Agenda packet — Carson City Council, September 30, 2025 (part 1 of 3)

CITY OF CARSONHOUSING AUTHORITY/SUCCESSOR AGENCY/PUBLIC FINANCINGAUTHORITY/CITY COUNCIL AGENDA Tuesday, September 30, 2025
701 East Carson Street
City Hall
5:00 PM
Lula Davis-Holmes, Mayor
Jawane Hilton, District 1 Councilmember Cedric L. Hicks, Sr., Mayor Pro Tem and District 3 Councilmember Jim Dear, District 2 Councilmember Arleen Bocatija Rojas, District 4 Councilmember Dr. Khaleah Bradshaw, City Clerk Monica Cooper, City Treasurer “In accordance with the Americans with Disabilities Act of 1990, if you require a disability related modificationor accommodation to attend or participate in this meeting, including auxiliary aids or services, please call theCity Clerk’s office at 310-952-1720 at least 48 hours prior to the meeting.” (Government Code Section 54954.2)

PUBLIC INFORMATION

The public may address the members of the City Council on any matters within the jurisdiction of the CityCouncil or on any items on the agenda of the City Council during the designated public comment periods.There will be two Oral Communication sessions: one for Agendized Items (comment about items ON theagenda) and the other for non-Agendized items (comment about items NOT on the Agenda). The OralCommunications portion of the agenda is limited to a duration of one hour unless otherwise approved by theCity Council. Comment time is normally 3 minutes depending on the number of speakers.

PUBLIC VIEWING AVAILABLE BY:

Livestream on the City’s website: The meeting will be streamed live over the i n t e r n e t v i a : w w w. c a r s o n c a . g o v o r o n Y o u t u b e : www.youtube.com/c/CityofCarsonCaliforniaOfficialYouTubePage

Cable TV: Spectrum (Channel 35) and ATT (Channel 99)

IF YOU ARE NOT ABLE TO ATTEND THE MEETING IN-PERSON, PUBLIC COMMENTS CAN BE SUBMITTEDBEFORE THE MEETING AT/VIA:

Email: Public comments can be emailed to [email protected]. The cut-off time to submit any emailcommunications is 3:00 p.m. on the day of the meeting.

Written: Written comments can be dropped off at the City Clerk’s Office at City Hall. The cut-off time to submit any written communications is 3:00 p.m. on the day of the meeting. Written comments dropp CALL TO ORDER: CITY COUNCIL/SUCCESSOR AGENCY/HOUSING AUTHORITY (5:00 pm)

ROLL CALL (CITY CLERK)

FLAG SALUTE
INVOCATION (Item 1)

1. PASTOR JOSHUA BAKER FROM SOUTH BAY NEW LIFE CHRISTIAN CENTER CLOSED SESSION (Items 2-7)

REPORT ON ANY PUBLIC COMMENTS ON CLOSED SESSION ITEMS (CITY CLERK)

ANNOUNCEMENT OF CLOSED SESSION ITEMS (CITY ATTORNEY)
RECESS INTO CLOSED SESSION UNTIL 6:00 P.M. OR UNTIL THE END OF CLOSED SESSION,

WHICHEVER OCCURS FIRST

2. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.9(d)(1), to confer with legal counsel regarding pending litigation to which the City of Carson is a party. The titles of such litigations are as follows: CAM-Carson, LLC v. Carson Reclamation Authority, City of Carson and Successor Agency to the Carson Redevelopment Agency, Los Angeles Superior Court Case No. 20STCV16461.

3. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.9(d)(1), to confer with legal counsel regarding pending litigation to which the City of Carson is a party. The title of such litigation is as follows: Ruben Hovanesian v. City of Carson, et al., Los Angeles Superior Court Case No. 23CMCV01560.

4. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.9(d)(1), to confer with legal counsel regarding pending litigation to which the City of Carson is a party. The title of such litigation is as follows: Monique Alvarez, et. al. v. Prologis, Inc., City of Carson, et. al. LA Superior Court No. 21CVSV38929.

5. CONFERENCE WITH REAL PROPERTY NEGOTIATOR (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.8, to enable the City to consider negotiations with Theresa Sardisco, with whom the City is negotiating, and to give direction to its negotiator David C. Roberts, Jr., City Manager, regarding that certain real property known as 24205 Avalon Boulevard, Carson, CA 90745, APN: 7406-017-035. The City's real property negotiator will seek direction from the City Council regarding price and terms of payment for the property.

6. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.9 (d)(4), because the City is considering whether to initiate litigation in 1 potential case.

7. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.9(d)(2) or (d)(3) and (e)(1), because there is a significant exposure to litigation in 1 case(s) RULES OF DECORUM:

1. No person attending a Public Meeting shall engage in disorderly or boisterous conduct, including but not limited to applause, whistling, stamping of feet, booing, or making any loud, threatening, profane, abusive, personal, impertinent, or slanderous utterance-that disturbs, disrupts, or otherwise impedes the orderly conduct of the meeting.

2. All remarks by members of the public shall be addressed to the Mayor or the Chair and not to any other member of the public or to any single Council, Board or Commission Member unless in response to a question from that Member.

3. Signs, placards, banners, or other similar items shall not be permitted in the audience during a Public Meeting if the presence of such item disturbs, disrupts or otherwise impedes the orderly conduct of the meeting.

4. All persons attending a Public Meeting shall remain seated in the seats provided, unless addressing the body at the podium or entering or leaving the meeting.

5. All persons attending a Public Meeting shall obey any lawful order of the Presiding Officer to enforce the Rules of Decorum.
• Treat everyone courteously
• Listen to others respectfully
• Exercise self-control
• Give open-minded consideration to all viewpoints
• Focus on the issues and avoid personalizing debate
• Embrace respectful disagreement and dissent as democratic rights that are inherent components of an inclusive public process and rolls for forging sound decisions RECONVENE TO OPEN SESSION AT 6:00 P.M. OR AT THE END OF CLOSED SESSION,

WHICHEVER OCCURS FIRST

REPORT ON CLOSED SESSION ACTIONS (CITY ATTORNEY)
INTRODUCTIONS (MAYOR) (Item 8)

8. REPORT FROM CAPTAIN NORMAN OF CARSON SHERIFF'S STATION PRESENTATIONS (Items 9-14)

9. PROCLAMATION RECOGNIZING OCTOBER AS FILIPINO - AMERICAN HISTORY MONTH

10. PROCLAMATION RECOGNIZING OCTOBER AS BULLYING PREVENTION MONTH

11. PROCLAMATION RECOGNIZING OCTOBER AS CANCER AWARNESS MONTH

12. PROCLAMATION RECOGNIZING SEPTEMBER 12 - OCTOBER 12, 2025, AS NATIONAL DRIVE

ELECTRIC MONTH

13. UPDATE FROM VETERANS AFFAIRS COMMISSION

14. PRESENTATION ON THE CITY OF CARSON'S ELECTRIC VEHICLE CHARGING WALLET PILOT

PROGRAM

ORAL COMMUNICATIONS FOR MATTERS LISTED ON THE AGENDA (MEMBERS OF THE

PUBLIC) (LIMITED TO ONE HOUR)
The public may address the members of the City Council/Housing Authority/Successor Agency on any matters within the jurisdiction of the City Council/Housing Authority/Successor Agency or on any items on the agenda of the City Council/Housing Authority/Successor Agency, other than closed session matters, prior to any action taken on the agenda. Speakers are limited to no morethan three minutes, speaking once. Oral communications will be limited to one (1) hour unless extended by order of the Mayor with approval of the City Council.

APPROVAL OF MINUTES (Item 15)

15. APPROVAL OF THE FOLLOWING CARSON CITY COUNCIL/SUCCESSOR AGENCY/HOUSING AUTHORITY MEETING MINUTES - SEPTEMBER 11, 2025 (SPECIAL) AND SEPTEMBER 16, 2025 (REGULAR)

RECOMMENDED ACTION
— 1. APPROVE the minutes as listed.

CONSENT (Items 16-27)

ANY ITEM OR ITEMS MAY BE REMOVED FOR DISCUSSION
These items are considered to be routine items of business and have, therefore, been placed on the CONSENT CALENDAR. For items remaining on the CONSENT CALENDAR, a single motion to ADOPT the recommended action is in order.

16. CONSIDER ADOPTING RESOLUTION NO. 25-120, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON RATIFYING CLAIMS AND DEMANDS IN THE AMOUNT OF $6,165,159.70, DEMAND CHECK NUMBERS 181067 THROUGH 181355 (CITY COUNCIL)

RECOMMENDED ACTION
— 1. WAIVE further reading and ADOPT Resolution No. 25-120, "A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF CARSON RATIFYING CLAIMS AND DEMANDS IN THE AMOUNT OF $6,165,159.70, DEMAND CHECK NUMBERS 181067 THROUGH 181355."

17. CONSIDER AN UPDATE ON CITY COMMISSIONS (CITY COUNCIL)

RECOMMENDED ACTION
— 1. RECEIVE and FILE this report.

18. CONSIDER APPROVAL OF FORMS, AGREEMENTS AND RESOLUTION NO. 25-122 ALLOWING THE

CITY OF CARSON TO PARTICIPATE IN ADDITIONAL NATIONAL OPIOID SETTLEMENTS WITH

SECONDARY MANUFACTURES ALVOGEN, AMNEAL, APOTEX, HIKMA, INDIVIOR, MYLAN, SUN AND

ZYDUS (CITY COUNCIL)

RECOMMENDED ACTION
— 1. APPROVE Settlement Agreements and Combined Subdivision Participation and Release Form for the City’s participation in the National Opioid Settlement Agreements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus.
— 2. APPROVE the Eight California State-Subdivision Agreements Regarding Distribution and Use of Settlement Funds relating to the National Opioid Settlement Agreements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus.
— 3. ADOPT Resolution No. 25-122 approving and authorizing the City Manager to carry out all necessary acts such that the City can participate in the National Opioid Settlements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus, including signing necessary documents and transmittal thereof as necessary.

19. CONSIDER APPROVING A MEMORANDUM OF UNDERSTANDING WITH PHILLIPS 66 COMPANY

RELATED TO PROCEDURAL TERMS FOR A POTENTIAL APPLICATION FOR REDEVELOPMENT OF THE SITE OF THE REFINERY LOCATED AT 1520 E. SEPULVEDA BLVD. FOLLOWING CESSATION OF

REFINERY OPERATIONS (CITY COUNCIL)

RECOMMENDED ACTION
— 1. APPROVE the MEMORANDUM OF UNDERSTANDING with Phillips 66 Company (Exhibit No. 1; “MOU”); and
— 2. AUTHORIZE the Mayor to execute the MOU following approval as to form by the City Attorney.

20. CONSIDER MONTHLY INVESTMENT AND CASH REPORT FOR THE CITY OF CARSON, CARSON HOUSING AUTHORITY, CARSON SUCCESSOR AGENCY-MONTH ENDING AUGUST 31, 2025 (CITY

COUNCIL)

RECOMMENDED ACTION
— 1. RECEIVE and FILE

21. CONSIDER AWARDING A PURCHASE ORDER TO WINNER CHEVROLET INC. FOR THE PURCHASE OF FIVE NEW 2025 OR NEWER MID-SIZE ELECTRIC VEHICLES FOR MULTIPLE DEPARTMENTS USE AND ADOPTION OF RESOLUTION NO. 25-117 " A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025-26 BUDGET IN THE GENERAL FUND AND SPECIAL REVENUE FUNDS" (CITY COUNCIL)

RECOMMENDED ACTION
— 1. ADOPT Resolution No. 25-117 “A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025-26 BUDGET IN THE GENERAL FUND AND SPECIAL REVENUE FUNDS.”
— 2. APPROVE a purchase order with Winner Chevrolet, Inc., for two (2) Chevrolet Equinox EV SUVs and three (3) Chevrolet Blazer EV SUVs, with a total budget not to exceed $220,000.00.

22. CONSIDER APPROVAL OF AMENDMENT NO. 2 TO THE CONTRACT SERVICE AGREEMENT WITH TRANSTECH ENGINEERS INC. TO PROVIDE ON-CALL PROJECT MANAGEMENT AND INSPECTION

SERVICES FOR THE PUBLIC WORKS DEPARTMENT AND INFORMATION TECHNOLOGY & SECURITY

DEPARTMENT (CITY COUNCIL)

RECOMMENDED ACTION
— 1. APPROVE Amendment No. 2 to the Contract Services Agreement with Transtech Engineers Inc. to add on-call project management services and on-call construction inspection services by $461,750.00, for an amount not-to-exceed $1,417,526.00. — 2. AUTHORIZE the Mayor to execute Amendment No. 2 with Transtech Engineers Inc. following approval as to form by the City Attorney.

23. CONSIDER AWARDING AND APPROVING A CONTRACT SERVICES AGREEMENT WITH UBER TECHNOLOGIES, INC. FOR DIAL-A-RIDE SERVICES (CITY COUNCIL)

RECOMMENDED ACTION
— 1. AWARD and APPROVE a Contract Services Agreement with UBER TECHNOLOGIES, INC. for a five-year term, with the option for a two (2) year extension, for a not-to-exceed Contract Sum of $4,000,000 over the course of the initial term (Exhibit No. 1; "Agreement"). — 2. AUTHORIZE the Mayor to execute the Agreement, following approval as to form by the City Attorney.

24. CONSIDER APPROVING AMENDMENT NO. 3 TO CONTRACT NO. 23-270 WITH T&G GLOBAL, LLC, DBA ST. NICK'S CHRISTMAS LIGHTING AND DECOR, TO AUTHORIZE HOLIDAY DECORATION ENHANCEMENTS FOR THE 2025 WINTER HOLIDAY SEASON

RECOMMENDED ACTION
— 1. APPROVE Amendment No. 3 to Contract 23-270 between the City of Carson and T&G Global, LLC, dba St. Nick’s Christmas Lighting & Décor, that would authorize holiday decoration enhancements for the 2025 winter holiday season at a cost of $63,035.00 (Exhibit No. 5; “Amendment No. 3”); and
— 2. AUTHORIZE the Mayor to execute Amendment No. 3, following approval as to form by the City Attorney

25. CONSIDER APPROVING A PURCHASE ORDER TO ITERIS, INC. FOR EQUIPMENT PURCHASE FOR PROJECT NO. 1687 - CARSON STREET INTELLIGENT TRANSPORTATION SYSTEM (ITS) PROJECT AND CONSIDER APPROVING RESOLUTION 25-115, A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING FISCAL YEAR 2025-2026 BUDGET IN THE GENERAL FUND AND SPECIAL

REVENUE FUNDS (CITY COUNCIL)

RECOMMENDED ACTION
— 1. WAIVE the formal bidding process as allowed by CMC 2611(i)(2) Intellectual property with a unique or special purpose, as documented in writing by the Purchasing Manager. — 2. WAIVE the formal contract requirement as allowed by CMC 2606(b). — 3. APPROVE a Purchase Order with Iteris, Inc. for equipment on Project No. 1687 for a total amount not to exceed $295,206.28.
— 4. AUTHORIZE the Purchasing Division to issue a purchase order to Iteris, Inc. — 5. ADOPT Resolution 25-115 “A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025-26 BUDGET IN THE GENERAL FUND AND SPECIAL REVENUE FUNDS," to allocate funds in the amount of $300,000.00 for PW1687 - Carson Street Intelligent Transportation System (Exhibit No. 4).

26. CONSIDER APPROVAL OF AMENDMENT NO. 3 TO THE OPERATIONS AND MAINTENANCE

AGREEMENT BETWEEN THE CITY OF CARSON AND LOS ANGELES COUNTY SANITATION DISTRICT FOR PROJECT NO.1515 - CARSON STORMWATER CAPTURE FACILITY AT CARRIAGE CREST PARK EXTENDING THE CONTRACT THROUGH SEPTEMBER 30, 2026 (CITY COUNCIL)

RECOMMENDED ACTION
— 1. APPROVE Amendment No. 3 to the Operation and Maintenance Agreement between the City of Carson and the Los Angeles County Sanitation District No. 2 extending the term of the contract through September 30, 2026, for Project No.1515 – Carson Storm-water Capture Facility at Carriage Crest Park.
— 2. AUTHORIZE the Mayor to execute Amendment No. 3 following approval as to form by the City Attorney.

27. CONSIDER APPROVING AMENDMENT NO. 1 TO THE AGREEMENT WITH IGM TECHNOLOGY CORP (GRAVITY) FOR THE CAPITAL IMPROVEMENT PROJECTS (CIP) REPORT BOOK (CITY COUNCIL)

RECOMMENDED ACTION
— 1. APPROVE Amendment No.1 to Agreement with IGM Technology Corp, for an increased amount not to exceed $39,779.52, increasing the total contract sum to $109,659.52; and — 2. AUTHORIZE the Mayor to execute the amendment after approval as to form by the City Attorney.

SPECIAL ORDERS OF THE DAY
Public testimony is restricted to three minutes per speaker, speaking once (excepting applicants who are afforded a right of rebuttal, if desired), unless extended by order of the Mayor with the approval of the City Council.

DISCUSSION (Items 28-31)

28. CONSIDER AN UPDATE ON CITY PROJECTS (CITY COUNCIL)

RECOMMENDED ACTION
— 1. RECEIVE and FILE this report.

29. CONSIDERATION OF AN APPOINTMENT TO THE SOUTH BAY WORKFORCE INVESTMENT BOARD (SBWIB) SEAT REPRESENTED BY CITY OF CARSON BUSINESS SECTOR MEMBER

RECOMMENDED ACTION
— 1. APPOINT Shawn Webb, President for FlightWave Aerospace to the South Bay Workforce Investment Board for the term expiring June 30, 2027

30. CONSIDER AWARD OF CONSTRUCTION CONTRACT TO ALFARO COMMUNICATIONS CONSTRUCTION, INC. FOR PROJECT NO. 1649: TRAFFIC SIGNAL UPGRADE AT FOUR INTERSECTIONS (AVALON BOULEVARD/VICTORIA STREET, MAIN STREET/SEPULVEDA BOULEVARD, MAIN STREET/223RD STREET, AND FIGUEROA STREET/TORRANCE BOULEVARD) [FEDERAL AID PROJECT NO. HSIP-5403(030)] (CITY COUNCIL)

RECOMMENDED ACTION
— 1. APPROVE a Construction Contract for Project No. 1649: Traffic Signal Upgrade at Four Intersections in the amount of $2,804,525.22 to the lowest responsible bidder, Alfaro Communications Construction Inc.; and
— 2. AUTHORIZE the Mayor to execute a construction contract following approval as to form by the City Attorney.

31. CONSIDERATION OF ONLY LOCAL UNCONTESTED APPOINTMENTS TO THE CITY’S COMMISSIONS,

COMMITTEES, AND BOARDS, AND CITY AFFILIATED ORGANIZATIONS BY MAYOR AND CITY COUNCIL

AND CONSIDER ALL (CONTESTED AND UNCONTESTED) APPOINTMENTS TO ALL COMMISSIONS (CITY COUNCIL)

RECOMMENDED ACTION
— 1. CONSIDER and only APPOINT uncontested members to the City Commissions, Committees, and Boards;
— 2. CONSIDER and APPOINT all (contested and uncontested) members to all commissions; — 3. CONSIDER and APPOINT members to City Affiliated Organizations; — 4. DIRECT the City Clerk to notify all affected appointments of this action in writing; — 5. IF APPLICABLE, DIRECT the City Clerk to post and publish in accordance with the Maddy Act

ORDINANCE SECOND READING

ORAL COMMUNICATIONS FOR MATTERS NOT LISTED ON THE AGENDA (MEMBERS OF THE

PUBLIC)
The public may at this time address the members of the City Council/Housing Authority/Successor Agency on any matters within the jurisdiction of the City Council/Housing Authority/Successor Agency. No action may be taken on non-agendized items except as authorized by law. Speakers are requested to limit their comments to no more than three minutes each, speaking once.

COUNCIL MEMBER REQUESTS TO ADD ITEMS TO FUTURE AGENDAS

ORAL COMMUNICATIONS (COUNCIL MEMBERS)

ANNOUNCEMENT OF UNFINISHED OR CONTINUED CLOSED SESSION ITEMS (AS

NECESSARY)

RECESS TO CLOSED SESSION

RECONVENE TO OPEN SESSION

REPORT OF ACTIONS ON UNFINISHED OR CONTINUED CLOSED SESSION ITEMS

MEMORIAL ADJOURNMENTS

ADJOURNMENT
Date Posted: September 25, 2025

CITY OF CARSON

File #: Version:

Report to City Council, Successor Agency, andHousing Authority Tuesday, September 30, 2025, 5:00 PM
APPROVAL OF MINUTES 15. To: City Council, Successor Agency, and Housing Authority From: Joy Simarago, Deputy City Clerk CCO Administration Subject: APPROVAL OF THE FOLLOWING CARSON CITY COUNCIL/SUCCESSOR AGENCY/HOUSINGAUTHORITY MEETING MINUTES - SEPTEMBER 11, 2025 (SPECIAL) AND SEPTEMBER 16, 2025 (REGULAR) I. SUMMARY
The City Clerk’s Oﬃce is seeking approval of the following minutes:

Thursday, September 11, 2025 (Special)
Tuesday, September 16, 2025 (Regular)
II. RECOMMENDATION
APPROVE the minutes as listed.

III. ALTERNATIVES
None.

IV. BACKGROUND
None.

V. FISCAL IMPACT
None.

VI. EXHIBITS

1. Minutes, September 11, 2025 (Special)2. Minutes, September 16, 2025 (Regular) Prepared by: Dr. Khaleah K. Bradshaw, City Clerk and Joy Simarago, Deputy City Clerk

701 East Carson Street
Attachments
Minutes - CC Special Mtg 09-11-25.pdf
Minutes - CC Reg Mtg 09-16-25.pdf

CITY OF CARSON

MINUTES

CARSON CITY COUNCIL

SPECIAL MEETING
SEPTEMBER 11, 2025
CALL TO ORDER: CITY COUNCIL/SUCCESSOR AGENCY/HOUSING AUTHORITY (5:00 pm) The meeting was called to order at 5:02 P.M. by Mayor Lula Davis-Holmes in the Helen Kawagoe Council Chambers, Carson City Hall, located at 701 E. Carson Street, Carson, California 90745.

ROLL CALL (CITY CLERK)
City Clerk, Dr. Khaleah K. Bradshaw noted the roll:

Council Members Present:

Mayor Lula Davis-Holmes
Mayor Pro Tempore Cedric Hicks, Sr.

Council Member, Dr. Jawane Hilton
Council Member Arleen Rojas
Council Members Absent:

Council Member Jim Dear
Also Present:

Sunny Soltani, City Attorney; David C. Roberts, Jr., City Manager; Dr. Robert Lennox, Assistant City Manager; John Raymond, Assistant City Manager; William Jefferson, Director of Finance; Gary Carter, Director of Information Technology and Security; and Thomas Toman, Deputy City Manager

FLAG SALUTE
Mayor Pro Tempore Hicks, Sr. led the Pledge of Allegiance.

INVOCATION
Council Aide/Pastor K. W. Tulloss gave the invocation.

CLOSED SESSION (Items 1-2)

1. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (CITY COUNCIL)

RECOMMENDED ACTION
— A closed session will be held, pursuant to Government Code Section 54956.9(d)(1), to confer with legal counsel regarding pending litigation to which the City of Carson is a party. The titles of such litigations are as follows: CAM-Carson, LLC v. Carson Reclamation Authority, City of Carson and Successor Agency to the Carson Redevelopment Agency, Los Angeles Superior Court Case No. 20STCV16461.

ACTION: No reportable action was taken.

2. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (CITY COUNCIL)

RECOMMENDED ACTION
— A closed session will be held, pursuant to Government Code Section 54956.9(d)(2) or (d)(3) and (e)(1), because there is a significant exposure to litigation in one case.

ACTION: No reportable action was taken.

REPORT ON ANY PUBLIC COMMENTS ON CLOSED SESSION ITEMS (CITY CLERK) None.

ANNOUNCEMENT OF CLOSED SESSION ITEMS (CITY ATTORNEY)
City Manager Roberts, Jr. announced the Closed Session items.

RECESS INTO CLOSED SESSION UNTIL 6:00 P.M. OR UNTIL THE END OF CLOSED SESSION,

WHICHEVER OCCURS FIRST
The meeting was recessed at 5:05 P.M. by Mayor Davis-Holmes to Closed Session.

1. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (CITY COUNCIL)

2. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (CITY COUNCIL) RULES OF DECORUM:

The Rules of Decorum recording was presented earlier in the meeting.

RECONVENE TO OPEN SESSION AT 6:00 P.M. OR AT THE END OF CLOSED SESSION, WHICHEVER

OCCURS FIRST
The meeting was reconvened at 5:33 P.M. by Mayor Davis-Holmes with all members previously noted present except Council Member Dear absent.

REPORT ON CLOSED SESSION ACTIONS (CITY ATTORNEY)
City Attorney Soltani provided the Closed Session report.

INTRODUCTIONS (MAYOR)
None.

PRESENTATIONS
None.

ORAL COMMUNICATIONS FOR MATTERS LISTED ON THE AGENDA (MEMBERS OF THE PUBLIC) (LIMITED TO ONE HOUR)
None.

APPROVAL OF MINUTES
None.

CONSENT
None.

SPECIAL ORDERS OF THE DAY
None.

DISCUSSION
None.

ORDINANCE SECOND READING
None.

ORAL COMMUNICATIONS FOR MATTERS NOT LISTED ON THE AGENDA (MEMBERS OF THE

PUBLIC)
None.

COUNCIL MEMBER REQUESTS TO ADD ITEMS TO FUTURE AGENDAS
None.

ORAL COMMUNICATIONS (COUNCIL MEMBERS)
None.

ANNOUNCEMENT OF UNFINISHED OR CONTINUED CLOSED SESSION ITEMS (AS NECESSARY) None.

RECESS TO CLOSED SESSION
None.

RECONVENE TO OPEN SESSION
None.

REPORT OF ACTIONS ON UNFINISHED OR CONTINUED CLOSED SESSION ITEMS None.

MEMORIAL ADJOURNMENTS
Council Member, Dr. Hilton closed the meeting in prayer in honor of September 11th.

ADJOURNMENT
The meeting was adjourned at 5:36 P.M. by Mayor Davis-Holmes.

_______________________________
Lula Davis-Holmes
Mayor
ATTEST:

________________________________
Dr. Khaleah K. Bradshaw
City Clerk

CITY OF CARSON

MINUTES

CARSON CITY COUNCIL/

SUCCESSOR AGENCY/HOUSING AUTHORITY

REGULAR MEETING
SEPTEMBER 16, 2025

CALL TO ORDER: CITY COUNCIL/SUCCESSOR AGENCY/HOUSING AUTHORITY (5:00 pm) The meeting was called to order at 5:02 P.M. by Mayor/Agency Chairman/Authority Chairman Lula Davis-Holmes in the Helen Kawagoe Council Chambers, Carson City Hall, located at 701 E. Carson Street, Carson, California 90745.

ROLL CALL (CITY CLERK)
City Clerk/Agency Secretary/Authority Secretary, Dr. Khaleah K. Bradshaw noted the roll:

Council Members/Agency Members/Authority Board Members Present:

Mayor/Agency Chairman/Authority Chairman Lula Davis-Holmes Mayor Pro Tempore/Agency Vice Chairman/Authority Vice Chairman Cedric Hicks, Sr.

Council Member/Agency Member/Authority Board Member, Dr. Jawane Hilton Council Member/Agency Member/Authority Board Member Jim Dear Council Member/Agency Member/Authority Board Member Arleen Rojas Also Present:

Monica Cooper, City/Agency/Authority Treasurer; Sunny Soltani, City/Agency/Authority Attorney; David C. Roberts, Jr., City Manager; Dr. Robert Lennox, Assistant City Manager; John Raymond, Assistant City Manager; Michael Whittiker, Jr., Director of Community Services; Dr. Arlington Rodgers, Jr., Director of Public Works; William Jefferson, Director of Finance; Gary Carter, Director of Information Technology and Security; Josh Boudreaux, Director of Human Resources; Thomas Toman, Deputy City Manager; Reata Kulcsar, Energy and Sustainability Officer; and Kourtney Cullors, Chief Deputy City Clerk

FLAG SALUTE
Mayor Pro Tempore/Agency Vice Chairman/Authority Vice Chairman Hicks, Sr. led the Pledge of Allegiance.

INVOCATION (Item 1)

1. BISHOP BYRON L. SMITH SR. FROM GETHSEMANE CHRISTIAN LOVE MISSIONARY BAPTIST CHURCH - 5:04 PM
Bishop Byron L. Smith, Sr. gave the invocation.

CLOSED SESSION (Items 2-6)

ACTION: No reportable action was taken.

3. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.9(d)(1), to confer with legal counsel regarding pending litigation to which the City of Carson is a party. The title of such litigation is as follows: Virginia Garcia, et al. v. City of Carson, et al., Los Angeles Superior Court Case No. 24CMCV00552
ACTION: No reportable action was taken.

4. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.9 (d)(4), because the City is considering whether to initiate litigation in one potential case.

ACTION: Item No. 4 was not taken up.

5. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.9(d)(2) or (d)(3) and (e)(1), because there is a significant exposure to litigation in two cases.

ACTION: No reportable action was taken.

6. CONFERENCE WITH REAL PROPERTY NEGOTIATOR (CITY COUNCIL) — A closed session will be held, pursuant to Government Code Section 54956.8, to enable the City to consider negotiations with Theresa Sardisco, with whom the City is negotiating, and to give direction to its negotiator David C. Roberts, Jr., City Manager, regarding that certain real property known as 24205 Avalon Boulevard, Carson, CA 90745, APN: 7406-017-035. The City's real property negotiator will seek direction from the City Council regarding price and terms of payment for the property.

ACTION: Item No. 6 was not considered.

REPORT ON ANY PUBLIC COMMENTS ON CLOSED SESSION ITEMS (CITY CLERK) None.

ANNOUNCEMENT OF CLOSED SESSION ITEMS (CITY ATTORNEY)
City/Agency/Authority Attorney Soltani announced the Closed Session items.

RECESS INTO CLOSED SESSION UNTIL 6:00 P.M. OR UNTIL THE END OF CLOSED SESSION,

WHICHEVER OCCURS FIRST
The meeting was recessed at 5:07 P.M. by Mayor/Agency Chairman/Authority Chairman Davis- Holmes to Closed Session.

2. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (CITY COUNCIL)-

3. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION (CITY COUNCIL)-

4. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (CITY COUNCIL)

5. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (CITY COUNCIL)-

6. CONFERENCE WITH REAL PROPERTY NEGOTIATOR (CITY COUNCIL) RULES OF DECORUM:

The Rules of Decorum recording was presented earlier in the meeting.

RECONVENE TO OPEN SESSION AT 6:00 P.M. OR AT THE END OF CLOSED SESSION, WHICHEVER

OCCURS FIRST
The meeting was reconvened at 6:09 P.M. by Mayor/Agency Chairman/Authority Chairman Davis- Holmes with all members previously noted present except Mayor Davis-Holmes absent and Council Member Rojas absent.

REPORT ON CLOSED SESSION ACTIONS (CITY ATTORNEY)
City/Agency/Authority Attorney Soltani provided the Closed Session Report. (Mayor Davis-Holmes and Council Member Rojas reentered the meeting at 6:09 P.M.) INTRODUCTIONS (MAYOR) (Items 7-8)

7. REPORT FROM CAPTAIN NORMAN OF CARSON SHERIFF'S STATION- 6:10 PM Captain Norman summarized the recent law enforcement activities and gave a crime report.

Council Member/Agency Member/Authority Board Member, Dr. Hilton asked Captain Norman if special attention can be made to the Malloy Park/Galaxy West area of Carson. There have been concerns with residents visiting from nearby neighborhoods causing some issues. He called the Watch Commander and it took about two hours for the Sheriff's to arrive. Captain Norman responded in the affirmative.

8. REPORT FROM ASSISTANT CHIEF KANE OF LOS ANGELES COUNTY FIRE - 6:17 PM Assistant Chief Brian Kane gave the Public Safety Report for the month of August.

PRESENTATIONS (Items 9-11)

9. INFORMATIONAL UPDATE FROM THE GREATER LOS ANGELES COUNTY VECTOR CONTROL

DISTRICT
(Council Member/Agency Member/Authority Board Member, Dr. Hilton exited and reentered the meeting at 6:19 P.M.)
Council Member Dear, Trustee for the Greater Los Angeles County Vector Control District representing Carson, spoke from the podium and introduced David Pailin, Jr., Communications Manager for the Vector Control District. Council Member Dear asked for a moment of silence for Carson resident, Al Shipman, who passed away due to the West Nile virus.

David Pailin, Jr. gave a PowerPoint presentation about the district, services, and programs.

10. PROCLAMATION RECOGNIZING SEPTEMBER AS SICKLE CELL AWARENESS MONTH - 6:43 PM Item No. 10 was heard after Item No. 11.

Council Member/Agency Member/Authority Board Member, Dr. Hilton read and presented the proclamation to Bessie Auberry, mother of his childhood friend David Auberry who passed away a few years ago. Her husband was also in attendance. She offered comments and accepted the proclamation with words of gratitude.

11. UPDATE FROM PUBLIC RELATIONS COMMISSION
Item No. 11 was heard after Item No. 9.
(Council Member/Agency Member/Authority Board Member, Dr. Hilton exited and reentered the meeting at 6:36 P.M.)
Pamela Pitcher, Chair of the Public Relations Commission, gave an update of activities from the Public Relations Commission. She introduced members of the Public Relations Commission who were present.

ORAL COMMUNICATIONS FOR MATTERS LISTED ON THE AGENDA (MEMBERS OF THE PUBLIC) (LIMITED TO ONE HOUR)
This item was heard after Item No. 10.

The following individuals offered comments regarding Item No. 34 in support of an extension of the moratorium and for City Council to consider the development of a task force.

Seng So, representing Asian Pacific Environmental Network (APEN) Kya Le, representing APEN
K Sanchez, representing APEN
Jonathan Jesse Garcia, representing APEN
APPROVAL OF MINUTES (Item 12)

12. APPROVAL OF THE FOLLOWING CARSON CITY COUNCIL/SUCCESSOR AGENCY/HOUSING AUTHORITY MEETING MINUTES - SEPTEMBER 2, 2025 (REGULAR)- 7:08 PM Item No. 12 was heard after Item No. 34.

RECOMMENDED ACTION
— 1. APPROVE the minutes as listed.

Motion To Approve submitted by Cedric L. Hicks Sr. seconded by Jim Dear resulting in 5-0-0-0- 0 CONSENT (Items 13-32)
Council Member/Agency Member/Authority Board Member Dear requested to remove Items No. 23, 25, 26, 30 and 32 for discussion.

Consent Items No. 13-32 were approved except for Items No. 23, 25, 26, 30, and 32.

Motion To Approve submitted by Jim Dear seconded by Dr. Jawane Hilton resulting in 5-0-0-0-0

13. CONSIDER A REPORT ON ALL INTRADEPARTMENTAL BUDGET TRANSFERS APPROVED UNDER THE CITY MANAGER OR DESIGNEE AUTHORITY FOR THE MONTH OF JULY AND AUGUST 2025 PER ORDINANCE 24-2401 (CITY COUNCIL)- 7:08 PM

RECOMMENDED ACTION
— 1. RECEIVE and FILE the report (Exhibit No. 1 and Exhibit No. 2).

ACTION: Item No. 13 was approved on Consent.

14. CONSIDER THE ADOPTION OF RESOLUTION NO. 25-109, AUTHORIZING THE DESTRUCTION

OF SPECIFIED CITY RECORDS WITHIN THE REVENUE DIVISION (CITY COUNCIL)

RECOMMENDED ACTION
— 1. WAIVE further reading and ADOPT Resolution No. 25-109, “A RESOLUTION OF THE CITY OF

CARSON, CALIFORNIA, AUTHORIZING THE DESTRUCTION OF SPECIFIED CITY RECORDS WITHIN THE REVENUE DIVISION.

ACTION: Item No. 14 was approved on Consent.

15. FISCAL YEAR 2025-2026 YEAR-END CONTINUING APPROPRIATIONS (CITY COUNCIL)

RECOMMENDED ACTION
— 1. WAIVE further reading and ADOPT Resolution No. 25-113, "A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025/26 BUDGET TO CONTINUE UNSPENT APPROPRIATIONS FROM FISCAL YEAR 2024/25"
ACTION: Item No. 15 was approved on Consent.

16. CONSIDER A REPORT OF ALL NEW BUSINESS LICENSES ISSUED BY THE CITY OF CARSON FOR THE PERIOD AUGUST 1, 2025 THROUGH AUGUST 31, (CITY COUNCIL)

RECOMMENDED ACTION
— 1. RECEIVE and FILE this report.

ACTION: Item No. 16 was approved on Consent.

17. CONSIDER A REPORT OF ALL CITY CONTRACTS APPROVED UNDER CITY MANAGER AUTHORITY FOR THE PERIOD JULY 1, 2025 THROUGH AUGUST 31, 2025 PURSUANT TO CMC SECTION 2604 (CITY COUNCIL)

RECOMMENDED ACTION
— 1. RECEIVE and FILE this report.

ACTION: Item No. 17 was approved on Consent.

18. CONSIDER A REPORT OF ALL CITY CONTRACTS APPROVED UNDER THE AUTHORITY OF DEPARTMENT DIRECTORS FOR THE PERIOD JULY 1, 2025 THROUGH AUGUST 31, 2025 PURSUANT TO CMC SECTION 2604 (CITY COUNCIL)

RECOMMENDED ACTION
— 1. RECEIVE and FILE this report.

ACTION: Item No. 18 was approved on Consent.

19. CONSIDER ADOPTING RESOLUTION NO. 25-111, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON RATIFYING CLAIMS AND DEMANDS IN THE AMOUNT OF $3,046,448.92, DEMAND CHECK NUMBERS 180956 THROUGH 181066 AND 267 FOR GENERAL DEMAND (CITY COUNCIL)- 7:08 PM

RECOMMENDED ACTION
— 1. WAIVE further reading and ADOPT Resolution No. 25-111, "A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF CARSON RATIFYING CLAIMS AND DEMANDS IN THE AMOUNT OF $3,046,448.92, DEMAND CHECK NUMBERS 180956 THROUGH 181066 AND 267 FOR GENERAL DEMAND".

ACTION: Item No. 19 was approved on Consent.

20. CONSIDER ADOPTING RESOLUTION NO. 25-09-CSA, A RESOLUTION OF THE CARSON SUCCESSOR AGENCY CLAIMS AND DEMANDS IN THE AMOUNT OF $3,289.16, DEMAND CHECK NUMBER SA-001962 THROUGH SA-001967 (CITY COUNCIL)- 7:08 PM

RECOMMENDED ACTION
— 1. WAIVE further reading and ADOPT Resolution NO. 25-09-CSA, "A RESOLUTION OF THE CARSON SUCCESSOR AGENCY CLAIMS AND DEMANDS IN THE AMOUNT OF $3,289.16, DEMAND CHECK NUMBER SA-001962 THROUGH SA-001967".

ACTION: Item No. 20 was approved on Consent.

21. CONSIDER ADOPTING RESOLUTION NO. 25-10-CHA, A RESOLUTION OF THE CARSON HOUSING AUTHORITY RATIFYING CLAIMS AND DEMANDS IN THE AMOUNT OF $16,702.16, DEMAND CHECK NUMBERS HA-002065 THROUGH HA-002069 (CITY COUNCIL)- 7:08 PM

RECOMMENDED ACTION
— 1. WAIVE further reading and ADOPT Resolution No. 25-10-CHA, "A RESOLUTION OF THE

CARSON HOUSING AUTHORITY RATIFYING CLAIMS AND DEMANDS IN THE AMOUNT OF $16,702.16, DEMAND CHECK NUMBERS HA-002065 THROUGH HA-002069".

ACTION: Item No. 21 was approved on Consent.

22. CONSIDER APPROVAL OF FORMS, AGREEMENTS AND RESOLUTION NO. 25-112 ALLOWING

THE CITY OF CARSON TO PARTICIPATE IN ADDITIONAL NATIONAL OPIOID SETTLEMENT WITH

PURDUE AND THE SACKLER FAMILY (CITY COUNCIL)

RECOMMENDED ACTION
— 1. APPROVE Settlement Agreement and Participation Form for the City’s participation in the National Opioid Settlement Agreement with Purdue Pharma LP and the Sackler Family. — 2. APPROVE the California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds relating to the National Opioid Settlement Agreement with Purdue Pharma LP and the Sackler Family.
— 3. ADOPT Resolution No. 25-112 approving and authorizing the City Manager to carry out all necessary acts such that the City can participate in the National Opioid Settlement with Purdue Pharma LP and the Sackler Family, including signing necessary documents and transmittal thereof as necessary.

ACTION: Item No. 22 was approved on Consent.

23. CONSIDER SHIFTING THE OCTOBER 7, 2025, REGULAR CITY COUNCIL MEETING TO SEPTEMBER 30, 2025 BY MINUTE ORDER (CITY COUNCIL)
** Item was Removed from Consent
Item No. 23 was heard after approval of the Consent items.

Council Member/Agency Member/Authority Board Member Dear stated the staff report did not indicate the reason for the move of the meeting and asked why.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes responded that it is her request to place this item on the agenda because she will be out of the country on October 7, 2025.

RECOMMENDED ACTION
— 1. APPROVE a one-time shift of the October 7, 2025, Regular City Council meeting to September 30, 2025, by minute order.

Motion To Approve submitted by Jim Dear seconded by Mayor Lula Davis-Holmes resulting in 5-0-0-0-0

24. CONSIDER THE ADOPTION OF RESOLUTION NO. 25-110, AUTHORIZING THE DESTRUCTION

OF SPECIFIED CITY RECORDS WITHIN THE HUMAN RESOURCES DEPARTMENT (CITY COUNCIL)

RECOMMENDED ACTION
— 1. WAIVE further reading and ADOPT Resolution No. 25-110, “A RESOLUTION OF THE CITY OF

CARSON, CALIFORNIA, AUTHORIZING THE DESTRUCTION OF SPECIFIED CITY RECORDS WITHIN THE HUMAN RESOURCES DEPARTMENT.

ACTION: Item No. 24 was approved on Consent.

