEGREGATION OF RESPONSIBILITIES
(when Investment transactions are performed by City Staff)

FUNCTION RESPONSIBILITY
Develop formal Statement of Investment
Policy
Administrative Services Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Recommend modifications to Investment
Policy
Administrative Services Director
Deputy Director of Administrative Services
Investment Advisory Committee
Review formal Statement of Investment
Policy and recommend a Council action
Investment Advisory Committee
Annually review and adopt a formal
Statement of Investment Policy
City Council
Select investments Administrative Services Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Approve transactions Administrative Services Director
Deputy Director of Administrative Services
Execute investment transactions Administrative Services Director Deputy Director of Administrative Services
Investment verification (match broker
confirmation to City investment records)
Administrative Services Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Record investment transactions into City's
accounting records
City Accountant
Reconcile investment records to accounting
records and bank statements and report any
variances to Administrative Services Director
City Accountant
Security All investment securities will be held in
safekeeping in the trust department of the
City's Depository Bank, or other third-party
custodian as designated by the Administrative
Services Director.
19 GLOSSARY OF INVESTMENT TERMS
AGENCIES. Shorthand market terminology for any obligation issued by a government-sponsored entity (GSE), or a federally related institution. Most obligations of GSEs are not guaranteed by the full faith and credit of the US government. Examples are:

FFCB. The Federal Farm Credit Bank System provides credit and liquidity in the agricultural industry. FFCB issues discount notes and bonds.

FHLB. The Federal Home Loan Bank provides credit and liquidity in the housing market. FHLB issues discount notes and bonds.

FHLMC. Like FHLB, the Federal Home Loan Mortgage Corporation provides credit and liquidity in the housing market. FHLMC, also called “FreddieMac” issues discount notes, bonds and mortgage pass-through securities.

FNMA. Like FHLB and FreddieMac, the Federal National Mortgage Association was established to provide credit and liquidity in the housing market. FNMA, also known as “FannieMae,” issues discount notes, bonds and mortgage pass-through securities.

GNMA. The Government National Mortgage Association, known as “GinnieMae,” issues mortgage pass-through securities, which are guaranteed by the full faith and credit of the US Government.

PEFCO. The Private Export Funding Corporation assists exporters. Obligations of PEFCO are not guaranteed by the full faith and credit of the US government.

TVA. The Tennessee Valley Authority provides flood control and power and promotes development in portions of the Tennessee, Ohio, and Mississippi River valleys. TVA currently issues discount notes and bonds.

ASSET BACKED SECURITIES. Securities supported by pools of installment loans or leases or by pools of revolving lines of credit.

AVERAGE LIFE. In mortgage-related investments, including CMOs, the average time to expected receipt of principal payments, weighted by the amount of principal expected.

BANKER’S ACCEPTANCE. A money market instrument created to facilitate international trade transactions.

It is highly liquid and safe because the risk of the trade transaction is transferred to the bank which “accepts” the obligation to pay the investor.

BENCHMARK. A comparison security or portfolio. A performance benchmark is a partial market index, which reflects the mix of securities allowed under a specific investment policy.

BROKER. A broker brings buyers and sellers together for a transaction for which the broker receives a commission. A broker does not sell securities from their own position.

CALLABLE. A callable security gives the issuer the option to call it from the investor prior to its maturity.

The main cause of a call is a decline in interest rates. If interest rates decline, the issuer will likely call its current securities and reissue them at a lower rate of interest.

CERTIFICATE OF DEPOSIT (CD). A time deposit with a specific maturity evidenced by a certificate.

CERTIFICATE OF DEPOSIT ACCOUNT REGISTRY SYSTEM (CDARS). A private placement service that allows local agencies to purchase more than $250,000 in CDs from a single financial institution (must be a participating institution of CDARS) while still maintaining FDIC insurance coverage.

CDARS is currently the only entity providing this service. CDARS facilitates the trading of deposits between the California institution and other participating institutions in amounts that are less than $250,000 each, so that FDIC coverage is maintained.

COLLATERAL. Securities or cash pledged by a borrower to secure repayment of a loan or repurchase agreement. Also, securities pledged by a financial institution to secure deposits of public monies.

COLLATERALIZED BANK DEPOSIT. A bank deposit that is collateralized at least 100% (principal plus interest to maturity). The deposit is collateralized using assets set aside by the issuer such as Treasury securities or other qualified collateral to secure the deposit in excess of the limit covered by the Federal Deposit Insurance Corporation.
20 COLLATERALIZED MORTGAGE OBLIGATIONS (CMO). Classes of bonds that redistribute the cash flows of mortgage securities (and whole loans) to create securities that have different levels of prepayment risk, as compared to the underlying mortgage securities.

COLLATERALIZED TIME DEPOSIT. Time deposits that are collateralized at least 100% (principal plus interest to maturity). These instruments are collateralized using assets set aside by the issuer such as Treasury securities or other qualified collateral to secure the deposit in excess of the limit covered by the Federal Deposit Insurance Corporation.

COMMERCIAL PAPER. The short-term unsecured debt of corporations.

COUPON. The rate of return at which interest is paid on a bond.

CREDIT RISK. The risk that principal and/or interest on an investment will not be paid in a timely manner due to changes in the condition of the issuer.

DEALER. A dealer acts as a principal in security transactions, selling securities from and buying securities for their own position.

DEBENTURE. A bond secured only by the general credit of the issuer.

DELIVERY VS. PAYMENT (DVP). A securities industry procedure whereby payment for a security must be made at the time the security is delivered to the purchaser’s agent.

DERIVATIVE. Any security that has principal and/or interest payments which are subject to uncertainty (but not for reasons of default or credit risk) as to timing and/or amount, or any security which represents a component of another security which has been separated from other components (“Stripped” coupons and principal). A derivative is also defined as a financial instrument the value of which is totally or partially derived from the value of another instrument, interest rate, or index.