25. CONSIDER ADOPTING MULTIPLE RESOLUTIONS REALIGNING SUPERVISION OF DEPARTMENTS

WITH PROPOSED NEW AND UPDATED JOB SPECIFICATIONS TO IMPROVE EFFECIENCY AND

ACCOUNTABILITY ACROSS OPERATIONAL AND ADMINISTRATIVE INTERNAL SERVICE WORK- GROUPS IN THE CITY (CITY COUNCIL)- 7:11 PM
** Item was Removed from Consent
Item No. 25 was heard after Item No. 23.

Council Member/Agency Member/Authority Board Member Dear referred to staff recommendation No. 8 and asked if there will be two Deputy City Manager positions.

City Manager Roberts, Jr. responded in the affirmative.

RECOMMENDED ACTION
— 1. APPROVE the City Manager's realignment of departmental supervision with proposed new and updated job specifications to improve efficiency and supervision across operational and administrative internal service workgroups in the City; and — 2. WAIVE further reading and ADOPT Resolution No. 25-100, "A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF CARSON, CALIFORNIA, AMENDING THE CLASSIFICATION PLAN, RESOLUTION NO. 77-111, BY ADOPTING A NEW JOB CLASSIFICATION SPECIFICATION AND SALARY ALLOCATION FOR EXECUTIVE DIRECTOR OF THE CARSON RECLAMATION AUTHORITY"; and
— 6. WAIVE further reading and ADOPT Resolution No. 25-104, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON, CALIFORNIA, AMENDING THE 5. CLASSIFICATION PLAN, RESOLUTION NO. 77-111, BY ADOPTING A NEW JOB CLASSIFICATION SPECIFICATION AND SALARY ALLOCATION FOR EXECUTIVE ASSISTANT (CARSON RECLAMATION AUTHORITY)"; and — 7. WAIVE further reading and ADOPT Resolution No. 25-105, "A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF CARSON, CALIFORNIA, AMENDING THE CLASSIFICATION PLAN, RESOLUTION NO. 77-111, BY AMENDING AND RESTATING THE JOB CLASSIFICATION

SPECIFICATION AND SALARY ALLOCATION FOR DIRECTOR OF COMMUNITY AND ECONOMIC DEVELOPMENT"; and
— 8. WAIVE further reading and ADOPT Resolution No. 25-106, "A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF CARSON, CALIFORNIA, AMENDING THE CLASSIFICATION PLAN, RESOLUTION NO. 77-111, BY AMENDING AND RESTATING THE JOB CLASSIFICATION SPECIFICATION AND SALARY ALLOCATION FOR DEPUTY CITY MANAGER"; and — 9. WAIVE further reading and ADOPT Resolution No. 25-107, "A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF CARSON, CALIFORNIA, ESTABLISHING THE SALARY AND BENEFITS FOR UNCLASSIFIED MANAGEMENT EMPLOYEES EFFECTIVE July 1, 2024, AND RESCINDING RESOLUTION NO. 25-040".

Motion To Approve submitted by Jim Dear seconded by Dr. Jawane Hilton resulting in 5-0-0-0- 0 26. CONSIDER ISSUING THE "10-DAY REPORT" PURSUANT TO GOVERNMENT CODE SECTION 65858(D) REGARDING INTERIM URGENCY ORDINANCE NO. 24-2416U, WHICH EXTENDED A TEMPORARY 45-DAY MORATORIUM ON CONSIDERATION OF APPLICATIONS AND APPROVAL

AND ISSUANCE OF PERMITS AND ENTITLEMENTS FOR COMMERCIAL OR INDUSTRIAL

REDEVELOPMENT AND SUBSEQUENT USE OF CURRENT OIL REFINERY SITES WITHIN THE CITY OF CARSON FOLLOWING CESSATION OF REFINERY OPERATIONS (CITY COUNCIL)- 7:13 PM ** Item was Removed from Consent
Council Member/Agency Member/Authority Board Member Dear asked for a staff report.

Assistant City Manager, Dr. Lennox gave a report.

City/Agency/Authority Attorney Soltani elaborated on the report.

RECOMMENDED ACTION
— 1. ISSUE the "10-Day Report on Interim Ordinance No. 24-2414U” (Exhibit No. 2) Motion To Approve submitted by Jim Dear seconded by Cedric L. Hicks Sr. resulting in 5-0-0-0- 0 27. CONSIDER APPROVING RESOLUTION ON. 25-090 AUTHORIZING SUBMITTAL OF APPLICATION AND DECLARING THE CITY’S INTENTION TO APPLY FOR THE UNITED STATES ENVIRONMENTAL PROTECTION AGENCY'S BROWNFIELDS JOB TRAINING GRANTS (CITY COUNCIL)- 7:08 PM

RECOMMENDED ACTION
— 1. WAIVE further reading and ADOPT Resolution No. 25-090, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON, CALIFORNIA, AUTHORIZING SUBMITTAL OF APPLICATION AND DECLARING THE CITY’S INTENTION TO APPLY FOR THE UNITED STATES ENVIRONMENTAL PROTECTION AGENCY (EPA) BROWNFIELD JOB TRAINING GRANTS".

ACTION: Item No. 27 was approved on Consent.

28. CONSIDER ACCEPTING A $1,000,000 GRANT AWARD AND RATIFYING THE CITY'S REVOLVING

LOAN FUND (RLF) COOPERATIVE AGREEMENT WITH THE US ENVIRONMENTAL PROTECTION AGENCY (US EPA) ENTERED INTO BETWEEN THE CITY OF CARSON AND US EPA; (2) ADOPTING RESOLUTION NO. 25-091 AMENDING THE FISCAL YEAR 2025-2026 CITY BUDGET TO ACCEPT THE RLF GRANT AWARD AND AUTHORIZE RELATED EXPENDITURES;- 7:08 PM

RECOMMENDED ACTION
— 1. RATIFY and APPROVE the US EPA MARC Cooperative Agreement, dated August 6, 2025 (Exhibit No. 1); and
— 2. WAIVE further reading and ADOPT Resolution No. 25-091, "A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025-26 BUDGET TO ACCEPT ONE GRANT IN THE TOTAL AMOUNT OF $1,000,000 IN CONNECTION WITH THE US EPA MULTIPURPOSE, ASSESSMENT, REVOLVING LOAN FUND, AND CLEAN-UP (MARC) GRANT PROGRAM".

ACTION: Item No. 28 was approved on Consent.

29. CONSIDERATION TO APPROVE THE SERVICE LEVEL AGREEMENT FOR FY 2025-2026 AND

AUTHORIZE THE CITY MANAGER TO EXECUTE THE SERVICE LEVEL AGREEMENT WITH THE LOS ANGELES COUNTY SHERIFF'S DEPARTMENT (CITY COUNCIL)- 7:08 PM

RECOMMENDED ACTION
— 1. APPROVE the Los Angeles County Sheriff's Department Service Level Agreement for FY 2025- 2026.
— 2. AUTHORIZE the City Manager to execute the Los Angeles County Sheriff's Department Service Level Agreement for FY 2025-2026.

ACTION: Item No. 29 was approved on Consent.

30. CONSIDER AN UPDATED STANDARD MANAGEMENT PROCEDURE 2.11 FOR EVENT

ATTENDANCE AND REPORTING (CITY COUNCIL)
** Item was Removed from Consent
Item No. 30 was heard after Item No. 26.

Council Member/Agency Member/Authority Board Member Dear requested a staff report.

City Manager Roberts, Jr. gave a report.

City/Agency/Authority Attorney Soltani noted a copy of the proposed updated version of SMP

2.11 is available for the City Council and the public and read the red-lined version into the record.

She noted a line has been added under Daily Per Diem, "should given unique circumstances someone missed the complimentary food provided at a conference upon submission of a receipt they should be reimbursed for what they actually spent on food".

Council Member/Agency Member/Authority Board Member Dear offered comments.

City Manager Roberts, Jr. offered comments.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes offered comments.

Council Member/Agency Member/Authority Board Member, Dr. Hilton offered comments.

RECOMMENDED ACTION
— 1. APPROVE the proposed updated SMP 2.11.

Motion To Approve submitted by Mayor Lula Davis-Holmes seconded by Dr. Jawane Hilton resulting in 5-0-0-0-0

31. APPROVAL OF FISCAL YEAR 2025-2026 SERVICE LEVEL REQUEST AGREEMENT WITH THE LOS

ANGELES COUNTY DEPARTMENT OF ANIMAL CARE AND CONTROL (LADACC) (CITY COUNCIL)

RECOMMENDED ACTION
— 1. APPROVE the Fiscal Year 2025-2026 Service Level Request with the Los Angeles County Department of Animal Care and Control.
— 2. AUTHORIZE the City Manager to execute the Service Level Agreement with Los Angeles County Department of Animal Care and Control (LADACC).

ACTION: Item No. 31 was approved on Consent.

32. CONSIDER ACCEPTANCE OF A QUITCLAIM EASEMENT FROM SOUTHERN CALIFORNIA EDISON

CONCERNING EASEMENT PREVIOUSLY GRANTED BY CITY, WHICH PERTAINS TO A NARROW

SECTION OF CARRIAGE CREST PARK LOCATED AT THE NORTHWEST CORNER OF THE SITE (CITY

COUNCIL)
** Item was Removed from Consent
Item No. 32 was heard after Item No. 30.

Council Member/Agency Member/Authority Board Member Dear asked the completion date of the Carriage Crest Park expansion project.
(Council Member/Agency Member/Authority Board Member Rojas exited the meeting at 7:44 P.M. and reentered the meeting at 7:45 P.M.)
Director Whittiker, Jr. responded the completion date is April 2026.

RECOMMENDED ACTION
— 1. APPROVE a Quitclaim of Easement quitclaiming Southern California Edison's easement interest acquired through the Grant of Easement having document number 20240148900 and recorded March 6, 2024 with the Los Angeles County Recorder's Office. — 2. AUTHORIZE the City Manager to execute a Certificate of Acceptance of the Quitclaim of Easement from Southern California Edison transferring SCE's easement interests acquired through the Grant of Easement to the City.

Motion To Approve submitted by Jim Dear seconded by Cedric L. Hicks Sr. resulting in 4-0-0-0- 1 Absent was Arleen Bocatija-Rojas
SPECIAL ORDERS OF THE DAY (Items 33-34)

33. PUBLIC HEARING TO CONSIDER A SUBSTANTIAL AMENDMENT TO THE COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) AND COMMUNITY DEVELOPMENT BLOCK GRANT – CORONAVIRUS (CDBG-CV) PROGRAM YEAR 2024-2025 BUDGET TO REALLOCATE UNEXPENDED FUNDS INTO PROGRAM YEAR 2025–2026 (CITY COUNCIL)- 8:03 PM Item No. 33 was heard after Item No. 34.

City Manager Roberts, Jr. presented the item.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes declared the Public Hearing open.

City Clerk/Agency Secretary/Authority Secretary, Dr. Bradshaw gave the Public Hearing report.

There being no persons wishing to speak, Mayor/Agency Chairman/Authority Chairman Davis- Holmes closed the Public Hearing.

Housing Analyst Duane Cobb gave a report.

RECOMMENDED ACTION
— 1. OPEN the Public Hearing, TAKE public Testimony, and CLOSE the Public Hearing; — 2. APPROVE the submission of Substantial Amendments to the 2024-25 and 2019-20 Annual Action Plans to the U.S. Department of Housing and Urban Development (HUD); — 3. APPROVE the proposed Substantial Amendment to the City of Carson’s CDBG and CDBG-CV Annual Action Plan for the reallocation of unexpended funds; — 4. WAIVE further reading and ADOPT Resolution No. 25-096 reallocating $895,896.22 in CDBG Program Year 2024–2025 funds and $238,642.25 in unexpended CDBG-CV funds to the Program Year 2025–2026 Annual Action Plan; and
— 5. AUTHORIZE the City Manager, or designee, to execute any amendments, forms, or certifications necessary to effectuate the approved allocations.

Motion To Approve submitted by Jim Dear seconded by Dr. Jawane Hilton resulting in 5-0-0-0- 0 34. PUBLIC HEARING TO CONSIDER EXTENDING A TEMPORARY MORATORIUM ON

CONSIDERATION OF APPLICATIONS AND APPROVAL AND ISSUANCE OF PERMITS AND

ENTITLEMENTS FOR COMMERCIAL OR INDUSTRIAL REDEVELOPMENT AND SUBSEQUENT USE OF

CURRENT OIL REFINERY SITES WITHIN THE CITY OF CARSON FOLLOWING CESSATION OF

REFINERY OPERATIONS AND DECLARING THE URGENCY THEREOF (CITY COUNCIL) Item No. 34 was heard after Oral Communications for Matters Listed on the Agenda (Members of the Public).

Mayor/Agency Chairman/Authority Chairman Davis-Holmes moved up Item No. 34 and declared the Public Hearing open.

City Clerk/Agency Secretary/Authority Secretary, Dr. Bradshaw gave the Public Hearing report.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes closed the Public Hearing.

At the request of the City Attorney, Mayor/Agency Chairman/Authority Chairman Davis-Holmes addressed the Minutes Item and Consent Items before continuing with Item No. 34.

Item No. 34 was heard again after Item No. 32.
(Council Member/Agency Member/Authority Board Member, Dr. Hilton exited the meeting at 7:52 P.M. and reentered the meeting at 7:53 P.M.)
City Manager Roberts, Jr. presented the item.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes noted speakers spoke during the Oral Communications for Matters Listed on the Agenda (Members of the Public) portion of the meeting.

Planning Manager McKina Alexander gave a report.

City/Agency/Authority Attorney Soltani elaborated on the report.

Assistant City Manager, Dr. Lennox offered comments.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes offered comments Council Member/Agency Member/Authority Board Member Dear offered comments.

Mayor Pro Tempore/Agency Vice Chairman/Authority Vice Chairman Hicks, Sr. requested a Walking Man to serve all the districts.

RECOMMENDED ACTION
— 1. OPEN public hearing, TAKE public comments, and CLOSE the public hearing; and — 2. DISCUSS and PROVIDE direction to staff as to whether or not to prepare an ordinance extending the moratorium for one year for consideration of adoption at the next meeting.

Motion
Mayor/Agency Chairman/Authority Chairman Davis-Holmes approved staff recommendation to not extend the moratorium and establish a task force to start the application process.

City/Agency/Authority Attorney Soltani clarified the staff recommendation is to allow the moratorium to expire and start the application process. The motion was seconded by Mayor Pro Tempore/Agency Vice Chairman/Authority Vice Chairman Hicks, Sr.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes established the Oil Refinery Site Development Ad Hoc Committee to consist of Council Member Rojas and Mayor Pro Tempore Hicks, Sr., with no objection heard.

The motion was unanimously carried resulting in 5-0-0-0-0.

DISCUSSION (Items 35-36)

35. CONSIDERATION OF ONLY LOCAL UNCONTESTED APPOINTMENTS TO THE CITY’S

COMMISSIONS, COMMITTEES, AND BOARDS, AND CITY AFFILIATED ORGANIZATIONS BY MAYOR

AND CITY COUNCIL AND CONSIDER ALL (CONTESTED AND UNCONTESTED) APPOINTMENTS TO ALL COMMISSIONS (CITY COUNCIL)- 8:08 PM
Item No. 35 was heard after Item No. 33.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes established the Energy Ad Hoc Committee to consist of Mayor Pro Tempore Hicks, Sr. and Council Member, Dr. Hilton with no objection heard.

Relocation Appeals Board
Mayor Pro Tempore Hicks, Sr. appointed Chris Morrison, Alternate 2, to the vacant regular member position on the Relocation Appeals Board, thereby, creating a vacancy of the Alternate 2 position.

Mayor/Agency Chairman/Authority Chairman Davis-Holmes addressed the Alternate's role on the Commissions, Committees, and Boards. She requested the Saturday training session to return for the Commission, Committee, and Board Members. City/Agency/Authority Attorney Soltani stated she would work with staff.

36. CONSIDER ACCEPTANCE OF A QUITCLAIM DEED FROM THE COUNTY OF LOS ANGELES FOR PARCELS 28-7EXF, 28-8EXF, AND 28-9EXF ON DEL AMO BOULEVARD OVER ALAMEDA STREET (CITY COUNCIL)- 8:14 PM
Assistant City Manager Raymond gave a report.

RECOMMENDED ACTION
— 1. APPROVE a Certificate of Acceptance accepting a Quitclaim Deed from the County of Los Angeles for three parcels, 28-7EXF, 28-8EXF, AND 28-9EXF, located on the Del Amo Boulevard and Alameda Street connecting ramp.
— 2. AUTHORIZE the County of Los Angeles to record the Original Quitclaim Deed and DIRECT the Registrar-Recorder/County Clerk to mail said document to the City as Grantee.

Motion To Approve submitted by Jim Dear seconded by Dr. Jawane Hilton resulting in 5-0-0-0- 0 ORDINANCE SECOND READING (Item 37)

37. CONSIDER SECOND READING AND ADOPTION OF ORDINANCE 25-2516, AMENDING THE

CARSON MUNICIPAL CODE TO INCREASE THE MEMBERSHIP OF THE HUMAN RELATIONS

COMMISSION TO ADD MEMBERS WITH A FOCUS ON DISABILITY-RELATED MATTERS (CITY COUNCIL)- 8:21 PM

RECOMMENDED ACTION
— 1. CONDUCT a Second Reading by title only and with full reading waived. — 2. ADOPT, Ordinance No. 25-2516, "AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CARSON, CALIFORNIA, AMENDING SECTIONS 2762 (MEMBERS), 2764 (REGULAR MEETINGS), AND 2766 (DUTIES AND FUNCTIONS OF COMMISSION) OF CHAPTER 7 (DEPARTMENTS, BOARDS,

COMMISSIONS) OF ARTICLE II (ADMINISTRATION) OF THE CARSON MUNICIPAL CODE TO

INCREASE THE MEMBERSHIP OF THE HUMAN RELATIONS COMMISSION TO ADD MEMBERS WITH A FOCUS ON DISABILITY-RELATED MATTERS"
Motion To Approve submitted by Jim Dear seconded by Dr. Jawane Hilton resulting in 5-0-0-0- 0 ORAL COMMUNICATIONS FOR MATTERS NOT LISTED ON THE AGENDA (MEMBERS OF THE

PUBLIC)
(Mayor Pro Tempore/Agency Vice Chairman/Authority Vice Chairman Hicks, Sr. exited the meeting at 8:25 P.M. and reentered the meeting at 8:27 P.M.)
Paz Villanueva Velasquez
Thanked the City Council for listening to her at the last City Council meeting wherein she requested the Filipino American History Month Celebration be scheduled on October 26, 2025 rather than October 11, 2025; Grateful that Community Services Superintendent Bobby Grove confirmed that the date has been moved to October 26, 2025; previously provided copies of her Resolution Draft and Community Advocacy Handout via email to the Mayor and City Council regarding Request to Reinstate Full Filipino American History Month & Larry Itliong Day and submitted a hard copy to the City Clerk; formally requesting the Resolution Draft be agendized for City Council consideration Director Whittiker, Jr. confirmed the Filipino American History Month Celebration will be held on October 26, 2025.

Fe Koons
Requested to hold the Larry Itliong Day as part of the Filipino American History month and recommended a Community Planning Committee
Mayor/Agency Chairman/Authority Chairman Davis-Holmes referred Fe Koons to Director Whittiker, Jr. for further discussion.

William Koons
Opposed to having October 11, 2025 combined with Filipino History Month and Larry Itliong Day Celebration which he has learned has been moved to October 26, 2025 and there being no Community Planning Committee; asked why the Larry Itliong Day Celebration is not being held on October 25, 2025 which is his actual birthday
Vivian Hatcher
Spoke about the conversion of the Extended Stay America Hotel to permanent supportive housing Council Member Dear, Council Member, Dr. Hilton, Mayor Davis-Holmes, and City Manager Roberts, Jr. offered comments.

COUNCIL MEMBER REQUESTS TO ADD ITEMS TO FUTURE AGENDAS
None.

ORAL COMMUNICATIONS (COUNCIL MEMBERS)
Mayor Pro Tempore/Agency Vice Chairman/Authority Vice Chairman Hicks, Sr. asked for an update on the Facade Improvement Program in preparation of the upcoming Olympics. City Manager Roberts, Jr. responded that the program is in the works and will be coming soon.

Council Member/Agency Member/Authority Board Member Dear shared a Happy Mexican Independence Day to everyone and National Voter Registration Day. He encouraged people to register to vote.

City Clerk/Agency Secretary/Authority Secretary, Dr. Bradshaw confirmed National Voter Registration Day is September 16, 2025 and National U.S. Constitution Day is September 17, 2025.

Council Member/Agency Member/Authority Board Member, Dr. Hilton announced/reported the following:

Wished Council Member Dear a Happy Birthday and everyone sang Happy Birthday Mayor Pro Tempore/Agency Vice Chairman/Authority Vice Chairman Hicks, Sr. announced/reported the following:

City Manager Roberts, Jr. announced his mother's birthday on September 23, 2025 and wished her a Happy Birthday.

Council Member/Agency Member/Authority Board Member Rojas congratulated Mayor Pro Tempore Hicks, Sr. on a successful Cajun & Blues White Linen event and thanked staff for their work.

Council Member/Agency Member/Authority Board Member, Dr. Hilton informed Fe Koons that he will not be able to attend the Filipino Event on October 26, 2025 because it is on a Sunday and not because of race. He shared that the country is divided enough, therefore, let us hold those comments back and not make it a color issue.

ANNOUNCEMENT OF UNFINISHED OR CONTINUED CLOSED SESSION ITEMS (AS NECESSARY) None.

RECESS TO CLOSED SESSION
None.

RECONVENE TO OPEN SESSION
None.

Community Meeting, September 17, 2025, at 6:00 P.M. at the Carson Library regarding the property on University Drive and Central Avenue
He and Derrick Mimms will be walking the California State University Dominguez Hills campus tomorrow to address weed issues
Town Hall Meeting, September 23, 2025, at 6:30 P.M., Dominguez Park Meeting to discuss the Mills Park construction updates, September 24, 2025, Carson Dominguez Room at the Carson Community Center
Town Hall Meeting, October 16, 2025, at 6:30 P.M., Anderson Park Annual Free Food Giveaway, October 10, 2025, from 9:00 A.M. to 11:00 A.M., Dolphin Park.

There are six parks in District 3; for more information contact Council Aide Cac Le at 562-578- 4679
Thanked everyone for their support

REPORT OF ACTIONS ON UNFINISHED OR CONTINUED CLOSED SESSION ITEMS None.

MEMORIAL ADJOURNMENTS
City Clerk/Agency Secretary/Authority Secretary, Dr. Bradshaw presented the following Memorial Adjournment Requests:

James Armstrong
Walter "Jake" Egan
Council Member/Agency Member/Authority Board Member Rojas requested to add Robert Redford to the Memorial Adjournment Requests.

Council Member/Agency Member/Authority Board Member, Dr. Hiton requested to add Trey Reed and another name which he will provide to the Memorial Adjournment Requests and gave a prayer.

ADJOURNMENT
The meeting was adjourned at 9:00 P.M. by Mayor/Agency Chairman/Authority Chairman Davis- Holmes.
___________________________________________________
Lula Davis-Holmes
Mayor/Agency Chairman/Authority Chairman
ATTEST:
____________________________________________________
Dr. Khaleah K. Bradshaw
City Clerk/Agency Secretary/Authority Secretary
_________________________
Signature

CITY OF CARSON

File #: Version:

Report to Honorable Mayor and City Council
Tuesday, September 30, 2025, 5:00 PM
CONSENT 16. To: Honorable Mayor and City Council From: William Jefferson, Director of Finance FIN Accounting Subject: CONSIDER ADOPTING RESOLUTION NO. 25-120, A RESOLUTION OF THE CITY COUNCIL OFTHE CITY OF CARSON RATIFYING CLAIMS AND DEMANDS IN THE AMOUNT OF $6,165,159.70, DEMANDCHECK NUMBERS 181067 THROUGH 181355 (CITY COUNCIL) I. SUMMARY
RESOLUTION NO. 25-120, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON RATIFYING CLAIMSAND DEMANDS IN THE AMOUNT OF $6,165,159.70, DEMAND CHECK NUMBERS 181067 THROUGH 181355.

II. RECOMMENDATION
WAIVE further reading and ADOPT Resolution No. 25-120, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON RATIFYING CLAIMS AND DEMANDS IN THE AMOUNT OF $6,165,157.70, DEMAND CHECK NUMBERS 181067 THROUGH 181355."
III. ALTERNATIVES
NONE.

IV. BACKGROUND
THE CITY COUNCIL OF THE CITY OF CARSON DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: SECTION 1: The claims and demands have been reviewed and veriﬁed for accuracy and compliance with thebudget and applicable agreements and are hereby ratiﬁed in the amount herein after set forth, a copy of which isattached hereto as Exhibit No. 1. SECTION 2: On September 30, 2025, the City Council ratiﬁed the above demand numbers 181067 through 181355.The City Treasurer is hereby directed to pay out the funds named hereon, to each of the claimants listed above, theamount of warrant appearing opposite their respective names, for the purpose stated on the respective demands,making a total of $6,165,159.70.  SECTION 3: That the City Clerk shall certify to the passage and adoption of this Resolution and enter it into thebook of original resolutions.   PASSED, APPROVED, and ADOPTED this 30TH DAY OF SEPTEMBER, 2025. APPROVED AS TO FORM:  ________________________________________Sunny K. Soltani, City Attorney 701 East Carson Street
CITY OF CARSON:  _________________________________________Lula Davis-Holmes, Mayor   ATTEST: _________________________________________Dr. Khaleah K. Bradshaw, City Clerk V. FISCAL IMPACT
CERTIFICATION In accordance with Section 37202 of the California Government Code, I hereby certify that the above demands areaccurate and that funds are available for payment thereof. I certify under penalty of perjury that the foregoing istrue and correct.   EXECUTED THE 30TH DAY OF SEPTEMBER, 2025 AT CARSON, CALIFORNIA:    ____________________________________ David C. Roberts, Jr., City Manager STATE OF CALIFORNIA )COUNTY OF LOS ANGELES ) ss.CITY OF CARSON ) I, Dr. Khaleah K. Bradshaw, City Clerk of the City of Carson, California, hereby attest to and certify that the foregoingresolution, being Resolution No. 25-120, adopted by the City of Carson City Council at its meeting held onSeptember 30, 2025 by the following vote: AYES: COUNCIL MEMBERS:NOES: COUNCIL MEMBERS: ABSTAIN: COUNCIL MEMBERS: ABSENT: COUNCIL MEMBERS: _____________________________________Dr. Khaleah K. Bradshaw, City Clerk VI. EXHIBITS
EXHIBIT TO DEMAND REGISTER RESOLUTION #25-120

Attachments
Exhibit 1 Demand Register Reso# 25-120.pdf
City of Carson

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FOR CASH ACCOUNT: 100-99-999-999-1010- FOR: All Except Stale CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 181067 09/04/2025 PRINTED 000797 ALESHIRE AND WYNDER LLP 1,038.55 181068 09/04/2025 PRINTED 004388 AIS TRUST ACCOUNT NEWPORT 5,415.35 181069 09/04/2025 PRINTED 005523 AMAZON CAPITAL SERVICES 1,567.85 181070 09/04/2025 PRINTED 008019 ANDRE THIERRY 3,000.00 181071 09/04/2025 PRINTED 008018 ANDY GUMP, INC 4,333.21 181072 09/04/2025 PRINTED 008006 ANGELA M. RIVERS 50.00 181073 09/04/2025 PRINTED 008100 ARMAN'S JANITORIAL SUPPLI 4,035.98 181074 09/04/2025 PRINTED 001001 AT&T PHONE 2,405.20 181075 09/04/2025 PRINTED 004410 B D WHITE TOP SOIL CO INC 1,011.08 181076 09/04/2025 PRINTED 008671 BRANDON FIELDS 50.00 181077 09/04/2025 PRINTED 000079 CALIFORNIA WATER SERVICE 82,742.36 181078 09/04/2025 PRINTED 008411 CALTEC CORP 48,406.37 181079 09/04/2025 PRINTED 007161 CARLOS ALBERTO GUERRA 100.00 181080 09/04/2025 PRINTED 008141 CARTER PICTURE FRAMING & 537.26 181081 09/04/2025 PRINTED 000351 CHEM PRO LABORATORY INC 638.40 181082 09/04/2025 PRINTED 008033 CLARENCE JOHNSON 100.00 181083 09/04/2025 PRINTED 008333 CLAUDETTE LEMUS 1,500.00 181084 09/04/2025 PRINTED 000803 CLEAN ENERGY 2,155.76 181085 09/04/2025 PRINTED 001311 LOUIS JOSEPH COGUT 50.00 181086 09/04/2025 PRINTED 001381 COMPLETE OFFICE 1,020.95 181087 09/04/2025 PRINTED 001180 COUNTY OF LOS ANGELES 3,250.17 181088 09/04/2025 PRINTED 000268 DAILY JOURNAL CORP 91.80 181089 09/04/2025 PRINTED 008673 DASHAUN EVINS 800.00 181090 09/04/2025 PRINTED 007176 DAVEY COACH SALES INC. 7,601.61 181091 09/04/2025 PRINTED 007962 DAVID DESHAWN LEE JR 1,200.00 181092 09/04/2025 PRINTED 007163 DIANNE THOMAS 100.00 181093 09/04/2025 PRINTED 006465 LOUIE DIAZ 100.00 181094 09/04/2025 PRINTED 006482 FREDERICK DOCDOCIL 100.00 181095 09/04/2025 PRINTED 007595 DONNIE R. DORSEY 50.00 181096 09/04/2025 PRINTED 008662 ERIN STEVENSON 3,000.00 181097 09/04/2025 PRINTED 000865 GOODWILL LONG BEACH AND S 8,150.00 181098 09/04/2025 PRINTED 008708 GUY BLACK 1,200.00 181099 09/04/2025 PRINTED 007678 HEIDI LETICIA ROMERO 50.00 181100 09/04/2025 PRINTED 000234 HOME DEPOT CREDIT SERVICE 80.16 181101 09/04/2025 PRINTED 000615 DELL HUFF 100.00 181102 09/04/2025 PRINTED 007162 JAIME G. MONTECLARO 100.00 181103 09/04/2025 PRINTED 007588 JEFFREY GLENN ALLEN 50.00 181104 09/04/2025 PRINTED 007596 KEITH EDWARD ARNOLD 50.00 181105 09/04/2025 PRINTED 007586 KENNETH C SARA 1,200.00 181106 09/04/2025 PRINTED 007592 KHADIJAH BLANCHE-DIOP 1,367.50 181107 09/04/2025 PRINTED 007093 KILEY & ASSOCIATES LLC 5,000.00 181108 09/04/2025 PRINTED 007866 LAWRENCE MICHAEL FLINTON 50.00 181109 09/04/2025 PRINTED 007280 LETICIA VASQUEZ WILSON 100.00 181110 09/04/2025 PRINTED 006596 PRENTISS E LEWIS 50.00 181111 09/04/2025 PRINTED 006731 LIFESTATION INC 877.53 181112 09/04/2025 PRINTED 000097 LOS ALTOS TROPHY CO INC 135.36 181113 09/04/2025 PRINTED 007428 MFUME, DEQUITA 100.00 181114 09/04/2025 PRINTED 007605 MICHAEL K WILSON 50.00 181115 09/04/2025 PRINTED 002703 MIXONE SOUND LLC 7,500.00 181116 09/04/2025 PRINTED 010999 DESIREE JOHNSON 183.75 181117 09/04/2025 PRINTED 010999 Los Angeles County Audito 31,882.34 181118 09/04/2025 PRINTED 006280 PARKHOUSE TIRE SERVICES I 1,231.70 City of Carson

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FOR CASH ACCOUNT: 100-99-999-999-1010- FOR: All Except Stale CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 181119 09/04/2025 PRINTED 008656 PIRATES LIFE ENT 13,500.00 181120 09/04/2025 PRINTED 000746 PITNEY BOWES RESERVE ACCO 958.02 181121 09/04/2025 PRINTED 003384 POOLWEB, LLC 4,426.27 181122 09/04/2025 PRINTED 008545 RANDY D. BROWN 50.00 181123 09/04/2025 PRINTED 008080 REVIZE LLC 1,750.00 181124 09/04/2025 PRINTED 010000 AT & T 600.00 181125 09/04/2025 PRINTED 010000 CHRIS VOSS 1,795.00 181126 09/04/2025 PRINTED 010000 JOHN RO 61.37 181127 09/04/2025 PRINTED 010000 MCS FIVE BROTHERS 45.00 181128 09/04/2025 PRINTED 010000 MCS FIVE BROTHERS 45.00 181129 09/04/2025 PRINTED 010000 MCS FIVE BROTHERS 45.00 181130 09/04/2025 PRINTED 010000 PAPADAKIS RACING 11,967.24 181131 09/04/2025 PRINTED 010000 PRO TRAFFIC SERVICES 360.00 181132 09/04/2025 PRINTED 010000 SOUTHERN CALIFORNIA GAS C 60.00 181133 09/04/2025 PRINTED 010000 SPECTRUM 600.00 181134 09/04/2025 PRINTED 001230 ROBERTSONS READY MIX CONC 1,214.35 181135 09/04/2025 PRINTED 000427 SAM'S CLUB DIRECT 265.85 181136 09/04/2025 PRINTED 007957 SAMUEL DACUS 50.00 181137 09/04/2025 PRINTED 001605 SC FUELS 50,777.14 181138 09/04/2025 PRINTED 006964 SCCI, INC. 1,550.00 181139 09/04/2025 PRINTED 000191 SMARDAN SUPPLY 887.34 181140 09/04/2025 PRINTED 000240 SOUTHERN CALIFORNIA EDISO 95,819.15 181141 09/04/2025 PRINTED 004417 SOCALGAS 8,089.13 181142 09/04/2025 PRINTED 007796 SOUTH BAY FORD INC 769.88 181143 09/04/2025 PRINTED 006654 SWANK MOTION PICTURES INC 2,180.00 181144 09/04/2025 PRINTED 005013 SWAYZER CORPORATION 19,910.00 181145 09/04/2025 PRINTED 007931 TOMECKO JACKSON 240.00 181146 09/04/2025 PRINTED 008106 TOTUM CORP 33,600.00 181147 09/04/2025 PRINTED 007191 VERNE'S PLUMBING, INC. 1,615.00 181148 09/04/2025 PRINTED 000144 YAMADA CO INC 828.88 181149 09/09/2025 PRINTED 008702 FULLRANGE PRODUCTION LLC 5,750.00 181150 09/11/2025 PRINTED 000137 ADMINISTRATIVE SERVICES C 27,259.64 181151 09/11/2025 PRINTED 002904 ADMINSURE INC 18,800.00 181152 09/11/2025 PRINTED 007077 ADVANCED IMAGING STRATEGI 1,679.98 181153 09/11/2025 PRINTED 000797 ALESHIRE AND WYNDER LLP 106,602.42 181154 09/11/2025 PRINTED 005523 AMAZON CAPITAL SERVICES 3,440.46 181155 09/11/2025 PRINTED 008425 AMERICAN GLOBAL SECURITY 136,672.72 181156 09/11/2025 PRINTED 002177 ARIZONA MACHINERY LLC 947.15 181157 09/11/2025 PRINTED 000967 MARIACHI ACADEMY OF CARSO 300.00 181158 09/11/2025 PRINTED 007541 B&B DISCOUNT POOL & SPA S 552.40 181159 09/11/2025 PRINTED 001248 BARR AND CLARK INC 6,285.00 181160 09/11/2025 PRINTED 003981 BIOMETRICS 4 ALL INC 6.00 181161 09/11/2025 PRINTED 007951 BLUEBEAM, INC. 9,900.00 181162 09/11/2025 PRINTED 006076 BRI CONSULTING GROUP, INC 30,705.00 181163 09/11/2025 PRINTED 001713 KELVIN BROWN SR 50.00 181164 09/11/2025 PRINTED 000155 CALIFORNIA MUNICIPAL STAT 600.00 181165 09/11/2025 PRINTED 001610 CHICAGO TITLE CO 253.00 181166 09/11/2025 PRINTED 001489 CHOURA VENUE SERVICES 70.00 181167 09/11/2025 PRINTED 001489 CHOURA VENUE SERVICES 11,236.17 181168 09/11/2025 PRINTED 001416 CITIZENS BUSINESS BANK 47,074.05 181169 09/11/2025 PRINTED 000114 CITY OF CARSON PETTY CASH 450.15 181170 09/11/2025 PRINTED 008082 CLIMATEC LLC 8,260.00 City of Carson

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FOR CASH ACCOUNT: 100-99-999-999-1010- FOR: All Except Stale CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 181171 09/11/2025 PRINTED 007718 U S BANK CORPORATE PAYMEN 1,280.00 181172 09/11/2025 PRINTED 004351 COLANTUONO HIGHSMITH AND 11,580.00 181173 09/11/2025 PRINTED 008423 COUNTY OF LOS ANGELES 9,840.00 181174 09/11/2025 PRINTED 001180 COUNTY OF LOS ANGELES 1,809.92 181175 09/11/2025 PRINTED 003586 CS AND ASSOCIATES INC 9,380.00 181176 09/11/2025 PRINTED 006467 CESAR DAHILIG 50.00 181177 09/11/2025 PRINTED 000127 DAILY BREEZE NEWSPAPER 743.56 181178 09/11/2025 PRINTED 000268 DAILY JOURNAL CORP 2,711.35 181179 09/11/2025 PRINTED 007176 DAVEY COACH SALES INC. 9,636.14 181180 09/11/2025 PRINTED 000658 DELL 5,439.48 181181 09/11/2025 PRINTED 005053 RODRIGO RODRIGUEZ DIAZ 420.00 181182 09/11/2025 PRINTED 006876 DONALD A. SPRAGUE 931.00 181183 09/11/2025 PRINTED 001744 ENTERPRISE FM TRUST INC 13,385.70 181184 09/11/2025 PRINTED 000355 FERGUSON ENTERPRISES INC 100.15 181185 09/11/2025 PRINTED 000221 FLEET PRIDE 844.40 181186 09/11/2025 PRINTED 004019 FLEETCREW 2,526.99 181187 09/11/2025 PRINTED 008672 GMS ELEVATOR SERVICES INC 270.00 181188 09/11/2025 PRINTED 000941 GOLDEN STATE WATER COMPAN 12,836.15 181189 09/11/2025 PRINTED 001293 WALTER GONZALEZ 50.00 181190 09/11/2025 PRINTED 000865 GOODWILL 8,150.00 181191 09/11/2025 PRINTED 008132 HASA INC 1,860.92 181192 09/11/2025 PRINTED 000532 HDL COREN AND CONE 4,593.75 181193 09/11/2025 PRINTED 000582 IRENE HERNANDEZ 350.00 181194 09/11/2025 PRINTED 000242 HINDERLITER DE LLAMAS AND 4,331.24 181195 09/11/2025 PRINTED 000234 HOME DEPOT CREDIT SERVICE 2,705.40 181196 09/11/2025 PRINTED 008529 JAPANESE AUTO CENTER INC. 89.00 181197 09/11/2025 PRINTED 004935 JACQUELINE JOHNSON 50.00 181198 09/11/2025 PRINTED 007672 KELLY PAPER COMPANY 94.96 181199 09/11/2025 PRINTED 007323 KISA ASHANTE HILLIARD 50.00 181200 09/11/2025 PRINTED 008527 KPMG LLP 31,794.71 181201 09/11/2025 PRINTED 008688 LOS ANGELES ORGANIZING CO 20.54 181202 09/11/2025 PRINTED 000094 LAKESHORE LEARNING MATERI 93.85 181203 09/11/2025 PRINTED 000663 LANGUAGE NETWORK 1,954.72 181204 09/11/2025 PRINTED 004428 LAWSON PRODUCTS INC 263.49 181205 09/11/2025 PRINTED 000095 LEAGUE OF CALIFORNIA CITI 1,412.25 181206 09/11/2025 PRINTED 006616 LOUNGE PARTY RENTALS LLC 929.00 181207 09/11/2025 PRINTED 006884 LYFT, INC. 20,903.90 181208 09/11/2025 PRINTED 007248 MARIA'S GARDEN CENTER & L 159.12 181209 09/11/2025 PRINTED 007973 MARIPOSA LANDSCAPES, INC 24,036.00 181210 09/11/2025 PRINTED 008471 MBC ENTERPRISES INC. 229,256.37 181211 09/11/2025 PRINTED 008339 MICHAEL ANTHONY PHILLIPS 1,075.00 181212 09/11/2025 PRINTED 006709 ERNESTO MOLINA 1,500.00 181213 09/11/2025 PRINTED 010999 HOWARD JOHNSON 141.12 181214 09/11/2025 PRINTED 008637 OSCAR GARIBAY 650.00 181215 09/11/2025 PRINTED 001285 POWER WHOLESALE ELECTRIC 231.50 181216 09/11/2025 PRINTED 008459 PUB CONSTRUCTION INC 726,853.43 181217 09/11/2025 PRINTED 008230 RAJO, A CALIF. CORP 160.00 181218 09/11/2025 PRINTED 008080 REVIZE LLC 1,250.00 181219 09/11/2025 PRINTED 010000 JASMINE HYLTON 500.00 181220 09/11/2025 PRINTED 010000 SOUTH BAY COMMUNITY CHURC 2,183.20 181221 09/11/2025 PRINTED 000402 ROADLINE PRODUCTS INC USA 4,478.15 181222 09/11/2025 PRINTED 001230 ROBERTSONS READY MIX CONC 1,770.95 City of Carson