DISCOUNT. The difference between the par value of a bond and the cost of the bond, when the cost is below par. Some short-term securities, such as T-bills and banker’s acceptances, are known as discount securities. They sell at a discount from par and return the par value to the investor at maturity without additional interest. Other securities, which have fixed coupons, trade at a discount when the coupon rate is lower than the current market rate for securities of that maturity and/or quality.

DIVERSIFICATION. Dividing investment funds among a variety of investments to avoid excessive exposure to any one source of risk.

DURATION. The weighted average time to maturity of a bond where the weights are the present values of the future cash flows. Duration measures the price sensitivity of a security to changes interest rates.

FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC). The Federal Deposit Insurance Corporation (FDIC) is an independent federal City insuring deposits in U.S. banks and thrifts in the event of bank failures. The FDIC was created in 1933 to maintain public confidence and encourage stability in the financial system through the promotion of sound banking practices.

FEDERALLY INSURED TIME DEPOSIT. A time deposit is an interest-bearing bank deposit account that has a specified date of maturity, such as a certificate of deposit (CD). These deposits are limited to funds insured in accordance with FDIC insurance deposit limits.

LEVERAGE. Borrowing funds in order to invest in securities that have the potential to pay earnings at a rate higher than the cost of borrowing.

LIQUIDITY. The speed and ease with which an asset can be converted to cash.

LOCAL CITY INVESTMENT FUND (LAIF). A voluntary investment fund open to government entities and certain non-profit organizations in California that is managed by the State City Treasurer and/or Administrative Services Director’s Office.

MAKE WHOLE CALL. A type of call provision on a bond that allows the issuer to pay off the remaining debt early. Unlike a call option, with a make whole call provision, the issuer makes a lump sum payment that equals the net present value (NPV) of future coupon payments that will not be paid because of the call. With this type of call, an investor is compensated, or "made whole." MARGIN. The difference between the market value of a security and the loan a broker makes using that security as collateral.
21 MARKET RISK. The risk that the value of securities will fluctuate with changes in overall market conditions or interest rates.

MARKET VALUE. The price at which a security can be traded.

MATURITY. The final date upon which the principal of a security becomes due and payable. The investment’s term or remaining maturity is measured from the settlement date to final maturity.

MEDIUM TERM NOTES. Unsecured, investment-grade senior debt securities of major corporations which are sold in relatively small amounts on either a continuous or an intermittent basis. MTNs are highly flexible debt instruments that can be structured to respond to market opportunities or to investor preferences.

MODIFIED DURATION. The percent change in price for a 100-basis point change in yields. Modified duration is the best single measure of a portfolio’s or security’s exposure to market risk.

MONEY MARKET. The market in which short-term debt instruments (T-bills, discount notes, commercial paper, and banker’s acceptances) are issued and traded.

MONEY MARKET MUTUAL FUND. A mutual fund that invests exclusively in short-term securities.

Examples of investments in money market funds are certificates of deposit and U.S. Treasury securities. Money market funds attempt to keep their net asset values at $1 per share.

MORTGAGE PASS-THROUGH SECURITIES. A securitized participation in the interest and principal cash flows from a specified pool of mortgages. Principal and interest payments made on the mortgages are passed through to the holder of the security.

MUNICIPAL SECURITIES. Securities issued by state and local agencies to finance capital and operating expenses.

MUTUAL FUND. An entity which pools the funds of investors and invests those funds in a set of securities which is specifically defined in the fund’s prospectus. Mutual funds can be invested in various types of domestic and/or international stocks, bonds, and money market instruments, as set forth in the individual fund’s prospectus. For most large, institutional investors, the costs associated with investing in mutual funds are higher than the investor can obtain through an individually managed portfolio.

NATIONALLY RECOGNIZED STATISTICAL RATING ORGANIZATION (NRSRO).

A credit rating City that the Securities and Exchange Commission in the United States uses for regulatory purposes. Credit rating agencies provide assessments of an investment's risk. The issuers of investments, especially debt securities, pay credit rating agencies to provide them with ratings. The three most prominent NRSROs are Fitch, S&P, and Moody's.

NEGOTIABLE CERTIFICATE OF DEPOSIT (CD). A short-term debt instrument that pays interest and is issued by a bank, savings or federal association, state or federal credit union, or state-licensed branch of a foreign bank. Negotiable CDs are traded in a secondary market.

PRIMARY DEALER. A financial institution (1) that is a trading counterparty with the Federal Reserve in its execution of market operations to carry out U.S. monetary policy, and (2) that participates for statistical reporting purposes in compiling data on activity in the U.S. Government securities market.

PRUDENT PERSON (PRUDENT INVESTOR) RULE. A standard of responsibility which applies to fiduciaries.

In California, the rule is stated as “Investments shall be managed with the care, skill, prudence and diligence, under the circumstances then prevailing, that a prudent person, acting in a like capacity and familiar with such matters, would use in the conduct of an enterprise of like character and with like aims to accomplish similar purposes.”
REPURCHASE AGREEMENT. Short-term purchases of securities with a simultaneous agreement to sell the securities back at a higher price. From the seller’s point of view, the same transaction is a reverse repurchase agreement.

SAFEKEEPING. A service to bank customers whereby securities are held by the bank in the customer’s name.

SECURITIES AND EXCHANGE COMMISSION (SEC). The U.S. Securities and Exchange Commission (SEC) is an independent federal government City responsible for protecting investors, maintaining fair and orderly functioning of securities markets and facilitating capital formation. It was created by Congress in 1934 as the first federal regulator of securities markets. The SEC promotes full 22 public disclosure, protects investors against fraudulent and manipulative practices in the market, and monitors corporate takeover actions in the United States.

SECURITIES AND EXCHANGE COMMISSION SEC) RULE 15C3-1. An SEC rule setting capital requirement for brokers and dealers. Under Rule 15c3-1, a broker or dealer must have sufficient liquidity in order to cover the most pressing obligations. This is defined as having a certain amount of liquidity as a percentage of the broker/dealer's total obligations. If the percentage falls below a certain point, the broker or dealer may not be allowed to take on new clients and may have restrictions placed on dealings with current client.

STRUCTURED NOTE. A complex, fixed income instrument, which pays interest, based on a formula tied to other interest rates, commodities or indices. Examples include inverse floating rate notes which have coupons that increase when other interest rates are falling, and which fall when other interest rates are rising, and "dual index floaters," which pay interest based on the relationship between two other interest rates - for example, the yield on the ten-year Treasury note minus the Libor rate.

Issuers of such notes lock in a reduced cost of borrowing by purchasing interest rate swap agreements.

SUPRANATIONAL. A Supranational is a multi-national organization whereby member states transcend national boundaries or interests to share in the decision making to promote economic development in the member countries.

TOTAL RATE OF RETURN. A measure of a portfolio’s performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending value; it includes interest earnings, realized and unrealized gains, and losses in the portfolio.

U.S. TREASURY OBLIGATIONS. Securities issued by the U.S. Treasury and backed by the full faith and credit of the United States. Treasuries are considered to have no credit risk and are the benchmark for interest rates on all other securities in the US and overseas. The Treasury issues both discounted securities and fixed coupon notes and bonds.

TREASURY BILLS. All securities issued with initial maturities of one year or less are issued as discounted instruments and are called Treasury bills. The Treasury currently issues three- and six-month Tbills at regular weekly auctions. It also issues “cash management” bills as needed to smooth out cash flows.

TREASURY NOTES. All securities issued with initial maturities of two to ten years are called Treasury notes and pay interest semi-annually.

TREASURY BONDS. All securities issued with initial maturities greater than ten years are called Treasury bonds. Like Treasury notes, they pay interest semi-annually.

YIELD TO MATURITY. The annualized internal rate of return on an investment which equates the expected cash flows from the investment to its cost.
\ CITY OF BREA / SUCCESSOR AGENCY TO THE BREABREA REDEVELOPMENT AGENCY

INVESTMENT POLICY
ADOPTED <DATE>

CONTENTS
I. INTRODUCTION ..................................................................................................... 1 II. SCOPE .................................................................................................................. 1 III. PRUDENCE ............................................................................................................ 1 IV. OBJECTIVES ........................................................................................................ 22 V. DELEGATION OF AUTHORITY ................................................................................ 22 VI. ETHICS AND CONFLICTS OF INTEREST..................................................................... 33 VII. INTERNAL CONTROLS .......................................................................................... 33 VIII. AUTHORIZED FINANCIAL INSTITUTIONS, DEPOSITORIES, AND BROKER/DEALERS ......... 55 IX. AUTHORIZED INVESTMENTS .................................................................................. 66 X. PROHIBITED INVESTMENT VEHICLES AND PRACTICES ........................................... 1111 XI. INVESTMENT POOLS/MUTUAL FUNDS ................................................................ 1111 XII. COLLATERALIZATION ...................................................................................... 1212 XIII. DELIVERY, SAFEKEEPING AND CUSTODY ............................................................ 1212 XIV. MAXIMUM MATURITY ..................................................................................... 1313 XV. RISK MANAGEMENT AND DIVERSIFICATION ........................................................ 1313 XVI. REVIEW OF INVESTMENT PORTFOLIO.................................................................. 1414 XVII. PERFORMANCE EVALUATION ............................................................................ 1414 XVIII. REPORTING ..................................................................................................... 1515 XIX. REVIEW OF INVESTMENT POLICY ....................................................................... 1616 XX. SEGREGATION OF RESPONSIBILITIES .................................................................. 1616 GLOSSARY OF INVESTMENT TERMS ................................................................................. 2122 1 I. INTRODUCTION
The purpose of this investment policy is to identify various policies and procedures that will foster a prudent and systematic investment program designed to seek the City of Brea/Successor Agency to the Brea Redevelopment Agency’s (“City”) objectives of safety, liquidity and return on investment through a diversified investment portfolio. The ultimate goal is to enhance the economic status of the City while protecting its pooled funds. This policy also serves to organize and formalize the City’s investment-related activities, while complying with all applicable statutes governing the investment of public funds. This policy is written to incorporate industry best practices and recommendations from sources such as the Government Finance Officers Association (GFOA), California Municipal City Treasurer and/or Administrative Services Directors Association (CMTA), California Debt and Investment Advisory Commission (CDIAC) and the Association of Public City Treasurer and/or Administrative Services Directors (APT).

This investment policy was endorsed and adopted by the City Council and is effective as of the ______ day of ____________, 20XX, and replaces any previous versions.

This policy does not apply retiree health care savings/trust/plan(s) or deferred compensation plans.

III. PRUDENCE
Pursuant to California Government Code, Section 53600.3, all persons authorized to make investment decisions on behalf of the City are trustees and therefore fiduciaries subject to the Prudent Investor Standard:
“…all governing bodies of local agencies or persons authorized to make investment decisions on behalf of those local agencies investing public funds pursuant to this chapter are trustees and therefore fiduciaries subject to the prudent investor standard. When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and Commented [MF1]: Recommended by Monica Lo
2 diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the City, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the City. Within the limitations of this section and considering individual investments as part of an overall strategy, investments may be acquired as authorized by law.”
The City Treasurer and/or Administrative Services Director and/or designee and other authorized persons responsible for managing City funds acting in accordance with written procedures and this investment policy and exercising due diligence shall be relieved of personal responsibility for an individual security’s credit risk or market price changes provided that the City Treasurer and/or Administrative Services Director and/or designee or other authorized persons acted in good faith. Deviations from expectations of a security’s credit or market risk should be reported to the City Council in a timely fashion and appropriate action should be taken to control adverse developments.