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FOR CASH ACCOUNT: 100-99-999-999-1010- FOR: All Except Stale CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 181223 09/11/2025 PRINTED 001388 RUSSELL SIGLER INC 408.61 181224 09/11/2025 PRINTED 007581 SALVADOR ORTEGA 400.00 181225 09/11/2025 PRINTED 000427 SAM'S CLUB DIRECT 126.64 181226 09/11/2025 PRINTED 006964 SCCI, INC. 2,000.00 181227 09/11/2025 PRINTED 007281 SHANNON WAYNE LAWRENCE 50.00 181228 09/11/2025 PRINTED 000211 SMART AND FINAL IRIS 472.98 181229 09/11/2025 PRINTED 000240 SOUTHERN CALIFORNIA EDISO 57,651.15 181230 09/11/2025 PRINTED 000006 SOUTHERN CALIFORNIA EDISO 3,790.23 181231 09/11/2025 PRINTED 006384 CHARTER COMMUNICATIONS 13,216.24 181232 09/11/2025 PRINTED 000718 STAPLES ADVANTAGE 25,033.93 181233 09/11/2025 PRINTED 006249 STATE CONTROLLER 39.80 181234 09/11/2025 PRINTED 001115 STEAMX LLC 179.90 181235 09/11/2025 PRINTED 007585 STEVEN D SHOEMAKER 1,500.00 181236 09/11/2025 PRINTED 007931 TOMECKO JACKSON 825.00 181237 09/11/2025 PRINTED 007705 TRANSTECH ENGINEERS, INC. 251,998.34 181238 09/11/2025 PRINTED 004017 TYLER TECHNOLOGIES 13,233.50 181239 09/11/2025 PRINTED 006769 U S BANK CORPORATE PAYMEN 39,267.47 181240 09/11/2025 PRINTED 006769 CITY MANAGER 7,532.68 181241 09/11/2025 PRINTED 004832 URBAN RESTORATION GROUP U 9,999.97 181242 09/11/2025 PRINTED 008316 VARDATA, LLC 67,004.32 181243 09/11/2025 PRINTED 008517 VITAL RECORDS CONTROL 265.52 181244 09/11/2025 PRINTED 006220 WASTE RESOURCES, INC 529,884.97 181245 09/11/2025 PRINTED 000212 WEST COAST ARBORISTS 65,655.00 181246 09/11/2025 PRINTED 002212 HD SUPPLY CONSTRUCTION 172.29 181247 09/11/2025 PRINTED 007683 WIZEHIVE, INC. 14,500.00 181248 09/11/2025 PRINTED 008105 Z&K CONSULTANTS, INC 170,949.28 181249 09/11/2025 PRINTED 007777 MJC Managment Inc 8,636.00 181250 09/11/2025 PRINTED 007777 Ramboll 1,828.00 181251 09/18/2025 PRINTED 007030 A&M FIRST AID, INC. 2,788.58 181252 09/18/2025 PRINTED 000137 ADMINISTRATIVE SERVICES C 28,935.31 181253 09/18/2025 PRINTED 002904 ADMINSURE INC 9,400.00 181254 09/18/2025 PRINTED 007077 ADVANCED IMAGING STRATEGI 30,960.41 181255 09/18/2025 PRINTED 000797 ALESHIRE AND WYNDER LLP 50,695.47 181256 09/18/2025 PRINTED 004388 AIS TRUST ACCOUNT NEWPORT 600.95 181257 09/18/2025 PRINTED 005523 AMAZON CAPITAL SERVICES 3,931.47 181258 09/18/2025 PRINTED 006675 AMERICAN TRANSPORTATION S 3,147.60 181259 09/18/2025 PRINTED 008686 AMOR PROHIBIDO BAND LLC 2,500.00 181260 09/18/2025 PRINTED 000974 AT & T ALARM CIRCUITS 348.18 181261 09/18/2025 PRINTED 001078 AT & T LONG DISTANCE 72.61 181262 09/18/2025 PRINTED 004410 B D WHITE TOP SOIL CO INC 218.79 181263 09/18/2025 PRINTED 004410 B D WHITE TOP SOIL CO INC 55.25 181264 09/18/2025 PRINTED 007051 BASIC BENEFITS LLC 1,303.64 181265 09/18/2025 PRINTED 003242 BLACK KNIGHT PATROL, INC 495.00 181266 09/18/2025 PRINTED 001438 BLUE DIAMOND MATERIALS 120.70 181267 09/18/2025 PRINTED 008648 BRITTNEY FORD 50.00 181268 09/18/2025 PRINTED 001627 BSN SPORTS LLC 4,116.66 181269 09/18/2025 PRINTED 008411 CALTEC CORP 15,464.35 181270 09/18/2025 PRINTED 000140 CARL WARREN AND CO 10,491.00 181271 09/18/2025 PRINTED 008141 CARTER PICTURE FRAMING & 353.89 181272 09/18/2025 PRINTED 008304 CASMIR BRASGA 600.00 181273 09/18/2025 PRINTED 000439 AWSI/DISA GLOBAL SOLUTION 2,345.40 181274 09/18/2025 PRINTED 001489 CHOURA VENUE SERVICES 47.33 City of Carson

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FOR CASH ACCOUNT: 100-99-999-999-1010- FOR: All Except Stale CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 181275 09/18/2025 PRINTED 004947 CINDY'S JUMPERS 1,998.00 181276 09/18/2025 PRINTED 008513 CINTAS CORPORATION NO. 2 3,680.45 181277 09/18/2025 PRINTED 003001 MOISES CISNEROS 210.21 181278 09/18/2025 PRINTED 000236 CITY OF LONG BEACH 74.50 181279 09/18/2025 PRINTED 008082 CLIMATEC LLC 2,030.00 181280 09/18/2025 PRINTED 007718 CLIVABETH PHOTOGRAPHY LLC 1,378.29 181281 09/18/2025 PRINTED 007718 CLIVABETH PHOTOGRAPHY LLC 590.00 181282 09/18/2025 PRINTED 001381 COMPLETE OFFICE 750.72 181283 09/18/2025 PRINTED 008416 CORKY'S PEST CONTROL INC. 2,477.50 181284 09/18/2025 PRINTED 007159 CORODATA SHREDDING, INC. 61.95 181285 09/18/2025 PRINTED 003586 CS AND ASSOCIATES INC 4,790.00 181286 09/18/2025 PRINTED 008047 CSUDH PHILANTHROPIC FOUND 29,030.62 181287 09/18/2025 PRINTED 008680 DAVID THORNBURY 600.00 181288 09/18/2025 PRINTED 008588 AGN GLASS LLC 1,295.02 181289 09/18/2025 PRINTED 007512 EDDINGS ENTERPRISES, INC. 4,853.16 181290 09/18/2025 PRINTED 001205 ELITE SPECIAL EVENTS 7,802.50 181291 09/18/2025 PRINTED 000039 EWING IRRIGATION PRODUCTS 290.48 181292 09/18/2025 PRINTED 008107 FCG CONSULTANTS INC 87,603.64 181293 09/18/2025 PRINTED 000355 FERGUSON ENTERPRISES INC 249.43 181294 09/18/2025 PRINTED 003563 FUN EXPRESS LLC 184.86 181295 09/18/2025 PRINTED 007482 GOFORTH & MARTI 32,645.87 181296 09/18/2025 PRINTED 000941 GOLDEN STATE WATER COMPAN 3,674.42 181297 09/18/2025 PRINTED 005525 GREENBERG TRAURIG LLP 3,902.50 181298 09/18/2025 PRINTED 008394 HANNAH MITCHELL 50.00 181299 09/18/2025 PRINTED 000248 HOBART CORP 4,089.00 181300 09/18/2025 PRINTED 000234 HOME DEPOT CREDIT SERVICE 6,899.74 181301 09/18/2025 PRINTED 001477 LILLIAN HOPSON 50.00 181302 09/18/2025 PRINTED 000514 HUNTINGTON HARDWARE CO IN 437.24 181303 09/18/2025 PRINTED 008372 JAMES RENE INTVELD 3,250.00 181304 09/18/2025 PRINTED 008649 JOSEPH C. HUNT, JR. 50.00 181305 09/18/2025 PRINTED 008390 JOSHUA MOORE 50.00 181306 09/18/2025 PRINTED 008458 JUAN ESTRADA 50.00 181307 09/18/2025 PRINTED 008699 KAREN SCIURBA-LIBLIN 2,500.00 181308 09/18/2025 PRINTED 008392 KAYLA HONMA 50.00 181309 09/18/2025 PRINTED 008397 KHRISTOPHER REDWAY 50.00 181310 09/18/2025 PRINTED 000094 LAKESHORE LEARNING MATERI 524.44 181311 09/18/2025 PRINTED 004428 LAWSON PRODUCTS INC 67.35 181312 09/18/2025 PRINTED 008404 LEA MACIAS 50.00 181313 09/18/2025 PRINTED 008396 LIV WILLIAMS 50.00 181314 09/18/2025 PRINTED 008685 MAKEITPOP_PARTYDECOR 800.00 181315 09/18/2025 PRINTED 001732 MANHATTAN STITCHING CO IN 1,201.73 181316 09/18/2025 PRINTED 008540 MARIBEL R PERALTA 50.00 181317 09/18/2025 PRINTED 008373 MARK LIDDELL 250.00 181318 09/18/2025 PRINTED 010999 Emily Avila 163.94 181319 09/18/2025 PRINTED 010999 SECULES, STEPHEN 48.02 181320 09/18/2025 PRINTED 003832 PARS - PUBLIC AGENCY RETI 1,529.43 181321 09/18/2025 PRINTED 008410 PCN3, INC. 1,347,093.39 181322 09/18/2025 PRINTED 003829 REGIONAL TAP SERVICE CENT 34.00 181323 09/18/2025 PRINTED 010000 SUN RUN INSTALLATION SERV 666.32 181324 09/18/2025 PRINTED 010000 SUNRUN INSTALLATION SERVI 577.00 181325 09/18/2025 PRINTED 000750 RKA CONSULTING GROUP 5,898.79 181326 09/18/2025 PRINTED 000402 ROADLINE PRODUCTS INC USA 2,722.92 City of Carson

AP CHECK RECONCILIATION REGISTER
Report generated: 09/22/2025 16:13
User: bbrown
Program ID: apchkrcn

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FOR CASH ACCOUNT: 100-99-999-999-1010- FOR: All Except Stale CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 181327 09/18/2025 PRINTED 001230 ROBERTSONS READY MIX CONC 3,577.90 181328 09/18/2025 PRINTED 007613 RONALD A. CHESSMAN 550.00 181329 09/18/2025 PRINTED 000427 SAM'S CLUB DIRECT 1,009.26 181330 09/18/2025 PRINTED 001605 SC FUELS 12,154.29 181331 09/18/2025 PRINTED 000170 SHERWIN WILLIAMS 261.41 181332 09/18/2025 PRINTED 003159 SITEONE LANDSCAPE SUPPLY 1,577.24 181333 09/18/2025 PRINTED 008692 SKYE DREAMS, LLC 11,750.00 181334 09/18/2025 PRINTED 000211 SMART AND FINAL IRIS 393.44 181335 09/18/2025 PRINTED 000240 SOUTHERN CALIFORNIA EDISO 91.75 181336 09/18/2025 PRINTED 000538 SOUTH BAY CITIES COUNCIL 312,456.00 181337 09/18/2025 PRINTED 004977 CHARTER COMMUNICATION 1,712.83 181338 09/18/2025 PRINTED 000718 STAPLES ADVANTAGE 1,109.68 181339 09/18/2025 PRINTED 001260 HOURIE TAYLOR 50.00 181340 09/18/2025 PRINTED 007931 TOMECKO JACKSON 315.00 181341 09/18/2025 PRINTED 008106 TOTUM CORP 4,755.00 181342 09/18/2025 PRINTED 006769 U S BANK CORPORATE PAYMEN 8,351.62 181343 09/18/2025 PRINTED 006769 CITY MANAGER 791.80 181344 09/18/2025 PRINTED 008430 URBAN HABITAT 629,214.60 181345 09/18/2025 PRINTED 001249 VERIZON WIRELESS 350.26 181346 09/18/2025 PRINTED 007191 VERNE'S PLUMBING, INC. 4,845.00 181347 09/18/2025 PRINTED 001011 W.G. ZIMMERMAN ENGINEERIN 16,377.50 181348 09/18/2025 PRINTED 004045 FREEMAN WATKINS 50.00 181349 09/18/2025 PRINTED 008658 WEBSEDGE LIMITED 34,300.00 181350 09/18/2025 PRINTED 008256 WESTERN A/V 19,320.30 181351 09/18/2025 PRINTED 001052 WILLIAM A KOONS 50.00 181352 09/18/2025 PRINTED 007997 WILLIE ROBINSON 2,500.00 181353 09/18/2025 PRINTED 008105 Z&K CONSULTANTS, INC 5,598.05 181354 09/18/2025 PRINTED 000544 ZEP MANUFACTURING CO 1,863.52 181355 09/18/2025 PRINTED 008512 ZOEY WOOD 50.00 289 CHECKS CASH ACCOUNT TOTAL 6,165,159.70 .00 City of Carson

AP CHECK RECONCILIATION REGISTER
Report generated: 09/22/2025 16:13
User: bbrown
Program ID: apchkrcn

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UNCLEARED CLEARED
289 CHECKS FINAL TOTAL 6,165,159.70 .00 ** END OF REPORT - Generated by Breana Brown **

CITY OF CARSON

File #: Version:

Report to Honorable Mayor and City Council
Tuesday, September 30, 2025, 5:00 PM
CONSENT 17. To: Honorable Mayor and City Council From: Saron Shiferaw, Senior Clerk CMO Administration Subject: CONSIDER AN UPDATE ON CITY COMMISSIONS (CITY COUNCIL) I. SUMMARY
This report provides an informational update to the City Council on the recent activities of City Commissions.

II. RECOMMENDATION
RECEIVE and FILE this report.

III. ALTERNATIVES
TAKE another action the City Council deems appropriate and that is consistent with applicable laws.

IV. BACKGROUND
Updates on recent and planned Commission activities are included below.

Economic Development Commission
The Economic Development Commission convened its monthly meeting on Thursday, September 4,2025, at City Hall. The meeting agenda included the following:

The commission approved the August 7, 2025, minutes and discussed the EDC mission statement andbylaws. The commission received updates on the Marketing RFP, the Verizon Small Business DigitalReady Program, the Incubator Resource Fair, and a planned bus tour to the Verizon Innovation Lab inLos Angeles.

Environmental Commission
On September 3rd, the Environmental Commission (EC) met to discuss several agenda items, includingthose carried over from the previous meeting. The EC also agreed to continue its discussion on the EC’spriorities for a second time. During the meeting, preliminary fireworks statistics were shared, and updateswere provided on building reach codes, the potential proclamation for National Drive Electric Month, andthe upcoming launch of the City’s EV Charging Wallet Pilot Program. The next EnvironmentalCommission meeting is scheduled for October 1, 2025.

Public Works Commission
The Public Works Commission failed to achieve a quorum on September 8th and will resume in October.

Human Relations Commission
701 East Carson Street
The Human Relations Commission On September 17, 2025, the Human Relations Commissionsuccessfully held their regular monthly meeting. The Commissioners went over more preliminaryplanning items for the Rising Stars Conference, its timeline as well as items considered for Commission’suniform. They also updated progress of and discussed other action items for The Food Pantry Ad HocCommittee and were collecting more for September drop-off at the conclusion of their meeting. They willreconvene in October 15, 2025 for their monthly regular meeting.

Parks, Recreation, and Cultural Arts Commission
The Parks, Recreation, and Cultural Arts Commission convened on Thursday, August 28, 2025. Thismeeting celebrated the city championship winners for the baseball and softball season. Athletes wereawarded with certificates to recognize their achievements. The Recreation and Park MaintenanceSuperintendents presented updates to the commissioners regarding ongoing construction. They willcontinue to do so until all projects are complete.

The next meeting will be held on Thursday August 28, 2025, at the Carson Event Center.

Public Relations Commission
The Public Relations Commission met on Tuesday, September 23, 2025 and will continue to review andUpdate the "Why I Like Carson Essay-" Writing Contest Rules: Instructions and Guidelines. Thecommission will meet again on Tuesday, October 28, 2025.

Public Safety Commission
The Public Safety Commission had a meeting scheduled for Thursday, September 18, and successfullyhad a quorum. City Attorney, Isaac Young, and Ruthvi Malpani attended this meeting. City Attorney IsaacYoung gave the commissioners a Brown Act Training. His presentation and training was very detailedand informative. It was determined that a second training will be held in the meeting scheduled forOctober.

Senior Citizens Advisory Commission
See attachment included as Exhibit 1.

Veterans Affairs Commission
The Veterans Affairs Commission met on Monday, September 15 and discussed several items includingideas for keynote speakers and entertainment for the upcoming Veterans Day Celebration, continuingefforts for the VSO office, and talking points for the commission updates during the next City CouncilMeeting on September 30. Additionally, the commission agreed to hold a booth at an upcoming veteransresource fair in partnership with the City, taking place in October. Commissioners continued to offerfeedback regarding flag display and etiquette, as well as general maintenance concerns at the parks towhich they are assigned.

Women’s Issues Commission
The next Women’s Issues Commission meeting is scheduled for September 29.

Youth Commission
The Youth Commission met on Wednesday, September 10 and discussed ideas surrounding types ofcommunity outreach and engagement events they would like to pursue. The commission also voted onnew board positions, with fresh members nominated and elected, offering an opportunity for those whohave not yet served to participate. Additionally, the Youth Commission continues to provide updates andfeedback on the parks, programs, and events related to the parks they are assigned to.

V. FISCAL IMPACT
There is no direct fiscal impact associated with this report.

VI. EXHIBITS

1. Senior Citizens Advisory Commission

Attachments
Senior Citizens Advisory Commission

Senior Citizens Advisory Commission
Meeting Updates – September 2025
______________________________________________

The Senior Citizen Advisory Commission met on Monday, September 8 , 2025, at the Carson Event Center. The meeting began with confirmation of a quorum, followed by the Pledge of Allegiance, roll call, approval of the September 8th agenda, and the minutes from August 11, 2025. Votes were recorded and noted.

INTRODUCTIONS / PRESENTATIONS

Juana Torres, Community Environmental Projects Manager – ONEgeneration Senior Center - San Fernando

Through its services, ONEgeneration supports older adults, children, and families throughout Los Angeles County. These services include adult daycare, childcare, and services for grandparents taking on the role of parents.

A key focus of Ms. Torres' presentation was ONEgeneration's energy and water conservation program. Among its features, the program includes a utility assistance initiative in partnership with The Clean Power Alliance and Southern California Edison. Through this partnership, qualifying customers earning less than $3,500 a month can receive $200 in utility assistance.

WRITTEN COMMUNICATIONS AND REPORTS

Staff members shared details about ongoing Carson programs and events, including the Women’s Health Conference taking place on Friday, October 17 th at the Carson Event Center.

PUBLIC ORAL COMMUNICATIONS FOR MATTERS NOT LISTED ON THE AGENDA

None.

CONCLUSION

Following oral communications by the commission and staff, a vote was cast to adjourn the meeting at 4:59 pm and carried unanimously. The next Senior Advisory Commission meeting is scheduled for Monday, October 13 , 2025, at 4:00 pm at the Carson Event Center.

CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, September 30, 2025, 5:00 PM
CONSENT 18. To: Honorable Mayor and City Council From: Sunny Soltani, City Attorney, Aleshire & Wynder, LLP Subject: CONSIDER APPROVAL OF FORMS, AGREEMENTS AND RESOLUTION NO. 25-122 ALLOWINGTHE CITY OF CARSON TO PARTICIPATE IN ADDITIONAL NATIONAL OPIOID SETTLEMENTS WITHSECONDARY MANUFACTURES ALVOGEN, AMNEAL, APOTEX, HIKMA, INDIVIOR, MYLAN, SUN AND ZYDUS(CITY COUNCIL) I. SUMMARY
In 2021, the City entered into settlement agreements with McKesson Corporation, Cardinal Health, Inc., Amerisource Bergen Corporation, Johnson & Johnson, Janssen Pharmaceuticals, Inc. and Ortho-McNeil-Janssen Pharmaceuticals, Inc., who are manufacturers and distributors of opioids (“2021 Settling Defendants”). The 2021 settlement agreements concerned litigation (the City was not a party to this litigation) by various states, cities, and counties relating to the 2021 Settling Defendants’ manufacture and distribution of opioids and, in particular, the impact of such activities upon the national opioid epidemic. The 2021 Settlement Agreements required that a “critical mass” of public agencies participate in order for them to become effective, which was achieved in 2022.

In 2023, the City Council approved City’s participation in an opioid settlement with additional manufacturers and retailers of opioids named as additional defendants in litigation aimed at addressing the opioids crisis including Teva, Allergan, Walmart, Walgreens, and CVS (“2023 Settling Defendants”). The terms of the 2023 Settlement Agreements are similar to the 2021 Settlement Agreements, which includes the requirement that a critical mass of participation be achieved, provides for a broad release of the 2023 Settling Defendants from liability relating to opioids, and, further, direct or indirect payment of settlement funds to the various local agencies agreeing to participate. The City Council directed settlement payments under the 2021 and 2023 settlements to be made to the County with the understanding that City may change its election so that it receives direct payment at any time.

In 2024, the City entered into another national settlement with the Kroger Co. chain of pharmacies on the opioid matter where the terms of settlement were similar to the 2021 and 2023 settlements. On September 16, 2025, the City Council approved another settlement with Purdue Pharma LP and the Sackler Family, again, with the terms of the Purdue/Sackler settlement being similar to the 2021, 2023 and 2024 Settlement Agreements.

Now, a new settlement with eight secondary opioid manufacturers (Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus, collectively, “Secondary Manufacturers”) has been proposed through eight different settlement agreements (“Secondary Manufacturers Settlement Agreements”). The terms of the Secondary Manufacturers Settlement Agreements are once again similar to the prior four settlement agreements discussed above. It is requested that the City Council approve City opting into the settlements with the Secondary Manufacturers and provide authorization similar to those given for the prior four settlements.

II. RECOMMENDATION

1. APPROVE Settlement Agreements and Combined Subdivision Participation and Release Form for the City’s participation in the National Opioid Settlement Agreements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus.

2. APPROVE the Eight California State-Subdivision Agreements Regarding Distribution and Use of Settlement Funds relating to the National Opioid Settlement Agreements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus.

3. ADOPT Resolution No. 25-_______ approving and authorizing the City Manager to carry out all necessary acts such that the City can participate in the National Opioid Settlements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus, including signing necessary documents and transmittal thereof as necessary.

III. ALTERNATIVES
By not opting into the settlements and therefore, not releasing claims that may be available to City, City will reserve its option to ﬁle any actions against the Secondary Manufacturers.

IV. BACKGROUND
In 2021, the City entered into settlement agreements with McKesson Corporation, Cardinal Health, Inc.,AmerisourceBergen Corporation, Johnson & Johnson, Janssen Pharmaceuticals, Inc. and Ortho-McNeil-JanssenPharmaceuticals, Inc., who are manufacturers and distributors of opioids (“2021 Settling Defendants”). The 2021settlement agreements concerned litigation (the City was not a party to this litigation) by various States, cities, andcounties relating to the 2021 Settling Defendants’ manufacture and distribution of opioids and, in particular, theimpact of such activities upon the national opioid epidemic. The 2021 Settlement Agreements required that a“critical mass” of public agencies participate in order for it to become effective, which was achieved in 2022.

In 2023, the City Council approved the City’s participation in an opioid settlement with additional manufacturers and retailers of opioids who were named as additional defendants in litigation aimed at addressing the opioid crisis in California, including Teva, Allergan, Walmart, Walgreens, and CVS. In 2024, the City Council approved the City’s participation in an opioid settlement with the Kroger Co. chain of pharmacies on the opioid matter. On September 16, 2025, the City Council approved yet another settlement with Purdue Pharma LP and the Sackler Family, again, with the terms of the Purdue/Sackler settlement being similar to the prior three settlement agreements from 2021, 2023 and 2024.

The terms of all four prior settlement agreements were very similar, which includes the requirement that a critical mass of participation be achieved, provided for a broad release of the all settling defendants from liability relating to opioids, and, further, direct or indirect payment of settlement funds to the various local agencies agreeing to participate. Releases for all four settlements were very broad, covering any activities by all settling defendants relating to opioids.

At this time, a new national settlement has been reached with the Secondary Manufacturers. The terms of the Secondary Manufacturers Settlement Agreements are similar to the prior four settlement agreements, which again includes the requirement that a critical mass of participation be achieved, provides for a broad release of the Secondary Manufacturers from liability relating to opioids, similar to the releases provided in the 2021, 2023, 2024 and 2025 settlements and, further, direct or indirect payment of settlement funds to the various local agencies agreeing to participate. Additional information about these settlements can be found here:
www.nationalopioidsettlement.com
The Secondary Manufacturers Settlement Agreements could provide up to approximately $70 million to the State of California, counties, and cities. That amount assumes maximum participation. Similar to the 2021, 2023, 2024 and 2025 Settlement Agreements, the more local agencies that end up participating, the more funds will be available.

A rough estimate of the City of Carson’s share of this maximum amount would be approximately 0.0159805%, or up to $11,186. It must be emphasized that this amount is an estimate of what the City may receive and assumes a best-case scenario where all local agencies participate. The exact actual amount will not be known until the process has completed. Similar to the prior four settlement agreements, the use of the funds is restricted to opioid remediation purposes (e.g., addiction treatment programs).

By default, these funds are allocated to the County, but the City is able to elect to receive a direct distribution at any time, provided that the election is made at least 60 days prior to a distribution date; however, use of the funds also requires strict accounting requirements. These requirements only apply to the City if it elects to receive direct distribution and does not apply to the City if the funds go to the County.

The State enforces the expenditure requirements. Because of this, and because the County is already required to utilize the funds toward opioid addiction/harm abatement activities within the County based on data speciﬁc to the City of Carson and additionally, already has the infrastructure and programs in place to implement these abatement activities whereas the same cannot be said for the City, it is recommended that the funds be allocated to the County similar to what the City elected to do for the 2021, 2023, 2024 and 2025 Settlement Agreements. It should be underscored here that the City may change its election so that it receives direct payment at any time.

Approval of Recommendation Nos. 1 and 2 would authorize the City to participate in the National Opioid Settlements with the Secondary Manufacturers on the terms and conditions of the Secondary Manufacturers Settlement Agreements and, further, approve agreements with the State of California on the distribution of settlement funds, similar to the 2021, 2023, 2024 and 2025 Settlement Agreements (Exhibits 1, 2, and 3).

Approval of Recommendation No. 3 (Exhibit 4) would approve and authorize the City Manager to carry out all necessary acts such that the City can participate in the National Opioid Settlements with the Secondary Manufacturers, including signing necessary documents and transmittal thereof as necessary.

Council approval and authorization for execution, submission, and receipt of all required documents must be completed before October 8, 2025.

V. FISCAL IMPACT
None. Any funds allocated will automatically be transferred to the County of Los Angeles.

VI. EXHIBITS

1. Combined Subdivision Participation and Release Form for the City’s participation in the National OpioidSettlements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus.

2. Eight California State-Subdivision Agreements Regarding Distribution and Use of Settlement Funds (fullcopies of each of the agreements for Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydussettlements can be found athttps://drive.google.com/ﬁle/d/1mrVMiQgcD7px4RPmRsneSas4kXaP_LPp/view?usp=sharing

3. Settlement Agreements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus (full copies ofall eight settlement agreements can be found at https://nationalopioidsettlement.com/additional-settlements).

4. Resolution No. 25-122 approving and authorizing the City Manager to carry out all necessary acts such thatthe City can participate in the National Opioid Settlements with Alvogen, Amneal, Apotex, Hikma, Indivior,Mylan, Sun and Zydus, including signing necessary documents and transmittal thereof as necessary.

Attachments
Combined Subdivision Participation and Release Form for the City’s participation in the National OpioidSettlements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus.

Eight California State-Subdivision Agreements Regarding Distribution and Use of Settlement Funds (full copies ofeach of the agreements for Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus settlements can befound at https://drive.google.com/ﬁle/d/1mrVMiQgcD7px4RPmRsneSas4kXaP_LPp/view?usp=sharing Settlement Agreements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus (full copies of alleight settlement agreements can be found at https://nationalopioidsettlement.com/additional-settlements).

Resolution No. 25-122 approving and authorizing the City Manager to carry out all necessary acts such that the Citycan participate in the National Opioid Settlements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun andZydus, including signing necessary documents and transmittal thereof as necessary.

EXHIBIT K
Secondary Manufacturers’ Combined Subdivision Participation and Release Form (“Combined Participation Form”)
Governmental Entity: Test City State: CA
Authorized Official: /officialname_som/
Address 1: /address1_som/
Address 2: /address2_som/
City, State, Zip: /cit_sm/ /state_sm/ /zi_sm/ Phone: /phone_som/
Email: /email_som/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to each of the settlements which are listed in paragraph 1 below (each a “Secondary Manufacturer’s Settlement” and collectively, “the Secondary Manufacturers’ Settlements”), and acting through the undersigned authorized official, hereby elects to participate in each of the Secondary Manufacturers’ Settlements, release all Released Claims against all Released Entities in each of the Secondary Manufacturers’ Settlements, and agrees as follows.

1. The Participating Entity hereby elects to participate in each of the following Secondary Manufacturers’ Settlements as a Participating Entity:
a. Settlement Agreement for Alvogen, Inc. dated April 4, 2025. b. Settlement Agreement for Apotex Corp. dated April 4, 2025. c. Settlement Agreement for Amneal Pharmaceuticals LLC dated April 4, 2025. d. Settlement Agreement for Hikma Pharmaceuticals USA Inc. dated April 4, 2025. e. Settlement Agreement for Indivior Inc. dated April 4, 2025. f. Settlement Agreement for Viatris Inc. (“Mylan”) dated April 4, 2025. g. Settlement Agreement for Sun Pharmaceutical Industries, Inc. dated April 4, 2025. h. Settlement Agreement for Zydus Pharmaceuticals (USA) Inc. dated April 4, 2025.

2. The Governmental Entity is aware of and has reviewed each of the Secondary Manufacturers’ Settlements, understands that all capitalized terms not defined in this Combined Participation Form have the meanings defined in each of the Secondary Manufacturers’ Settlements, and agrees that by executing this Combined Participation Form, the Governmental Entity elects to participate in each of the Secondary Manufacturers’ Settlements and become a Participating Subdivision as provided in each of the Secondary Manufacturers’ Settlements.

3. The Governmental Entity shall promptly, and in any event no later than 14 days after the Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released Claims that it has filed against any Released Entity in each of the Secondary Manufacturers’ Settlements. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity K-1
Docusign Envelope ID: CA0E1D04-E7DC-4D92-861C-535F2F4DD84C authorizes the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal with Prejudice for each of the manufacturers listed in paragraph 1 above substantially in the form found at https://nationalopioidsettlement.com/additional-settlements/.

4. The Governmental Entity agrees to the terms of each of the Secondary Manufacturers’ Settlements pertaining to Participating Subdivisions as defined therein.

5. By agreeing to the terms of each of the Secondary Manufacturers’ Settlements and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date.

6. The Governmental Entity agrees to use any monies it receives through each of the Secondary Manufacturers’ Settlements solely for the purposes provided therein.

7. The Governmental Entity submits to the jurisdiction of the court and agrees to follow the process for resolving any disputes related to each Secondary Manufacturer’s Settlement as described in each of the Secondary Manufacturers’ Settlements.1

8. The Governmental Entity has the right to enforce each of the Secondary Manufacturers’ Settlements as provided therein.

9. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in each of the Secondary Manufacturers’ Settlements, including without limitation all provisions related to release of any claims, 2 and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in his or her official capacity whether elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in each of the Secondary Manufacturers’ Settlements in any forum whatsoever. The releases provided for in each of the Secondary Manufacturers’ Settlements are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities in each of the Secondary Manufacturers’ Settlements the broadest possible bar against any liability relating in any way to Released 1 See Settlement Agreement for Alvogen, Inc. Section VII.F.2; Settlement Agreement for Apotex Corp. Section VII.F.2; Settlement Agreement for Amneal Pharmaceuticals LLC Section VII.F.2; Settlement Agreement for Hikma Pharmaceuticals USA Inc. Section VII.F.2; Settlement Agreement for Indivior Section VI.F.2; Settlement Agreement for Mylan Section VI.F.2; Settlement Agreement for Sun Pharmaceutical Industries, Inc. Section VII.F.2; Settlement Agreement for Zydus Pharmaceuticals (USA) Inc. Section VII.F.2.2 See Settlement Agreement for Alvogen, Inc. Section XI; Settlement Agreement for Amneal Pharmaceuticals LLC Section X; Settlement Agreement for Apotex Corp. Section XI; Settlement Agreement for Hikma Pharmaceuticals USA Inc. Section XI; Settlement Agreement for Indivior Section X; Settlement Agreement for Mylan Section X; Settlement Agreement for Sun Pharmaceutical Industries, Inc. Section XI; Settlement Agreement for Zydus Pharmaceuticals (USA) Inc. Section XI.

K-2
Docusign Envelope ID: CA0E1D04-E7DC-4D92-861C-535F2F4DD84C Claims and extend to the full extent of the power of the Governmental Entity to release claims. Each of the Secondary Manufacturers’ Settlements shall be a complete bar to any Released Claim against that manufacturer’s Released Entities.

10. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in each of the Secondary Manufacturers’ Settlements.

11. In connection with the releases provided for in each of the Secondary Manufacturers’ Settlements, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:

General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her would have materially affected his or her settlement with the debtor or released party.

A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims in each of the Secondary Manufacturers’ Settlements, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities’ decision to participate in each of the Secondary Manufacturers’ Settlements.

12. The Governmental Entity understands and acknowledges that each of the Secondary Manufacturers’ Settlements is an independent agreement with its own terms and conditions. Nothing herein is intended to modify in any way the terms of any of the Secondary Manufacturers’ Settlements, to which Governmental Entity hereby agrees, aside from the exceptions in paragraph 13 below. To the extent this Combined Participation Form is interpreted differently from any of the Secondary Manufacturers’ Settlements in any respect, the individual Secondary Manufacturer’s Settlement controls.

13. For the avoidance of doubt, in the event that some but not all of the Secondary Manufacturers’ Settlements proceed past their respective Reference Dates, all releases and other commitments or obligations shall become void only as to those Secondary Manufacturers’ Settlements that fail to proceed past their Reference Dates. All releases and other commitments or obligations (including those contained in this Combined Participation Form) shall remain in full effect as to each Secondary Manufacturer’s Settlement that proceeds past its Reference Date, and this Combined Participation Form need not be modified, returned, or destroyed as long as any Secondary Manufacturer’s Settlement proceeds past its Reference Date.

K-3
Docusign Envelope ID: CA0E1D04-E7DC-4D92-861C-535F2F4DD84C I have all necessary power and authorization to execute this Combined Participation Form on behalf of the Governmental Entity.

Signature: /signer_1_som/
Name: /name_1_som/
Title: /title_1_som/
Date: /date_1_som/
K-4
Docusign Envelope ID: CA0E1D04-E7DC-4D92-861C-535F2F4DD84C EXHIBIT 2

EXHIBIT 3

Settlement Agreements with Alvogen, Amneal, Apotex, Hikma, Indivior, Mylan, Sun and Zydus (full copies of all eight settlement agreements can be found at:
https://nationalopioidsettlement.com/additional-settlements).

01007.0003 2044855.1
RESOLUTION NO. 25-122

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARSON,

CALIFORNIA, APPROVING AND AUTHORIZING THE CITY OF

CARSON TO ENTER INTO SETTLEMENT AGREEMENT S WITH

SECONDARY MANUFACTURES ALVOGEN, AMNEAL, APOTEX ,

HIKMA, INDIVIOR, MYLAN, SUN AND ZYDUS (INCLUDING THE

RELATED COMBINED PARTICIPATION AGREEMENT) AND THE

RELATED STATE SUBDIVISION AGREEMENTS, AND AUTHORIZING

THE CITY MANAGER TO CARRY OUT FURTHER RELATED ACTS
WHEREAS, the United States is facing an ongoing public health crisis of opioid abuse, addiction, overdose, and death, forcing the State of California and California counties and cities to spend billions of dollars each year to address the direct consequences of this crisis; and

WHEREAS, in 202 5, a proposed settlement was reached in litigation against eight secondary manufacturers (Alvogen, Amneal, Apotex , Hikma, Indivior, Mylan, Sun and Zydus, collectively, “Secondary Manufacturers”) related to their contribution to the opioid crisis; and

WHEREAS, as part of the settlement s with the Secondary Manufacturers , local subdivisions, including certain cities, that are not plaintiffs in the litigation may participate in the settlements in exchange for a release of the Secondary Manufacturers (“Participating Subdivision”); and

WHEREAS, the proposed terms of those nationwide settlements have been set forth in eight settlement agreements, one with each of the Secondary Manufacturers (“Secondary Manufacturers Settlement Agreements”); and

WHEREAS, copies of the Secondary Manufacturers Settlement Agreements have been made available to the City Council of the City of Carson (“City”) with this resolution; and

WHEREAS, the Secondary Manufacturers Settlement Agreements provide, among other things, for the payment of a certain sum to settling government entities in California including to the State of California and Participating Subdivisions upon occurrence of certain events as defined in the Secondary Manufacturers Settlement Agreements (“California Opioid Funds”); and

WHEREAS, in order to become a Participating Subdivision, the City must enter into a Combined Subdivision Participation and Release Form which allows participation in the Secondary Manufacturers Settlement Agreements; and

WHEREAS, California local governments in the litigation have engaged in extensive discussions with the State Attorney General’s Office (AGO) as to how the California Opioid Funds will be allocated, which has resulted in the Proposed California State Subdivision A greements Regarding Distribution and Use of Settlement Funds , one for each of the eight Secondary Manufacturers (“State-Subdivision Agreement”); and

WHEREAS, copies of the State -Subdivision Agreement s for the settlement s with the Secondary Manufacturers have been made available to the City Council with this resolution; and

01007.0003 2044855.1
WHEREAS, under the Secondary Manufacturers Settlement Agreements , certain local subdivisions that did not file a lawsuit against the Secondary Manufacturers may qualify to participate in the settlements and obtain funds from the Abatement Account Fund; and

WHEREAS, the City is eligible to participate in the settlement s and become a California Participating Subdivision; and

WHEREAS, the intent of this resolution is to authorize the City to enter into the Secondary Manufacturers Settlement Agreements by executing the Combined Subdivision Participation and Release Form and to enter into the State-Subdivision Agreements by executing the signature pages to those agreements.

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

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

Section 2. Approval and Authorization . The City Council hereby approves the Secondary Manufacturers Settlement Agreements , Combined Subdivision Participation and Release Form, and California State-Subdivision Agreements, and the City Manager is authorized to execute the Combined Subdivision Participation and Release Form and California State - Subdivision Agreements.

Section 3. Further Acts . The City Manager is hereby authorized to carry out all necessary acts such that the City can participate in the Secondary Manufacturers Settlement Agreements, including, without limitation, execution (as necessary) of the Combined Subdivision Participation and Release Form, Secondary Manufacturers Settlement Agreements , State - Subdivision Agreements; and all related documents and the transmittal of thereof as necessary and appropriate.

Section 4. Ratification. All actions heretofore taken by the City Council and other appropriate public officers and agents of the City with respect to the matters contemplated under this Resolution are hereby ratified, confirmed and approved.

Section 5. Severability. The City Council declares that, should any provision, section, paragraph, sentence or word of this Resolution be rendered or declared invalid by any final court action in a court of competent jurisdiction or by reason of any preemptive legislation, the remaining provisions, sections, paragraphs, sentences or words of this Resolution as hereby adopted shall remain in full force and effect.

Section 6. Certification. The City Clerk shall certify to the adoption of this Resolution and enter it into the book of original Resolutions.

Section 7. Effective Date . This Resolution shall take effect immediately upon its adoption.

01007.0003 2044855.1

PASSED, APPROVED, and ADOPTED this 30th day of September, 2025.

____________________________
Lula Davis-Holmes, Mayor

ATTEST:

_____________________________________
Dr. Khaleah R. Bradshaw, City Clerk

APPROVED AS TO FORM:

__________________________________________________
Sunny K. Soltani, City Attorney

CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, September 30, 2025, 5:00 PM
CONSENT 19. To: Honorable Mayor and City Council From: Sunny Soltani, City Attorney, Aleshire & Wynder, LLP CAO Legal Subject: CONSIDER APPROVING A MEMORANDUM OF UNDERSTANDING WITH PHILLIPS 66COMPANY RELATED TO PROCEDURAL TERMS FOR A POTENTIAL APPLICATION FOR REDEVELOPMENTOF THE SITE OF THE REFINERY LOCATED AT 1520 E. SEPULVEDA BLVD. FOLLOWING CESSATION OFREFINERY OPERATIONS (CITY COUNCIL) I. SUMMARY
During its meeting on September 16, 2025, the City Council directed staff to allow Interim Urgency Ordinance No. 24-2416U, a temporary moratorium on consideration of applications for and approval of permits and entitlements for commercial or industrial redevelopment and subsequent use of current oil refinery sites within the City following cessation of refinery operations, to expire without further extension. As reported during that meeting, there is no further need for the moratorium, as the City has already taken the necessary actions to fulfill the purpose of the moratorium.

In anticipation that Phillips 66 Company, a Delaware corporation, or a development partner of same (“Phillips”), will be submitting a development permit application to the City soon after expiration of the moratorium, staff would like to establish a clear understanding with Phillips on the entitlement process for that anticipated application and the City’s oversight on environmental issues related to that process. The proposed Memorandum of Understanding (MOU) outlines the process. The MOU was prepared by the City Attorney working with Phillips.

II. RECOMMENDATION
TAKE the following actions:

1. APPROVE the MEMORANDUM OF UNDERSTANDING with Phillips 66 Company (Exhibit No. 1; “MOU”); and

2. AUTHORIZE the Mayor to execute the MOU following approval as to form by the City Attorney.

III. ALTERNATIVES
TAKE another action that City Council deems appropriate, subject to the requirements of applicable law.

IV. BACKGROUND
Phillips 66 manages and operates an oil reﬁnery facility located at 1520 E. Sepulveda Blvd., Carson, CA 90745, which is located within the City’s jurisdictional boundaries. Reﬁnery ownership has publicly made it clear of their intentions to decommission the reﬁnery later in 2025 and explore redevelopment of the property for a subsequent new use.

On September 16, 2025, the City Council voted to direct staff to allow Interim Urgency Ordinance No. 24-2416U, a temporary moratorium on consideration of applications for and approval of permits and entitlements for commercial or industrial redevelopment and subsequent use of current oil refinery sites within the City following cessation of refinery operations, to expire without further extension.

The City Council also recently amended the General Plan to require submittal and approval of a Specific Plan prior to, or concurrently with, approval of development plans for any redevelopment of the property for a new use following idling and decommissioning of the refinery’s operations, thereby requiring associated CEQA review, in addition to any other permits, entitlements or approvals that may be required.

Additionally, City staff has hired consultants to monitor and study various issues related to the anticipated refinery idling and decommissioning and application for redevelopment of the property, including issues related to testing and cleanup of environmental contamination and compliance with federal and state permitting laws in relationship with the refinery idling or decommissioning.

Under the MOU, Phillips 66 would formally agree that an application for approval of a development agreement with the City pursuant to California Government Code Sections 65864 through 65869.5 (DA) will be submitted in conjunction with any development permit application to the City for redevelopment and subsequent use of the property following refinery idling and decommissioning, and that the DA will propose community benefits (such as financial contributions toward City initiatives and projects that support infrastructure throughout the City) that are at minimum, consistent with an independent, third party economic/financial advisor’s analysis and report, in consultation with the City. The MOU would also require Phillips 66 to freely share information with the City and its consultants. Nothing in the MOU obligates the City to approve any DA or take any other action with respect to approval, permitting or authorization of any application or project for redevelopment or subsequent use of the property following refinery idling and decommissioning. The MOU would take effect upon the expiration of the urgency ordinance moratorium.

V. FISCAL IMPACT
None.

VI. EXHIBITS

1. (Proposed) MOU

Attachments
(Phillips 66) MOU - DRAFT (2040447.4)_comments.pdf
01007.0646 2040447.4

MEMORANDUM OF UNDERSTANDING

This MEMORANDUM OF UNDERSTANDING ("MOU") is executed the _____ day of __________, 2025, by and between the CITY OF CARSON, a California municipal corporation ("CITY") and PHILLIPS 66 COMPANY, a Delaware corporation (" PHILLIPS 66") (CITY and PHILLIPS 66 each, individually, a "PARTY," and collectively, "PARTIES").

RECITALS

WHEREAS, PHILLIPS 66 manages and operates an oil refinery facility (‘REFINERY”) located at 1520 E Sepulveda Blvd., Carson, CA 90745 (the “PROPERTY”) , which is located within the CITY’s jurisdictional boundaries; and

WHEREAS, PHILLIPS 66 has made it publicly known that it intends to idle and decommission the REFINERY in the fourth quarter of 2025; and

WHEREAS, PHILLIPS 66 anticipates submitting a development permit application to CITY for redevelopment and subsequent use of the PROPERTY as a warehousing, distribution and logistics facility following idling and decommissioning of the REFINERY’s operations (“PROJECT”); and

WHEREAS, CITY desires to ensure the protection of the environment and the public health, safety, and welfare of its residents in connection with the redevelopment of the PROPERTY following idling and decommissioning of the REFINERY’S operations; and

WHEREAS, CITY has hired consultants to monitor and study various issues related to the anticipated REFINERY idling and decommissioning and the redevelopment of the PROPERTY, including issues related to testing and cleanup of environmental contamination and compliance with federal and state permitting laws in relationship with the refinery idling or decommissioning; and

WHEREAS, on November 6, 2024, CITY adopted Interim Urgency Ordinance No. 24- 2414U, establishing a temporary 45-day moratorium on acceptance, processing and consideration of applications and approval and issuance of permits and entitlements for commercial or industrial redevelopment and subsequent use of current oil refinery sites within the City following idling and decommissioning of refinery operations , and on December 3, 2024, C ITY adopted Interim Urgency Ordinance No. 24- 2416U, extending for 10 months and 15 days the temporary moratorium on consideration of applications and approval and issuance of permits and entitlements for commercial or industrial redevelopment and subsequent use of current oil refinery sites within the City following idling and decommissioning of refinery operations (“MORATORIUM”); and

WHEREAS, during the effective period of the MORATORIUM, CITY amended its General Plan to require submittal and approval of a Specific Plan prior to, or concurrently with, approval of development plans for any redevelopment of the PROPERTY for a new use following idling and decommissioning of the REFINERY’s operations, thereby requiring associated CEQA review, in addition to any other permits, entitlements or approvals that may be required; and 01007.0646 2040447.4

WHEREAS, one 12-month extension of the MORATORIUM remains available to CITY under Government Code Section 65858. However, the MORATORIUM is scheduled to expire on or about October 18, 2025, and CITY’s City Council has indicated it is comfortable allowing the MORATORIUM to expire as CITY now possesses the discretion necessary to ensure the protection of the environment and the public health, safety, and welfare of its residents in connection with the redevelopment of the PROPERTY following idling and decommissioning of the REFINERY’S operations; and

WHEREAS, PHILLIPS 66 (or a bona fide prospective purchaser of the PROPERTY) has tentatively agreed to apply for a development agreement to be entered into between PHILLIPS 66 and CITY pursuant to California Government Code Sections 65864 through 65869.5 in connection with its anticipated development permit application to C ITY for redevelopment and subsequent use of the PROPERTY following idling and decommissioning of the REFINERY’s operations (“DEVELOPMENT AGREEMENT”); and

WHEREAS, PHILLIPS 66’s anticipated application to CITY for approval of the DEVELOPMENT AGREEMENT and approval of a Specific Plan and any other permits, entitlements or approvals that may be required for the PROJECT (collectively, “APPLICATION”) will constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”), and will therefore be subject to environmental review under CEQA, and CITY will be the lead agency for purposes of such review, and CITY has retained an environmental consultant for purposes of helping CITY conduct such review and to ensure PHILLIPS 66’s compliance with all state and federal permitting requirements in connection with the idling or decommissioning of the REFINERY; and

WHEREAS, PHILLIPS 66 has tentatively proposed to provide significant community benefits to CITY under the DEVELOPMENT AGREEMENT; and

WHEREAS, the PARTIES anticipate that PHILLIPS 66 will move expeditiously to submit the APPLICATION to CITY following expiration of the MORATORIUM; and

WHEREAS, CITY and PHILLIPS 66 now see fit and intend to enter into this MOU to outline certain procedural terms related to the APPLICATION and the PROJECT and provide for PHILLIPS 66 to legally commit and be bound to honor to the representations it has made to CITY regarding an anticipated entitlement process, as set forth hereinbelow.

NOW THEREFORE , and in consideration of the covenants and conditions contained herein, it is agreed between the PARTIES as follows:

AGREEMENT

1. TERM AND OBLIGATIONS:

1.1 This MOU shall take effect on the date the MORATORIUM expires without any further extension by CITY, which the PARTIES acknowledge and agree will occur 01007.0646 2040447.4
on October 18, 2025, if CITY does not extend the moratorium by such date. If CITY extends the MORATORIUM beyond October 18, 2025, this MOU will not take effect. This MOU, unless terminated pursuant to Section 2 below, shall remain in effect from its effective date until the date that is the sooner of the following: (i) the date a DEVELOPMENT AGREEMENT is entered into and effective by and between CITY and PHILLIPS 66 containing community benefit terms consistent with this MOU; and (ii) the date CITY denies PHILLIPS 66’s application for the DEVELOPMENT AGREEMENT, provided such denied agreement contains proposed community benefit terms consistent with this MOU.

1.2 PHILLIPS 66 agrees to apply for, and PHILLIPS 66 and CITY will work in good faith to negotiate and prepare , for City Council consideration of approval , the DEVELOPMENT AGREEMENT to be entered into by and between CITY and PHILLIPS 66 pursuant to California Government Code Sections 65864 through 65869.5 in connection with the APPLICATION or any other application of PHILLIPS 66 to CITY for redevelopment and subsequent use of the PROPERTY following idling and decommissioning of the REFINERY’s operations. PHILLIPS 66 agrees that any CITY approval or conditional approval of the PROJECT or any other redevelopment or subsequent use of the PROPERTY following idling and decommissioning of the REFINERY’s operations shall include and be subject to approval and execution of such DEVELOPMENT AGREEMENT by and between CITY and PHILLIPS 66.

1.3 The DEVELOPMENT AGREEMENT shall provide for PHILLIPS 66, in exchange for CITY’s grant of certain vested rights consistent with California Government Code Sections 65864 through 65869.5 as shall be further detailed in the DEVELOPMENT AGREEMENT, to pay or otherwise provide to C ITY community benefits as determined via mutually agreed upon discussions and negotiations between PHILLIPS 66 and the CITY, and where , at this time, the PARTIES agree will be consistent with an independent, third party economic/financial advisor’s analysis and report and that the economic benefits will be fair and reasonable for a project of this nature in the Carson community.

1.4 Nothing in this MOU obligates or requires, nor shall be construed to obligate or require, CITY to approve any DEVELOPMENT AGREEMENT or take any other action with respect to approval, permitting or authorization of the APPLICATION, the PROJECT or any other redevelopment or subsequent use of the PROPERTY following idling and decommissioning of the REFINERY’S operations.

1.5 PHILLPS 66 agrees to freely share with CITY and its consultants , including allowing CITY and its consultants to access and inspect upon request, information provided to environmental regulatory agencies in connection with regulatory or other compliance submittals and filings , or which have otherwise become public , that PHILLIPS 66 may have or hereafter acquire regarding (i) idling and decommissioning of the REFINERY’s operations, (ii ) contamination or environmental condition of the PROPERTY, and (i ii) proposed remediation 01007.0646 2040447.4
associated with the anticipated redevelopment and subsequent use of the PROPERTY following idling and decommissioning of the REFINERY’s operations.

1.6 This MOU is intended to be legally binding.

2. TERMINATION

CITY may terminate this MOU at any time, with or without cause, upon thirty (30) calendar days’ written notice to PHILLIPS 66. PHILLIPS 66 may terminate this MOU with withdrawal of a project APPLICATION and withdrawal of the DEVELOPMENT AGREEMENT, or for cause (i.e., a default of this MOU) following 30 days’ notice and opportunity to cure to CITY.

3. REMEDIES

The PARTIES acknowledge and agree that other than the termination of this MOU pursuant to Section 2, specific performance, injunctive and declaratory relief are the only remedies available for the enforcement of this MOU and knowingly, intelligently, and willingly waive any and all other remedies otherwise available in law or equity. Accordingly, and not by way of limitation, and except as otherwise provided in this MOU, PHILLIPS 66 shall not be entitled to any money damages from CITY by reason of any default under this MOU. Further, PHILLIPS 66 shall not bring an action against C ITY nor obtain any judgment for damages for a regulatory taking, inverse condemnation, unreasonable exactions, reduction in value of property, delay in undertaking any action, or asserting any other liability for any matter or for any cause which existed or which PHILLIPS 66 knew of or should have known of prior to the time of entering into this MOU, PHILLIPS 66’s sole remedies being as specifically provided above. PHILLIPS 66 acknowledges that such remedies are adequate to protect PHILLIPS 66 ’s interest hereunder and the waiver made herein is made in consideration of the obligations assumed by CITY hereunder.

4. INDEMNIFICATION; INSURANCE

4.1 To the fullest extent permitted by law, PHILLIPS 66 agrees to indemnify, defend and hold harmless CITY and its elected and appointed officials, officers, employees, and agents, and each of them (“Indemnified Parties”), from and against any and all actions, claims, proceedings, damages to persons or property, liabilities, losses, costs, fees (including attorneys’ fees), expenses, penalties, obligat ions, errors, omissions or forfeitures, whether actual or threatened (herein “claims or liabilities”), that may be asserted or claimed by any person, firm or entity arising out of or in connection with this MOU or performance of or failure to perform any provision of this MOU. However, the obligations set forth in the preceding sentence shall not extend to claims or liabilities occurring as a result of C ITY’s sole negligence or willful misconduct.

4.2 In the event of any litigation challenging any C ITY approval of the DEVELOPMENT AGREEMENT, the PROJECT entitlements, the
APPLICATION, or any application for redevelopment or subsequent use of the 01007.0646 2040447.4
PROPERTY following idling and decommissioning of the REFINERY’S operations, PHILLIPS 66 shall be responsible for defending such actions and paying CITY’s legal expenses therefor, and indemnifying and hold harmless CITY, as shall be further detailed in the DEVELOPMENT AGREEMENT.

4.3 PHILLIPS 66 submits annual financial assurance documentation to the S tate of California pursuant to Title 22 California Code of Regulations Sections 66264.143(e), and (f), and 66264.145(e), and (f) by which it certifies annually that PHILLIPS 66 maintai ns the financial resources as required by the State of California to address closure and post-closure obligations for permitted hazardous waste facilities. PHILLIPS 66 also submits annual financial assurance documentation to the State of California pursuant to Title 23 California Code of Regulations Section 2807 certifying that it maintains the financial ability to satisfy any releases from underground petroleum storage tanks as mandated by 40 Code of Federal Regulations Section 280.92. PHILLIPS 66 will provide a copy of this documentation to CITY.

4.4 No official, agent, contractor, or employee of CITY shall be personally liable to PHLLIPS 66, or any successor in interest, for any default or breach of this MOU or for payment of any amount to PHILLIPS 66 or any successor-in-interest.

4.5 The obligations set forth in this section shall be binding on successors and assigns of PHILLIPS 66 and shall survive expiration or termination of this MOU.

5. PROGRAM COORDINATION

5.1 CITY's City Manager, or his/her designee, shall be the representative of CITY for all purposes of this MOU.

5.2 PHILLIPS 66 shall assign a designee to have overall responsibility for the progress and performance of this MOU.

6. NOTICES AND COMMUNICATIONS

Any notice by either PARTY to the other shall be personally delivered to the PARTY or sent by prepaid, first-class mail, return receipt requested, to the addresses set forth below . Either PARTY may change its address by notifying the other PARTY of the change of address in writing.

Such notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this section.

FOR CITY:

Attn: City Manager
City of Carson
701 E. Carson St.
01007.0646 2040447.4
Carson, CA 90745

FOR PHILLIPS 66:

Attn: ________
Phillips 66 Company
P.O. Box 421959
Houston, TX 77242-1959

7. ENTIRE AGREEMENT

This MOU contains the entire agreement between the PARTIES relating to the transactions contemplated hereby and supersedes all prior or contemporaneous agreements, provisions, negotiations, representations, or statements, either written or oral.

8. PREVAILING PARTY ATTORNEYS’ FEES

If either PARTY is required to initiate or defend or made a party to any action or proceeding in any way connected with this MOU, the prevailing party in such action or proceeding, in addition to any other relief which any be granted, whether legal or equitable, shall be entitled to reasonable attorneys’ fees, whether or not the matter proceeds to judgment.

9. COMPLIANCE WITH LAW

The PARTIES shall comply with all applicable laws in the performance of this MOU.

10. MODIFICATION

No modification, waiver, amendment, discharge, or change of this MOU shall be valid unless the same is in writing and signed by both PARTIES. No waiver of any term or condition of this MOU shall be a continuing waiver thereof.

11. AUTHORITY FOR EXECUTION

The persons executing this MOU on behalf of the respective PARTIES represent and warrant that: (i) such PARTY is duly organized and existing; (ii) they are authorized to execute and deliver this MOU on behalf of said PARTY; (iii) by so executing this MOU, such PARTY is formally bound to the provisions of this MOU; and (iv) the entering into this MOU does not violate any provision of any other agreement to which said PARTY is bound.

12. GOVERNING LAW; VENUE

This MOU shall be interpreted, construed and governed both as to validity and to performance of the PARTIES in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this MOU shall be instituted in the Superior Court of the County of Los Angeles, State of California. In the event of litigation 01007.0646 2040447.4
in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California.

13. INTERPRETATION

This MOU shall be interpreted to give effect to its fair meaning and shall be construed as though both PARTIES prepared it. Section headings are for convenience purposes only and shall not be used in the interpretation of this MOU.

14. ASSIGNMENT

Unless mutually agreed to in writing by both PARTIES in advance, neither PARTY shall assign or transfer any rights or obligations covered by this MOU. Any such prohibited assignment or transfer shall be void.

15. SEVERABILITY

In the event that part of this MOU shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this MOU which are hereby declared as severable and shall be interpreted to carry out the intent of the PARTIES hereunder unless the invalid provision is so material that its invalidity renders this MOU meaningless.

16. COUNTERPARTS

This MOU may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same MOU.

[SIGNATURES ON FOLLOWING PAGE]
01007.0646 2040447.4
IN WITNESS WHEREOF, the PARTIES hereto have executed this MOU on the date and year first-above written.

CITY:

CITY OF CARSON, a California municipal
corporation

David C. Roberts, Jr., City Manager
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk

APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Sunny K. Soltani, City Attorney
[brj, mav]

PHILLIPS 66:

PHILLIPS 66 COMPANY, a Delaware corporation

By:

Name:

Title:

By:

Name:

Title:

Address: P.O. Box 421959
Houston, TX 77242-1959

Two corporate officer signatures required, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer.

APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO PHILLIP 66’S BUSINESS ENTITY.

CITY OF CARSON 701 East Carson Street
Report to City Council, Successor Agency, andHousing Authority Tuesday, September 30, 2025, 5:00 PM
CONSENT 20. To: City Council, Successor Agency, and Housing Authority From: Monica Cooper, City Treasurer Subject: CONSIDER MONTHLY INVESTMENT AND CASH REPORT FOR THE CITY OF CARSON,CARSON HOUSING AUTHORITY, CARSON SUCCESSOR AGENCY-MONTH ENDING AUGUST 31, 2025 (CITYCOUNCIL) I. SUMMARY
Submitted to the Mayor and City Council is the monthly Investment and Cash Report for the City of Carson, Successor Agency and Carson Housing Authority for the month ending August 31, 2025. Following are the total reserves and cash on hand for the City of Carson and each Carson entity:

City of Carson reserves (Invested assets): $242,355,217.80 City of Carson available cash: $47,569,754.25 Restricted funds for the city of Carson include cash on hand and reserves for the Successor Agency, Housing Authority and Co-Op Agreement:

Total City of Carson restricted funds: $28,835,497.80 II. RECOMMENDATION
RECEIVE and FILE
III. ALTERNATIVES
TAKE another action the Council deems appropriate
IV. BACKGROUND
The Investment and Cash Report is submitted monthly to the Mayor and City Council to provide updates on reserve balances and available cash across Carson's entities. This report includes ﬁnancial data for the City of Carson, the Successor Agency, and the Housing Authority. The report outlines an investment strategy designed to ensure six months of operating liquidity. All investments follow California State Code §53600, the City’s Investment Policy, and relevant bond covenants.

V. FISCAL IMPACT
None
VI. EXHIBITS

1. Summary of Cash (Pg. 3)

2. City of Carson Investment (Pgs. 4-6)

3. City of Carson Successor Agency Investments (Pg.7)

4. City of Housing Authority (Pg. 8)

Attachments
Cash rpt AUGUST 2025.pdf
CITY OF CARSON PORTFOLIO RESERVES SUMMARY AUGUST 2025.pdf CITY OF CARSON PORTFOLIO RESERVES SUCCESSOR SUMMARY AUGUST 2025.pdf CITY OF CARSON PORTFOLIO RESERVES HOUSING AUTHORITY SUMMARY AUGUST 2025.pdf

Cash and Investment Report Summary
City of Carson, Carson Successor Agency, Carson Housing Authority August 31, 2025

Available Cash Invested Funds
General Fund $58,900,822.62 $ 242,355,217.80

Successor Agency (restricted revenue) $ 11,102,787.45 $ 7,767,348.44 Housing Authority (restricted revenue) $ 5,108,417.27 $3,000,000.00 Co-Op Agreement (restricted revenue) $1,863,719.64

CITY OF CARSON PORTFOLIO RESERVES SUMMARY

FOR THE MONTH ENDING
AUGUST 31, 2025

Description CUSIP/Ticker YTM @
Cost Face Amount/Shares Cost Value Market Value % of Portfolio Cash
BNY Cash Reserve Cash MM1159A 2.150 9,039,318.88 9,039,318.88 9,039,318.88 3.73 Preferred Premier Cash MM942 3.560 43,260,177.68 43,260,177.68 43,260,177.68 17.85 Sub Total / Average Cash 3.316 52,299,496.56 52,299,496.56 52,299,496.56 21.58 Certificate Of Deposit
Eaglemark Saving Bank 2 3/2/2027 27004PCM3 2.000 245,000.00 245,000.00 237,996.87 0.10 East/West Bank 4.1 10/21/2025 178417994C 4.100 2,000,000.00 2,000,000.00 2,000,000.00 0.83 East/West Bank 4.1 10/21/2025 178064422C 4.100 2,000,000.00 2,000,000.00 2,000,000.00 0.83 East/West Bank 4.1 10/21/2025 178622841D 4.100 2,000,000.00 2,000,000.00 2,000,000.00 0.83 East/West Bank 4.1 10/21/2025 178502444C 4.100 2,000,000.00 2,000,000.00 2,000,000.00 0.83 East/West Bank 4.1 10/21/2025 178944242C 4.100 2,000,000.00 2,000,000.00 2,000,000.00 0.83 East/West Bank 4.1 10/28/2025 178585526B 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 10/28/2025 178800198B 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 10/28/2025 178011696B 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 10/28/2025 178225460B 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 10/28/2025 178002788B 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 11/6/2025 178740303M 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 11/6/2025 178659182M 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 11/6/2025 178208467M 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 11/6/2025 178712582M 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 East/West Bank 4.1 11/6/2025 178254698M 4.100 1,000,000.00 1,000,000.00 1,000,000.00 0.41 MABUHAY 3.25 8/13/2027 XXXX49 3.250 220,938.64 220,938.64 220,938.64 0.09 Preferred Bank 4.03 11/26/2025 300691--M 4.030 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Preferred Bank 4.11 11/26/2025 3000006915-I 4.110 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Preferred Bank 4.11 11/26/2025 300683-I 4.110 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Preferred Bank 4.11 11/26/2025 306119-I 4.110 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Preferred Bank 4.11 11/26/2025 300003703-I 4.110 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Preferred Bank 4.16 3/1/2026 3000006907-C 4.160 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Preferred Bank 4.16 3/1/2026 300006893 4.160 1,000,000.00 1,000,000.00 1,000,000.00 0.41

Preferred Bank 4.2 1/19/2026 3000023062 4.200 2,000,000.00 2,000,000.00 2,000,000.00 0.83 Preferred Bank 4.2 1/19/2026 3000023097 4.200 2,000,000.00 2,000,000.00 2,000,000.00 0.83 Preferred Bank 4.2 1/19/2026 3000023070 4.200 2,000,000.00 2,000,000.00 2,000,000.00 0.83 Preferred Bank 4.2 1/19/2026 3000023100 4.200 2,000,000.00 2,000,000.00 2,000,000.00 0.83 Preferred Bank 4.2 1/19/2026 3000002389 4.200 2,000,000.00 2,000,000.00 2,000,000.00 0.83 Preferred Bank 4.25 1/21/2026 3000023194 4.250 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Preferred Bank 4.25 1/21/2026 3000023208 4.250 2,000,000.00 2,000,000.00 2,000,000.00 0.83 Preferred Bank 4.25 1/21/2026 3000023186 4.250 2,000,000.00 2,000,000.00 2,000,000.00 0.83 Preferred Bank 4.27 9/10/2025 30000007180L 4.270 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Preferred Bank 4.42 9/10/2025 300007199L 4.420 1,000,000.00 1,000,000.00 1,000,000.00 0.41 Sallie Mae Bank/ Salt Lake 1 7/14/2026 7954507A7 1.000 250,000.00 250,000.00 241,893.25 0.10 Toyota Finl Svgs BK 1.05 10/21/2026 8923M-LW-9 1.050 245,000.00 245,000.00 236,806.73 0.10 USBS BANK1.05 10/27/2026 90348JV56 1.050 245,000.00 245,000.00 236,667.53 0.10 Sub Total / Average Certificate Of Deposit 4.086 45,205,938.64 45,205,938.64 45,174,303.02 18.65 Corporate
Bank of America 1.4 5/14/2026-22 06048WL99 1.400 300,000.00 300,000.00 294,183.00 0.12 BERKSHIRE HATHAWAY FIN 2.3 3/15/2027 084664CZ2 2.580 300,000.00 296,087.07 293,292.00 0.12 GOOGLE- Alphabet Inc. 1.998 8/15/2026 02079KAC1 2.000 300,000.00 299,972.90 294,351.00 0.12 John Deere Capital Corp 1.05 6/17/2026 24422EVR7-A 1.050 300,000.00 300,000.00 293,022.00 0.12 JPMORGAN CHASE CO 1.2 4/30/2026-23 48128G3G3 1.200 300,000.00 300,000.00 294,117.00 0.12 TARGET CORPORATION 1.95 1/15/2027 87612EBM7 1.990 500,000.00 499,063.55 486,930.00 0.21 Sub Total / Average Corporate 1.732 2,000,000.00 1,995,123.52 1,955,895.00 0.83 Local Government Investment Pool
LAIF LGIP LGIP9143 4.251 26,481,545.61 26,481,545.61 26,481,545.61 10.93 Sub Total / Average Local Government Investment
Pool 4.251 26,481,545.61 26,481,545.61 26,481,545.61 10.93 Money Market
East/West Bank MM 22305 3.300 85,894,167.13 85,894,167.13 85,894,167.13 35.44 Sub Total / Average Money Market 3.300 85,894,167.13 85,894,167.13 85,894,167.13 35.44 US Agency
FAMC 2.3 3/8/2027 31422XVA7 2.300 1,000,000.00 1,000,000.00 977,470.00 0.41 FFCB 0.84 3/2/2026-21 3133EMSK9 0.907 1,000,000.00 996,743.00 984,400.00 0.41 FFCB 1.27 11/2/2026 3133ENCQ1 1.270 1,000,000.00 1,000,000.00 970,150.00 0.41 FFCB 1.43 11/23/2026-22 3133ENEM8 1.430 1,000,000.00 1,000,000.00 970,800.00 0.41 FFCB 1.53 1/26/2026 3133ENLDO 1.530 2,000,000.00 2,000,000.00 1,979,040.00 0.83 FFCB 4 11/1/2027 3133ERZC8 4.000 474,069.86 474,069.86 476,881.09 0.20 FFCB 4 11/1/2029-25 3133ERZD6 4.120 1,000,000.00 994,627.33 1,008,590.00 0.41 FFCB 4.47 3/5/2030 3133ER5U1 4.470 1,000,000.00 1,000,000.00 1,007,450.00 0.41 FHLB 1 3/26/2026-21 313ALMV3 1.000 1,000,000.00 1,000,000.00 982,660.00 0.41 FHLB 1 9/30/2026 3130AP6D2 1.000 1,000,000.00 1,000,000.00 969,310.00 0.41 FHLB 1.125 10/14/2026 313OAPBS3 1.125 1,000,000.00 1,000,000.00 969,710.00 0.41 FHLB 1.13 7/20/2026 3130AN3R9 1.130 1,000,000.00 1,000,000.00 976,360.00 0.41 FHLB 1.3 11/24/2026-22 3130APU37 1.326 1,000,000.00 998,750.00 967,930.00 0.41 FHLB 1.31 10/28/2026 3130APLN3 1.310 1,000,000.00 1,000,000.00 970,880.00 0.41 FHLB 1.375 11/16/2026 3130APLP8 1.375 1,000,000.00 1,000,000.00 970,460.00 0.41 FHLB 1.5 1/27/2027 3130AQHM8 1.500 1,000,000.00 1,000,000.00 968,040.00 0.41 FHLB 4.25 4/30/2030 3130B65N2 4.250 1,000,000.00 1,000,000.00 1,001,380.00 0.41 FHLB 4.3 6/18/2030-25 3130B6TR7 4.300 1,000,000.00 1,000,000.00 1,004,440.00 0.41 FHLB 4.5 5/22/2030-26 3130B6JC1 4.500 2,000,000.00 2,000,000.00 2,003,400.00 0.83 FHLMC 4.12 9/29/2025 3134GX2M5 4.145 1,000,000.00 999,273.00 999,760.00 0.41 FHLMC 4.625 3/6/2030 3134HBBT7 4.625 1,000,000.00 1,000,000.00 1,000,260.00 0.41 Sub Total / Average US Agency 2.471 22,474,069.86 22,463,463.19 22,159,371.09 9.27 US Treasury
T-Bond 4.125 2/15/2027 91282CKA8 4.424 1,000,000.00 991,750.00 1,005,230.00 0.41 T-Note 3.375 9/15/2027 91282CLL3 3.475 1,000,000.00 997,215.63 995,160.00 0.41 T-Note 3.5 9/30/2026 91282CLP4 3.586 1,000,000.00 998,351.56 996,210.00 0.41 T-Note 3.875 11/30/2029 91282CFY2 4.055 1,000,000.00 991,936.23 1,008,240.00 0.41 T-Note 3.875 9/30/2029 91282CFL0 4.071 1,000,000.00 991,456.88 1,008,630.00 0.41 T-Note 4 1/31/2029 91282CJW2 4.283 1,000,000.00 987,532.55 1,012,340.00 0.41 T-Note 4 10/31/2029 91282CFT3 4.071 1,000,000.00 996,837.50 1,013,280.00 0.41 T-Note 4 2/25/2026 91282CGL9 4.469 1,000,000.00 989,003.13 999,500.00 0.41 Sub Total / Average US Treasury 4.054 8,000,000.00 7,944,083.48 8,038,590.00 3.30 Total / Average 3.489 242,355,217.80 242,283,818.13 242,003,368.41 100

CITY OF CARSON SUCCESSOR AGENCY PORTFOLIO RESERVES SUMMARY

FOR THE MONTH ENDING
AUGUST 31, 2025

Description CUSIP/Ticker Y TM @ Cos t Face Amount/Shares Cost Value Market Value % of Portfolio Preferred Bank Cash MM0099 3.560 6,271,052.07 6,271,052.07 6,271,052.07 80.74 Sub Total / Average Cash 3.560 6,271,052.07 6,271,052.07 6,271,052.07 80.74 LA IF LGIP LGIP9016 4.251 1,496,296.37 1,496,296.37 1,496,296.37 19.26 Sub Total / Average Local Government Investment Pool 4.251 1,496,296.37 1,496,296.37 1,496,296.37 19.26 Total / Average 3.693 7,767,348.44 7,767,348.44 7,767,348.44 100 Cash
Local Government Investment Pool

CITY OF CARSON PORTFOLIO RESERVES SUMMARY

FOR THE MONTH ENDING
AUGUST 31, 2025

CITY OF CARSON SUCCESSOR AGENCY PORTFOLIO RESERVES SUMMARY

FOR THE MONTH ENDING
AUGUST 31, 2025

CITY OF CARSON HOUSING AUTHORITY PORTFOLIO RESERVES SUMMARY

FOR THE MONTH ENDING
AUGUST 31, 2025

Description CUSIP/Ticker YTM @ Cost Face Amount/Shares Cost Value Market Value % of Portfolio Certificate Of Deposit
Preferred Bank 4.42 9/27/2025 3000022368 4.420 1,000,000.00 1,000,000.00 1,000,000.00 33.33 Preferred Bank 4.42 9/27/2025 3000022333 4.420 1,000,000.00 1,000,000.00 1,000,000.00 33.33 Preferred Bank 4.42 9/27/2025 3000022341 4.420 1,000,000.00 1,000,000.00 1,000,000.00 33.33 Sub Total / Average Certificate of Deposit 4.420 3,000,000.00 3,000,000.00 3,000,000.00 100.00 Total / Average 4.420 3,000,000.00 3,000,000.00 3,000,000.00 100

CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, September 30, 2025, 5:00 PM
CONSENT 21. To: Honorable Mayor and City Council From: Reata Kulcsar, Energy and Sustainability Officer CMO Administration Subject: CONSIDER AWARDING A PURCHASE ORDER TO WINNER CHEVROLET INC. FOR THEPURCHASE OF FIVE NEW 2025 OR NEWER MID-SIZE ELECTRIC VEHICLES FOR MULTIPLE DEPARTMENTSUSE AND ADOPTION OF RESOLUTION NO. 25-117 " A RESOLUTION OF THE CITY OF CARSON CITYCOUNCIL AMENDING THE FISCAL YEAR 2025-26 BUDGET IN THE GENERAL FUND AND SPECIAL REVENUEFUNDS" (CITY COUNCIL) I. SUMMARY
As part of the Clean Power Alliance’s Energized Communities Program, the City of Carson was allocated $250,000 to support electriﬁcation efforts. When City Council approved the Program Participation Agreement (Exhibit No. 1), it directed that $225,000 be used for the purchase of up to ﬁve electric vehicles, with the remaining $25,000 designated to offset increased EV charging costs. To implement this program, staff recommends purchasing ﬁve new mid-size electric vehicles through a combination of the City’s recent Invitation for Bid (IFB 25-09) and the California Department of General Services (DGS) Statewide Contract (1-25-23-01P).

Staff requests Council approval of a purchase order not to exceed $220,000 with Winner Chevrolet of Sacramento, California, for the following vehicles:

Two Chevrolet Equinox EVs (2025 or newer)
Three Chevrolet Blazer EVs (2025 or newer)
If approved, delivery of the vehicles is anticipated between December 2025 and February 2026.

II. RECOMMENDATION
TAKE the following actions:

1. ADOPT Resolution No. 25-117 “A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025-26 BUDGET IN THE GENERAL FUND AND SPECIAL REVENUE FUNDS.”

2. APPROVE a purchase order with Winner Chevrolet, Inc., for two (2) Chevrolet Equinox EV SUVs and three (3) Chevrolet Blazer EV SUVs, with a total budget not to exceed $220,000.00.

III. ALTERNATIVES
TAKE any other action the City Council deems appropriate, and consistent with the requirements of applicable law.

IV. BACKGROUND
The Clean Power Alliance (CPA) Energized Communities Program promotes sustainability by supporting building and transportation electriﬁcation. The City of Carson has made notable progress in this area, particularly through the expansion of EV charging stations that serve residents, visitors, businesses, and staff. To date, investment in EV charging infrastructure has exceeded several million dollars, made possible through a combination of city- owned infrastructure and public-private partnerships.

Building on this foundation, the City is expanding its EV ﬂeet to increase the availability of pool vehicles across departments. This approach aligns with the Electric Fleet Transition Pathway, which serves as a structured, cost- effective roadmap developed to help agencies plan and manage the gradual replacement of light-duty vehicles with electric models. The pathway outlines steps such as assessing the current ﬂeet, identifying suitable EV replacements, planning for charging infrastructure, and establishing timelines to ensure a smooth and ﬁscally responsible transition. The recommended acquisition this evening will increase the total number of EVs in the City's ﬂeet to approximately 43 vehicles.

Staff conducted a comprehensive review of vehicle availability and operational requirements, including site visits and service calls, to ensure that selected vehicles will meet departmental needs. Based on this analysis, the Chevrolet Equinox EV LT and Chevrolet Blazer EV RS were identiﬁed as the most suitable options. The Equinox EV LT provides affordability and reliability for daily City use, while the Blazer EV RS trim was considered advantageous for its convenience package.

Vendor quotes are provided in Exhibits No. 2 and 3. The table below summarizes the proposed vehicle purchases, including make, model, year, and cost:

Procurement
Method Make Model Year Quantity Unit Cost Subtotal
City IFB No.
25-09 Chevrolet Equinox EV LT 2026 2 $30,807.40$61,614.80 CA State
Contract No.
1-25-23-01P
Chevrolet Blazer EV RS 2026 3 $52,116.85$156,350.55
Total 5 $217,965.35
On July 15, 2025, the City Council approved a purchase order with Winner Chevrolet, Inc. for eight (8) 2025 Chevrolet Equinox EV mid-size SUVs, following the City’s formal IFB process (Exhibit No. 4). As part of their bid, Winner Chevrolet agreed to honor the quoted price per vehicle should the City purchase additional units.

Accordingly, the pricing for the two Equinox EVs identiﬁed in this report matches the original bid pricing received on June 5, 2025. Delivery of the vehicles purchased on July 15, 2025, is anticipated on October 15, 2025.

The California Department of General Services (DGS) administers statewide master contracts for vehicle purchases, allowing local agencies to acquire fuel-eﬃcient and alternative-fuel vehicles at competitively bid prices.

Under this program, local agencies may purchase vehicles directly from awarded dealerships without conducting a separate solicitation process. For Chevrolet Blazers, the current Statewide Contract (No. 1-25-23-01P) is awarded to Winner Chevrolet, Inc. (Exhibit No. 5). This contract is available for use by the City and other eligible entities, streamlining procurement and delivery. The City proposes to utilize this contract for the purchase of three (3) Chevrolet Blazer EV RS models as part of this recommendation.

Carson Municipal Code Section 2611(f) authorizes “piggyback” purchasing, allowing the City to purchase equipment or services through another public agency’s competitively bid contract, provided certain conditions are met. These include veriﬁcation that speciﬁcations are substantially similar, the original contract remains valid, and that piggyback purchasing results in equal or lower pricing. The Purchasing Manager has reviewed this procurement and conﬁrmed compliance with Section 2611(f). Additionally, Section 2606(b)(ii) of the CMC requires the City to enter into a contract for purchases of $75,000 or more unless waived by the Purchasing Manager. The Purchasing Manager has waived this requirement and approved the use of piggyback purchasing and/or the waiver of the formal bidding process for the proposed acquisition of ﬁve (5) mid-size electric vehicles (Exhibits No. 6 and No. 7).

V. FISCAL IMPACT
The total cost for purchasing ﬁve (5) new mid-size electric vehicles will not exceed $220,000.00. This expense will be charged to GL Account 228-52-510-801-8003, consistent with Resolution No. 25-117 (Exhibit No. 8). Because grant funding is available, the City will be fully reimbursed for this purchase through the Clean Power Alliance’s Electric Fleet Transition Program.

VI. EXHIBITS

1. CPA Electric Fleet Participation Agreement

2. Winner Chevrolet Quote No.10148A - Equinox EV

3. Winner Chevrolet Quote No.10143A - Blazer EV

4. IFB 25-09 Bid Register

5. California State Procurement Contract No.1-25-23-01P . Purchasing Waiver - Winner Chevrolet, Inc. - Blazer EV

7. Purchasing Waiver - Winner Chevrolet, Inc. - Equinox EV . Resolution No. 25-117

Attachments
Exhibit No. 1 - CPA Electric Fleet Participation Agreement Exhibit No. 2 - Winner Chevrolet Quote No.10148A - Equinox EV Exhibit No. 3 - Winner Chevrolet Quote No.10143A - Blazer EV Exhibit No. 4 - IFB - 25-09 - Bid Register
Exhibit No. 5 - CA DSG Contract No.1-25-23-01P
Exhibit No. 6 - Purchasing Waiver - Winner Chevrolet, Inc. - Blazer EV.pdf Exhibit No. 7 - Purchasing Waiver - Winner Chevrolet, Inc. - Equinox EV.pdf Exhibit No. 8 - Reso no. 25-117 pdf

Electronic Record of Contracts
This document was generated as a record of certain contracts created, accepted and stored electronically.

Summary of Contracts
This document contains the following contracts.

Title
ID
Program Participation Agreement (City of Carson and Clean Power Alliance) 423064dd-5491-47cc-ae8d-e6c423af646a
Contract signed by:

Ted Bardacke
Signer ID:
d9e90bbb-dae7-4b81-8a31-78162d4df20b
Email:
[email protected]
Date / Time:

Mar 4, 2025 at 3:35 PM EST
IP Address:
160.72.195.26
User Agent:

Mozilla/5.0 (Windows NT 10.0; Win64; x64) AppleWebKit/537.36 (KHTML, like Gecko) Chrome/133.0.0.0 Safari/537.36 Winner Chevrolet DATE September 12, 2025
Quotation # 10148A
TO: CITY OF CARSON FAN # 871220
(916) 509-8577 - Desk 701 E Carson St
(530) 906-1582 - Cell Carson, CA 90745
Freddy Loza Prepared by: Aidan Barnhart
(310) 847-3531
[email protected]
Comments or special instructions: Vehicle build and options are in additional pages.

AMOUNT
27,880.00$
27,880.00$
DOC Fee -$
Taxable Subtotal: 27,880.00$

10.500% 2,927.40$
Tire Fee: -$
Fuel: -$
-$
Total: 30,807.40$
QTY 2 Grand Total 61,614.80$
If you have any questions concerning this quotation, contact Aidan Barnhart at (916) 509-8577 or email at [email protected]
2026 Chevrolet Equinox EV LT FWD accoridng to specifications of IFB 25-09 Delivery Charge:
**** specs with the PO or the vehicle will not be ordered. **** Subtotal
**** Please review, sign, and return a copy of the quote and **** ___________________________________________________
7220 Fawn Way,
Sacramento, CA 95823
IFB 25-09
****Shipping charge added for deliveries beyond Sacramento. No charge for will call.**** CA Tire Fee: $1.75 / Per Tire
Tax Rate(Subject to change):

Description
(Order Acknowledgment Signature) (Date)
THANK YOU FOR YOUR BUSINESS!!
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY

Prepared by
Aidan Barnhart
Winner Chevrolet / Elk Grove Auto Group
530-981-5164
[email protected]
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Performance figures are guidelines only, and actual performance may vary. Photos may not represent actual vehicles or exact configurations. Content based on report preparer’s input is subject to the accuracy of the input provided.

Data Version: 26439. Data Updated: Sep 9, 2025 6:57:00 PM PDT.

Sep 12, 2025 Page 2
Table of Contents
Window Sticker•
Standard Equipment•
Technical Specifications•
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26439. Data Updated: Sep 9, 2025 6:57:00 PM PDT.

Sep 12, 2025 Page 3
Window Sticker

SUMMARY
[Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY MSRP:$35,100.00 Interior:Black, Cloth seat trim
Exterior 1:Summit White
Exterior 2:No color has been selected.

Engine, none
Transmission, none (electric drive unit)

OPTIONS

CODE MODEL MSRP
1MB48 [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY

OPTIONS
2LT LT Preferred Equipment Group
AR9 Seats, front bucket
EKV Black, Cloth seat trim
EN0 Engine, none
FWD Propulsion, front wheel drive
GAZ Summit White
MF1 Transmission, none (electric drive unit)
PCY LT 1
REH Wheels, 19" (48.3cm)
VQ2 Fleet processing option
YF5 Emissions, California state requirements

FUEL ECONOMY
Est City:N/A
Est Highway:N/A
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26439. Data Updated: Sep 9, 2025 6:57:00 PM PDT.

Sep 12, 2025 Page 4
Est Highway Cruising Range:N/A
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26439. Data Updated: Sep 9, 2025 6:57:00 PM PDT.