IV. OBJECTIVES
The City’s overall investment program shall be designed and managed with a degree of professionalism worthy of the public trust. The overriding objectives of the program are to preserve principal, provide sufficient liquidity, and manage investment risks, while seeking a market-rate of return.
 SAFETY. Safety of principal is the foremost objective of the investment program.

Investments will be undertaken in a manner that seeks to ensure the preservation of capital in the overall portfolio. To attain this objective, the City will diversify its investments by investing funds among a variety of securities with independent returns.  LIQUIDITY. The investment portfolio will remain sufficiently liquid to meet all operating requirements that may be reasonably anticipated.  RETURN ON INVESTMENTS. The investment portfolio will be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the investment risk constraints for safety and liquidity needs.

V. DELEGATION OF AUTHORITY
Authority to manage the City’s investment program is derived from California Government Code, Sections 41006 and 53600 et seq.

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3 The City Treasurer and/or Administrative Services Director and/or designee will be responsible for all transactions undertaken and will establish a system of procedures and controls to regulate the activities of subordinate officials and employees. Such procedures will include explicit delegation of authority to persons responsible for investment transactions. No person may engage in an investment transaction except as provided under the terms of this policy and the procedures established by the City Treasurer and/or Administrative Services Director and/or designee.

VI. ETHICS AND CONFLICTS OF INTEREST
All participants in the investment process shall act as custodians of the public trust.

VII. INTERNAL CONTROLS
The City Treasurer and/or Administrative Services Director and/or designee is responsible for establishing and maintaining an internal control structure designed to ensure that the assets of the entity are protected from loss, theft or misuse. The internal control structure shall be designed to provide reasonable assurance that these objectives are met. The concept of reasonable assurance recognizes that (1) the cost of a control should not exceed the benefits likely to be derived; and (2) the valuation of costs and benefits requires estimates and judgments by management.

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4 Periodically, as deemed appropriate by the City and/or the City Council, an independent analysis by an external auditor shall be conducted to review internal controls, account activity and compliance with policies and procedures.

Investment Advisory Committee: An Investment Advisory Committee (“Committee”) is established to review and make recommendations on the Investment Policy and investment strategy of the City of Brea/Successor Agency to the Brea Redevelopment Agency and to strengthen the internal control of the management of the City's funds. The following are the duties and responsibilities of the Committee:

A. Purpose

1. To review and make recommendations on investment policy and investment strategy of the City of Brea/Successor Agency to the Brea Redevelopment Agency.

2. To review the City's investments on a periodic basis and to recommend any exceptions and/or changes to the policy, to the City Council for review and approval.

B. Composition of Committee

1. City Treasurer.

2. City Council Member, who serves as the Chair (selected by the City Council).

3. Administrative Services Director.

4. Financial Services Manager, Revenue.

5. Three (3) Brea Citizens (selected by the City Council) with the City Treasurer as subcommittee members).

C. Functions

1. Annually (or as needed):
a. To review and approve Statement of Investment Policy b. To review the financial condition and registrations of qualified broker/dealers (Only required when investments are managed by the City)

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5 VIII. AUTHORIZED FINANCIAL INSTITUTIONS, DEPOSITORIES, AND BROKER/DEALERS To the extent practicable, the City Treasurer and/or Administrative Services Director and/or designee shall endeavor to complete investment transactions using a competitive bid process whenever possible. The City’s Treasurer and/or Administrative Services Director will determine which financial institutions are authorized to provide investment services to the City. It shall be the City’s policy to purchase securities only from authorized institutions and firms.

The City Treasurer and/or Administrative Services Director and/or designee shall maintain procedures for establishing a list of authorized broker/dealers and financial institutions which are approved for investment purposes that are selected through a process of due diligence as determined by the City. Due inquiry shall determine whether such authorized broker/dealers, and the individuals covering the City are reputable and trustworthy, knowledgeable and experienced in Public City investing and able to meet all of their financial obligations. These institutions may include "primary" dealers or regional dealers that qualify under Securities and Exchange Commission (SEC) Rule 15c3-1 (uniform net capital rule).

In accordance with Section 53601.5, institutions eligible to transact investment business with the City include:
 Institutions licensed by the state as a broker-dealer.  Institutions that are members of a federally regulated securities exchange.  Primary government dealers as designated by the Federal Reserve Bank and nonprimary government dealers.  Nationally or state-chartered banks.
 The Federal Reserve Bank.
 Direct issuers of securities eligible for purchase.

All financial institutions which desire to become qualified bidders for investment transactions (and which are not dealing only with the investment adviser) must supply the City Treasurer and/or Administrative Services Director with audited financials and a statement certifying that the institution has reviewed the California Government Code, Section 53600 et seq. and the City’s investment policy. The Investment Advisory Committee will conduct an annual review of the financial condition and registrations of such qualified bidders.

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6 Selection of broker/dealers used by an external investment adviser retained by the City will be at the sole discretion of the adviser. Where possible, transactions with broker/dealers shall be selected on a competitive basis and their bid or offering prices shall be recorded.

IX. AUTHORIZED INVESTMENTS
The City’s investments are governed by California Government Code, Sections 53600 et seq. Within the investments permitted by the Code, the City seeks to further restrict eligible investments to the guidelines listed below. In the event a discrepancy is found between this policy and the Code, the more restrictive parameters will take precedence. Percentage holding limits listed in this section apply at the time the security is purchased.

1. MUNICIPAL SECURITIES include obligations of the City, the State of California and any local City within the State of California, provided that:
 The securities are rated in a rating category of “A” or its equivalent or better by at least one nationally recognized statistical rating organization (“NRSRO”).  No more than 5% of the portfolio may be invested in any single issuer.  No more than 30% of the portfolio may be in Municipal Securities.  The maximum maturity does not exceed five (5) years.

2. MUNICIPAL SECURITIES (REGISTERED TREASURY NOTES OR BONDS) of any of the other 49 states in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, City, or authority of any of the other 49 states, in addition to California.
 The securities are rated in a rating category of “A” or its equivalent or better by at least one nationally recognized statistical rating organization (“NRSRO”).  No more than 5% of the portfolio may be invested in any single issuer.  No more than 30% of the portfolio may be in Municipal Securities.  The maximum maturity does not exceed five (5) years.
7 3. U.S. TREASURIES and other government obligations for which the full faith and credit of the United States are pledged for the payment of principal and interest. There are no limits on the dollar amount or percentage that the City may invest in U.S. Treasuries, provided that:
 The maximum maturity is five (5) years.

4. FEDERAL AGENCIES or United States Government-Sponsored Enterprise obligations, participations, or other instruments, including those issued by or fully guaranteed as to principal and interest by federal agencies or United States government-sponsored enterprises. There are no limits on the dollar amount or percentage that the City may invest in Federal City or Government-Sponsored Enterprises (GSEs), provided that:
 No more than 25% of the portfolio may be invested in any single City/GSE issuer.  The maximum maturity does not exceed five (5) years.
 The maximum percentage of callable Agency securities in the portfolio will be 5%.

5. BANKER’S ACCEPTANCES, provided that:
 They are issued by institutions which have short-term debt obligations rated “A-1” or its equivalent or better by at least one NRSRO; or long-term debt obligations which are rated in a rating category of “A” or its equivalent or better by at least one NRSRO.
 No more than 40% of the portfolio may be invested in Banker’s Acceptances.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed 180 days.

6. COMMERCIAL PAPER, provided that the securities are issued by an entity that meets all of the following conditions in either paragraph (a) or (b) and other requirements specified below:
a. SECURITIES issued by corporations:
(i) A corporation organized and operating in the United States with assets more than $500 million.
(ii) The securities are rated “A-1” or its equivalent or better by at least one NRSRO.
(iii) If the issuer has other debt obligations, they must be rated in a rating category of “A” or its equivalent or better by at least one NRSRO. b. SECURITIES issued by other entities:
(i) The issuer is organized within the United States as a special purpose corporation, trust, or limited liability company.
(ii) The securities must have program-wide credit enhancements including, but not limited to, overcollateralization, letters of credit, or a surety bond. (iii)The securities are rated “A-1” or its equivalent or better by at least one NRSRO.
8  No more than 10% of the outstanding commercial paper of any single issuer.  No more than 25% of the City’s investment assets under management may be invested in Commercial Paper.
 No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed 270 days.

7. NEGOTIABLE CERTIFICATES OF DEPOSIT (NCDS), issued by a nationally or statechartered bank, a savings association or a federal association, a state or federal credit union, or by a federally licensed or state-licensed branch of a foreign bank, provided that:
 The amount of the NCD insured up to the FDIC limit does not require any credit ratings.
 Any amount above the FDIC insured limit must be issued by institutions which have short-term debt obligations rated “A-1” or its equivalent or better by at least one NRSRO; or long-term obligations rated in a rating category of “A” or its equivalent or better by at least one NRSRO.
 No more than 30% of the total portfolio may be invested in NCDs (combined with CDARS).
 No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed five (5) years.

8. FEDERALLY INSURED TIME DEPOSITS (Non-Negotiable Certificates of Deposit) in state or federally chartered banks, savings and loans, or credit unions, provided that:
 The amount per institution is limited to the maximum covered under federal insurance.
 No more than 20% of the portfolio will be invested in a combination of federally insured and collateralized time deposits.
 The maximum maturity does not exceed five (5) years.

9. COLLATERALIZED TIME DEPOSITS (Non-Negotiable Certificates of Deposit) in state or federally chartered banks, savings and loans, or credit unions in excess of insured amounts which are fully collateralized with securities in accordance with California law, provided that:
 No more than 20% of the portfolio will be invested in a combination of federally insured and collateralized time deposits.
 The maximum maturity does not exceed five (5) years.

10. CERTIFICATE OF DEPOSIT PLACEMENT SERVICE (CDARS), provided that:
 No more than 30% of the total portfolio may be invested in a combination of Certificates of Deposit, including CDARS.
 The maximum maturity does not exceed five (5) years.
9 11. COLLATERALIZED BANK DEPOSITS. City’s deposits with financial institutions will be collateralized with pledged securities per California Government Code, Section 53651.

There are no limits on the dollar amount or percentage that the City may invest in collateralized bank deposits.

12. REPURCHASE AGREEMENTS collateralized with securities authorized under California Government Code, maintained at a level of at least 102% of the market value of the Repurchase Agreement. There are no limits on the dollar amount or percentage that the City may invest, provided that:
 Securities used as collateral for Repurchase Agreements will be delivered to an acceptable third partythird-party custodian.
 Repurchase Agreements are subject to a Master Repurchase Agreement between the City and the provider of the repurchase agreement. The Master Repurchase Agreement will be substantially in the form developed by the Securities Industry and Financial Markets Association (SIFMA).
 The maximum maturity does not exceed one (1) year.

13. STATE OF CALIFORNIA LOCAL CITY INVESTMENT FUND (LAIF), provided that:
 The City may invest up to the maximum amount permitted by LAIF.  LAIF’s investments in instruments prohibited by or not specified in the City’s policy do not exclude the investment in LAIF itself from the City’s list of allowable investments, provided LAIF’s reports allow the City Treasurer and/or Administrative Services Director and/or designee to adequately judge the risk inherent in LAIF’s portfolio.