Sep 12, 2025 Page 5
Standard Equipment
Package
Chevy Safety Assist includes Automatic Emergency Braking, Front Pedestrian Braking, Lane Keep Assist with Lane Departure Warning, (UE4) Following Distance Indicator, (UEU) Forward Collision Alert and (TQ5) IntelliBeam (Automatic Emergency Braking replaced by (UGN) Enhanced Automatic Emergency Braking. Lane Keep Assist with Lane Departure Warning replaced by (UKM) Enhanced Lane Keep Assist with Lane Departure Warning. Front Pedestrian Braking replaced by standard (UKT) Front Pedestrian and Bicyclist Braking.) Mechanical
Engine, none (STD)
Propulsion, front wheel drive (STD)
Dual Level Charge Cord, dual-mode, portable, 120-volt (1.4 kW) and 240-volt (7.7 kW) capability swappable NEMA 5-15 and NEMA 14-50 plugs with SAE J1772 vehicle connection Transmission, none (electric drive unit) (STD)
Electric drive unit, primary, 1 motor, integrated inverter, park system, 76F Battery Pack, Propulsion
Fuel, none
Emission system zero emission vehicle (ZEV)
Electronic Precision Shift
Propulsion, electric, FWD
Vehicle-to-home (V2H) all V2H-capable GM EV's can provide power to your properly equipped home in a blackout to all equipment groups. (The GM Energy PowerShift Charger and GM Energy V2H Enablement Kit requires an adequately charged and properly equipped GM EV having bidirectional charging capabilities, a properly equipped home, and proper grid interconnection. Some eligible 24MY EVs will require a dealership or over-the-air update to enable bidirectional charging. Weather conditions, life of the battery, vehicle variation and usage, and other external factors may impact the duration of power supply. Power supply may be interrupted. It is not recommended that the following devices be powered with the GM Energy PowerShift Charger and V2H Enablement Kit: Medical Devices.)
AC Charging, 11.5 kW capable
Brakes, 17" front and rear sliding caliper disc with DURALIFE rotors with regenerative capability. 4 wheel disc and 4-wheel antilock braking.

Brake lining, non-asbestos, organic
Brake rotor, FNC
Battery, 12V/60AH, 680 ENCCA
Suspension, Ride and Handling
Exterior
Wheels, 19" (48.3cm) (STD)
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26439. Data Updated: Sep 9, 2025 6:57:00 PM PDT.

Sep 12, 2025 Page 6
Exterior
Tires, 245/55R19 all-season blackwall (STD)
Wheel, spare, none
Tire, spare, none
Tire Inflator Kit (Included with 19" (48.3 cm) wheel.)
Lamp, front marker, LED
Headlamps, LED, with LED Daytime Running Lamps
Tail lamps, LED
IntelliBeam, automatic high beam on/off
Glass, side front tempered, solar glazing
Glass, privacy
Glass, rear, deep tint
Mirrors, outside power-adjustable, manual-folding
Mirror caps, painted
Wipers, front intermittent
License plate front mounting package (will be forced on orders with ship-to states that require a front license plate)
Door handles, body-color
Liftgate, manual
Recovery hook, front
Recovery hook, rear
Entertainment
Audio system, 17.7" diagonal advanced color LCD display with Google built-in compatibility (select service plan required, terms and limitations apply), including navigation capability, connected apps, personalized profiles for each driver's settings, and Natural Voice Recognition
Audio system feature, 6-speaker system
SiriusXM with 360L Trial Subscription. SiriusXM with 360L transforms your customers' ride with our most extensive and personalized radio experience on the road. (IMPORTANT: The SiriusXM trial subscription is not provided on vehicles that are ordered for Fleet Daily Rental ("FDR") use. Trial subscription is subject to the SiriusXM Customer Agreement and privacy policy, visit siriusxm.com which includes full terms and how to cancel. All fees, content, features, and availability are subject to change. Some features require GM connected vehicle services.)
5G Wi-Fi Hotspot capable (Terms and limitations apply. See onstar.com or dealer for details.) Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Sep 12, 2025 Page 7
Interior
Seats, front bucket (STD)
Seat trim, Cloth
Seat adjuster, driver 6-way manual
Seat adjuster, front passenger 4-way manual
Seat, rear 60/40-split folding
Headrest, rear center
Console, floor, with armrest
Armrest, rear center, with cup holders
Floor mats, front, carpeted
Floor mats, rear, carpeted
Steering column, tilt and telescopic
Speedometer, miles/kilometers, miles odometer
Display, automatic occupant sensing
Driver Information Center, 11" diagonal display
Windows, remote Express-Down, all windows
Remote Start, smartphone app
Adaptive Cruise Control
Theft-deterrent system, unauthorized entry
Power outlets, (2), 12-volt, lower instrument panel and cargo area, auxiliary USB ports, 2 type-C, Charge/Data ports located on floor console USB ports, 2 type-C, located on back of center console, charge-only Google Automotive Services capable
Navigation System through Google built-in compatibility (select service plan required, terms and limitations apply)
Infotainment, High
Air conditioning, single-zone automatic climate control Air filter, pollutant
Glovebox
Mirror, inside rearview, tilting
Visors, driver and front passenger, sliding
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Safety-Mechanical
Enhanced Automatic Emergency Braking
Rear Park Assist
Intersection Automatic Emergency Braking
Rear Cross Traffic Braking
Reverse Automatic Braking
Front Pedestrian and Bicyclist Braking
Safety-Interior
Airbags, frontal, knee and seat-mounted side-impact for driver and front passenger and roof-rail mounted head- curtain for outboard seating positions. Includes Passenger Sensing System for front passenger (Always use seat belts and child restraints. Children are safer when properly secured in a rear seat in the appropriate child restraint. See the Owner's Manual for more information.) Airbag, Passenger Sensing System, sensor indicator inflatable restraint front passenger/child presence detector (Always use seat belts and child restraints. Children are safer when properly secured in a rear seat in the appropriate child restraint. See the Owner's Manual for more information.) OnStar Services capable (See onstar.com for details and limitations. Services vary by model. Service plan required.)
Forward Collision Alert
Following Distance Indicator
Lane Keep Assist with Lane Departure Warning, enhanced
Blind Zone Steering Assist
HD Rear Vision Camera
LED Reflective Windshield Collision Alert
Safety Alert Seat
Seat belt, front passenger presence detector
Seat belt restraint pretensioner, rear
Restraint provision-retractor, automatic locking
Buckle to Drive prevents vehicle from being shifted out of Park until driver seat belt is fastened; times out after 20 seconds and encourages seat belt use
Teen Driver a configurable feature that lets you activate customizable vehicle settings associated with a key fob, to help encourage safe driving behavior. It can limit certain available vehicle features, and it prevents certain safety systems from being turned off. It includes the Buckle-to-Drive feature which prevents the driver from shifting from Park for up to 20 seconds if the driver's seat belt is not buckled. An in-vehicle report card gives you information on driving habits and helps you to continue to coach your new driver Restraint provisions, child, Isofix 2 point only, point/latch includes 2 top tether points Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Safety-Interior
Rear Seat Reminder
Rear Seat Belt Indicator
Lock control system, passive entry, extended range
Door locks, rear child security
Side Bicyclist Alert
Horn, dual-note
OnStar Basics (OnStar Fleet Basics for Fleet) Drive confidently with core OnStar services including remote commands, built-in voice assistance, real-time traffic and navigation, and Automatic Crash Response to help if you're in need. (Requires (UE1) OnStar. OnStar Basics includes remote commands, Navigation, Voice Assistance, and Automatic Crash Response, for eligible vehicles with compatible software. OnStar Basics is standard for 8 years; OnStar plan, working electrical system, cell reception and GPS signal required. OnStar links to emergency services. Service coverage varies with conditions and location. Service availability, features and functionality vary by device and software version. See onstar.com for details and limitations.) Processing-Other
LT 1 (Required on LT w/PCY trim. Includes standard equipment.)

WARRANTY
Warranty Note: <<< Preliminary 2026 Warranty >>>
Basic Years: 3
Basic Miles/km: 36,000
Corrosion Years (Rust-Through): 6
Corrosion Years: 3
Corrosion Miles/km (Rust-Through): 100,000
Corrosion Miles/km: 36,000
Hybrid/Electric Components Years: 8
Hybrid/Electric Components Miles/km: 100,000
Roadside Assistance Years: 5
Roadside Assistance Miles/km: 60,000
Roadside Assistance Note: Towing: 8 Years/100,000 Miles Maintenance Note: First Visit: 12 Months/12,000 Miles
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Technical Specifications
Powertrain
Transmission
Drivetrain Front Wheel Drive Trans Order Code MF1
Trans Type 1 Trans Description Cont. N/A
Trans Description Cont. Again N/A First Gear Ratio (:1) N/A Reverse Ratio (:1) N/A Clutch Size N/A
Final Drive Axle Ratio (:1) N/A Transfer Case Gear Ratio (:1), High N/A Transfer Case Gear Ratio (:1), Low N/A
Mileage
EPA Fuel Economy Est - Hwy N/A Cruising Range - City N/A EPA Fuel Economy Est - City N/A Fuel Economy Est-Combined N/A Cruising Range - Hwy N/A EPA MPG Equivalent - City 117 (2025) EPA MPG Equivalent - Hwy 100 (2025) Estimated Battery Range 319 (2025) mi Engine
Engine Order Code EN0 Engine Type Electric
Displacement N/A Fuel System Electric
SAE Net Horsepower @ RPM N/A SAE Net Torque @ RPM N/A
Electrical
Cold Cranking Amps @ 0° F (Primary) N/A Maximum Alternator Capacity (amps) N/A Cooling System
Total Cooling System Capacity N/A
Vehicle
Emissions
Tons/yr of CO2 Emissions @ 15K mi/year N/A EPA Greenhouse Gas Score N/A Vehicle
EPA Classification Sport Utility
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Vehicle
Vehicle
Vehicles
Chassis
Weight Information
Base Curb Weight N/A Curb Weight - Front N/A
Curb Weight - Rear N/A Maximum Payload Capacity N/A
Curb Weight N/A Total Option Weight 0.00 lbs
Trailering
Dead Weight Hitch - Max Trailer Wt. N/A Dead Weight Hitch - Max Tongue Wt. N/A Wt Distributing Hitch - Max Trailer Wt. N/A Wt Distributing Hitch - Max Tongue Wt. N/A Maximum Trailering Capacity N/A
Suspension
Suspension Type - Front MacPherson strut Suspension Type - Rear Multi-Link Suspension Type - Front (Cont.) N/A Suspension Type - Rear (Cont.) N/A Shock Absorber Diameter - Front N/A Shock Absorber Diameter - Rear N/A Stabilizer Bar Diameter - Front N/A Stabilizer Bar Diameter - Rear N/A Tires
Front Tire Order Code QLU Rear Tire Order Code QLU
Spare Tire Order Code 9L3 Front Tire Size 245/55R19
Rear Tire Size 245/55R19 Spare Tire Size N/A
Wheels
Front Wheel Size 19 x -TBD- in Rear Wheel Size 19 x -TBD- in Spare Wheel Size N/A Front Wheel Material N/A
Rear Wheel Material N/A Spare Wheel Material N/A
Steering
Steering Type Rack EPS Steering Ratio (:1), Overall 59
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Sep 12, 2025 Page 12
Chassis
Steering
Lock to Lock Turns (Steering) N/A Turning Diameter - Curb to Curb 38.06 ft Turning Diameter - Wall to Wall N/A
Brakes
Brake Type Pwr Brake ABS System 4-Wheel
Brake ABS System (Second Line) N/A Disc - Front (Yes or ) Yes Disc - Rear (Yes or ) Yes Front Brake Rotor Diam x Thickness 17 x -TBD- in Rear Brake Rotor Diam x Thickness 17 x -TBD- in Drum - Rear (Yes or ) N/A Rear Drum Diam x Width N/A
Fuel Tank
Fuel Tank Capacity, Approx N/A Aux Fuel Tank Capacity, Approx N/A Dimensions
Interior Dimensions
Passenger Capacity 5 Passenger Volume 102.24 ft³
Front Head Room 39.15 in Front Leg Room 41.65 in
Front Shoulder Room 58.64 in Front Hip Room 55.95 in
Second Head Room 38.49 in Second Leg Room 38 in
Second Shoulder Room 55.45 in Second Hip Room 50.7 in
Exterior Dimensions
Wheelbase 116.3 in Length, Overall 190.55 in
Width, Max w/o mirrors 76.94 in Height, Overall 64.8 in Track Width, Front 63.45 in Track Width, Rear 63.69 in
Min Ground Clearance 6.4 in Rear Door Opening Height N/A Rear Door Opening Width N/A Liftover Height N/A
Cargo Area Dimensions
Cargo Area Length @ Floor to Seat 1 N/A Cargo Area Length @ Floor to Seat 2 N/A Cargo Area Length @ Floor to Seat 3 N/A Cargo Area Width @ Beltline N/A Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Equinox EV (1MB48) 4dr LT1 w/PCY ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Sep 12, 2025 Page 13
Dimensions
Cargo Area Dimensions
Cargo Box Width @ Wheelhousings N/A Cargo Box (Area) Height N/A Cargo Volume to Seat 1 57.2 ft³ Cargo Volume to Seat 2 26.4 ft³ Cargo Volume to Seat 3 N/A
Winner Chevrolet DATE September 4, 2025
Quotation # 10143A
TO: CITY OF CARSON FAN # 871220
(916) 509-8577 - Desk 701 E Carson St
(530) 906-1582 - Cell Carson, CA 90745
Freddy Loza Prepared by: Aidan Barnhart
(310) 847-3531
[email protected]
Comments or special instructions: Vehicle build and options are in additional pages.

AMOUNT
44,650.00$
1,535.00$
(500.00)$
800.00$
46,485.00$
DOC Fee 85.00$
Taxable Subtotal: 46,570.00$

10.500% 4,889.85$
Tire Fee: 7.00$
Fuel: -$
650.00$
Total: 52,116.85$
QTY 3 Grand Total 156,350.55$
If you have any questions concerning this quotation, contact Aidan Barnhart at (530) 906-1582 or email at [email protected]
CLIN 4 Blazer EV
Options (Refer to Window Sticker):

Delivery Charge:
**** specs with the PO or the vehicle will not be ordered. **** Subtotal
**** Please review, sign, and return a copy of the quote and **** 2 additoinal Key/Fobs
___________________________________________________
7220 Fawn Way,
Sacramento, CA 95823
State Contract # 1-25-23-01P
****Shipping charge added for deliveries beyond Sacramento. No charge for will call.**** CA Tire Fee: $1.75 / Per Tire
Tax Rate(Subject to change):

Description
Upgrade to 2026 RS
(Order Acknowledgment Signature) (Date)
THANK YOU FOR YOUR BUSINESS!!
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS

Data Version: 26391. Data Updated: Sep 3, 2025 6:47:00 PM PDT.

Sep 4, 2025 Page 2
Table of Contents
Dealership Information•
Window Sticker•
Standard Equipment•
Technical Specifications•
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26391. Data Updated: Sep 3, 2025 6:47:00 PM PDT.

Sep 4, 2025 Page 3
Dealership Information
***** IMPORTANT *****
Please review the Quote, "Window Sticker," and all included information and specifications for accuracy. If a purchase order is issued, please include a signed copy of this quote with the Window Sticker. By this quote being signed and returned by the purchasing agency, the purchasing agency acknowledges that the vehicle configuration and price are accurate.

The "Window Sticker" MSRP is for reference only and may not represent the final quoted price of the vehicle or optional equipment. Actual pricing may vary, see the Quote on page 1 for pricing.

Tax may not be included in the quote price. Purchasing agency is responsible for calculating tax. The tax rate is based on the registration address and cannot be a PO Box.

If the vehicle is going to be delivered beyond Sacramento, an additional delivery charge will be required.

Thanks!
Prepared By:

Aidan Barnhart
Winner Chevrolet / Elk Grove Auto Group
916-509-8577
[email protected]
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26391. Data Updated: Sep 3, 2025 6:47:00 PM PDT.

Sep 4, 2025 Page 4
Window Sticker

SUMMARY
[Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS
Interior:Black, Perforated suede/Evotex seat trim
Exterior 1:Polar White Tricoat
Exterior 2:No color has been selected.

Engine, none (electric drive unit)
Transmission, none (electric drive unit)

OPTIONS

CODE MODEL MSRP
1MD26 [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS

OPTIONS
1RS RS Preferred Equipment Group $0.00
AR9 Seats, front bucket $0.00
EMG Black, Perforated suede/Evotex seat trim $0.00
EN0 Engine, none (electric drive unit) $0.00
G4J Polar White Tricoat $995.00
MF1 Transmission, none (electric drive unit) $0.00
PSC Dual Level Charge Cord, dual-mode, portable $0.00
QTC Tires, 275/45R21 all-season self-sealing, blackwall $0.00 RHR Wheels, 21" (53.3 cm) machined-face aluminum $0.00
VK3 License plate front mounting package $40.00
VQ2 Fleet processing option $0.00
YF5 Emissions, California state requirements $500.00

FUEL ECONOMY
Est City:N/A
Est Highway:N/A
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Sep 4, 2025 Page 5
Est Highway Cruising Range:N/A
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Sep 4, 2025 Page 6
Standard Equipment
Package
Chevy Safety Assist includes Automatic Emergency Braking, Front Pedestrian Braking, Lane Keep Assist with Lane Departure Warning, (UE4) Following Distance Indicator, (UEU) Forward Collision Alert and (TQ5) IntelliBeam (Automatic Emergency Braking replaced by (UGN) Enhanced Automatic Emergency Braking. Front Pedestrian Braking replaced by (UKT) Front Pedestrian and Bicyclist Braking. Lane Keep Assist with Lane Departure Warning replaced by (UKM) Enhanced Lane Keep Assist with Lane Departure Warning.) Mechanical
Engine, none (electric drive unit) (STD)
Dual Level Charge Cord, dual-mode, portable 120-volt (1.4 kW) and 240-volt (7.7 kW) capability, swappable NEMA 5-15 and NEMA 14-50 plugs with SAE J1772 vehicle connection (STD) Transmission, none (electric drive unit) (STD)
Emission system zero emission vehicle (ZEV)
Electronic Precision Shift
Propulsion, front wheel drive (FWD)
Trailering provisions, wiring
Hitch Guidance
Hitch View
Suspension, Ride and Handling
GVWR, 6283 lbs. (2850 kg)
Brakes, 4-wheel antilock disc
Brake rotor, FNC
Brake lining, non-asbestos, organic
Battery Pack, Propulsion, 85 kWh Battery Rated Energy, 150 kW DC fast charging capable AC Charging, 11.5 kW capable
Charge port door, power open/close
Vehicle-to-home (V2H) all V2H-capable GM EV's can provide power to your properly equipped home in a blackout (The GM Energy PowerShift Charger and GM Energy V2H Enablement Kit requires an adequately charged and properly equipped GM EV having bidirectional charging capabilities, a properly equipped home, and proper grid interconnection. Some eligible 24MY EVs will require a dealership or over-the-air update to enable bidirectional charging. Weather conditions, life of the battery, vehicle variation and usage, and other external factors may impact the duration of power supply. Power supply may be interrupted. It is not recommended that the following devices be powered with the GM Energy PowerShift Charger and V2H Enablement Kit: Medical Devices.)
Exterior
Wheels, 21" (53.3 cm) machined-face aluminum with Black painted pockets (STD) Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26391. Data Updated: Sep 3, 2025 6:47:00 PM PDT.

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Exterior
Tires, 275/45R21 all-season self-sealing, blackwall (STD) Tire, spare, none
Roof color, Black (Included with all RS/SS exterior colors except (GBA) Black.) Roof rails, high gloss Black
Molding, door upper, high gloss Black, and belt, low gloss Black Grille, Black
Grille light bar, LED
Headlamps, LED
IntelliBeam, auto high beam
Lighting, exterior choreography approach, walk-away, and charging Mirror caps, high gloss Black
Mirrors, outside heated, power-adjustable, power-folding, driver-side auto-dimming with turn signal indicators Glass, rear, deep tint
Wipers, front intermittent, Rainsense
AutoSense Power Liftgate, programmable, hands free
Entertainment
Audio System, 17.7" diagonal advanced color LCD display with Google built-in compatibility (select service plan required, terms and limitations apply), including navigation capability, connected apps, personalized profiles for each driver's settings, and Natural Voice Recognition
Audio system feature, 6-speaker system
SiriusXM with 360L Trial Subscription. SiriusXM with 360L transforms your customers' ride with our most extensive and personalized radio experience on the road (IMPORTANT: The SiriusXM trial subscription is not provided on vehicles that are ordered for Fleet Daily Rental ("FDR") use. Trial subscription is subject to the SiriusXM Customer Agreement and privacy policy, visit www.siriusxm.com which includes full terms and how to cancel. All fees, content, features, and availability are subject to change. Some features require GM connected vehicle services.)
Google Automotive Services capable
5G vehicle connectivity (Terms and limitations apply. See onstar.com or dealer for details.) Wi-Fi Hotspot capable (Terms and limitations apply. See onstar.com or dealer for details.) Interior
Seats, front bucket (STD)
Seat trim, Perforated suede/Evotex
Seats, heated driver and front passenger cushion and seatback Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Interior
Seats, ventilated driver and front passenger
Seat adjuster, driver 8-way power
Seat adjuster, driver 2-way power lumbar
Seat adjuster, front passenger 6-way power
Seat adjuster, front passenger 2-way power lumbar
Driver memory, recalls driver "presets" for power driver seat and outside mirrors Seat, rear 60/40-split, fold-flat
Floor mats, front, carpeted (Deleted when LPO floor mats/liners are ordered.) Floor mats, rear, carpeted (Deleted when LPO floor mats/liners are ordered.) Steering column, tilt and telescopic
Steering wheel, wrapped, flat-bottom
Steering wheel, heated
Driver Information Center, 11" diagonal display
Traffic Sign Recognition
Window, power, driver, express up and down
Window, power, front passenger with express down
Remote Start, smartphone app capable
Universal Home Remote includes garage door opener, programmable Adaptive Cruise Control
Theft deterrent system, unauthorized entry
Wireless Phone Charging
USB ports, 2 type-C, located forward of cupholders
USB port, type-C, located within the center console armrest bin USB ports, 2 type-C, located on back of center console, charge-only Power outlet, 12-volt, located in center console compartment Air conditioning, dual-zone automatic climate control
Defogger, rear-window electric
Cabin air filter, pollutant
Mirror, inside rearview auto-dimming
Lighting, interior, ambient, multi-color
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

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Sep 4, 2025 Page 9
Safety-Mechanical
Enhanced Automatic Emergency Braking
Intersection Automatic Emergency Braking
Rear Cross Traffic Braking
Reverse Automatic Braking
Front Pedestrian and Bicyclist Braking
StabiliTrak, stability control system
Safety-Exterior
Daytime Running Lamps
Safety-Interior
Airbags, frontal knee and seat-mounted side-impact for driver and front passenger, and roof-rail mounted head- curtain for outboard seating positions. Includes Passenger Sensing System for front passenger (Always use seat belts and child restraints. Children are safer when properly secured in a rear seat in the appropriate child restraint. See the Owner's Manual for more information.) OnStar services capable (See onstar.com for details and limitations. Services vary by model. Service plan required.)
OnStar Basics (OnStar Fleet Basics for Fleet) Drive confidently with core OnStar services including remote commands, built-in voice assistance, real-time traffic and navigation, and Automatic Crash Response to help if you're in need. (Requires (UE1) OnStar. OnStar Basics includes remote commands, Navigation, Voice Assistance, and Automatic Crash Response, for eligible vehicles with compatible software. OnStar Basics is standard for 8 years; OnStar plan, working electrical system, cell reception and GPS signal required. OnStar links to emergency services. Service coverage varies with conditions and location. Service availability, features and functionality vary by device and software version. See onstar.com for details and limitations.) Rear Park Assist (Upgraded to (UKZ) Enhanced Automatic Park Assist when (WK7) Super Cruise Package is ordered.)
HD Surround Vision
Rear Pedestrian Alert
Blind Zone Steering Assist
Side Bicyclist Alert
Lane Keep Assist with Lane Departure Warning (Replaced with (UKL) Super Cruise when (WK7) Super Cruise Package is ordered.)
Following Distance Indicator
Forward Collision Alert
LED Reflective Windshield Collision Alert (Replaced with (UV6) Head-Up Display when (ZL5) RS Convenience and Drive Confidence Package is ordered.)
Safety Alert Seat
Seat belt indicators, driver, front passenger and rear passengers Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26391. Data Updated: Sep 3, 2025 6:47:00 PM PDT.

Sep 4, 2025 Page 10
Safety-Interior
Buckle to Drive prevents vehicle from being shifted out of Park until driver seat belt is fastened; times out after 20 seconds and encourages seat belt use
Door locks, rear child security
LATCH system (Lower Anchors and Tethers for CHildren), for child restraint seats Rear Seat Reminder
Tire Fill Alert

WARRANTY
Warranty Note: <<< Preliminary 2026 Warranty >>>
Basic Years: 3
Basic Miles/km: 36,000
Corrosion Years (Rust-Through): 6
Corrosion Years: 3
Corrosion Miles/km (Rust-Through): 100,000
Corrosion Miles/km: 36,000
Hybrid/Electric Components Years: 8
Hybrid/Electric Components Miles/km: 100,000
Roadside Assistance Years: 5
Roadside Assistance Miles/km: 60,000
Roadside Assistance Note: Towing: 8 Years/100,000 Miles Maintenance Note: First Visit: 12 Months/12,000 Miles
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26391. Data Updated: Sep 3, 2025 6:47:00 PM PDT.

Sep 4, 2025 Page 11
Technical Specifications
Powertrain
Transmission
Drivetrain Front Wheel Drive Trans Order Code MF1
Trans Type 1 Trans Description Cont. N/A
Trans Description Cont. Again N/A First Gear Ratio (:1) N/A Reverse Ratio (:1) N/A Clutch Size N/A
Final Drive Axle Ratio (:1) 11.59 Transfer Case Gear Ratio (:1), High N/A Transfer Case Gear Ratio (:1), Low N/A
Mileage
EPA Fuel Economy Est - Hwy N/A Cruising Range - City N/A EPA Fuel Economy Est - City N/A Fuel Economy Est-Combined N/A Cruising Range - Hwy N/A EPA MPG Equivalent - City 114 (2025) EPA MPG Equivalent - Hwy 95 (2025) Estimated Battery Range 312 (2025) mi Engine
Engine Order Code EN0 Engine Type Electric
Displacement N/A Fuel System Electric
SAE Net Horsepower @ RPM 220 SAE Net Torque @ RPM 243
Electrical
Cold Cranking Amps @ 0° F (Primary) N/A Maximum Alternator Capacity (amps) N/A Cooling System
Total Cooling System Capacity N/A
Vehicle
Emissions
Tons/yr of CO2 Emissions @ 15K mi/year N/A EPA Greenhouse Gas Score N/A Vehicle
EPA Classification Small Sport Utility
Vehicle 2WD
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26391. Data Updated: Sep 3, 2025 6:47:00 PM PDT.

Sep 4, 2025 Page 12
Chassis
Weight Information
Base Curb Weight 5084 lbs Curb Weight - Front N/A
Curb Weight - Rear N/A Maximum Payload Capacity N/A
Curb Weight N/A Total Option Weight 0.00 lbs
Trailering
Dead Weight Hitch - Max Trailer Wt. 1500 lbs Dead Weight Hitch - Max Tongue Wt. 150 lbs Wt Distributing Hitch - Max Trailer Wt. N/A Wt Distributing Hitch - Max Tongue Wt. N/A Maximum Trailering Capacity N/A
Suspension
Suspension Type - Front 5-link independent Suspension Type - Rear 5-link independent Suspension Type - Front (Cont.) N/A Suspension Type - Rear (Cont.) N/A Shock Absorber Diameter - Front N/A Shock Absorber Diameter - Rear N/A Stabilizer Bar Diameter - Front N/A Stabilizer Bar Diameter - Rear N/A Tires
Front Tire Order Code QTC Rear Tire Order Code QTC
Spare Tire Order Code N/A Front Tire Size 275/45R21
Rear Tire Size 275/45R21 Spare Tire Size N/A
Wheels
Front Wheel Size 21 x -TBD- in Rear Wheel Size 21 x -TBD- in Spare Wheel Size N/A Front Wheel Material Aluminum
Rear Wheel Material Aluminum Spare Wheel Material N/A
Steering
Steering Type Continuously
Variable Electric
Power (EPS)
Steering Ratio (:1), Overall 18.46
Lock to Lock Turns (Steering) N/A Turning Diameter - Curb to Curb N/A Turning Diameter - Wall to Wall 39.7 ft
Winner Chevrolet / Elk Grove Auto Group
Aidan Barnhart | 916-509-8577 | [email protected] Vehicle: [Fleet] 2026 Chevrolet Blazer EV (1MD26) FWD 4dr RS ( Complete ) This document contains information considered Confidential between GM and its Clients uniquely. The information provided is not intended for public disclosure. Prices, specifications, and availability are subject to change without notice, and do not include certain fees, taxes and charges that may be required by law or vary by manufacturer or region.

Data Version: 26391. Data Updated: Sep 3, 2025 6:47:00 PM PDT.

Sep 4, 2025 Page 13
Chassis
Brakes
Brake Type Pwr Brake ABS System 4-Wheel
Brake ABS System (Second Line) N/A Disc - Front (Yes or ) Yes Disc - Rear (Yes or ) Yes Front Brake Rotor Diam x Thickness 12.5 x -TBD - in Rear Brake Rotor Diam x Thickness 13.6 x -TBD - in Drum - Rear (Yes or ) N/A Rear Drum Diam x Width N/A
Fuel Tank
Fuel Tank Capacity, Approx N/A Aux Fuel Tank Capacity, Approx N/A Dimensions
Interior Dimensions
Passenger Capacity 5 Passenger Volume N/A
Front Head Room 40.88 in Front Leg Room 44.2 in
Front Shoulder Room 58.7 in Front Hip Room 57.4 in
Second Head Room 38.1 in Second Leg Room 38.92 in
Second Shoulder Room 58.33 in Second Hip Room 53.79 in
Exterior Dimensions
Wheelbase 121.8 in Length, Overall 192.23 in
Width, Max w/o mirrors 78.02 in Height, Overall 65.05 in Track Width, Front 65.9 in Track Width, Rear 65.9 in
Min Ground Clearance 7.97 in Rear Door Opening Height N/A Rear Door Opening Width N/A Liftover Height 29.82 in
Cargo Area Dimensions
Cargo Area Length @ Floor to Seat 1 N/A Cargo Area Length @ Floor to Seat 2 N/A Cargo Area Length @ Floor to Seat 3 N/A Cargo Area Width @ Beltline N/A Cargo Box Width @ Wheelhousings N/A Cargo Box (Area) Height N/A Cargo Volume to Seat 1 59.1 ft³ Cargo Volume to Seat 2 25.5 ft³ Cargo Volume to Seat 3 N/A
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Item # (CLIN)
Commodity Description
(Minimum Requirements)
UNSPSC
Code Make Model *CARB-Aligned* Unit of Measure Quantity in Unit of Measure Contract Price
1 Cargo Van, 2-Passenger, 150 in. WB,
250 Mile Range, ELECTRIC Vehicle in
accordance with specification 2310-BS-
0194616-1.
25101505 BRIGHTDROP ZEVO 400 *No* Each 1 $87,275.00
2 Cargo Van, 2-Passenger, 180 in. WB,
150 Mile Range, ELECTRIC Vehicle in
accordance with specification 2310-BS-
0194616-1.
25101505 BRIGHTDROP ZEVO 600 *No* Each 1 $78,206.00
3 Cargo Van, 2-Passenger, 180 in. WB,
250 Mile Range, ELECTRIC Vehicle in
accordance with specification 2310-BS-
0194616-1.
25101505 BRIGHTDROP ZEVO 600 *No* Each 1 $88,728.00
4 Small Sport Utility, 5-Passenger, 200
Mile Range, ELECTRIC Vehicle in
accordance with specification 2310-BS-
0194616-1.
25101507 CHEVROLET BLAZER EV *No* Each 1 $44,650.00
5 Cargo Van, 150 in. WB, Conventional
Cab, 10000 lb. GVWR, 100 Mile Range,
ELECTRIC Vehicle in accordance with
specification 2320-BS-0194616-2.
25101519 BRIGHTDROP ZEVO 400 *N/A* Each 1 $77,751.00
Description Unit of Measure
(UOM)
Quantity in
Unit of
Measure
Make Model Manufacturer Contract Unit Price
Additional
options, (cost
plus)
various various n/a n/a n/a 10%
Removal of
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Statewide Contract 1-25-23-01P, Alternative Fuel Vehicles Attachment A - Contract Pricing, *Supplement 3 09/04/2025* End of Sheet
Contractor: Winner Chevrolet
Prompt Payment Terms
500
20 DAYS
The following items are applicable for options only.
blank

Page 1 ends

Department of General Services
Procurement Division
707 Third Street, 2nd Floor
West Sacramento, CA 95605-2811
State of California

STATEWIDE CONTRACT

USER INSTRUCTIONS
All changes to most recent Supplem ent are in bold red italic. Additi ons ar e enclosed in asterisks, *, and deleti ons are enclosed in br ackets, [].

MANDATORY
*Supplement 3*
*Incorporates Supplements 1-3*
ISSUE AND EFFECTIVE DATE: *09/04/2025*
CONTRACT NUMBER: 1-25-23-01P
DESCRIPTION: Alternative Fuel Vehicles
CONTRACTOR: Winner Chevrolet
CONTRACT TERM: 02/18/2025 through 02/17/2027
STATE CONTRACT ADMINISTRATOR: Jason Vu
(279) 946-8626
[email protected]
The contract user instructions, products, and pricing are included herein. All purchase documents issued under this contract incorporate the contract terms and applicable California General Provisions:

Non-IT General Provisions (rev 6/21/2022)

Cal eProcure link: www.caleprocure.ca.gov

ORDER PLACEMENT INFORMATION
Mailing Address:

Winner Chevrolet
7220 Fawn Way,
Sacramento CA 95823
Email:
[email protected]
Contact Information:

Winner Chevrolet
Jerry Powers

Phone: (775) 450-9209
Email:
[email protected]

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 2 ends

All changes to most recent Supplement are in bold red italic. Additions are enclosed in asterisks; deletions are enclosed in brackets with strikethrough.

SUMMARY OF CHANGES
Supplement
Number Description/Articles Date
*3* *Subject contract for Alternative Fuel Vehicles
is hereby modified to reflect the following
changes:
➢ Article 7: California Air Resources Board
(CARB)-Aligned Vehicles language has
been added.
➢ Attachment A – Contract Pricing:

Updated to reflect vehicles that are
CARB-aligned.*
*9/4/25*
2 Subject contract for Alternative Fuel Vehicles is
hereby modified to reflect the following changes:
➢ Article 36: Generative Artificial Intelligence
(GenAI) Procurement Procedures language
has been added.
4/21/25
1 Subject contract for Alternative Fuel Vehicles is
hereby modified to reflect the following changes:
➢ Front page: State Contract Administrator
has been updated from Ike Ogamba to
Jason Vu.
➢ Article 24: Contract Administrator has been
updated from Ike Ogamba to Jason Vu.
3/21/25
N/A Original Contract Posted

02/18/2025
All other terms and conditions remain the same.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 3 ends

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 4 ends

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 5 ends

SCOPE
The State’s contract with Winner Chevrolet (Contractor) provides Alternative Fuel Vehicles at contracted pricing to the State of California and local governmental agencies in accordance with the requirements of Contract # 1-25-23-01P. The Contractor shall supply the entire portfolio of products as identified in the contract and will be the primary point of contact for data collection, reporting, and distribution of Alternative Fuel Vehicles to the State.

The contract term is for two years with an option to extend the contract for three additional one year period or portion thereof. The terms, conditions, and prices for the contract extension option shall be by mutual agreement between the Contractor and the State. If a mutual agreement cannot be met the contract will expire at the end of the current contract term.

CONTRACT USAGE/RULES
A. State Departments
• The use of this contract is mandatory for all State of California departments. • State departments must adhere to all applicable State laws, regulations, policies, best practices, and purchasing authority requirements, e.g. California Codes, Code of Regulations, State Administrative Manual, Management Memos, and State Contracting Manual Volume 2, as applicable.
• Prior to placing orders against this contract, State departments must have been granted non-IT purchasing authority by the Department of General Services, Procurement Division (DGS-PD) for the use of this statewide contract. State departments that have not been granted purchasing authority by DGS-PD for the use of the State’s statewide contracts may contact DGS-PD’s Purchasing Authority Management Section by e-mail at [email protected].
• State departments must have a Department of General Services (DGS) agency billing code prior to placing orders against this contract. Ordering departments may contact their Purchasing Authority contact or their department’s fiscal office to obtain this information.

B. Local Governmental Agencies
• Local governmental agency use of this contract is optional. • Local government agencies are defined in Public Contract Code Chapter 2, Section 10298 (a) (b) and 10299 (b); this includes the California State Universities (CSU) and University of California (UC) systems, K-12 schools and community colleges empowered to expend public funds for the acquisition of products While the State makes this contract available to local governmental agencies, each local

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 6 ends

governmental agency should determine whether this contract is consistent with its procurement policies and regulations.
• Local governmental agencies shall have the same rights and privileges as State departments under the terms of this contract. Any local governmental agencies desiring to participate shall be required to adhere to the same responsibilities as do State departments and have no authority to amend, modify or change any condition of the contract.
• A DGS issued billing code is not required for local governmental agencies to place orders against this contract.

C. Unless otherwise specified within this document, the term “ordering agencies” will refer to all State departments and/or local governmental agencies eligible to utilize this contract. Ordering and/or usage instructions exclusive to State departments or local governmental agencies shall be identified within each article.

DGS ADMINISTRATIVE FEES
A. State Departments
The DGS will bill each State department an administrative fee for use of this statewide contract. The administrative fee should NOT be included in the order total, nor remitted before an invoice is received from DGS.

Current fees are available online in the Price Book & Directory of Services (go to Price Book Download and click on Purchasing under Procurement Division).

B. Local Governmental Agencies
For all local government agency transactions issued against the contract, the Contractor is required to remit the DGS-PD an Incentive Fee of an amount equal to

1.25 percent of the total purchase order amount excluding taxes and freight. This Incentive Fee shall not be included in the local governmental agency’s purchase price, nor invoiced or charged to the local governmental agency. All prices quoted to local governmental agencies shall reflect State contract pricing, including any and all applicable discounts, and shall include no other add-on fees.

SB/DVBE OFF-RAMP PROVISION
There is no SB/DVBE off ramp associated with this contract.

EXEMPT PURCHASES
There are no exempt purchases associated with this contract.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 7 ends

PROBLEM RESOLUTION/SUPPLIER PERFORMANCE
Ordering agencies and/or Contractor shall inform the State Contract Administrator of any technical or contractual difficulties encountered during contract performance in a timely manner. This includes and is not limited to informal disputes, supplier performance, outstanding deliveries, etc. The ordering agency should include all relevant information and/or documentation (e.g., purchase documents).

CONTRACT ITEMS
Contract vehicles and pricing are listed on Attachment A - Contract Pricing. All prices listed shall be fixed as the maximum cost for the contract period unless a price adjustment is granted. Contract line items include the following categories:

Category 3: Light Duty Vans & Sports Utility Vehicles (SUVs) Category 4: Medium and Heavy Duty Vehicles
Attachment A - Contract Pricing provides a description of the minimum requirements for each line item that the vehicle meets or exceeds.

Options
All factory options shall be available and priced at dealer cost plus up to 10 percent for an addition or dealer cost minus up to 10 percent for a deletion in accordance with the manufacturer’s current model year price list. Types of equipment changes which might be made include, but are not limited, to the following:

• Add trailer tow package
• Add Bluetooth
• Add parking sensors
• Delete pick up box (bed)
• Running Boards
• Window Tint
• Bed Liner
• Vehicle OEM Charging Equipment (third-party charging equipment is not acceptable) • Vehicle to Grid capable charging accessories (e.g. adaptors, cables, etc.)

In no case shall options be included or deleted in such a manner as to cause the vehicle to conflict with any other line item on any other vehicle contract.

The Contractor shall provide ordering agencies a copy of the current model year factory price sheet with requested options, within 10 calendar days of request.

Third-party upfitting (e.g. utility body) may be requested by ordering agencies, however, this service is non-mandatory. When applicable, third-party upfits shall be subject to the same pricing provisions as factory options.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 8 ends

Note: Vehicles with added or deleted options MUST continue to meet the appropriate minimum specification.

Refer to Article 14, Purchase Execution for additional fees and sales tax information.

*California Air Resources Board (CARB)-Aligned Vehicles

State departments are required to purchase designated vehicle categories from Original Equipment Manufacturers (OEM) that recognize California’s authority to set vehicle emissions standards under section 209 of the Clean Air Act and have aligned with CARB in their commitment to reducing their fleets’ emissions (CARB- aligned).

CARB-aligned vehicles are identified on Attachment A, Contract Pricing. For a complete list of CARB-aligned vehicles and vehicle categories subject to this policy, visit the DGS, Office of Fleet and Asset Management website at: Vehicle Manufacturer Purchasing Restrictions*

SPECIFICATIONS
All Light Duty Vehicles listed on Attachment A - Contract Pricing, conform to Attachment B-1, Specification 2310-BS-0194616-1. All Medium and Heavy Duty Vehicles listed on Attachment A - Contract Pricing, conform to Attachment B-2, Specification 2320-BS- 0194616-2.

CUSTOMER SERVICE
The Contractor will have a customer service unit that supports this contract. The customer service unit provides office and personnel resources for responding to inquiries, including telephone and email coverage weekdays during the hours of 8:00 a.m. - 5:00 p.m., PT.

The customer service unit shall be staffed with individuals that:
• Are trained in the requirements of this contract
• Have the authority to take administrative action to correct problems that may occur Contact Phone Email
Jerry Powers (775) 450-9209 [email protected]

PRE-ORDER QUOTE REQUEST
Upon request, Contractor shall provide an itemized quote to ordering agencies that contain, at minimum, the following information:
• Contractor letterhead
• Quote “prepared by” name and contact information

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 9 ends

• Quote number
• Date of Quote
• Ordering agency name
• Ordering agency contact person
• Contract number
• Contract line item number
• Quantity
• Description of item
• Manufacturer’s part number/SKU
• Contract unit price
• Vehicle options price (dealer cost plus up to 10 percent) • Extended price (quantity x contract Price)
• Subtotals of taxable and non-taxable items
• Rate and calculated tax (based on Bill To address)
• Applicable fees (e.g., tire fees)
• Grand total

PRODUCT SUBSTITUTIONS
The contract provides for substitution if vehicles are discontinued however any substitution must be approved by the State Contract Administrator. These changes will be made in the form of a supplement to the User Instructions and will not be effective until the supplement’s release.

The Contractor shall not substitute products without written approval from the State Contract Administrator.

If a discontinued item has been identified, ordering agencies shall have the following options:

• Amend purchase document to reflect State-approved substitute item • Cancel the item from the order

PROMOTIONAL PRICING
During special pricing promotions, the Contractor shall offer the ordering agency the promotional pricing or the discount percentage off list, whichever is lower.

The Contractor shall notify the State Contract Administrator of all promotional pricing changes. Notification shall include at a minimum:
• Promotion start and end dates

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 10 ends

• Models, products, and services included in the promotion • Promotional pricing
Promotional pricing shall not be cause for a permanent change in pricing. Promotional pricing shall not be cause for Contract refresh.

Promotional items shall come with all benefits of the statewide contract terms and conditions and shall include all provisions such as warranty and delivery.

PURCHASE EXECUTION
A. State Departments
1) Std. 65 Purchase Documents
State departments not transacting in FI$CAL must use the Purchasing Authority Purchase Order (Std. 65) for purchase execution. An electronic version of the Std. 65 is available at the Office of State Publishing web site (select STD Forms).

All Purchasing Authority Purchase Orders (Std. 65) must contain the following:
• Agency Order Number (Purchase Order Number)
• Ordering Agency Name
• Agency Billing Code
• Purchasing Authority Number
• Leveraged Procurement Number (Contract Number)
• Supplier Information (Contact Name, Address, Phone Number, Fax Number, E-mail)
• Line Item number
• Quantity
• Unit of Measure
• Commodity Code Number
• Product Description
• Unit Price
• Extension Price
• Office of Fleet and Asset Management (OFAM) Approval Stamp (State departments only)
2) FI$CAL Purchase Documents
State departments transacting in FI$CAL will follow the FI$CAL procurement and contracting procedures.
3) Blanket Orders

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 11 ends

The use of blanket purchase orders against this statewide contract is not allowed.

B. Local Governmental Agencies
Local governmental agencies may use their own purchase document for purchase execution. The purchase documents must include the same data elements as listed above (Exception: Purchasing Authority Number and Billing Code which are used by State departments only).

C. Sales Tax
The sales tax rate applied should be based on the rate of the area where the product is to be registered.

D. Tire Fee
Purchase orders MUST include the State mandated $1.75 per tire fee.

E. Document Processing Charge
In accordance with the California Vehicle Code Section 4456.5, a Contractor may charge the ordering agency a document processing charge for the preparation and processing of documents, disclosures, titling, registration, and information security obligations imposed by state and federal law. The document processing charge shall not exceed $85 per vehicle purchased.

A Contractor may charge the ordering agency an electronic filing fee, which does not exceed the actual amount the Contractor is charged by a first-line service provider.

MINIMUM ORDER
The minimum order shall be one vehicle.

ORDERING PROCEDURE
Ordering agencies are to submit appropriate purchase documents directly to the Contractor via one of the following ordering methods:
• U.S. Mail
• Email
The Contractor’s Order Placement Information is as follows:

ORDER PLACEMENT INFORMATION
U.S. Mail:

Winner Chevrolet
7220 Fawn Way
Sacramento, CA 95823
Email:
[email protected]

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 12 ends

• When using any of the ordering methods specified above, all State departments must conform to proper State procedures.

ORDER ACCEPTANCE
The Contractor shall accept orders from any ordering agency. The Contractor shall not accept purchase documents for this contract that:
• Are incomplete
• Are submitted without OFAM approval stamp (State Agencies) • Contain non-contract items or items outside the scope of the contract • Contain non-contract terms and conditions
The Contractor must not refuse to accept orders from any ordering agency for any other reason without written authorization from the State Contract Administrator.

ORDER ACKNOWLEDGEMENT
The Contractor must provide the ordering agency with an order receipt acknowledgement, either through email or facsimile, within 10 days of receipt. Order Acknowledgement will include:

• Contractor’s Order Number
• Ordering Agency Name
• Agency Order Number (Purchase Order Number)
• Description of Goods
• Vehicle Model Year
• Total Cost
• Date order is placed with manufacturer (if applicable) • Anticipated Delivery Date
• Delayed Production Notification* (if applicable)
• Discontinued Vehicle Notification (if applicable)

*Contractor shall notify the ordering agency of any delays in production or delays in orders being accepted by the manufacturer for any period of time. Contractor shall provide estimated production start date and delivery date

DELIVERY SCHEDULES
Delivery for orders placed against this contract shall be in accordance with the following:

A. Pre-Delivery Checklist
Prior to delivery, each vehicle shall be completely inspected, serviced, and detailed by the delivering dealer and/or the manufacturer’s pre-delivery service center. A copy of the pre-delivery checklist shall be completed for each vehicle, signed by a

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 13 ends

representative of the organization performing the inspection/service, and delivered with the vehicle.

B. Locations
Deliveries are to be made statewide from the factory to the Contractor’s place of business or a designated delivery location closest to the ordering agency. A designated or “courtesy” delivery location shall have the facilities to accommodate a pre-delivery service and inspection.

Ordering agencies have the option to receive vehicles at the Contractor’s designated business location or have it delivered to the location specified on the individual order.

Appropriate delivery instructions shall be provided on the Purchase Order. Contractor shall contact the ordering agency if Purchase Order is submitted without specific delivery instructions.

Caravan or drive-away method of delivery from the factory to a Contractor’s designated business site is not acceptable unless agreed upon by the ordering agency.

Unless pre-arranged between the dealer and the ordering agency, vehicles delivered with more than 50 miles on the odometer may be charged 50 cents per mile in excess of 50 miles. This charge may be reflected on the invoice as a deduction from the order price. Vehicles with more than 500 miles on the odometer may not be accepted.

**Cab and Chassis trucks may require driving from an out-of-state factory and may exceed the 500 mile or less expectation. The Contractor shall notify the ordering Department at the time of purchase order execution.

All PHEVs shall be delivered with no less than five gallons of fuel in the tank. ZEVs shall be delivered with no less that 80 percent battery charge.

Drop ship deliveries shall not be made without prior State inspection.

C. Documents
The following documents shall be delivered to the receiving agency with the vehicle:
• Completed and signed pre-delivery service checklist, including the order number and Vehicle Identification Number (VIN)
• “Line Set Tickets” or “Window (Monroney) Sticker” showing all options installed • One copy of the warranty, including applicable certificates, cards, etc. • One copy of the owner’s manual
D. Schedule

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 14 ends

Delivery shall be within 150 days after receipt of order unless there is a delay in production/order acceptance from the manufacturer when changing from one model year to the next. Contractor shall notify the ordering agency of such delay. Additional delivery time may be granted upon mutual consent between the ordering agency and the Contractor.

Orders requiring customized work by a 3rd party supplier may exceed the delivery period requirement. Contractor shall notify ordering agency of extended delivery period.

Since receiving hours for each ordering agency will vary by facility, it will be the Contractor’s responsibility to check with each facility for their specific delivery hours before delivery occurs.

The Contractor must notify the ordering agency within 12 hours of scheduled delivery time, if delivery cannot be made within the time frame specified on the Order Confirmation.

When feasible, Contractor is requested to make deliveries in Los Angeles County, Orange County, San Bernardino Metropolitan Area, and San Diego Metropolitan Area during off-peak hours. Off-peak hours are Monday through Friday, 10:00 AM to 4:00 PM.

E. Security Requirements
Deliveries may be made to locations inside secure grounds that require prior clearances or special entry procedures for delivery drivers.

Security procedures may vary from facility to facility. The Contractor will be responsible for contacting the secure location for security procedures, hours of operation for deliveries and service, dress code, and other rules of delivery.

Deliveries that are delayed due to drivers not being cleared to enter secure grounds may be cause for contract default.

FREE ON BOARD (F.O.B.) DESTINATION
Dealers shall deliver vehicles to State or local agencies located in Sacramento County at no additional cost for delivery. If the Purchase Order indicates delivery outside Sacramento County, the dealer and agency may negotiate delivery costs. If delivery is subject to an additional delivery charge, it shall be shown as a separate item on the purchase order and invoice.

State departments requesting delivery outside of Sacramento County must contact the Transportation Management Unit for freight rate comparisons to confirm appropriate pricing if the dealer is delivering the vehicle.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 15 ends

Responsibility and liability for loss or damage for all orders shall remain with the Contractor until final inspection and acceptance, when all responsibility shall pass to the ordering organization, except the responsibility for latent defects, fraud, and the warranty obligations.

SHIPPED ORDERS
All shipments shall be in accordance with the General Provisions (rev 6/21/2022), Article 12 entitled “Packing and Shipment”.

SAFETY DATA SHEET
The Contractor shall provide a Safety Data Sheet for product(s) subject to Title 8 of the California Code of Regulations, Section 5194, Hazard Communication. The Safety Data Sheet is to be prepared and delivered in accordance with this Section.

INSPECTION AND ACCEPTANCE
Vehicles ordered for state use will be inspected by a state inspector at the dealer’s place of business or designated business site.

Inspection will commence within five working days of notification that a vehicle is ready for inspection. Inspection will include:
• Specification Compliance
• Workmanship
• Appearance
• Proper Operation of all Equipment and Systems
• Presence of all Applicable Documents

In the event deficiencies are detected, the vehicle will be rejected and the delivering dealer will make the necessary repairs, adjustments, or replacements. Payment and/or the commencement of a discount period (if applicable) will not begin until the defects are corrected and the vehicle is re-inspected and accepted.

Completion of inspection or acceptance by the state inspector shall in no way release the dealer from satisfying the requirements of the contracts, specifications, and warranty.

Specification requirement deviations detected by the owning department shall be corrected by the dealer in an expeditious manner at no expense to the owning department.

Inspection and acceptance shall be in accordance with the General Provisions (Rev 6/21/2022), Article 17 entitled Inspection, Acceptance and Rejection.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 16 ends

CONTRACT ADMINISTRATION
Both the State and the Contractor have assigned contract administrators as the single points of contact for problem resolution and related contract issues.

Administrator
Information DGS-PD Winner Chevrolet
Contact
Name:

Jason Vu Jerry Powers
Telephone: (279) 946-8626 (775) 450-9209
Email: [email protected] [email protected]
Address: DGS/Procurement Division
Attn: Jason Vu
707 Third Street, 2nd Floor, MS
201
West Sacramento, CA 95605
Winner Chevrolet
Attn: Jerry Powers
7220 Fawn Way
Sacramento, CA 95823

PRODUCT RECALL PROCEDURES
The Contractor shall provide product recall notification, regardless of level, in writing to the State Contract Administrator and each ordering agency through the most expedient method possible. The notices, at a minimum, shall include a complete product description and/or identification, contract number, delivery order number and disposition instructions.

The Contractor shall issue replacement of product or credit for any product removed or recalled. Each ordering agency shall have the option of accepting either replacement product or credit in exchange for recalled/removed products.

RESTOCKING FEES
The Contractor may impose a restocking fee to the ordering agency on any order cancelled after the order has been placed with the manufacturer except for cases of product defect or recall. The Contractor shall notify the ordering agency of the order placement per Article 18, Order Acknowledgement. Restocking fees can be no greater than ten percent of the value of the vehicle being restocked.

INVOICING
Invoices shall be submitted to the ordering agency within seven calendar days from date of delivery. The Contractor is to render invoices as instructed on individual orders. The Contractor’s invoice must include, at a minimum:

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 17 ends

• Contractor’s name, address and telephone number
• Leveraged Procurement Agreement Number (Contract Number) • Agency order number (purchase order number)
• Item and commodity code number
• Quantity purchased
• Contract unit price and extension
• State sales and/or use tax
• Prompt payment discounts/cash discounts, if applicable • Totals for each order

PAYMENT
A. Terms
Payment terms for this contract are net forty-five (45) days. Payment will be made in accordance with the provisions of the California Prompt Payment Act, Government Code Section 927, et seq. Unless expressly exempted by statute, the Act requires State departments to pay properly submitted, undisputed invoices not more than forty- five (45) days after the date of acceptance of goods, performance of services, or receipt of an undisputed invoice, whichever is later.

Contractor offers a Prompt Payment Cash Discount of $500 per vehicle for payment within the 20 number of days on Attachment A - Contract Pricing.

The cash discount payment period shall begin only after the vehicle has been delivered, inspected, and accepted by the receiving agency, or from the date a correct invoice is received in the office specified on the Purchase Order, whichever is later.

Payment is deemed to be made, for the purpose of earning the discount, one working day after the date of the State warrant or check.

B. CAL-Card Use
Use of the CAL-Card for payment of invoices is not allowed under this statewide contract.

C. State Financial Marketplace
State departments reserve the right to select the form of payment for all procurements, be it either an outright purchase with payment rendered directly by the State, or a financing/lease-purchase or operating lease via the State Financial Marketplace (GS $Mart and/or Lease $Mart). If payment is via the financial marketplace, the Contractor will invoice the State department and the State department will approve the invoice and the selected Lender/Lessor for all product listed on the State's procurement document will pay the Contractor on behalf of the State.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 18 ends

D. Payee Data Record
Each State department’s accounting office must have a copy of the Contractor’s Payee Data Record (Std. 204) in order to process payments. State departments should forward a copy of the Std. 204 to their accounting offices. Without the Std. 204, payment may be unnecessarily delayed. The Std. 204 can be found in FI$CAL or may be requested from the Contractor.

CALIFORNIA SELLER’S PERMIT
The California seller permit number for the Contractor is listed below. Ordering Agencies can verify that permits are currently valid at the following website: www.cdtfa.ca.gov.

State departments must adhere to the file documentation identified in the State Contracting Manual Volume 2.

Contractor Name Seller Permit #
Winner Chevrolet 45-0506141

WARRANTY
The manufacturer’s standard new vehicle warranty shall apply to all vehicles purchased from this contract. All warranties shall be factory authorized. The warranty shall be honored by all franchised dealers of the vehicle within the State of California. The Warranty term for any resultant contract shall meet the following:
• Bumper to bumper warranty shall cover not less than three years/36,000 miles, no charge for parts and labor.
• Power Train/Drive Unit warranty for light duty vehicles weighing 8500 lbs. GVWR or less shall cover not less than five years/100,000 miles, no charge for parts and labor. • Power Train/Drive Unit warranty for vehicles over 8500 lbs. GVWR shall cover not less than five years/60,000 miles, no charge for parts and labor. • Battery pack warranty shall cover not less than five years/100,000 miles, no charge for parts and labor.

The State’s established preventative maintenance procedures and practices shall be acceptable to the manufacturer/dealer in lieu of the manufacturer’s prescribed procedures which may form a part of the warranty.

All emission-related components shall be warranted in compliance with California Air Resources Board and Federal requirements.

If an additional extended warranty is purchased, a warranty certificate, warranty card, or a statement indicating the extended warranty has been recorded with the manufacturer shall be furnished with each vehicle delivered.

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 19 ends

Normal wear items such as tires, belts, hoses, headlamps, light bulbs, brake linings, brake discs/drums, etc. are excluded from warranty coverage. All other items not subject to normal wear or gross operator neglect and abuse, such as window, seat, or wiper motors, chassis electrical switches (door, trunk lid), paint, hinges, locks, etc., shall be covered.

The State reserves the right to use re-refined lubrication oils, where available, in lieu of virgin equivalent oils. The re-refined oils used by the State will meet all API and SAE standards and specifications as set forth by the vehicle manufacturer. The use of said oils shall in no way void or degrade the original manufacturer’s standard warranty.

The State reserves the right to use recycled content antifreeze/coolant, where available, in lieu of virgin equivalent antifreeze/coolant when servicing its vehicles. The recycled content antifreeze/coolant used by the State will meet all ATSM standards and specifications as set forth by the vehicle manufacturer.

IN-SERVICE NOTIFICATION
Vehicles not placed in service immediately upon receipt shall be warranted from the date the unit is placed in service. The receiving department shall notify the dealer in writing of the actual “In-Service” date.

REPAIR PARTS
The manufacturer of the awarded vehicle(s) should maintain an adequate stock of all regular and special parts to meet the continuing service and repair parts needs of the State without undue delay.

A special system shall be set up for expediting the procurement of back order items needed to repair an inoperative vehicle including a system to air freight parts at factory expense when parts are not in stock in California parts depots. Parts must be available within three working days after telephone notification.

Vehicles with new technology emerging into the industry (e.g. fuel cell vehicles) or unusual market circumstances may require more than working days for the availability of certain parts. Contractor must notify the State Contract Administrator and ordering agency when this occurs and provide the estimated date of availability.

MAINTENANCE PLAN
A Maintenance Plan may be requested by ordering agencies; however, this service is non- mandatory. Maintenance Plan pricing shall be negotiated between the ordering agency and the Contractor.

The maintenance plan shall include at a minimum all manufacturer recommended services such as, but not limited to, the following:

• Oil changes
• Filter changes

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 20 ends

• Fluid changes
• Lubrications
• Tire rotations
• Equipment and safety inspections

The Maintenance Plan need not cover wear items such as brake pads/shoes, wiper blades, etc.

The Maintenance Plan is not applicable to vehicles over 8,500 lbs. GVWR.

Non-factory sponsored plans must not void the manufacturer’s warranty and shall be available in both northern and southern California, at a minimum, within:
• 30-mile radius of the State Capitol, per Google Maps; or • Los Angeles County

RECYCLED CONTENT
There is no recycled content associated with this contract.

SB/DVBE PARTICIPATION
There is no Small Business (SB) or Disabled Veteran Business Enterprise (DVBE) participation for this contract.

VETTED FORMS/CERTIFICATIONS
The DGS-PD, as the awarding department, has assessed the Contractor and subcontractor forms, certifications, and compliance to performing a commercially useful function (CUF) during the solicitation evaluation process. Consequently, when executing purchase documents pursuant to this contract, it is not necessary for State departments operating under statewide contract purchasing authority to conduct a CUF evaluation or request the completion of the following required certifications and forms:

• GenAI Disclosure & Factsheet (STD 1000)
• Bidder Declaration Form (GSPD 05-105)
• DVBE Declaration Form (DGS-PD 843)
• Darfur Contracting Act Form
• California Civil Rights Certification Form
• Iran Contracting Act Certification
• Russian Sanctions Agreement
• Federal Debarment
State departments should make a notation of this within their procurement file.

GENERATIVE ARTIFICIAL INTELLIGENCE (GENAI) PROCUREMENT PROCEDURES

STATE OF CALIFORNIA

DEPARTMENT OF GENERAL SERVICES

PROCUREMENT DIVISION
Contract (Mandatory) 1-25-23-01P
Contract User Instructions, *Supplement 3*

Page 21 ends

Contractor does not intend to utilize GenAI as a deliverable. If GenAI is disclosed by the Contractor, state departments must follow the required GenAI purchase procedures outlined in SCM Vol.2, Chapter 23, Generative Artificial Intelligence.

STATE OF CALIFORNIA EMPLOYEE PRICING
In the interest of expanding the California marketplace for Zero Emission Vehicles (ZEV), some Contractors have offered a discount to any interested State of California or local government employee when purchasing a ZEV for personal use. A list of participating Dealers and vehicles can be found at: Employee Pricing Program web site.

ATTACHMENTS
*Attachment A – Contract Pricing Supplement 3*
Attachment B-1 – Specification 2310-BS-0194616-1
Attachment B-2 – Specification 2320-BS-0194616-2
Attachment C – PCRC Worksheet

Formal Bidding (Section 2611])
Written Contract (Section 2605(1)(iii))
Pursuant to CMC Section 2611:
(d) Emergency Purchasing (Section 2611(d))
(e) Sole Source Purchasing (Section 2611(e))
(f) Piggyback Purchasing (Section 2611(f))
(g) Cooperative Purchasing (Section 2611(g))
(i) Other Purchases (Section 2611(i)(1) through (18))
If (f) or (g) are selected above, specify the master contract details:

Vendor:

Solicitation #:

Contract Expiration:

Authorized Department Staff: Purchasing:

Purchasing Division
701 E. Carson Street
Carson, CA 90745
Purchasing Waiver
Use this form to request an exemption from formal bidding and/or written contract requirements, pursuant to Chapter 6 (Purchasing System) of Article II (Administration) of the Carson Municipal Code (CMC). This waiver must be completed before proceeding with procurement activity.

Exemption sought:

Name/Title:

Date:

Signature:

Awarding Agency:

Contract #:

Contract Effective Date:

Written justification/description of purchase. Explain urgency, product uniqueness, and intended use. Attach all relevant backup documentation.

Amount: Vendor:

Specify purchase details:

Rev. 0825JT
Formal Bidding (Section 2611])
Written Contract (Section 2605(1)(iii))
Pursuant to CMC Section 2611:
(d) Emergency Purchasing (Section 2611(d))
(e) Sole Source Purchasing (Section 2611(e))
(f) Piggyback Purchasing (Section 2611(f))
(g) Cooperative Purchasing (Section 2611(g))
(i) Other Purchases (Section 2611(i)(1) through (18))
If (f) or (g) are selected above, specify the master contract details:

Vendor:

Solicitation #:

Contract Expiration:

Authorized Department Staff: Purchasing:

Exemption sought:

Name/Title:

Date:

Signature:

Awarding Agency:

Contract #:

Contract Effective Date:

Written justification/description of purchase. Explain urgency, product uniqueness, and intended use. Attach all relevant backup documentation.

Amount: Vendor:

Specify purchase details:

Rev. 0825JT
RESOLUTION NO. 25-117

A RESOLUTION OF THE CITY OF CARSON CITY COUNCIL AMENDING THE FISCAL YEAR 2025- 26 BUDGET IN THE GENERAL FUND AND SPECIAL REVENUE FUNDS

WHEREAS, the City Council adopted the Fiscal Year 2025-26 (FY25-26) budget on June 17, 2025 for the General Fund and Special Revenue Funds of the City via Resolution No. 25-076; and

WHEREAS, the City Council desires to amend the FY2025-26 budget; and

WHEREAS, the City Council has determined it necessary to amend the FY202 5-26 General Fund budget and Special Revenue Funds budget to increase the Vehicles/Rolling Inventory expenditure budget for the ﬁscal year.

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

Section 1. The following amendment(s) will be made to the City’s FY2025-26 budget.

Account Description Increase/(Decrease)
228-52-510-801-8003 Vehicles/Rolling Inventory $220,000.00

Section 2. The City Clerk shall certify to the adoption of this resolution and shall keep a copy of this resolution attached to the FY2025-26 budget on ﬁle, and eﬀective as of September 30, 2025, the same shall be in force and eﬀect.

PASSED, APPROVED, AND ADOPTED this 30th day of September, 2025.

APPROVED

_________________________ ________________________
Sunny K. Soltani, City Attorney

Lula Davis-Holmes, Mayor
ATTEST:

_______________________________
Dr. Khaleah K. Bradshaw, City Clerk

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.

CITY OF CARSON )
I, Dr. Khaleah K. Bradshaw, City Clerk of the City of Carson, California, hereby attest to and certify that the foregoing resolution, being Resolution No. 25-085 adopted by the City of Carson City Council at its meeting held on September 30, 2025, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

_____________________________ Dr. Khaleah K. Bradshaw, City Clerk CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, September 30, 2025, 5:00 PM
CONSENT 22. To: Honorable Mayor and City Council From: Gary Carter, Director, Information Technology and Security ITS Administration Subject: CONSIDER APPROVAL OF AMENDMENT NO. 2 TO THE CONTRACT SERVICE AGREEMENTWITH TRANSTECH ENGINEERS INC. TO PROVIDE ON-CALL PROJECT MANAGEMENT AND INSPECTIONSERVICES FOR THE PUBLIC WORKS DEPARTMENT AND INFORMATION TECHNOLOGY & SECURITYDEPARTMENT (CITY COUNCIL) I. SUMMARY
The Public Works Department is responsible for the implementation of the Capital Improvement Program (CIP) through design and construction. The ﬁve-year CIP mostly consists of several improvements to the City’s bikeways, building facilities, parks, roadway infrastructure and stormwater systems. Augmentation of the staﬃng level with on-call Project Management Services for the Public Works Department is necessary to ensure delivery of projects in a timely manner. At the November 21, 2023 Council Meeting, City Council approved a thirty (30) month term, and a not-to-exceed contract sum of $615,776 with Transtech Engineering Inc. (Transtech) to provide on-call project management services. The initial contract with Transtech was established based on the estimated needs at the time.

At the July 1, 2025 Council Meeting, City Council approved Amendment No. 1 to the Contract Services Agreement with Transtech Engineers Inc. to add on-call construction inspection services, by $340,000.00 for an amount not-to- exceed $955,776.00.

With the initiation of the City’s Capital Improvement Program Project No. 1797: Citywide Municipal Fiber Optic Network Phase I, Staff is requesting that the City Council approve Amendment No. 2 to the Contract Services Agreement with Transtech Engineers Inc. to add on-call project management services and on-call construction inspection services, by $461,750.00, for an amount not-to-exceed $1,417,526.00.

II. RECOMMENDATION
TAKE the following actions:

1. APPROVE Amendment No. 2 to the Contract Services Agreement with Transtech Engineers Inc. to add on-call project management services and on-call construction inspection services by $461,750.00, for an amount not-to-exceed $1,417,526.00.

2. AUTHORIZE the Mayor to execute Amendment No. 2 with Transtech Engineers Inc. following approval as to form by the City Attorney.

III. ALTERNATIVES

1. DO NOT APPROVE Amendment No. 2 to the Contract Services Agreement with Transtech Engineers Inc.

2. TAKE another action the City Council deems appropriate.

IV. BACKGROUND
The Public Works Department is responsible for the implementation of the Capital Improvement Program (CIP) through design and construction. The ﬁve-year CIP mostly consists of several improvements to the City’s bikeways, building facilities, parks, roadway infrastructure and stormwater systems. The complexity and number of projects listed on the City’s CIP have increased as compared to the previously approved 5-year CIP plans. Given the higher demand for CIP projects there is an increased need for on-call consultants to assist with the management of projects.

The Public Works Department released a Request for Qualiﬁcations (RFQ 23-001Q) to engage on-call project management consulting ﬁrms to provide professional services for various City capital projects. The RFQ was advertised on Planet Bids from July 6, 2023 to August 7, 2023. At the November 21, 2023 City Council meeting, Council approved a thirty (30) month, not-to-exceed $615,776.00 contract with Transtech Engineers Inc. Transtech staff and resources include approximately 200, including building oﬃcials, plan checkers, inspectors, permit technicians, engineers, project managers, designers, plan checkers, inspectors, construction managers, traﬃc and transportation analysts, technicians, support personnel.

The initial contract with Transtech was executed based on the estimated needs at the time. Due to the shortage of inspectors for ongoing projects, the large volume of Capital projects the city is managing, and multiple concerned inquiries from utility companies unable to proceed with their work due to lack of available inspectors, staff recommended amendment of the existing scope with Transtech to include inspection services as Amendment No.

1. At the July 1, 2025 Council Meeting, City Council approved Amendment No. 1 to the Contract Services Agreement with Transtech Engineers Inc. to add on-call construction inspection services, by $340,000.00 for an amount not-to-exceed $955,776.00.

CIP Project No. 1797: Citywide Municipal Fiber Optic Network Phase I is included in the Fiscal Year 2024-25 and Fiscal Year 2025-26 Capital Improvement Program. This project is the ﬁrst phase of the citywide network and includes constructing a ﬁber network backbone in the public right-of-way on Avalon Blvd within District 1, District 2, District 3, and District 4, and several city streets required to connect City Hall, City Yards Facility, and twelve (12) city parks. The twelve (12) city park that will connect to the ﬁber network include Anderson Park, Calas Park, Carriage Crest Park, Carson Park, Del Amo Park, Dolphin Park, Dominquez Park, Foisia Park, Mills Memorial Park, Hemingway Park, Stevenson Park, and Veterans Park. The Phase I ﬁber network backbone project will enhance broadband for city operations and provide business continuity supporting a resilient community, improve the City’s free Wi-Fi services to residents at City parks.

With the initiation of Capital Improvement Program Project No. 1797: Citywide Municipal Fiber Optic Network Phase I, Staff is requesting that the City Council approve Amendment No. 2 to the Contract Services Agreement with Transtech Engineers Inc. to add on-call project management services and on-call construction inspection services, by $461,750.00, for an amount not-to-exceed $1,417,526.00. The increase in project management and construction inspection services will support the Information Technology and Security Department with on-call tasks required for the Citywide Municipal Fiber Optic Network Phase 1 Construction.

V. FISCAL IMPACT
The total not cost for the Amendment No. 2 on-call project management services and on-call construction inspection services is $461,750.00, for an amount not-to-exceed $1,417,526.00. The total on-call services cost will be allocated from the ﬁscal year 2025-26 Capital Improvement Program account in the amount of $461,750.00.

The Phase I project is scheduled to be completed by June 30, 2026. Therefore, there are no ﬁscal impacts to subsequent ﬁscal years beyond FY2025-26.

Fiscal Year Amount Account Number
FY2025-26$461,750.00101-99-999-904-8012

VI. EXHIBITS

1. Transtech Engineers Inc. Original Agreement

2. Transtech Engineers Inc. Amendment No. 1

3. Transtech Engineers Inc. Amendment No. 2

Attachments

1. (Transtech) Original Agreement.pdf

2. (Transtech) Amendment No 1.pdf
(Transtech) Amendment No. 2.pdf

CONTRACT SERVICES AGREEMENT
By and Between

CITY OF CARSON
and
TRANSTECH ENGINEERS, INC.

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF CARSON AND
TRANSTECH ENGINEERS, INC.

THIS ACRE MENT OR CONTRACT SERVICES ( herein " Agreement") is made and entered into this ay of ti' , 2023 by and between the CITY OF CARSON, a California municipal corporation (" City") and TRANSTECH ENGINEERS, INC., a California corporation (" Consultant"). City and Consultant are sometimes hereinafter individually referred to as " Party" and hereinafter collectively referred to as the " Parties."

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

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

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

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

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

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the " Scope of Services" attached hereto as Exhibit " A" and incorporated herein by this reference, which may be referred to herein as the " services" or " work" hereunder.

As a material inducement to the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase " highest 01007.0006/936599.1 1-
professional standards" shall mean those standards of practice recognized by one or more first- class firms performing similar work under similar circumstances.

1.2 Consultant's Proposal.

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

1.3 Compliance with Law.

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

1.4 Licenses, Permits, Fees and Assessments.

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

1.5 Familiarity with Work.

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

1.6 Care of Work.

The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence.
01007.0006/936599.1 2-

1.7 Further Responsibilities of Parties.

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

1.8 Additional Services.

City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in ( i) the Contract Sum for the actual costs of the extra work, and/or ( ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent ( 10%) of the Contract Sum or $ 25,000, whichever is less; or, in the time to perform of up to one hundred eighty 180) days, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.9 Special Requirements.

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

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the " Schedule of Compensation" attached hereto as Exhibit " C" and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Six Hundred Fifteen Thousand Seven Hundred Seventy Six Dollars and Zero Cents ($ 615,776.00) ( the " Contract Sum"), unless additional compensation is approved pursuant to Section 1.8. In the event City elects to exercise its options to extend the Term pursuant to Section 3.4 hereof, the Contract Sum will increase consistent with the additional not to exceed compensation applicable to each Extension Term, as set out in in Exhibit " C." 01007.0006/936599.1 3-

2.2 Method of Compensation.

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

2.3 Reimbursable Expenses.

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

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

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance.

By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor ( by sub - category), travel, materials, equipment, supplies, and sub - contractor contracts. Sub - contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

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

2.5 Waiver.

Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.
01007.0006/936599.1 4-
ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

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

3.2 Schedule of Performance.

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

3.3 Force Majeure.

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

3.4 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one ( 1) years from the date hereof, except as otherwise provided in the Schedule of Performance ( Exhibit D„
ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Consultant.

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

Okan Demirci, PE, QSD/P, MBA Principal Project Manager
Name) ( Title)
01007.0006/936599.1 5-
Name) ( Title)
Name) ( Title)
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement.

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

4.2 Status of Consultant.

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

4.3 Contract Officer.

The Contract Officer shall be Raymond Velasco, P.E., Public Works Operations Manager, or as otherwise designated by the City Manager. It shall be the Consultant's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer.

Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 IndependentConsultant.

Neither the City nor any of its employeesshall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant's employees, servants, representatives or agents, or in fixing their number, 01007.0006/936599.1 6-
compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontractingor Assignment.

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

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

The Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City:
a) General Liability Insurance ( Coverage Form ISO CGL CG 00 01 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $ 1,000,000.00 per occurrence or if a general aggregate limit is used, then the general aggregate limit shall be twice the occurrence limit. b) Worker's Compensation Insurance. A policy of worker's compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for the Consultant against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Consultant in the course of carrying out the work or services contemplated in this Agreement, with Employer's Liability insurance coverage limits of at least 1,000,000.00.
c) Automotive Insurance ( Coverage Form ISO CA 00 01 including " any auto" and endorsement CA 0025 or equivalent). A policy of comprehensive automobile liability 01007.0006/936599.1 7-
insurance written on a per occurrence for bodily injury and property damage in an amount not less than $ 1,000,000. Said policy shall include coverage for owned, non - owned, leased, hired cars and any automobile.
d) Professional Liability. Professional liability insurance appropriate to the Consultant's profession, as determined by the City's Risk Manager, provided that the limits shall be no less than $ 1,000,000 per claim and no less than $ 1,000,000 general aggregate. This coverage may be written on a " claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least 5 consecutive years following the completion of Consultant's services or the termination of this Agreement. During this additional 5 -year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage.
e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit " B".
g) Broader Coverages and Higher Limits. Notwithstanding anything else herein to the contrary, if Consultant maintains broader coverages and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverages and/or higher limits maintained by Consultant.

5.2 General Insurance Requirements.

All of the above policies of insurance shall be primary insurance and shall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Consultant's insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. Moreover, the insurance policy must specify that where the primary insured does not satisfy the self - insured retention, any additional insured may satisfy the self - insured retention.

All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any party hereto without providing thirty ( 30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, the Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer.

No work or services under this Agreement shall commence until the Consultant has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of and endorsements to all required insurance policies at any time. Any failure to comply 01007.0006/936599.1 8-
with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

All certificates shall name the City as additional insured ( providing the appropriate endorsement) and shall conform to the following " cancellation" notice:

CANCELLATION:

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE

CANCELLED BEFORE THE EXPIRATION DATED THEREOF,
THE ISSUING COMPANY SHALL MAIL THIRTY ( 30) -DAY

ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER
NAMED HEREIN.
to be initialed]
Consu'ttanfInitials
City, its respective elected and appointedofficers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects: liability arising out of activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or any automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

Any deductibles or self - insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self - insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. The Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages to any persons or property resulting from the Consultant's activities or the activities of any person or persons for which the Consultant is otherwise responsible nor shall it limit the Consultant's indemnification liabilities as provided in Section 5.3.

In the event the Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, the contract between the Consultant and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the Consultant is required to maintain pursuant to Section 5.1, and such certificates and endorsements shall be provided to City.

5.3 Indemnification.

To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (" Indemnified Parties") against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, 01007.0006/936599.1 9-
arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened ( herein " claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (" indemnitors"), or arising from Consultant's or indemnitors' reckless or willful misconduct, or arising from Consultant's or indemnitors' negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith;
b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom;
c) In the event the City, its officers, agents or employeesis made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employeesin such action or proceeding, including but not limited to, legal costs and attorneys' fees.

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

5.4 Sufficiency of Insurer.

Insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated " A-" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City (" Risk 01007.0006/936599.1 10-
Manager") due to unique circumstances. If this Agreement continues for more than 3 years duration, or in the event the risk manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the Risk Manager.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

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

6.2 Reports.

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

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials ( the " documents and materials") prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of 01007.0006/936599.1 11-
ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and Consultant's guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any documents and materials that may qualify as " works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed works made for hire" for the City.

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

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions 01007.0006/936599.1 12-
concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California.

7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default.

This timeframe is presumptively thirty ( 30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver of the City's legal rights or any rights arising out of any provision of this Agreement.

7.3 Retention of Funds.

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

7.4 Waiver.

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

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

Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 01007.0006/936599.1 13-

7.5 Rights and Remedies are Cumulative.

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

7.6 Legal Action.

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

7.7 Termination Prior to Expiration of Term.

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

7.8 Termination for Default of Consultant.

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated ( provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. 01007.0006/936599.1 14-

7.9 Attorneys' Fees.

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

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non - liability of City Officers and Employees.

8.2 Conflict of Interest.

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

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

8.3 Covenant Against Discrimination.

Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class. 01007.0006/936599.1 15-

8.4 Unauthorized Aliens.

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

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer ( with her/his name and City title), City of Carson, 701 East Carson, Carson, California 90745 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two ( 72) hours from the time of mailing if mailed as provided in this Section.

9.2 Interpretation.

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

9.3 Counterparts.

This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Agreement.

9.4 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understandingof the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.
01007.0006/936599.1 16-

9.5 Severability.

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

9.6 Warranty & Representation of Non - Collusion.

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

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

Consultant's Authorized Initials

9.7 Corporate Authority.

The persons executing this Agreement on behalf of the parties hereto warrant that ( i) such party is duly organized and existing, ( ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, ( iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and ( iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties.

SIGNATURES ON FOLLOWING PAGE]
01007.0006/936599.1 17-
IN WITNESS WHEREOF. the parties hereto have executed this Agreement on the date and year first - above written.

CITY:

CITY OF CARSON, a municipal corporation
ATTEST:

Dr. Khaleah K. Bradshaw. City Clerk
APPROVED AS TO FORM:

ALESI-LIRE & WYNDER, LLP
Sunny K. Soltani, City Attorney
nIl
la Davis - Holmes, Mayor
CONSULTANT:

TRANSTECH ENGINEERS, INC.
a California corporation
By:

By:

Name: len Cayir
Title: Pres nt
Name: Sybil Cayir
Title: Secretary
Address: 13367 Benson Avenue
Chino, CA 91710
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES

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

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. 01007 0006/936599 1 - 18-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first - above written.

CITY:

CITY OF CARSON, a municipal corporation
Lula Davis - Holmes, Mayor
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Sunny K. Soltani. City Attorney
rj 1]
CONSULTANT:

TRANSTECH ENGINEERS, INC.
a California corporation
By:

By:

Name:

Title: Presi
Name: Sybil Cayir
Title: Secretary
Address: 13367 Benson Avenue
Chino, CA 91710
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES

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

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. 01007.0006/936599.1 18-

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signedthe document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO
T-Wyr Am' G,
On \,+ emlfr21, 2023 before me, l\Jdttry WbL_ , personally appeared Alley) Cayi r , proved to me on the basis of satisfactory evidence to be the persons whose names is/ subscribed to the within instrument and acknowledged to me that he/s / tl y executed the same in his/ / r th r authorized capacity), and that by his/l}elr/tl r signature( on the idtrument the person(] or the entity upon behalf of which the person) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature:

Jocelyn Avila
1 1<
COMM# 2445212
NOTARY PUBLIC — CALIFORNIA g
San BetTer •no County
MY COMM. EXPIRES 4/25/2027 I

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

CAPACITY CLAIMED BY SIGNER

INDIVIDUAL

CORPORATE OFFICER
El

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY - IN - FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER
SIGNER IS REPRESENTING:

NAME OF PERSON(S) OR ENTITY(IES))

DESCRIPTION OF ATTACHED DOCUMENT

TITLE OR TYPE OF DOCUMENT

NUMBER OF PAGES

DATE OF DOCUMENT

SIGNER(S) OTHER THAN NAMED ABOVE
01007.0006/936599.1

STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO
TO(elyn AvilG) (^
On NikeMbef2J, 2023 before me, Ni*? ry PubUC. personally appeared J 3bi) Lay) r , proved to me on the
basis of satisfactory evidence to be the plerson('f whose names( is/ie subscribed to the within instrument and acknowledged to me that e/she/ttley executed the same in is/her7thgi`r authorized capacity s), and that by ls/her/tl ir signature
on the instrument the person(A, or the entity upon behalf of which the person acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature:

Jocelyn Avila I
COMM# 2445212 >`
NOTARY PUBLIC — CALIFORNIA
San5errerdino County
61YCOMM. EXPIRES 4/25/2027 i

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

CAPACITY CLAIMED BY SIGNER

INDIVIDUAL

CORPORATE OFFICER

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY - IN - FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER
SIGNER IS REPRESENTING:

NAME OF PERSON(S) OR ENTITY(IES))
01007.0006/936599.1

DESCRIPTION OF ATTACHED DOCUMENT

TITLE OR TYPE OF DOCUMENT

NUMBER OF PAGES

DATE OF DOCUMENT

SIGNER(S) OTHER THAN NAMED ABOVE
EXHIBIT " A"

SCOPE OF SERVICES
I. Consultant will perform the following Project Manager Services on an on - call basis:

STAFF AUGMENTATION:

Assist the City in executing various projects. Consultant will conduct plan reviews and project management services for various public facility projects. Consultant shall be the main point of contact with City staff in project or task developmentfrom concept to close out. Consultant may be stationed at City facilities to perform assignments and coordinate activities as directed by the Contract Officer, Director of Public Works or assigned designee.

Upon request, Consultant will conduct public workshops and have an explicit understanding of the California Public Contract Code and the City of Carson's Municipal Code efficiently and effectively.

GENERAL PROJECT MANAGEMENT STAFF AUGMENTATION SERVICES:

General services include, but are not limited to the following:

General Contract Administration/Project Management.

Review of conceptual and final plans along with project specifications and construction documents.

Development and preparation of Project Studies.

Research of various project related items such as local, State, Federal provisions, grant opportunities. Investigation and management of possible grant opportunities for Public Works projects, including grant application, reporting, and monitoring.

Coordination with, or obtaining approvals from, various private and public agencies.

Preparation of and/or presenting information at City Council, public workshops, or other public meetings.