14. LOCAL GOVERNMENT INVESTMENT POOLS
 Approved State and County Investment Pools, including the County of Orange Investment Fund, together cannot exceed 60% of the maturity value of the portfolio at time of purchase, and no more than 40% of the maturity value at the time of purchase can be deposited in any one particular pool.

15. CORPORATE MEDIUM TERM NOTES (MTNS), provided that:
 The issuer is a corporation organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States.
 The securities are rated in a rating category of “A” or its equivalent or better by at least one NRSRO.
 No more than 30% of the total portfolio may be invested in MTNs.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed five (5) years.

16. ASSET-BACKED, MORTGAGE-BACKED, MORTGAGE PASS-THROUGH SECURITIES,

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10 SECTIONS 3 AND 4 OF THE AUTHORIZED INVESTMENTS SECTION OF THIS POLICY, provided that:
 The securities are rated in a rating category of “AA” or its equivalent or better by a NRSRO.
 No more than 15% of the total portfolio may be invested in these securities.  No more than 5% of the portfolio may be invested in any single Asset-Backed or Commercial Mortgage security issuer.
 The maximum legal final maturity does not exceed five (5) years.

17. MUTUAL FUNDS AND MONEY MARKET MUTUAL FUNDS that are registered with the Securities and Exchange Commission under the Investment Company Act of 1940, provided that:
a. MUTUAL FUNDS that invest in the securities and obligations as authorized under California Government Code, Section 53601 (a) to (k) and (m) to (q) inclusive and that meet either of the following criteria:
(i) Attained the highest ranking or the highest letter and numerical rating provided by not less than two (2) NRSROs; or
(ii) Have retained an investment adviser registered or exempt from registration with the Securities and Exchange Commission with not less than five years’ experience investing in the securities and obligations authorized by California Government Code, Section 53601 and with assets under management in excess of $500 million.
 No more than 10% of the total portfolio may be invested in shares of any one mutual fund.
b. MONEY MARKET MUTUAL FUNDS registered with the Securities and Exchange Commission under the Investment Company Act of 1940 and issued by diversified management companies and meet either of the following criteria:
(i) Have attained the highest ranking or the highest letter and numerical rating provided by not less than two (2) NRSROs; or
(ii) Have retained an investment adviser registered or exempt from registration with the Securities and Exchange Commission with not less than five years’ experience managing money market mutual funds with assets under management in excess of $500 million.
 No more than 20% of the total portfolio may be invested in the shares of any one Money Market Mutual Fund.
c. No more than 20% of the total portfolio may be invested in these securities.

18. SUPRANATIONALS, provided that:
11  Issues are US dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or Inter-American Development Bank.
 The securities are rated in a rating category of “AA” or its equivalent or better by a NRSRO.
 No more than 15% of the total portfolio may be invested in these securities.  No more than 5% of the portfolio may be invested in any single issuer.  The maximum maturity does not exceed five (5) years.

X. PROHIBITED INVESTMENT VEHICLES AND PRACTICES
 State law notwithstanding, any investments not specifically described herein are prohibited, including, but not limited to futures and options.  In accordance with Government Code, Section 53601.6, investment in inverse floaters, range notes, or mortgage derived interest-only strips is prohibited.  Investment in any security that could result in a zero-interest accrual if held to maturity is prohibited. Under a provision sunsetting on January 1, 2026, securities backed by the U.S. Government that could result in a zero- or negative-interest accrual if held to maturity are permitted. Notification to the City Council, the Investment Advisory Committee, the City Treasurer, and the Administrative Services Director will be given within two (2) business days when securities of this type are being added to the portfolio, this allows for full disclosure and understanding of the strategy given the market conditions.
 Trading securities for the sole purpose of speculating on the future direction of interest rates is prohibited.
 Purchasing or selling securities on margin is prohibited.  The purchase of foreign currency denominated securities is prohibited.  The purchase of a security with a forward settlement date exceeding 45 days from the time of the investment is prohibited.

XI. INVESTMENT POOLS/MUTUAL FUNDS
The City shall conduct a thorough investigation of any pool or mutual fund prior to making an investment, and on a continual basis thereafter. The City Treasurer and/or Administrative Services Director and/or designee shall develop a questionnaire which will answer the following general questions:
 A description of eligible investment securities, and a written statement of investment policy and objectives.
 A description of interest calculations and how it is distributed, and how gains and losses are treated.
 A description of how the securities are safeguarded (including the settlement processes), and how often the securities are priced and the program audited.

Commented [MF23]: Recommended by Kristin Griffith
Commented [MF24]: Recommended by Monica Lo
12  A description of who may invest in the program, how often, and what size deposit and withdrawal are allowed.
 A schedule for receiving statements and portfolio listings.  Are reserves, retained earnings, etc. utilized by the pool/fund?  A fee schedule, and when and how is it assessed.
 Is the pool/fund eligible for bond proceeds and/or will it accept such proceeds? XII. COLLATERALIZATION
CERTIFICATES OF DEPOSIT (CDS). The City shall require any commercial bank or savings and loan association to deposit eligible securities with an City of a depository approved by the State Banking Department to secure any uninsured portion of a Non-Negotiable Certificate of Deposit. The value of eligible securities as defined pursuant to California Government Code, Section 53651, pledged against a Certificate of Deposit shall be equal to 150% of the face value of the CD if the securities are classified as mortgages and 110% of the face value of the CD for all other classes of security.

REPURCHASE AGREEMENTS. The City requires that Repurchase Agreements be collateralized only by securities authorized in accordance with California Government Code:
 The securities which collateralize the repurchase agreement shall be priced at Market Value, including any Accrued Interest plus a margin. The Market Value of the securities that underlie a repurchase agreement shall be valued at 102% or greater of the funds borrowed against those securities.  Financial institutions shall mark the value of the collateral to market at least monthly and increase or decrease the collateral to satisfy the ratio requirement described above.
 The City shall receive monthly statements of collateral.