Development or review of various project related reports, diagrams, exhibits.

Development of databases for capital improvement projects including schedules, budgets and priorities.

Research and review of, record drawings, field investigations, site conditions, restrictions, California Environmental Quality Act ( CEQA) status. 01007.0006/936599.1 A-1
Coordinate projects with outside agencies such as utility companies, Los Angeles County Department of Public Works, Sheriff station, Caltrans.

Preparation of Request for Proposals (RFP).

Coordination of Public Works projects for the bidding process.

Management of project budgets and working closely with the City's Public Works Administrative staff.

Review, evaluate, process, and provide approval recommendation to City staff for payments to consultants, consultants, and various agencies.

Review, evaluate, and approve proposed changes from other consultants and consultants.

Verification of field work such as field investigations, inspections, job walks.

II. Consultant will perform Services, if any, in accordance with project - specific Task Orders, as follows:

When the City requests proposals from on - call consultants ( including the Consultant) on a project -specific Task Order, and if the City accepts Consultant's proposal, then the Task Order and Notice to Proceed shall provide in detail Consultant's Scope of Services on that Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders. This Agreement does not provide for Consultant's compensation except for Consultant's services rendered pursuant to a Notice to Proceed on a Task Order.

III. Consultant must perform all on - call Services in compliance with the following requirements:

A. Each task shall be indicated by a written request (" Task Order") produced by the Contract Officer with a description of the work to be performed, and the time desired for completion. All tasks shall be carried out in conformity with all provisions of this Agreement.

B. Consultant must prepare a written description of the requested tasks including all components and subtasks; the costs to perform the task (" Task Budget"), using the itemized fees in Exhibit C, Schedule of Compensation, whenever a requested task is provided for in Exhibit C; explain how the cost was determined; and, a schedule for completion of the task (" Task Completion Date"); which shall all collectively be referred to as the " Task Proposal."
C. Contract Officer shall in writing approve, modify, or reject the Task Proposal, and may issue a Notice to Proceed.

D. The task shall be performed at a cost not to exceed the Task Budget. 01007.0006/936599.1 A-2
E. Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date.

IV. In addition to the requirements of Section 6.2 and pursuant to the Task Order's project - specific Scope of Services, the Contract Officer may require the Consultant to provide the following deliverables, as applicable:

A. Project Studies
B. Project related reports, diagrams, exhibits
C. Databases for capital improvement projects including schedules, budgets and priorities
D. RFPs
V. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

VI. Consultant will utilize qualified personnel with the following titles to perform the Services required by the applicable Task Order. Consultant shall obtain the Contract Officer's advanced written approval when replacing any individual assigned to perform services on Task Orders:

A. AHMAD ANSARI, PE, Contract Principal
B. OKAN DEMIRCI, PE, QSD/P, MBA, Principal Project Manager C. AZITA FAKOORBAYAT, PE, Sr. Engineer/Project Manager
D. JOHN OSKOUI, PE, Sr. Engineer/Project Manager
E. MICHAEL ACKERMAN, PE, QSD, QSP, QISP, Sr. Engineer/Project Manager F. ZIAD Y. MAZBOUDI, PE, QSD, QSP, CPSWQ, Sr. Engineer/Project Manager G. MOHAMMAD MOSTAHKAMI, PE, Sr. Engineer/Project Manager H. CARLOS A. PINEDA, PE, QSD, QSP, LEED, Sr. Engineer/Project Manager I. DAVID RAGLAND, PE, PLS, QSD, QSP, Sr. Engineer,
Support for Engineering Projects
J. ALI F. ZAGHARI, PE, PMP, Sr. Engineer, Caltrans
Coordination PM/QC/QA Support/Oversight
K.
01007.0006/936599.1
Technical Review
Involved Projects
BAHMAN JANKA, TE, Sr. Traffic Engineer, Technical Review Support for Traffic and Transportation Eng/Planning Projects
A-3
L. KEITH A. WYATT, Sr. Project/Construction Manager
M. CRAIG MELICHER, PE, Vice President, PM/QC/QA Support N. ALI CAYIR, PE, Principal, PM/QC/QA Support
O. RUDOLPH RODRIGUEZ, Project Manager
P. MELISSA DEMIRCI, Project Manager
Q. FURKAN CETINKALE, Project Manager
R. EARL FRASER, Construction Manager/Supervising Inspector S. LEONARDO MARTINEZ, Project Manager
T. EMANUEL MENDEZ, Office Engineer
U. JEFFREY HIRSH, Construction Manager/Senior Inspector V. ANDY CARLTON, Senior Inspector
W. CRAIG WHEELER, Construction Manager/Senior Inspector X. ROBERT GARCIA, Senior Inspector
Y. ROBERT QUINTERO, Project Manager
Z. GEO-ADVANTEC, INC., Geotechnical Engineering Support ( subconsultant) AA. AVANT GARDE, INC., Funding / Labor ComplianceSupport ( subconsultant) BB. LOSTWEST LANDSCAPE, INC., Landscape Architecture Support subconsultant)
CC. VANLENCO, INC., Survey Support ( subconsultant)
DD. IDS GROUP, INC., Architectural, Structural, MEP Consulting Support subconsultant)
EE. IMPACT SCIENCES, INC., Environmental Consulting Support ( subconsultant) 01007.0006/936599.1 A-4
EXHIBIT " B"

SPECIAL REQUIREMENTS
Superseding Contract Boilerplate)
The Agreement is hereby amended as follows ( deletions shown in strikethr-eugh and additions shown in bold italics):

I. Section 1.1 ( Scope of Services) of the Agreement is hereby amended to read in its entirety as follows:

1.1 Scope of Services.

As a material inducement to the City entering into this Agreement, Consultant represents and warrant& that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good in conformance with such standards. For purposes
of this Agreement, the phrase " highest professional standards" shall mean those standards of practice recognized by one or more first class professional firms performing similar work under similar circumstances."
IL Section 1.3 ( Compliance with Law) of the Agreement is hereby amended to read in its entirety as follows:

1.3 Compliance with Law.

Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all applicable ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered."
III. Section 1.5 ( Familiarity with Work) of the Agreement is hereby amended to read in its entirety as follows:

1.5 Familiarity with Work.

By executing this Agreement, Consultant warrant& represents that Consultant ( i) has thoroughly investigated and considered the scope of services to be performed, ( ii) has carefully considered how the services should be performed, and ( iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants - represents that Consultant has or will investigate the site and is or will be fully acquainted with the visible conditions there existing, prior 01007.0006/936599.1 A-1
to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the Contract Officer." IV. Section 1.6 ( Care of Work) of the Agreement is hereby amended to read in its entirety as follows:

1.6 Care of Work.

The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property to the extent caused by Consultant's operations, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence or the negligence or operations of any third party."
V. Section 2.4 ( Invoices) of the Agreement is hereby amended to read in its entirety as follows:

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance.

By submitting an invoice for payment under this Agreement, Consultant is certifying to the best of its knowledge, information and belief, compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor by sub - category), travel, materials, equipment, supplies, and sub - contractor contracts. Sub- contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputedby City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within forty-five ( 45) days of receipt of Consultant's correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law."
VI. Section 3.3 ( Force Majeure) of the Agreement is hereby amended to read in its entirety as follows:
01007.0006/936599.1 A-2

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten ( 10) days of the commencement discovery of such delaynotify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of the Agreement pursuant to this Section."
VII. Section 3.4 ( Term) of the Agreement is hereby amended to read in its entirety as follows:

3.4 Term
Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services commencing January 1, 2024 and expiring June 30, 2026 but not exceeding one ( 1) years from the date hereof, except as otherwise provided in the Schedule of Performance ( Exhibit " D"). The City may, at its sole discretion, elect to extend the Term by two ( 2) additional one-year terms ( each, an " Extension Term"). The pricing to be applied for each Extension Term is listed in Exhibit " C.'' VIII. Section 4.5 ( Prohibition Against Subcontracting or Assignment) of the Agreement is hereby amended to read in its entirety as follows:

4.5 Prohibition Against Subcontracting or Assignment
The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, with the exception of the subcontractors identified in the immediately following sentence, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. The subcontractors City has consented to are as follows: Geo-Advantec, Inc., which will provide geotechnical engineering support services, Avant Garde, Inc., which will provide funding/labor compliance support services, Lostwest Landscape, Inc., which will provide landscape architecture support services, Vanlenco, Inc., which will provide survey support services, IDS Group, Inc., which will provide architectural, structural, MEP consulting support services, and Impact Sciences, Inc., which will provide environmental consulting support services. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the 01007.0006/936599.1 A-3
prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent ( 25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City." IX. Subsection ( d) ( Professional Liability) of Section 5.1 ( Insurance Coverages) of the Agreement is hereby amended to read in its entirety as follows:
d) Professional Liability. Professional liability insurance appropriate to the Consultant's profession, as determined by the City's Risk Manager, provided that the limits shall be no less than $ 1,000,000 per claim and no less than $ 1,000,000 general aggregate. This coverage may be written on a " claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to negligent services performed under this Agreement.

The insurance must be maintained for at least 5 consecutive years following the completion of Consultant's services or the termination of this Agreement. During this additional 5 -year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage."
X. Section 5.2 ( General Insurance Requirements) of the Agreement is hereby amended to read in its entirety as follows:

5.2 General Insurance Requirements.

All of the above policies of insurance ( except for professional liability) shall be primary insurance and shall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Consultant's insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. Moreover, the insurance policy must specify that where the primary insured does not satisfy the self - insured retention, any additional insured may satisfy the self - insured retention.

All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any party hereto without providing thirty ( 30) days prior written notice by certified U.S. mail return receipt requested to the City ( or ten ( 10) days if cancellation is due to nonpayment of premiums). In the event any of said policies of insurance are cancelled, the Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer.

No work or services under this Agreement shall commence until the Consultant has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of and endorsements to all required insurance policies at any time. Any failure to comply 01007.0006/936599.1 A-4
with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

All certificates shall name the City as additional insured ( except with respect to professional liability insurance) ( providing the appropriate endorsement) and shall conform to the following " cancellation" notice:

CANCELLATION:

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE

CANCELLED BEFORE THE EXPIRATION DATED THEREOF,
THE ISSUING COMPANY SHALL MAIL THIRTY ( 30) -DAY

ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER
NAMED HEREIN.
to be initialed]
Con ifals
City, its respective elected and appointed officers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects: liability arising out of activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or any automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Consultant's insurance shall apply separately to each insured againstwhom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

In the event the Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, the contract between the Consultant and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the. Consultant is required to maintain pursuant to Section 5.1, and such certificates and endorsements shall be provided to City."
XI. Section 5.3 ( Indemnification) of the Agreement is hereby amended to read in its entirety as follows:
01007.0006/936599.1 A-5

5.3 Indemnification.

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

With respect to any claims or liabilities related to Consultant's " design professional services", if any, as defined in California Civil Code Section 2782.8, Consultant's duty to the Indemnified Parties shall be limited to extent they are caused by the negligence, recklessness or willful misconduct of Consultant. In no event shall Consultant's cost to defend exceed Consultant's proportionate percentage of fault.

Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City's negligence, except that 01007.0006/936599.1 A-6
design professionals' indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement."
XII. Section 6.3 ( Ownership of Documents) of the Agreement is hereby amended to read in its entirety as follows:

6.3 Ownership of Documents.

Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any documents and materials that may qualify as works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed " works made for hire" for the City."
XIII. Section 7.8 ( Termination for Default of Consultant) of the Agreement is hereby renamed " Termination for Default" and amended to read in its entirety as follows:

7.8 Termination for Default .

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

If termination is due to the failure of the City to fulfill its obligations under this Agreement, Consultant may, after compliance with the provisions of Section 7.2, terminate the Agreement upon written notice to the City's Contract Officer. Consultant shall be entitled to payment for all work performed and accepted by the Contract Officer up to the date of termination."
01007.0006/936599.1 A-7
XIV. Section 8.1 ( Non - liability of City Officers and Employers) of the Agreement is hereby renamed " Non - liability of Officers and Employers" and amended to read in its entirety as follows:

8.1 " Non - liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. Similarly, it is intended that the Consultant's services in connection with this Agreement shall not subject the Consultant's individual employees, officers or directors to any personal legal exposure for the risks associated with this Agreement. Therefore, and notwithstanding anything to the contrary contained herein, the City agrees that any claim, demand or suit that may arise out of this Agreement shall be directed and/or asserted only against the Consultant, the business entity to this Agreement, and not against any of the Consultant's individual shareholders, members, employees, officers or directors, except for acts of fraud or willful misconduct or as otherwise permitted by law." 01007.0006/936599.1 A-8
EXHIBIT " C"

SCHEDULE OF COMPENSATION
I. This Schedule of Compensation governs Consultant's compensation in the event the Consultant performs services pursuant to a Notice to Proceed on a Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders.

The not to exceed compensation amounts are as follows:

January 1, 2024 through June 30, 2024: $ 120,250.00
July 1, 2024 through June 30, 2025: $ 245,310.00*
July 1, 2025 through June 30, 2026: $ 250,216.00*
Total: $ 615,776.00
July 1, 2026 through June 30, 2027: $ 255,220.00 ( extension period)* July 1, 2027 through June 30, 2028: $ 260,324.00 ( extension period)* Amount reflects 2% increase from prior year.

II. Consultant responding to the City's request for proposals on a project - specific Task Order shall establish a Task Budget for the Task Order, identifying the subtasks based on the time and rates of the personnel performing the subtasks, and itemizing all materials and equipment utilized and the costs thereof. If payment is to be made other than at completion of the services, then the phases of the performance and percentage of payment due shall also be shown in the Task Proposal. Consultant's proposals on Task Orders shall be based on hourly rates identical to the rates attached as Exhibit C-1.

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

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

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

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.
01007.0006/936599.1 C-1
D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

IV. The total compensation for the Services shall not exceed $ 615,776.00 as provided in Section 2.1 of this Agreement.

V. The Consultant's billing rates for all personnel are attached as Exhibit C-1. 01007.0006/936599.1 C-2
EXHIBIT " C-1"

BILLING RATES

ENGINEERING
FFeki Tednician S85 95
EngineeringTechnician S95 S105
Assistant CAD Drafter S105 S120
Senior CAD Drafter S120 S135
Associate Designer S135 5150
Senior Designer S150 S165
Design ProjectManager 190 S200
Assistant Engineer S115 S125
Associate I Staff Engineer 145 5160
Senior Civil Engineer S200 5220
Traffic Analyst Technician S100 5110
Associate Traffic Analyst 5150 5160
Senior Traffic Analyst 160 5170
Professional TransportationPlanner 170 5185
Trafk EngineerTechnician 95 105
Associate/Staff Traffic Engineer 145 160
Traffic Engneer 170 185
Senior Traffic Engineer 185 205
ProjectManager 185 205
Senior ProjectManager 205 220
Deputy City Engineer 170 190
Ciy Engneer 190 5205
Prim -pal Engineer 205 225

BULDING & SAFETY
Perm[ Tednirfan S75 S85
Plan Check Technician/ Analyst/Supervisor 125 140
Dicing Inspector 5115 130
Senior Inspector 125 140
Plans Examiner/Checker 5140 155
Plat Check Engineer 5150 170
Deputy Buffing Official 5160 170
BuildingOfficial 5165 180

CONSTRUCTION MANAGEMENT
Labor CompianceAnalyst 145 155
Funds Coonfnator 150 160
Office Engneer 145 155
Construction Inspector 140 150
Senior Construction Inspector 150 5160
Construction Manager 170 185
Resident Engneer 185 200

PUBLIC WORKS INSPECTION
Public Works Inspector 140 150
Senior Public Works Inspector 150 160
SupervisingPW Inspector 160 170

SURVEY AND MAPPING
Survey Analyst 150 155
Senior Survey Analyst 155 160
2 -Man Survey Crew 345 360
Survey & MappingSpecialist 185 200
Licensed Land Surveyor 210 220
FUNDING & GRANT WRTWiG
Funds Analyst 145 150
Senor Funds Analyst 150 160
Grant Writer 165 170
Funds & Grant ProjectManager 185 195

PLANNING
Corn m unity Devebpment Tech nice n 80 90
PlanningTechnician S90 100
Assistant Planner 100 S120
Associate Ramer 120 S140
Senior Planner 145 165
Planing Manager 170 190

ADMINISTRATIVE STAFF
Administrative/Clerical 70 80
ProjectAccountant 580 590
01007.0006/936599.1 C-3
EXHIBIT " D"

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all Services on an on - call basis as set forth in Exhibit " A." II. If the City selects the Consultant's proposal to perform a project - specific Task Order, the Task Order's Scope of Work/Services or the Notice to Proceed, or both, shall provide the detailed schedule of performance, and all services shall be completed timely in accordance with the approved Task Proposal and by the Task Completion Date.
01007.0006/936599.1 D-1
- 1 -
01007.0006 2012810.1
AMENDMENT NO. 1

TO AGREEMENT FOR CONTRACT SERVICES

THIS AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES
(“Amendment”) by and between the CITY OF CARSON, a California municipal corporation (“City”), and TRANS TECH ENGINEERS, INC., a California corporation (“Consultant”), is effective as of the 1st day of July, 2025. City and Consultant are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS

A. City and Consultant entered into that certain Agreement for Contract Services dated December 19, 2023 (“Agreement”), whereby Consultant agreed to perform certain on-call project manager services on a Task Order basis for an initial contract term of two and one-half (2.5) years and a not-to-exceed Contract Sum of $615,776.00.

B. City and Consultant now desire to amend the Agreement to expand the Scope of Services to include public works inspections (“Additional Services”) for an additional not to exceed amount of $340,000.00, thereby increasing the Contract Sum to $955,776.00.

C. Section 2611(m)(3) of the Carson Municipal Code (“CMC”) provides that any proposed amendment to a contract exceeding $75,000 requires solicitation unless the amendment concerns a change order under Section 2601(d) of the CMC in which event bidding will not be required irrespective of the amount of the change order.

D. The Additional Services qualify as a change order because they concern a change to the scope of work and price arising out of reasonably unforeseeable circumstances borne out of the original scope of the Agreement. It is a change to the scope of work because it is not included in the Scope of Services and it is borne out of the original Scope of Services because the nature of services is similar to the original scope except the description contains more specificity, and at the time the Parties entered in to the Agreement the Additional Services were reasonably unforeseeable.

TERMS

1. C ontract Changes. The Agreement is amended as provided herein (new text is indicated in bold italics and deleted text in strikethrough).

A. Section 2.1 ( Contract Sum ) of the Agreement is hereby amended to read in its entirety as follows:
“2.1 Contract Sum.

In the event City elects to exercise its options to extend the Term pursuant to Section 3.4 hereof, the Contract Sum will increase consistent with the additional not to exceed compensation applicable to each Extension Term, as set out in in Exhibit “C.” B. Exhibit “A” ( Scope of Services) of the Agreement is hereby amended to read in its entirety as follows:

See attached.

C. Exhibit “C” ( Schedule of Compensation) of the Agreement is hereby amended to read in its entirety as follows:

See attached.

2. Continuing Effect of Agreement. Except as amended by this Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by the Amendment to the Agreement.

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

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

4. Adequate Consideration. The parties hereto irrevocably stipula te and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.

5. Authority. The persons executing this Amendment on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment , such party is formally bound to the provisions of this Amendment , and (iv) the entering into this Amendment does not violate any provision of any other agreement to which said party is bound.

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01007.0006 2012810.1

6. Counterparts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Amendment.

[SIGNATURES ON FOLLOWING PAGE]
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01007.0006 2012810.1
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal
corporation

___________________________
Lula Davis-Holmes, Mayor
ATTEST:

___________________________
Dr. Khaleah K. Bradshaw, City Clerk

APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

_________________________________
Sunny K. Soltani, City Attorney
[rjl]
CONTRACTOR:

TRANSTECH ENGINEERS, INC.
a California corporation

By:

Name: Allen Cayir
Title: President
By:

Name: Sybil Cayir
Title: Secretary

Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR’S SIGNATURES SHALL BE DULY NOTARIZED,

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

01007.0006 2012810.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

On __________, 2025 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

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

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

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

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

01007.0006 2012810.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

On __________, 2025 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

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

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

01007.0006 2012810.1
EXHIBIT “A”

SCOPE OF SERVICES
I. Consultant will perform the following Project Manager Services on an on-call basis:

STAFF AUGMENTATION:

Assist the City in executing various projects. Consultant will conduct plan reviews and project management services for various public facility projects. Consultant shall be the main point of contact with City staff in project or task development from concept to close out. Consultant may be stationed at City facilities to perform assignments and coordinate activities as directed by the Contract Officer, Director of Public Works or assigned designee.

Upon request, Consultant will conduct public workshops and have an explicit understanding of the California Public Contract Code and the City of Carson’s Municipal Code efficiently and effectively.

GENERAL PROJECT MANAGEMENT STAFF AUGMENTATION SERVICES:

General services include, but are not limited to the following:
• General Contract Administration/Project Management.
• Review of conceptual and final plans along with project specifications and construction documents.
• Development and preparation of Project Studies.
• Research of various project related items such as local, State, Federal provisions, grant opportunities. Investigation and management of possible grant opportunities for Public Works projects, including grant application, reporting, and monitoring. • Coordination with, or obtaining approvals from, various private and public agencies.
• Preparation of and/or presenting information at City Council, public workshops, or other public meetings.
• Development or review of various project related reports, diagrams, exhibits. • Development of databases for capital improvement projects including schedules, budgets and priorities.
• Research and review of, record drawings, field investigations, site conditions, restrictions, California Environmental Quality Act (CEQA) status.

01007.0006 2012810.1
• Coordinate projects with outside agencies such as utility companies, Los Angeles County Department of Public Works, Sheriff station, Caltrans. • Preparation of Request for Proposals (RFP).
• Coordination of Public Works projects for the bidding process. • Management of project budgets and working closely with the City’s Public Works Administrative staff.
• Review, evaluate, process, and provide approval recommendation to City staff for payments to consultants, consultants, and various agencies. • Review, evaluate, and approve proposed changes from other consultants and consultants.
• Verification of field work such as field investigations, inspections, job walks. • Public Works inspections.

II. Consultant will perform Services, if any, in accordance with project -specific Task Orders, as follows:

When the City requests proposals from on-call consultants (including the Consultant) on a project-specific Task Order, and if the City accepts Consultant’s proposal, then the Task Order and Notice to Proceed shall provide in detail Consultant’s Scope of Services on that Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders. This Agreement does not provide for Consultant’s compensation except for Consultant’s services rendered pursuant to a Notice t o Proceed on a Task Order.

III. Consultant must perform all on -call Services in compliance with the following requirements:

A. Each task shall be indicated by a written request (“Task Order”) produced by the Contract Officer with a description of the work to be performed, and the time desired for completion. All tasks shall be carried out in conformity with all provisions of this Agreement.

B. Consultant must prepare a written description of the requested tasks including all components and subtasks; the costs to perform the task (“Task Budget”), using the itemized fees in Exhibit C, Schedule of Compensation, whenever a requested task is provided for in Exhibit C; explain how the cost was determined; and, a schedule for completion of the task (“Task Completion Date”); which shall all collectively be referred to as the “Task Proposal.”
C. Contract Officer shall in writing approve, modify, or reject the Task Proposal, and may issue a Notice to Proceed.

01007.0006 2012810.1
D. The task shall be performed at a cost not to exceed the Task Budget.

E. Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date.

IV. In addition to the requirements of Section 6.2 and pursuant to the Task Order’s project-specific Scope of Services, the Contract Officer may require the Consultant to provide the following deliverables, as applicable:

A. Project Studies
B. Project related reports, diagrams, exhibits
C. Databases for capital improvement projects including schedules, budgets and priorities

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

VI. Consultant will utilize qualified personnel with the following titles to perform the Services required by the applicable Task Order. Consultant shall obtain the Contract Officer’s advanced written approval when replacing any individual assigned to perform services on Task Orders:

01007.0006 2012810.1
K. BAHMAN JANKA, TE, Sr. Traffic Engineer, Technical Review Support for Traffic and Transportation Eng/Planning Projects
L. KEITH A. WYATT, Sr. Project/Construction Manager
M. CRAIG MELICHER, PE, Vice President, PM/QC/QA Support N. ALI CAYIR, PE, Principal, PM/QC/QA Support
O. GEO-ADVANTEC, INC., Geotechnical Engineering Support (subconsultant) P. AVANT GARDE, INC., Funding / Labor Compliance Support (subconsultant) Q. LOSTWEST LANDSCAPE, INC., Landscape Architecture Support (subconsultant)
R. VANLENCO, INC., Survey Support (subconsultant)
S. IDS GROUP, INC., Architectural, Structural, MEP Consulting Support (subconsultant)
T. IMPACT SCIENCES, INC., Environmental Consulting Support (subconsultant)

01007.0006 2012810.1
EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. This Schedule of Compensation governs Consultant’s compensation in the event the Consultant performs services pursuant to a Notice to Proceed on a Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders.

The not to exceed compensation amounts are as follows:

January 1, 2024 through June 30, 2024: $120,250.00
July 1, 2024 through June 30, 2025: $245,310.00*
July 1, 2025 through June 30, 2026: $250,216.00 $590,216.00* Total: $615,776.00 $955,776.00

July 1, 2026 through June 30, 2027: $255,220.00 (extension period)* July 1, 2027 through June 30, 2028: $260,324.00 (extension period)* *Amount reflects 2% increase from prior year.

II. Consultant responding to the City’s request for proposals on a project -specific Task Order shall establish a Task Budget for the Task Order, identifying the subtasks based on the time and rates of the personnel performing the subtasks, and itemizing all materials and equipment utilized and the costs thereof. If payment is to be made other than at completion of the services, then the phases of the performance and percentage of payment due shall also be shown in the Task Proposal. Consultant’s proposals on T ask Orders shall be based on hourly rates identical to the rates attached as Exhibit C-1.

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

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

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

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

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

01007.0006 2012810.1
IV. The total compensation for the Services shall not exceed $955,776.00 $615,776.00 as provided in Section 2.1 of this Agreement.

V. The Consultant’s billing rates for all personnel are attached as Exhibit C-1.

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01007.0006 2041647.3
AMENDMENT NO. 2

TO AGREEMENT FOR CONTRACT SERVICES
THIS AMENDMENT NO. 2 TO THE AGREEMENT FOR CONTRACT
SERVICES (“Amendment No. 2 ”) by and between the CITY OF CARSON, a California municipal corporation (“City”), and TRANSTECH ENGINEERS, INC., a California corporation (“Consultant”), is effective as of the 30th day of September, 2025. City and Consultant are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS

B. City and Con sultant entered into an amendment to the Agreement dated July 1, 2025 (“Amendment No. 1”) to expand the Scope of Services to include public works inspections for an additional $340,000, thereby increasing the Contract Sum to $955,776.00.

C. City and Consultant now desire to amend the Agreement to increase the contract amount by $461,750.00, thereby increasing the Contract Sum to $1,417,526.00 to cover the cost of continued services for project management, construction management, and construction inspection services related to the City’s fiber optic network.

D. Section 2611(m)(3) of the Carson Municipal Code (“CMC”) provides that any proposed amendment to a contract exceeding $75,000 requires solicitation unless the amendment concerns a change order under Section 2601(d) of the CMC in which event bidding will not be required irrespective of the amount of the change order.

E. This Amendment No. 2 qualifies as a change order because it concerns a change to the price arising out of reasonably unforeseeable circumstances borne out of the original scope of the Agreement.

TERMS

1. Incorporation of Recitals. The Recitals set forth above are incorporated into and are a part of this Amendment No. 2.

2. Terms and Definitions . All words, terms and phrases used or referenced in this Amendment No, 2, not expressly defined in this Amendment No. 2, shall have the same meaning ascribed to them in the Agreement.

3. Contract Changes. The Agreement is amended as provided herein (new text is indicated in bold italics and deleted text in strikethrough).

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01007.0006 2041647.3
A. Section 2.1 (Contract Sum ) of the Agreement is hereby amended to read in its entirety as follows:
“2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed One Million Nine Four Hundred Fifty Five Seventeen Thousand Seven Five Hundred Seventy Twenty-Six Dollars and Zero Cents ($1,417,526.00 955,776.00) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.8. In the event City elects to exercise its options to extend the Term pursuant to Section 3.4 hereof, the Contract Sum will increase consistent with the additional not to exceed compensation applicable to each Extension Term, as set out in in Exhibit “C.”
B. Exhibit “C” (Schedule of Compensation ) of the Agreement is hereby amended to read in its entirety as follows:

See attached.

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

5. Affirmation of Agreement; Warranty R e Absence of Defaults. City and Consultant each ratify and reaffirm each and every on e of the respective rights and obligations arising under the Agreement and Amendment No. 1 . Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein and Amendment No. 1. Each party represents and warrants to the other that the Agreement and Amendment No.1, as amended by this Amendment No. 2, is currently an effective, valid, and binding obligation.

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

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

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

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01007.0006 2041647.3

7. Authority. The persons executing this Amendment No. 2 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 2 on behalf of said party, (iii) by so executing this Amendment No. 2, such party is formally bound to the provisions of this Amendment No. 2, and (iv) the entering into this Amendment No. 2 does not violate any provision of any other agreement to which said party is bound.

8. Counterparts. This Amendment No. 2 may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Amendment No. 2

[SIGNATURES ON FOLLOWING PAGE]

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01007.0006 2041647.3
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 2 on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal
corporation

___________________________
Lula Davis-Holmes, Mayor
ATTEST:

___________________________
Dr. Khaleah K. Bradshaw, City Clerk

APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

_________________________________
Sunny K. Soltani, City Attorney
[pks; rjl]
CONTRACTOR:

TRANSTECH ENGINEERS, INC.
a California corporation

By:

Name: Allen Cayir
Title: President
By:

Name: Sybil Cayir
Title: Secretary

BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY.

01007.0006 2041647.3
EXHIBIT “C”

The not to exceed compensation amounts are as follows:

January 1, 2024 through June 30, 2024: $120,250.00
July 1, 2024 through June 30, 2025: $245,310.00
July 1, 2025 through June 30, 2026: $590,216.00 $1,051,966.00 Total: $955,776.00 $1,417,526.00

July 1, 2026 through June 30, 2027: $255,220.00 (extension period) July 1, 2027 through June 30, 2028: $260,324.00 (extension period)

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

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

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

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

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

01007.0006 2041647.3
IV. The total compensation for the Services shall not exceed $1,417,526.00 $955,776.00 as provided in Section 2.1 of this Agreement.

V. The Consultant’s billing rates for all personnel are attached as Exhibit C-1.

CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, September 30, 2025, 5:00 PM
CONSENT 23. To: Honorable Mayor and City Council From: Michael Whittiker, Community Services Director CS Community Services Subject: CONSIDER AWARDING AND APPROVING A CONTRACT SERVICES AGREEMENT WITH UBERTECHNOLOGIES, INC. FOR DIAL-A-RIDE SERVICES (CITY COUNCIL) I. SUMMARY
On October 17, 2024, the Transportation Services Division of the Community Services/Recreation/Park Maintenance Department issued a Request for Proposals (RFP) for demand-responsive Dial-A-Ride services. Two vendors - Administrative Services Co-op and Uber Technologies, Inc. - submitted proposals by the deadline.

Following evaluation, Uber Technologies, Inc. (Uber) was selected as the recommended vendor. Staff is requesting that the City Council award and approve a Contract Services Agreement with Uber for a ﬁve-year term, with the option of a two-year extension, in an amount not-to-exceed total Contract Sum of $4,000,000 over the initial term.

II. RECOMMENDATION
TAKE the following actions:

1. AWARD and APPROVE a Contract Services Agreement with UBER TECHNOLOGIES, INC. to provide demand- responsive Dial-A-Ride services for a ﬁve-year term, with the option for a two (2) year extension, for a not-to- exceed total Contract Sum of $4,000,000 over the course of the initial term (Exhibit No. 1; "Agreement"); and,

2. AUTHORIZE the Mayor to execute the Agreement, following approval as to form by the City Attorney.

III. ALTERNATIVES
TAKE another action the City Council deems appropriate.

IV. BACKGROUND
The City’s Dial-A-Ride program provides demand-responsive transportation for eligible residents 60 years-of-age and older, or residents with disabilities 18 years-of-age and older. Services are available 24 hours a day, seven days a week, including holidays. Applicants must complete an application form and provide proof of residency to enroll.

Once accepted, participants may take trips within the program’s designated boundaries for any purpose, and may also access medical and social services at designated locations in Gardena, Harbor City, Lomita, Long Beach, San Pedro, and Torrance.

The City’s current Dial-A-Ride service agreement with Administrative Services Co-Op (Yellow Cab) expired on June 30, 2025. Prior to its expiration, the City issued a Request for Proposals (RFP) on October 17, 2024, to solicit services from qualiﬁed vendors. Two proposals were received, from Yellow Cab and Uber Technologies, Inc. Based on evaluation criteria, Uber scored the highest (Exhibit No. 2, “Evaluation Scores”). Staff initially planned to recommend award of the agreement to Uber at the June 3, 2025, City Council meeting. However, additional review was needed, and the item was deferred. To ensure uninterrupted service, the City extended the Yellow Cab agreement through December 31, 2025. Following further review, staff continues to recommend awarding the agreement to Uber.

Under the proposed agreement, Uber rides may be requested through the Uber app or via Uber’s call center at no additional cost to participants. In both cases, participants receive real-time updates with driver information, vehicle details, and estimated arrival times. Wheelchair-accessible vehicles are available upon request at no additional cost. Participant co-pays will remain unchanged at $2 per one-way trip. According to Uber data, average wait times for rides within Carson are less than seven minutes.

It is important to note that Uber deﬁnes itself as a technology company, rather than a traditional ride service provider. As such, several modiﬁcations were required to the City’s standard agreement. These changes are reﬂected in the inclusion of the Uber Dashboard Access Addendum, Uber Central Product Addendum, and Uber Voucher Product Addendum. The Agreement provides the City with access to the Uber Transit Dashboard, where staff can manage the program, process payments, and review expenditure data. This platform also allows the City to independently monitor and audit performance.

As provided in the Agreement:

Uber operates a virtual marketplace platform and mobile application, i.e., Uber App allowing participants (residents 60 years-of-age or older, or residents with disabilities 18 years-of-age or older) the opportunity to request a ride to a location within City’s authorized service area or an approved satellite location. This is referred to as the “Ride Request.” Independent third-party providers of on-demand ground transportation and/or logistics services using Uber technology under license from Uber may accept Ride Requests from residents, including under the City’s Dial-A-Ride Program. When a Ride Request is accepted by a Driver, both the Driver and City User may conﬁrm each other’s identity before the City User enters the Driver’s vehicle. The Ride will commence once the resident enters the vehicle and lasts until the resident exits the vehicle at the requested destination.

As stated previously, Ride Requests for this program shall come from users who are residents at least sixty (60) years of age, or disabled adults eighteen (18) years of age or older who are unable to use public transit because of a physical, mobile, hearing and/or vision impairment. The City reserves the right to modify eligibility parameters at any time for any purpose.

City Transportation Services Division staff shall oversee the intake process for qualifying applicants and upload new user accounts for the program. Uber will then restrict use of the City’s Dial-A-Ride voucher to City Users listed on the City-provided list and ﬁle. Prior to requesting a Ride, City Users must ﬁrst claim the City’s voucher to activate discounted pricing,
Importantly, the back-end Uber dashboard will provide staff all data necessary for the City to comply with National Transit Database (NTD) reporting requirements. Should the City’s designated Uber representative, the Customer Success Manager, be unavailable outside regular business hours, the Dashboard shall provide City staff with access to program support from Uber’s global Customer Support Team by phone or email.

Uber will provide City staff with training to request and pay for rides on behalf of City User/residents through Uber Central. These rides may only occur if speciﬁcally requested by the appropriate Transportation Services Division staff.

The Agreement further describes the service area and Uber's requirements for insurance. Uber provides a $1,000,000 policy of excess insurance per incident. As for limits of liability, there is a waiver of jury trial as all disputes are arbitrated, and any direct damage to either party will be limited to no more than $1,000,000.

If the Contract Services Agreement is approved this evening, staff will begin implementation of the new Uber Dial- A-Ride program. Current participants in the City’s Dial-A-Ride program will ﬁrst be notiﬁed of the upcoming transition in service provider. In partnership with Uber, staff will build and test the new program operations to ensure a smooth rollout and a positive user experience. Staff will also assist participants with creating Uber accounts and will be available to answer questions regarding the use of the Uber platform and program details.

With these preparations in place, participants will be well-equipped for the oﬃcial transition to Uber service on January 1, 2026, and ongoing support will be provided by staff throughout the program’s launch and operation.

V. FISCAL IMPACT
Should the City Council approve the recommendation, funds for the ﬁrst year of the Agreement are included in the adopted FY 2025/26 Operating Budget under Proposition A (Account No. 218-90-940-179-6004) and Proposition C (Account No. 219-90-940-185-6004). Funding for the remaining years of the contract will be allocated in subsequent annual operating budgets.

VI. EXHIBITS

1. Draft Agreement

2. Evaluation Scores

Attachments
Exhibit No. 1 - Draft Agreement.pdf
Exhibit No. 2 - Evaluation Scores.pdf
01007.0001 1046281.12

CONTRACT SERVICES AGREEMENT
By and Between

CITY OF CARSON
and
UBER TECHNOLOGIES, INC.

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01007.0001 1046281.12

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF CARSON AND
UBER TECHNOLOGIES, INC.

THIS AGREEMENT FOR CONTRACT SERVICES (herein “Agreement”) is made and entered into this ___ day of _______________ by and between the CITY OF CARSON, a California municipal corporation (“City”) and UBER TECHNOLOGIES, INC., a Delaware corporation (“Contractor” or “Uber”). City and Contractor may be referred to, individually or collectively, as “Party” or “Parties.”

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

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

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

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

ARTICLE 1. SERVICES OF CONTRACTOR

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform its obligations requi red under this Agreement in a thorough, competent, and professional manner, and is experienced in performing its obligations contemplated herein. Contractor shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all obligations described herein. Contractor covenants that it shall follow the highest professional standards in performing its obligations required -2-
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1.2 Contractor’s Proposal.

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

1.3 Compliance with Law.

Contractor shall keep itself informed concerning, and shall render all obligations hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect during the Term.

1.4 Licenses, Permits, Fees and Assessments.

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

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

1.5 Familiarity with Work.
[Intentionally omitted]

1.6 Care of Work.
[Intentionally omitted]

1.7 Further Responsibilities of Parties.

1.8 Additional Services.
[Intentionally omitted]

1.9 Special Requirements.

Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and the “Uber Transit -3-
01007.0001 1046281.12
Dashboard Access Terms” attached hereto as Exhibit “C” and incorporated herein by this reference.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “D” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Four Million Dollars ($4,000,000) for the initial term of the Agreement (the “Contract Sum”), or Eight Hundred Thousand Dollars ($800,000) per year, unless additional compensation is approved pursuant to Section 1.8.

2.2 Method of Compensation.

The method of compensation is set forth in Section 5 of the “Uber Transit Dashboard Access Terms” attached hereto as Exhibit “C”.

2.3 Reimbursable Expenses.
[Intentionally omitted]

2.4 Invoices.
[Intentionally omitted]

2.5 Waiver.
[Intentionally omitted]
ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.
[Intentionally omitted]

3.2 Schedule of Performance.

Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “E” and incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively.
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01007.0001 1046281.12

3.3 Force Majeure.

Nonperformance of either party under the Agreement shall be excused to the extent and during the period that performance is rendered impossible by strike, fire, flood, hurricane, earthquakes, pandemic, other natural disaster, governmental acts or orders or restrictions, failure of suppliers, or contractors, or any other reason where failure to perform is beyond the reasonable control and not caused by the negligence of the non-performing party (“Force Majeure Event”).

The affected party will promptly notify the other party upon becoming aware that any Force Majeure Event has occurred or is likely to occur and will use commercially reasonable efforts to minimize any resulting delay in or interference with the perfor mance of its obligations under the Agreement.

3.4 Term.

This Agreement shall commence on January 1, 2026 , and shall remain in full force and effect for five (5) years thereafter, unless earlier terminated in accordance with Article 7 of this Agreement. The City may, in its sole discretion and upon written notice to Contractor, extend this Agreement for up to one (1) additional 2-year term.”
ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Contractor.

The following principals of Contractor (“Principals”) are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the obligations specified herein and make all decisions in connection therewith:

Dmitriy Vanchugov, Head of Transit Partnerships

4.2 Status of Contractor.

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

4.3 Contract Officer.

The Contract Officer shall be Jason Jo, Transportation Program Manager, or such person as may be designated by the City Manager. It shall be the Contractor’s responsibility to assure that the Contract Officer is kept informed of the progress of the perform ance of the services and the Contractor shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract O fficer shall have authority, if specified in writing by the City -5-
01007.0001 1046281.12
Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Contractor.

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

4.5 Prohibition Against Subcontracting or Assignment.

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

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

The Contractor shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City:
(a) General Liability Insurance (Coverage Form ISO CGL CG 00 01 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $1,000,000.00 per occurrence or if a general aggregate limit is used, then -6-
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the general aggregate limit shall be twice the occurrence limit with two million dollars ($2,000,000) in excess coverage for a total of four million dollars ($4,000,000) (b) Worker’s Compensation Insurance . A policy of worker’s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for the Contractor against any loss, claim or damage arising from any inj uries or occupational diseases occurring to any worker employed by or any persons retained by the Contractor in the course of carrying out the work or services contemplated in this Agreement, with Employer’s Liability insurance coverage limits of at least $1,000,000.
(c) Commercial Automotive Insurance (Coverage Form ISO CA 00 01 including “any auto” and endorsement CA 0025 or equivalent) . A policy of comprehensive automobile liability insurance written on a per occurrence for bodily injury and property damage in an amount not less than $1,000,000. Said policy shall include coverage for owned, non-owned, leased, hired cars and any automobile.
(d) Uber will maintain Driver Automobile Insurance in the United States which will include coverage for bodily injury and property damage arising out of the ownership, maintenance or use of non -owned vehicles operated by Drivers operating on the Uber platform, with the following limits and coverages while engaged in a prearranged passenger trip: (i) liability coverage limits of $1,000,000 combined single limit per accident or higher as required by applicable state law, (ii) uninsured/underinsured motorist coverage as required by applicable state law, and (iii) other coverages as required by applicable state law.

5.2 General Insurance Requirements.

All of the above policies of insurance shall be primary insurance. Policies listed 4.1(a) and (c) aboveshall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers , employees or agents may apply in excess of, and not contribute with Contractor’s insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respec tive insurers. Moreover, the insurance policy must specify that where the primary insured does not satisfy the self-insured retention, any additional insured may satisfy the self-insured retention.

All of said policies of insurance shall provide that said insurance may not be materially reduced or cancelled by the insurer or any party hereto without providing thirty (30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, the Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer.

At the request of the City, Contractor shall furnish the City with a certificate of insurance showing coverage as set forth herein. Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

All certificates shall name the City as additional insured (providing the appropriate endorsement) and shall conform to the following “cancellation” notice:
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CANCELLATION:

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE

CANCELLED BEFORE THE EXPIRATION DATED THEREOF,
THE ISSUING COMPANY SHALL MAIL THIRTY (30) -DAY

ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER
NAMED HEREIN.
[to be initialed] ______________
Contractor Initials
The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers.

Contractor’s insurance shall apply separately to each insured against wh om claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

Any deductibles or self -insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. The Contractor agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which the Contractor may be held responsible for the payment of damages to any persons or property resulting from the Contractor’s activities or the activities of any person or persons for which t he Contractor is otherwise responsible nor shall it limit the Contractor’s indemnification liabilities as provided in Section 5.3.

5.3 Indemnification.

To the full extent permitted by law, Contractor agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or cl aimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Contractor, its officers, employees, agents, subcontractors, or invitees, or any individual or entit y for which Contractor is legally liable (“indemnitors”), or arising from Contractor’s or indemnitors’ reckless or willful misconduct, or arising from Contractor’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
(a) Contractor will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith;
(b) Contractor will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with -8-
01007.0001 1046281.12
the negligent performance of or failure to perform such work, operations or activities of Contractor hereunder; and Contractor agrees to save and hold the City, its officers, agents, and employees harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising out of or in connection with the negligent performance of or failure to per form the work, operation or activities of Contractor hereunder, Contractor agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, in cluding but not limited to, legal costs and attorneys’ fees.

Contractor shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Contractor shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall no t be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Contractor in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assig ns of Contractor and shall survive termination of this Agreement.

5.4 Sufficiency of Insurer.

Insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City (“Risk Manager”) due to unique circumstances.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Contractor shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The City shall have access to the Dashboard that houses Agreement expenditure data, enabling the City to independently audit Agreement performance and expenditures. Contractor shall also maintain and provide the City with copies of all records described in Section III of Exhibit “A” (Scope of Services). Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. Such records (including all records and data made available in the -9-
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Dashboard) shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Contractor’s business, custody of the boo ks and records may be given to City, and access shall be provided by Contractor’s successor in interest. Notwithstanding the above, the Contractor shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

Contractor shall not be required to periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement , because the City will have access to the Dashboard that houses Agreement expenditure data, enabling the City to perform its independent audit and generate reports related to Agreement performance and expenditures as the Contract Officer shall require.

6.3 Ownership of Documents.

Uber and its Affiliates are and shall remain the owners of all right, title and interest in and to the Dashboard, Uber Service, Uber App, and Uber Personal Data (including, without limitation, Dashboard Data) including any updates, enhancements and new ver sions thereof, all data related to the use of the Dashboard and Uber Services, and all related documentation and materials provided or made available to City or any proposed or current Authorized User in connection with the Agreement.

6.4 Confidentiality and Release of Information.
[Intentionally omitted]
ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Any dispute, controversy, or any claim arising out of or relating to the Agreement, or the interpretation, enforceability, performance, breach termination or validity thereof, including, without limitation, this arbitration clause, must be solely and finally settled by confidential arbitration in Los Angeles, California, in accordance with the Commercial Arbitration Rules of the American Arbitration Association. An award rendered in connection with arbitration pursuant to this section shall be final and binding upon the parties, and any judgment upon such an award may be entered and enforced in any court of competent jurisdiction. No provision of this subsection limits the rights of a party to the Agreement to obtain provisional, injunctive, or ancillary remedies from a court of competent jurisdiction before, after or during the pendency of a ny arbitration. Neither party has the right to arbitrate on a class action basis any dispute, controversy, or claim arising out of or relating to the Agreement, or the interpretation, enforceability, performance, breach, termination, or validity thereof, including, without limitation, this arbitration clause. -10-
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7.2 Disputes; Default.
[Intentionally omitted]

7.3 Retention of Funds.
[Intentionally omitted]

7.4 Waiver.

Acceptance by City of any work or services by Contractor shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver.

Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

7.5 Rights and Remedies are Cumulative.

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

7.6 Legal Action.
[Intentionally omitted]

7.7 Termination Prior to Expiration of Term.
[Intentionally omitted]

7.8 Termination for Default of Contractor.
[Intentionally omitted]

7.9 Attorneys’ Fees.

If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be grante d, whether legal or equitable, shall be entitled to reasonable attorney’s fees. Attorney’s fees shall include attorney’s fees on any appeal, and in addition a party entitled to attorney’s fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs -11-
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the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

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

8.2 Conflict of Interest.

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

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

8.3 Covenant Against Discrimination.

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

8.4 Unauthorized Aliens.

Contractor hereby promises and agrees to comply with all of the applicable provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Contractor so employ such unauthorized aliens for the performance of its obligations under this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, -12-
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Contractor hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Carson, 701 East Carson, Carson, California 90745 and in the case of the Contractor, to All notices to Uber shall be provided to Uber Technologies, Inc., 1725 3rd Street, San Francisco, CA 94158 Attn:

Legal Department – Uber for Business.. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

9.2 Interpretation.

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

9.3 Counterparts.

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

9.4 Integration; Amendment.

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

9.5 Severability.

In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder -13-
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unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non-Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial inte rest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in v iolation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “non -interests” pursuant to Government Code Sections 1091 or 1091 .5. Contractor warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or cons equence of obtaining or being awarded any agreement.

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

Contractor’s Authorized Initials _______

9.7 Corporate Authority.

The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreeme nt, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE]
01007.0001 1046281.12
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal corporation

Lula Davis-Holmes, Mayor
ATTEST:

Dr. Khaleah Bradshaw, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Sunny K. Soltani, City Attorney

CONTRACTOR:

UBER TECHNOLOGIES, INC.

By:

Name:

Title:

By:

Name:

Title:

Address: 1725 3rd Street
San Francisco, CA 94158

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

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY.

01007.0001 1046281.12

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

On __________, 2025 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

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

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ☐ INDIVIDUAL
☐ CORPORATE OFFICER
_______________________________

TITLE(S)
☐ PARTNER(S) ☐ LIMITED
☐ GENERAL
☐ ATTORNEY-IN-FACT
☐ TRUSTEE(S)
☐ GUARDIAN/CONSERVATOR
☐ OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

On __________, 2025 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

WITNESS my hand and official seal.

Signature: _____________________________________

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

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ☐ INDIVIDUAL
☐ CORPORATE OFFICER
_______________________________

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

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

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EXHIBIT “A”

SCOPE OF SERVICES
I. The City’s Dial -A-Ride (“DAR”) Program provides ride -hail services for approved riders determined by the City. City reserves the right to modify program features at any time for any purpose. Contractor will perform the following services in accordance with the following standards:

A. Background:

Uber operates a virtual marketplace platform and mobile application (“Uber App”) allowing participants (“ City User”) (as defined in Exhibit C) the opportunity to request a ride to a location within City’s authorized service area or an approved satellite location (“ Ride Request ”). Independent third -party providers of on - demand ground transportation and/or logistics services using Uber technology under license from Uber (“Drivers”) may accept Ride Requests from City Users, including under the City’s Dial -A-Ride (DAR) Program. When a Ride Request is accepted by a Driver, both the Driver and City User may confirm each other’s identity before the City User enters the Driver’s vehicle (“Ride”). The Ride will commence once the City User enters the vehicle and lasts until the City User exits the vehicle at the requested destination.

B. Hours of Operation:

City Users may access the Uber App twenty-four hours per day (24/7), three hundred sixty-five days per year (365), including all holidays.

C. Eligibility:

1. Criteria: Ride Requests shall come from City Users who are: (i) at least sixty (60) years of age; or (ii) disabled adults eighteen (18) years of age or older who are unable to use public transit because of a physical, mobile, hearing and/or vision impairme nt. City reserves the right to modify eligibility parameters at any time for any purpose.

2. Intake: Contractor acknowledges that City staff shall oversee the intake process for qualifying applicants and upload new user accounts via comma- separated value (CSV) file. Contractor shall restrict use of the City’s Dial - A-Ride voucher to City Users listed on the City-provided CSV file.

D. Ride Payments:

1. Vouchers: Contractor shall design payment tool (“City Voucher”) which the City can provide to City Users via email or short message service (SMS) as further set forth in Exhibit C. Upon claiming the Voucher, the City Voucher will appear on the City User’s Uber App as an immediate discount for qualifying Ride Requests.

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2. City User Co-Pays: Contractor acknowledges that City Users must make a $2 copayment at the end of each Ride through the payment method saved on their Uber account. City will provide a maximum subsidy of up to $18 per each qualifying one -way Ride, with City Users responsible for all additional costs exceeding $20. Contractor shall apply the total of all copayments collected from each month as a credit towards the City’s monthly statement.

E. Requesting a Ride:

1. Ride Request: Prior to requesting a Ride, City Users must first claim the City’s voucher to activate discounted pricing. To request a Ride, City User must first enter the address or name of their destination on their Uber App.

If the requested destination does not identify as a City -approved location, the City Voucher and corresponding subsidy will not apply to the Ride Request. City User will be able to double -check and/or reenter the address of their requested destination before confirming their Ride Request.

In the event a City User is unable to access the Uber App, they may request a Ride by calling Contractor’s call center (1 -833-873-8237) to have an operator submit a Ride Request on their behalf (“ Uber Call Center”). City Users shall have access to the Uber Call Center in both English and Spanish, seven days a week, between 4:00 a.m. and 10:00 p.m. Eastern Time. City User with vision impairments may utilize iOS Voice Over, Android TalkBack, and wireless Braille display compatibility on the Uber App.

2. Ride Type: Upon entering the address or name of their destination on the Uber App, City User will be given a choice of Ride types, subject to availability. The following Ride types, subject to availability shall also be options for City Users utilizing the Uber Call Center. A regular Ride provides ambulatory City Users with a standard vehicle (“ UberX”). For City User with limited mobility or using assistive devices such as walkers or canes, trained drivers will provide the Participant with help entering or exiting the vehicle and securement of any assistive devices (“Uber Assist”).

City User aided by wheelchairs can request wheelchair-accessible vehicles with certified drivers trained to assist them in safely entering/exiting the vehicle (“Uber WAV”). Uber does not claim that the availability of WAV on its platform is sufficient for federal requirements.

Driver Match: Upon matching with a Driver, City Users will be able to view Driver and vehicle details, estimated time of arrival, and real-time location of the Driver’s vehicle throughout the entire duration of their Ride.

3. Response Times: Upon accepting a Ride Request, Drivers shall arrive at the requested destination no later than thirty (30) minutes from the initial estimated pick-up time. If a Driver arrives more than thirty (30) minutes past the initial estimated pick -up time, the City shall not be billed for any A-3
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portion of the trip upon the City’s request. Contractor shall still be obligated to record such trips as a Courtesy Ride on the City’s monthly statement.

Subject to the foregoing, Contractor shall not be held responsible for failure to provide on -time service due to forces beyond its immediate control.

These are instances that would be considered “force majeure” situations as described in Section 3.3 of thi s Agreement. In the event of such an occurrence, documentation of circumstances relevant to the delay shall be provided to the City for review by the Contract Officer.

F. Administrative Dashboard
Contractor shall provide City staff with training to utilize the Dashboard (as defined in Exhibit “C”). The Dashboard shall provide all data necessary for City to comply with National Transit Database (NTD) reporting. Should the City’s dedicated Customer Success Manager be unavailable outside of regular business hours, the Dashboard shall provide City staff with access to program support from Contractor’s global Customer Support Team by phone or email.

G. Uber Central
Contractor shall provide City staff with training to request and pay for Rides on behalf of City User through Uber Central (as defined in Exhibit “C”). These Rides may only occur if specifically requested by the Coordinator (as defined in Exhibit “C”). When Rides are requested through Uber Central, City shall be liable for the full User Charge (as defined in Exhibit “C”) as there is no option for a City User copayment.

H. Implementation:

In coordination with City’s Contract Officer, Contractor shall complete a series of three phases to implement a successful launch of the Voucher Program explained in Exhibit “E”.

I. Service Area:

City Boundaries: City User may travel to and from all unrestricted areas as depicted in Exhibit “A-1” (“Service Map”). City User may also travel to and from approved locations outside of unrestricted areas (“ Satellite Destinations”). City reserves the right to modify the Service Map at any time for any purpose.

J. Pick-up and Drop-off Standards:

1. Personal Assistance: All Drivers are required to comply with the Community Guidelines (as defined in the Dashboard Access Terms. City User traveling with assistive devices may select Uber Assist to better accommodate their travel needs.

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2. Additional City User: City User may bring additional City User with them as travel companions on their Trip consistent with the type of product selected.

3. Gratuities: Drivers are prohibited from asking City User for gratuities. City User may voluntarily provide gratuities to Drivers at the end of each Ride through the Uber App. Contractor shall not apply any portions of the City’s subsidy as a payment method towards a Driver’s gratuity.

4. Safety: Should a Participant experience discomfort or concerns for their safety due to the behavior and/or actions of their Driver, City reserves the right to request that Contractor block the Driver from being matched with the City User.

K. Driver and vehicle requirements:

1. Driver Eligibility: Drivers will have passed a Motor Vehicle Record (MVR) review and a criminal history background check with a seven year lookback.

A MVR review shall entail verification of a Driver’s license status, review of their driving history for an y violations or crashes, and a check for any driving-related restrictions on their license. New drivers must be at least 25 years of age and possess an unexpired license that has been valid for at least one (1) year.

2. Pull Notice: All Drivers shall also be included in the Department of Motor Vehicle’s Employer Pull Notice (EPN) program. EPN will provide Contractor with timely notices when any of the following items are added to the Driver’s record: convictions, accident s, failure to appear, driver’s license suspension or revocation, and any other action taken against the Driver’s driving privilege.

3. Vehicle Eligibility: Eligible vehicles for the City’s Dial -A-Ride program must be 16 years of age or newer with four doors, in good operational condition with no cosmetic damage, and have a Uber decal applied the vehicle windshield.

L. Driver Training:

1. Drivers providing Uber Assist and Uber WAV trips shall complete specialized training to ensure they can effectively support City User with disabilities and mobility challenges.

2. Uber Assist: Training for Uber Assist shall include: 1) techniques for helping City User enter and exit vehicles safely; 2) proper handling and storage of walkers, canes, foldable wheelchairs, other mobility devices; and 3) sensitivity training on how to interact with City User in a respectful and considerate manner.

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3. Uber WAV: Training for Uber WAV shall include: 1) techniques for using wheelchair ramps, lifts, and securement devices; 2) proper wheelchair securement; 3) guidance on how to help City User enter and exit wheelchair-accessible vehicles safely; and 4) sensitivity training on how to interact with City User with unique needs in a respectful and considerate manner.

M. Incidents, Accidents, and Complaints:

1. Incidents: Contractor shall make available a 24/7 Incident Response Team to handle incident reports from both Drivers and City User. If an incident is found to be the fault of the Driver, Contractor shall review the Driver’s continued eligibility and remove the Driver from the platform if they are no longer found to meet criteria set forth by Contractor and local laws.

2. Accidents: Contractor shall make available a 24/7 Incident Response Team to prepare accident reports for agencies providing emergency services. Both Drivers and City User utilizing Vouchers shall have the option to report accidents to police, fire, or ambu lance service agencies through the Uber App.

3. Customer Service: Contractor shall make available a 24/7 Customer Support Team.

II. As part of the Services, Contractor will prepare and deliver the following tangible work product to the City:

Not applicable.

III. In addition to the requirements of Section 6.2, during performance of the Services, Contractor will keep the City apprised of the status of performance by delivering the following status reports:

A. Accident and Incident Reports: Each quarter, Contractor will report the following aggregated and anonymized incident data as applicable : (a) vehicle crash with hospitalization, life altering injury, or fatality of an Agency User; (b) interpersonal conflict (theft / robbery / physical altercation), excluding sexual assault and/or sexual harassment, that results in the hospitalization, serious injury or death of an Agency User; and (c) number of crashes involving a City User.

IV. [Intentionally omitted]
V. Contractor will utilize the following personnel to accomplish the Services:

A. Dmitriy Vanchugov, Head of Transit Partnerships
B. Eric Cartrite, Project Manager
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C. Chris Margaronis, Senior Account Executive
D. Amanjeet Anne, Customer Success Manager

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EXHIBIT “A-1”

DIAL-A-RIDE SERVICE MAP

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EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
The Agreement is hereby amended as follows (additions are shown in bold italics and deletions are shown as strikeouts): [N/A; changes made directly in body of Agreement]

01007.0001 1046281.12

EXHBIIT C

UBER TRANSIT DASHBOARD ACCESS TERMS

These Uber Transit Dashboard Access Terms (“Terms”) state the terms and conditions under which the City may establish an Uber Transit corporate account (“Corporate Account”), which Uber makes available to the City through the Dashboard in connection with one or more Uber Products, as set forth herein. City’s access to and use of the Dashboard in connection with any Uber Product is subject to both this Agreement, including t hese Terms, and each applicable Product Addendum, as defined herein. Capitalized terms used but not otherwise defined in the Agreement shall have the meanings ascribed to such terms in the applicable Product Addendum. The Parties hereby agree as follows:

1. Definitions. The following terms, as may be used in the Agreement, shall have the meanings set forth below:
"Affiliate" means with respect to any entity, any other entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such entity, where “control” (including the terms “controlled by” and “under common control with”) means the possession, directly or indirectly, of at least fifty percent (50%) of the voting equity of another entity, or the power to vote such voting equity, by contract or otherwise. “Authorized User” means an individual authorized to (a) use and link to City’s Corporate Account and use Uber Services through their Uber Account; and/or (b) use Uber Services in connection with the applicable Product Addendum. All references to Authorized User(s) in the Agreement shall apply only if the City has agreed to the Uber Profiles Product Addendum. “City Personal Data” has the meaning ascribed to such a term in each Product Addendum. “City User” has the meaning ascribed to such a term in the Uber Vouchers Product Addendum and/or the Uber Central Product Addendum, as may be the case. All references to “City User(s)” in the Agreement shall apply only if the City has agreed to the Uber Central Product Addendum or the Uber Vouchers Product Addendum. “Data Protection Law(s)” means all laws and regulations applicable to the personal data under the Agreement, including as applicable the laws and regulations of the European Union, the European Economic Area and their member states, Switzerland and the United Kingdom, including the EU General Data Protection Regulation (2016/679) (“GDPR”). “End User Terms ” means the terms and conditions applicable to all users of the Uber Service, available at www.uber.com/legal, as may be updated by Uber from time to time. “Uber Account” means an Uber account in which the owner of the account has: (i) installed the Uber App on a compatible mobile device, (ii) registered for and currently maintains an active personal user account, which requires the entry of certa in personally identifiable information and a personal credit card number, (ii) currently complies with the End User Terms, and (iv) confirmed the mobile number provided during the registration process. Uber's collection and use of any personal data and credit card or other authori zed payment method information to establish an Uber Account shall be as set forth on the Uber Privacy Policy, available at www.uber.com/legal/privacy, as may be updated by Uber from time to time. “Uber App” means Uber’s mobile applications or mobile websites that allow users to access and use Uber’s products and services, as may be updated by Uber from time to time.

“Uber Personal Data ” means any information Uber provides to the City in connection with the Agreement relating to an identified individual or an identifiable individual or which can be reasonably used to identify an individual, or that may otherwise be considered “personal data” under applicable law. For the avoidance of doubt, Uber Personal Data shall include Dashboard Data, regardless of whether it is provided to the City via the Dashboard or otherwise. “Uber Service ” means Uber’s virtual marketplace platform that, when used in conjunction with the Uber App, or the Dashboard, as applicable, serves as an intermediary between (a) Authorized Users, City Users, and Administrators who are looking for a certain type of serv ice (including, without limitation, ground transportation, logistics, delivery, food purchases and related food delivery services), and (b) independent third-party providers of such services.

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“User Charges” means charges incurred by Authorized Users, City Users, Voucher Recipients, or Administrators (on behalf of City Users), as may be the case, for use of the Uber Service, including any applicable tolls, foreign transaction fees, taxes, and any other fees or charges that may be due for a particular use of the Uber Service.

The terms “controller”, “data subject”, “personal data”, “processing” and “processor” as used in the Agreement have the meanings given in the GDPR.

2. Uber Products; Incorporation.

2.1 City may elect to utilize one or more Uber Transit products made available by Uber (each, an " Uber Product"). City may elect to utilize an Uber Product at any time during the Term, by (i) accepting the relevant additional click -through Uber Product terms for each such Uber Product within the Dashboard, or (ii) executing a product addendum which includes the re levant additional Uber Product terms for each such Uber Product (in either instance, each a “ Product Addendum”).

2.2 City’s election to utilize a particular Uber Product neither obligates nor restricts the City from utilizing any other Uber Product. Any Product Addendum entered into by the Parties is expressly incorporated into this Agreement.

3. Termination. Either Party may terminate the Agreement or any Product Addendum at any time without cause upon providing thirty (30) days’ written notice to the other Party. Either Party may terminate the Agreement or any Product Addendum at any time (a) in the event of a material breach by the other Party that is not cured by the breaching Party within thirty (30) days’ of receiving notice of the breach from the non -breaching Party, or (b) immediately upon notice to the other Party in the event that the other Party mak es an assignment for the benefit of creditors, files an involuntary petition in bankruptcy or is adjudicated bankrupt or insolvent, has a receiver appointed for any portion of its business or property, or has a trustee in bankruptcy or trustee in insolvenc y appointed for it under federal or state law . Termination of one Product Addendum shall not terminate any other Product Addendum then in effect. The terms and conditions of this Agreement concerning outstanding payment obligations and indemnification shall survive termination.

4. Account Administration.

4.1 City Dashboard and Access to Uber Products. Upon execution of the Agreement, Uber will establish the City's Corporate Account that will enable the City to access Uber’s browser-based online dashboard for Uber Transit (“Dashboard”), which includes access to each Uber Product that an City has agreed to utilize through a Product Addendum. Uber’s contact with the City shall include communicating with representatives the City designates as “administrators” through the Dashboard (“Administrator”). In addition to the features described in an applicable Product Addendum, the Dashboard will enable City to (a) access each Uber Product which City has accepted and agreed to utilize through a Product Addendum; (b) view detailed trip or other service in formation, which may include, depending on which Uber Product(s) City utilizes, without limitation, any Authorized User and/or City User’s name together with trip status, pick -up and drop-off location, trip route, distance, duration, fare amount, service t ype, trip ID number , restaurant name, meal information, delivery location, delivery time, User Charges, expense memo, and Driver data (e.g. first name, telephone number, vehicle description and license plate) (collectively, “Dashboard Data”); (c) prepare and review activity reports using such Dashboard Data; (d) add and remove Administrators, (e) manage and update City’s payment information; (f) review and manage payment statements, and (g) settle outstanding balances on the Corporate Account. Uber reserves the right to add, remove and update features and functionality of the Dashboard at any time. Uber agrees to use commercially reasonable efforts to provide the Dashboard to the City as stated in this Agreement.

4.2 Administration. At all times, the City is responsible for maintaining an accurate list of Administrators. City may appoint additional Administrators at its discretion. City agrees to (a) maintain all Dashboard login credentials in confidence, (b) o nly permit an authorized Administrator to access the Dashboard, and (c) update as necessary, all information of the Administrators to ensure that it is current, accurate, and complete. City shall be responsible for all activity that occurs under its Dashboard login credentials.

4.3 Authorized User and Administrator Updates. For Managed Rider Programs, City is responsible for keeping and maintaining an accurate list of current Authorized Users, City Users, or Administrators authorized to bill User Charges to City’s Corporate Account for each separate Uber Product. From time t o time, Uber may review the City’s list of Authorized Users, City Users and/or Administrators, as may be the case, via the Dashboard to maintain and support the Uber Service and to ensure City’s compliance with the Agreement.

4.4 Responsibility for User Activity. City agrees that (a) City is solely responsible for all User Charges against City’s Corporate Account, incurred by Authorized Users, City Users, and Administrators , regardless of whether any such charge was authorized, and (b) User Charges may be subject to price changes at any time, including without limitation, occasional increases during periods of high demand as further described in the End User Terms. Further, City agrees that Uber shall not be responsible

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for User Charges incurred by Authorized Users, City Users and/or Administrators, after City has attempted removal of such Authorized User or Administrator from the Corporate Account to the extent City provides Uber with incomplete or inaccurate Authorized User or Administrator removal information via the Dashboard. City is responsible for User Charges incurred due to fraudulent or other unpermitted activity or use of the Corporate Account by an Authorized User, City User, Administrator , or another third party to access Uber Services except and solely to the extent that such fraudulent activity was caused by Uber. City must promptly notify Uber if it discovers fraudulent or unpermitted activity occurring under the City’s Corporate Account. In the event Uber reasonably suspects that any fraudulent or unpermitted activity is occurring in connection with the Corporate Account, Uber reserves the right to suspend the Corporate Account until the event giving rise to the suspension has been cure d to Uber’s reasonable satisfaction.

4.5 Restrictions. City agrees to use the Uber Service, Corporate Account, Dashboard, and any of the services provided under an applicable Product Addendum solely as stated in this Agreement; provided, however, that in the event of a conflict between a Product Addendum and the Agreement with respect to City or any Administrator utilizing the Uber Service, the terms of the Product Addendum shall control, followed by the Agreement. City shall not, and shall not authorize others to (a) decompile, disassemble, reverse engineer or otherwise attempt to derive the source code or underlying technology, methodologies or algorithms of the Dashboard, Uber Service, or Uber App; (b) sublicense, lease, rent, sell, give, or otherwis e transfer or provide the Dashboard, Uber Service, or Uber App to any unaffiliated third party; (c) upcharge, increase, or otherwise modify the User Charges for any usage of the Uber Service; or (d) impose any additional fees or charges related to use of the Dashboard, Uber Service, or any of the services provid ed under an applicable Product Addendum. Uber reserves all rights not expressly granted under the Agreement.

4.6 Violations. City acknowledges that Uber may suspend or ban any Authorized Users or City Users from use of the Uber Service due to future or past violations of the End User Terms (“Violations”), and that Uber shall have no obligation or liability to City related to any such suspension or ban of an Authorized User or City User. In the event that Uber suspends or terminates an Authorized User’s or City User’s Uber Account pursuant to the End User Terms, Uber shall also suspend such Authorized User or City User from utilizing Uber Services under all of the Product Addenda. Furthermore, U ber reserves the right to immediately suspend an Authorized User’s or City User’s Uber Account due to (a) an invalid payment card on their Uber Account, or (b) a rejected City Card transaction that was initiated through their Uber Account. Uber reserves the right to suspend City’s use, and the use by Authorized Users or City Users where applicable, of Uber Transit and the products set forth in any applicable Product Addendum for violations of this Agreement or any applicable Product Addendum.

4.7 Territory. This Agreement is not restricted by country, unless otherwise specified in a Product Addendum. 5 Billing.

5.1 User Charges. All User Charges shall be paid in the ordinary course of use of the Uber Services through the payment card associated with the applicable Corporate Account, as the case may be, at the end of each Authorized User’s or City User’ s trip, or, according to batched billing, in which Uber will charge City’s payment method or issue an invoice to the City for User Charges that have accrued during a certain period (e.g., daily, weekly, or another period shorter than a month) (“ Batched Billing”), unless City participates in Monthly Billing, in which case City shall pay such User Charges pursuant to Section 6.2 below.

5.2 Monthly Billing. City may elect to pay for User Charges and any other charges referenced in the Product Addenda on a monthly basis incurred in connection with the applicable ("Monthly Billing"). If the City participates in Monthly Billing, Uber will bill the City for all User Charges incurred for the applicable Uber Products on a monthly basis (each, a “ Monthly Statement”). City shall pay each Monthly Statement in full within thirty (30) days of receipt of such Monthly Statement. City agrees to provide and maintain during the Term in connection with its Corporate Account a valid City credit card number (the “City Card”) that may be charged as set forth in the applicable Product Addendum. When creating the Corporate Account, the City may choose to use either an City Card, ACH, or wire transfer as the payment method for paying Monthly Statements, provided that payment by City Card may be necessary for amounts less than $1,000.

5.3 Currency. All User Charges shall be processed in the local currency applicable to the territory of the Authorized User’s and/or City User’s applicable receipt for the Uber Service, except in certain instances when Uber may process foreign transactions in United St ates dollars. All payments are nonrefundable except as may be expressly provided otherwise herein.

Each Party shall be responsible for its costs and expenses associated with its performance under the Agreement or any Product Addendum.

5.4 Disputed Payments. If City believes that it has been billed for charges that it should not have been charged (“Disputed Charge Event”), City shall notify Uber in writing within fifteen (15) days via email to [email protected]. The Parties shall work in good faith to review the charges within thirty (30) days of the City notifying Uber of such Disputed Charge Event.

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If the Parties determine that Uber assessed charges that the City should not have been charged, Uber shall remove such charge from the City’s account.

5.5 Account Suspension. In the event of any undisputed outstanding User Charges or any other charge referenced in the Product Addenda due on a past Monthly Statement, Uber reserves the right to immediately suspend the City's account. Uber further reserves the right to pursue any and all remedies available to it under applicable law, including reporting City to applicable credit reporting agencies, in the event of any unpaid User Charges or any other charges referenced in the Product Addenda.

Reestablishing a City account shall be at Uber’s sole discretion. All late payments shall accrue simple interest on the sum due from the date such payment was originally due until the date of actual payment, at 3% per month or the maximum allowed by applicable law.
6 Proprietary Rights.

6.1 License to Marks; Restrictions. The term “ Marks” shall mean the trademarks, service marks, trade names, logos, slogans, designs, social media or other handles, hashtags, and other identifying symbols and indicia of a Party (“ Licensor”).

Each Party hereby grants to the other Party (“ Licensee”), solely during the Term, a limited, royalty -free, non-exclusive, non- transferable, non-assignable license, without the right to sublicense, to use and display the Licensor’s Marks only as expressly permitted by the other Party in writing in each instance and only in relation to this Agreement. All use of a Licensor’s Marks by Licensee will be in the form and format approved by Licensor, and Licensee will not otherwise use or modify Licensor’s Marks without Licensor’s prior written consent. All goodwill r elated to Licensee’s use of Licensor’s Marks shall inure solely to the benefit of Licensor. Marks will at all times remain the exclusive property of the respective Licensor. Except as expressly se t forth herein, Licensor does not, and shall not be deemed t o, grant Licensee any license or rights under any intellectual property or other proprietary rights. All rights not granted herein are expressly reserved by Licensor.

6.2 No Development. EACH PARTY ACKNOWLEDGES AND AGREES THAT NEITHER PARTY SHALL DEVELOP

ANY TECHNOLOGY, CONTENT, MEDIA, OR OTHER INTELLECTUAL PROPERTY FOR THE OTHER PARTY PURSUANT TO THE AGREEMENT. The Parties shall enter into a separate written agreement, as necessary, to g overn any development activities relating to any technology, content, media, or other intellectual property prior to the commencement o f any such activities.

6.3 Ownership. Uber and its Affiliates are and shall remain the owners of all right, title and interest in and to the Dashboard, Uber Service, Uber App, and Uber Personal Data (including, without limitation, Dashboard Data) including any updates, enhancements and new ve rsions thereof, all data related to the use of the Dashboard and Uber Services, and all related documentation and materials provided or made available to City or any proposed or current Authorized User in connection with the Agreement.

6.4 No Publicity. Other than as expressly set forth herein, neither Party may use or reference the other Party’s name, logo, trademarks or service marks in a press release or otherwise without the prior consent of such other Party in each instance. Subject to Section 6.1, City may use Uber’s name to advertise its Dial -a – Ride program on its website, social media and other media. 7 Confidentiality.

7.1 Definition of Confidentiality . The term “ Confidential Information ” shall mean any confidential or proprietary business (whether marked “confidential” or not), technical or financial information or materials of a Party (“Disclosing Party”) provided to the other Party (“Receiving Party”) in connection with the Agreement, whether orally or in physical form, and shall include the terms of the Agreement. Confidential Information shall also include information that would reasonably be understood to be confidential to the Disclosing Party. However, Confidential Information shall not include information (a) previously known by Receiving Party without an obligation of confidentiality, (b) acquired by Receiving Party from a third party which was not , to Receiving Party's knowledge, under an obligation of confidentiality, (c) that is or becomes publicly available through no fault of Receiving Party, (d) that Disclosing Party provides written permission to Receiving Party to disclose, but only to the ext ent of such permitted disclosure or (e) that is required by law for Receiving Party to disclose .

7.2 Restrictions. Receiving Party agrees that (a) it will use Confidential Information solely for the purposes permitted under the Agreement, and (b) it will not disclose the Confidential Information to any third party other than Receiving Party’s employees or agents who are bound by obligations of nondisclosure and restricted use at least as strict as those contained herein. In the event Receiving Party receives a subpoena, administrative or judicial order, or any other request for disclosure of any Confidential Information of Disclosing Party, Receiving Party will give Disclosing Party prompt written notice of such subpoena, order or request and allow Disclosing Party to assert any available defenses to disclosure. For the avoidance of doubt, Linki ng Data, excluding any such information provided by individual Uber account holders, shall constitute City’s Confidential Information and Uber may not (i) sell or otherwise publicly disclose any such Linking Data, or (ii) use any such Linking Data for any purpose that is detrimental or harmful to City.

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7.3 Confidential Information Security. Receiving Party will protect the Disclosing Party’s Confidential Information in the same manner that it protects the confidentiality of its own proprietary and confidential information, but in no event using l ess than a reasonable standard of care. Uber shall comply with the then-current version of the Payment Card Industry Data Security Standard (“PCI-DSS”) and Uber and its designated payment service provider will remain PCI -DSS certified and compliant at all times during the Term of the Agreement.
8 Security and Data Transfers.

8.1 Security. Uber shall implement appropriate technical and organizational measures to protect City Personal Data against unauthorized or unlawful processing and against unauthorized loss, destruction, damage, alteration , or disclosure . City shall implement appropriate technical and organizational measures to protect Uber Personal Data against unauthorized or unlawful processing and against unauthorized loss, destruction, damage, alteration, or disclosure (each instance, a “Information Security Incident”). City shall, without undue delay, but no greater than twenty-four (24) hours after, notify Uber in the event that City learns or has reason to believe that an Information Security Incident has occurred in relation to Uber Personal Data. Such notice shall be sent to the Uber persons or team designated to receive notices under the Main Agreement; and (2) via email to [email protected] notification includes at least: (1) the nature of the breach of security measures; (2) the potentially compromised personal data and data subjects; (3) the duration and expected consequences of the Information Security Incident; and (4) any mitigation or remediation measures taken or planned in response to the Information Security Incident. Upon any such discovery, City shall (a) take all reasonable ste ps to investigate, remediate, and mitigate the effects of the Information Security Incident, and (b) provide Uber with assurances reasonably satisfactory to Uber that such Information Security Incident will not recur. Additionally, if and to the extent any Information Security Incident occurs as a result of an act or omission of City, and if Uber determines that notices (whether in Uber’s or City’s name) or other remedial measures are warranted, City shall, at Uber’s request and at City’s cost and expense, undertake the aforementioned remedial actions.

8.2 Intentionally Omitted.
9 Intentionally Omitted.
10 Warranties; Disclaimer.

10.1 Mutual Warranties. Each Party hereby represents and warrants that (a) it has full power and authority to enter into the Agreement and perform its obligations under the Agreement and any applicable Product Addenda, (b) such Party’s acceptance of the Agreement, as well as such Party’s performance of the obligations set forth in the Agreement, does not and will not violate any other agreement to which such Party is a Party, (c) it is in compliance and shall remain in compliance during the Term, with all applicable laws, rules and regulations, including those relating to data protection, privacy, identity theft, data breach , consumer protection, and data security, and any applicable industry standards relating to privacy and data security applicable to the performance of its obligations hereunder, (d) it is duly organized, validly existing and in good standing under the laws of the jurisdiction of its origin, and (e) such Party’s Marks as provided by such Party pursuant to this Agreement will not infringe or otherwise violate the intellectual property rights, rights of publicity or other proprietary rights of any third Party.

10.2 City Warranties. City represents and warrants that (a) City has all rights and legally adequate consents, where necessary, to provide Uber with the City Personal Data and any other information provided to Uber hereunder; (b) City will use Dashboard Data solely for legitim ate business purposes including business expense, processing, accounting, and budgeting purposes; (c) City will only share and provide access to Dashboard Data to City personnel who have a business need to access such Dashboard Data; (d) City will not disclose Dashboard Data to any third party, unless expressly authorized in writing by Uber, and who are in each case bound by privacy and security obligations regarding Uber Personal Data at least as restrictive as those containe d herein; (e) City will not ren t or sell Dashboard Data for any purpose not authorized by Uber; and (f) City will not disclose Dashboard Data nor disclose Uber’s pricing or fares associated with Dashboard Data to a competitor of Uber.

10.3 Disclaimer. EXCEPT AS EXPRESSLY PROVIDED HEREIN, UBER PROVIDES THE UBER SERVICE, AND UBER APP, "AS IS" AND WITHOUT WARRANTY. UBER DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE DASHBOARD, UBER SERVICE, OR UBER APP WILL MEET CITY’S REQUIREMENTS OR

THAT THE OPERATION OF THE DASHBOARD, UBER SERVICE, OR UBER APP WILL BE UNINTERRUPTED OR ERROR FREE. UBER HEREBY DISCLAIMS ALL OTHER WARRANTIES WITH RESPECT TO THE AGREEMENT,

WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, (A) ANY IMPLIED OR STATUTORY

WARRANTIES COVERING THE DASHBOARD, UBER SERVICE, UBER APP, AND (B) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. CITY

ACKNOWLEDGES AND AGREES THAT THE UBER SERVICE IS A TECHNOLOGY SERVICE THAT ENABLES

ACCESS TO REQUEST ON -DEMAND GROUND TRANSPORTATION, DELIVERY, AND LOGISTICS SERVICES PROVIDED BY INDEPENDENT THIRD-PARTY PROVIDERS. UBER IS NOT A TRANSPORTATION, DELIVERY, OR LOGISTICS PROVIDER. UBER DOES NOT GUARANTEE AVAILABILITY OF TRANSPORTATION, DELIVERY, OR

LOGISTICS SERVICES, ON -TIME ARRIVALS OR DEPARTURES THEREOF, OR ANY OTHER SERVICES LEVELS

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RELATED TO INDEPENDENT TRANSPORTATION, DELIVERY OR LOGISTICS PROVIDERS THAT MAY BE OBTAINED VIA THE UBER SERVICE.
11 Intentionally Omitted.
12 Limits of Liability.

12.1 OTHER THAN WITH RESPECT TO (i) A PARTY’S INDEMNIFICATION OBLIGATIONS IN THE AGREEMENT OR ANY APPLICABLE PRODUCT ADDENDUM, (ii) DAMAGES ARISING FROM EITHER PARTY’S BREACH OF THE OBLIGATIONS SET FORTH IN SECTION 8 HEREIN (CONFIDENTIALITY), (iii) DAMAGES ARISING FROM EITHER PARTY’S BREACH OF THE REPRESENTATIONS OR WARRANTIES IN THE AGREEMENT OR ANY APPLICABLE PRODUCT ADDENDUM , (iv) DAMAGES ARISING FROM EITHER PARTY’S BREACH OF THE OBLIGATIONS SET FORTH IN SECTION 7 HEREIN (PROPRIETARY RIGHTS), OR ( v) OR DAMAGES RESULTING FROM A PARTY’S

GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL UBER OR CITY BE LIABLE: (A) FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, EXEMPLARY,

SPECIAL OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF BUSINESS OR PROFITS, SUFFERED BY THE OTHER

PARTY OR ANY THIRD PARTY ARISING OUT OF THE AGREEMENT, WHETHER BASED ON CONTRACT, TORT

OR ANY OTHER LEGAL THEORY, EVEN IF UBER OR CITY (OR THEIR AGENTS) HAVE BEEN ADVISED OF THE

POSSIBILITY OF SUCH DAMAGES, AND, (B) UNDER THE AGREEMENT FOR ANY DIRECT DAMAGES IN AN AMOUNT EXCEEDING ONE MILLION DOLLARS ($1,000,000). IN NO EVENT SHALL THIS PROVISION APPLY TO ANY DAMAGES COVERED BY INSURANCE.

12.2 Each Party acknowledges that the foregoing limitations are an essential element of the agreement between the Parties, and that in the absence of such limitations, the terms set forth in the Agreement would be substantially different. 13 General.

13.1 Affiliates. The Parties hereby acknowledge and agree that City and each of its Affiliates may utilize the same Dashboard and any of the services provided under a Product Addendum upon execution of the Agreement and the applicable Product Addendum. Any such Affiliat e shall be bound by all of the terms and conditions applicable to City under the Agreement, and entitled to all rights and protections afforded City under the Agreement, provided, however, City shall continue to bear lega l responsibility for all acts or om issions of such Affiliate. The Parties further acknowledge and agree that any services to be rendered under this Agreement and any applicable Product Addendum may be performed by Uber directly, or by any of Uber’s Affiliates.

13.2 Headings. Section headings are for convenience only and shall not be considered in the interpretation of the Agreement.

13.3 Non-Discrimination. City shall not, in its use of the Uber Service or any Uber Product under the Agreement, discriminate against any Authorized User, City User, employee, volunteer, or participant, or individual on the basis of race, color, gender, pregnancy, marital statu s, familial status, sexual orientation, gender identity or expression, religion, ancestry, national origin, disability, or age except that programs may target beneficial services for specific participant groups, as a greed upon between Uber and City. City acknowledges and agrees that upon Uber’s receipt of evidence of City’s discrimination under any of these categories, Uber shall have the right to immediately terminate the