XIII. DELIVERY, SAFEKEEPING AND CUSTODY
DELIVERY-VERSUS-PAYMENT (DVP). All investment transactions shall be conducted on a delivery-versus-payment basis.

SAFEKEEPING AND CUSTODY. To protect against potential losses due to failure of individual securities dealers, and to enhance access to securities, interest payments and maturity proceeds, all cash and securities in the City’s portfolio shall be held in safekeeping in the City’s name by a third-party custodian, acting as agent for the City under the terms of a custody agreement executed by the bank and the City. All investment transactions will require a safekeeping receipt or acknowledgment generated from the trade. A monthly 13 report will be received by the City from the custodian listing all securities held in safekeeping with current market data and other information.

XIV. MAXIMUM MATURITY
To the extent possible, investments shall be matched with anticipated cash flow requirements and known future liabilities.

The City will not invest in securities maturing more than five (5) years from the date of trade settlement, unless the City Council has by resolution granted authority to make such an investment.

XV. RISK MANAGEMENT AND DIVERSIFICATION

MITIGATING CREDIT RISK IN THE PORTFOLIO
Credit risk is the risk that a security or a portfolio will lose some or all its value due to a real or perceived change in the ability of the issuer to repay its debt. The City will mitigate credit risk by adopting the following strategies:
 The diversification requirements included in the “Authorized Investments” section of this policy areis designed to mitigate credit risk in the portfolio.  No more than 5% of the total portfolio may be deposited with or invested in securities issued by any single issuer unless otherwise specified in this policy.  The City may elect to sell a security prior to its maturity and record a capital gain or loss in order to manage the quality, liquidity or yield of the portfolio in response to market conditions or City’s risk preferences.
 If a security owned by the City is downgraded to a level below the requirements of this policy, making the security ineligible for additional purchases, the following steps will be taken:
 Any actions taken related to the downgrade by the investment manager will be communicated to the City Council, the Investment Advisory Committee, City 14 Treasurer and/or Administrative Services Director and/or designee within two (2) business days.
 If a decision is made to retain the security, the credit situation will be monitored and reported to the City Council.

The City further recognizes that certain types of securities, including variable rate securities, securities with principal paydowns prior to maturity, and securities with embedded options, will affect the market risk profile of the portfolio differently in different interest rate environments. The City, therefore, adopts the following strategies to control and mitigate its exposure to market risk:
 The City will maintain a minimum of six months of budgeted operating expenditures in short-term investments to provide sufficient liquidity for expected disbursements.  The maximum stated final maturity of individual securities in the portfolio will be five (5) years, unless the investment is for the Senior Low Cost Housing Subsidy Program, bond proceeds for the Reserve Fund, funded/capitalized interest fund; or the City Council has granted express authority to make that investment, either specifically or as part of an investment program approved by the City Council no more than three months prior to the investment.
 The duration of the portfolio will generally be approximately equal to the duration (typically, plus or minus 20%) of a Market Benchmark, an index selected by the City based on the City’s investment objectives, constraints and risk tolerances.  When possible, a minimum of 25% of the portfolio should be in maturities of one year or less.

XVI. REVIEW OF INVESTMENT PORTFOLIO
The City Treasurer and/or Administrative Services Director and/or designee shall periodically, but no less than quarterly, review the portfolio to identify investments that do not comply with this investment policy and establish protocols for reporting major and critical incidences of noncompliance to the City Council.

XVII. PERFORMANCE EVALUATION
Commented [MF25]: Recommended by Kristin Griffith
Commented [MF26]: Recommended by Monica Lo
Commented [MF27]: Recommended by Kristin Griffith
Commented [MF28]: Recommended by Monica Lo
15 The investment portfolio shall be designed to attain a market-average rate of return throughout budgetary and economic cycles, taking into account the City’s risk constraints, the cash flow characteristics of the portfolio, and state and local laws, ordinances or resolutions that restrict investments.

The City Treasurer and/or Administrative Services Director and/or designee shall monitor and evaluate the portfolio’s performance relative to the chosen market benchmark(s), which will be included in the Monthly/Quarterly Report of Investments or a similar type of report City Treasurer and/or Administrative Services Director’s quarterly report. With the advisement of the City’s outside Investment Manager (if applicable), tThe City Treasurer and/or Administrative Services Director and/or designee shall select an appropriate, readily available index to use as a market benchmark.

XVIII. REPORTING

MONTHLY REPORTS
Monthly transaction reports will be submitted by the City Treasurer and/or Administrative Services Director and/or designee to the City Council within 30 days of the end of the reporting period in accordance with California Government Code Section 53607.

These reports will disclose, at a minimum, the following information about the City’s portfolio:

2. Transactions for the period.

3. A description of the funds, investments and programs (including lending programs) managed by contracted parties (i.e. LAIF; investment pools, outside money managers and securities lending agents)

Commented [MF29]: Recommended by Kristin Griffith
Commented [MF30]: Recommended by Monica Lo
Commented [MF31]: The report is currently called the
Monthly Report on Investments not Administrative
Services Director's quarterly report.

Commented [MF32]: Recommended by Kristin Griffith
Commented [MF33]: Recommended by Monica Lo
Commented [MF34]: Recommended by Kristin Griffith
Commented [MF35]: Recommended by Monica Lo
Commented [MF36]: Recommended Kristin Griffith
Commented [MF37]: Recommended by Monica Lo
16 6. A statement that the City has adequate funds to meet its cash flow requirements for the next six months.

Reports are to be submitted to the City Council and City Manager by the 3rd City Council meeting following the end of the reporting month.

If the City has an outside Investment Manager, the Investment Manager shall periodically report on the activity and results of the funds being managed by the Investment Manager.

Additionally, the Investment Manager shall notify the Investment Advisory Committee when investment portfolios demonstrate low performance, if any, which occurs between each periodic report.

QUARTERLY REPORTS
The City Treasurer and/or Administrative Services Director and/or designee will submit a quarterly investment report to the City Council which provides full disclosure of the City’s investment activities within 45 days after the end of the quarter.

Any recommended modifications or amendments shall be presented by Staff to the City Council for their consideration and adoption.

Prepared by:

City Treasurer and/or Administrative Services Director
Approved:
___________________________________
<Name>, Attorney at Law
City Attorney
Approved:
_____________________________________
Commented [MF38]: Recommended by Kristin Griffith
Commented [MF39]: Recommended by Monica Lo
Formatted: Tab stops: Not at 0.5"
Commented [MF40]: Kristin Griffith
Formatted: Indent: First line: 0"
Formatted: Indent: First line: 1"
17 <Name>, <Title>
City Council
Date:

Formatted: Tab stops: Not at 0.5"
Formatted: Tab stops: 0.5", Left
Commented [MF41]: Kristin Griffith - Is this needed?
Faith Madrazo - signtaures/approvals are needed if this was a resolution. City Council adopts policy but typcially not by resolution.
18 SEGREGATION OF RESPONSIBILITIES
(when an Outside Investment Manager is utilized)(External)

FUNCTION RESPONSIBILITY
Develop formal Statement of Investment
Policy
Administrative Services Director
Deputy Director of Administrative Services
Financial Services Financial
ManagerServices Manager, Revenue
Recommend modifications to Investment
Policy
City Treasurer
Administrative Services Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Review formal Statement of Investment
Policy and recommend a Council action
City Treasurer Investment Advisory
Committee
Adopt formal Statement of Investment Policy City Council Select investments Outside Investment Manager
Execute investment transactions and fax or
email completed trade information to City
Outside Investment Manager
Review transactions for compliance with
investment policy
City Treasurer Administrative Services
Director
Deputy Director of Administrative Services
Financial Services ManagerFinancial Services
Manager, Revenue
Outside Investment Manager
Investment verification (match broker
confirmation to trade information provided by
outside Investment Manager to City
investment records)
Administrative Services Director or
Deputy Director of Administrative Services
Financial Services Financial Services
Manager, Revenue
Record investment transactions into City's
accounting records
City Accountant
Reconcile investment records to accounting
records and bank statements and report any
variances to Administrative Services Director
and City Treasurer
City Accountant
Security All investment securities will be held in
safekeeping in the trust department of the
City's Depository Bank, or other third-party
custodian as designated by the City Treasurer
or Administrative Services Director.

Commented [MF42]: Recommended by Faith Madrazo
Commented [MF43]: Recommended by Kristin Griffith
Commented [MF44]: Recommended by Monica Lo
Commented [MF45]: Same Comment as MF 37
Commented [MF46]: Recommended by Kristin Griffith
City Treasurer is a member of the IAC
Commented [MF47]: Recommended by Kristin Griffith
Commented [MF48]: Recommended by Monica Lo
Commented [MF49]: Recommended by Faith Madrazo
Commented [MF51]:

Commented [MF50]:

Commented [MF52]: Recommended by Faith Madrazo
Commented [MF53]: Recommended by Kristin Griffith
19 Formatted: Left
Formatted: Left
20 SEGREGATION OF RESPONSIBILITIES
(when Investment transactions are performed by City Staff)Internal)

FUNCTION RESPONSIBILITY
Develop formal Statement of Investment
Policy
City TreasurerAdministrative Services
Director
Deputy Director of Administrative Services
Financial Services Manager, Revenue
Recommend modifications to Investment
Policy
City Treasurer Administrative Services
Director
Deputy Director of of Administrative Services
Financial Services Manager
Investment Advisory Committee
Review formal Statement of Investment
Policy and recommend a Council action
Investment Advisory Committee
Annually review and adopt a formal
Statement of Investment Policy
City Council
Select investments Administrative Services Director or
Deputy Director of Administrative Services
Financial Services ManagerFinancial Services
Manager, Revenue
Approve transactions Administrative Services Director
Deputy Director of Administrative Services c
Execute investment transactions Administrative Services Director Deputy Director of Administrative Services
Investment verification (match broker
confirmation to City investment records)
Administrative Services Director or
Deputy Director of Administrative Services
Financial Services ManagerFinancial Services
Manager, Revenue
Record investment transactions into City's
accounting records
City Accountant
Reconcile investment records to accounting
records and bank statements and report any
variances to Administrative Services Director
City Accountant
Security All investment securities will be held in
safekeeping in the trust department of the
City's Depository Bank, or other third-party
custodian as designated by the City Treasurer
or Administrative Services Director.

Commented [MF54]: This table could be eliminated since
the City utilizes an outside Investment Manager
Commented [MF55]: Recommended by Faith Madrazo
Commented [MF56]: Recommended by Kristin Griffith
Commented [MF57]: Recommended by Faith Madrazo
Commented [MF58]: Recommended by Kristin Griffith
City Treasurer is a member of the IAC
Commented [MF59]: Recommended by Kristin Griffith
Commented [MF60]: Recommended by Monica Lo
Commented [MF61]: Recommended by Monica Lo
Commented [MF62]: Recommended by Monica Lo
Commented [MF63]: Recommended by Faith Madazo
Commented [MF64]: Recommended by Kristn Griffith
21 GLOSSARY OF INVESTMENT TERMS
AGENCIES. Shorthand market terminology for any obligation issued by a government-sponsored entity (GSE), or a federally related institution. Most obligations of GSEs are not guaranteed by the full faith and credit of the US government. Examples are: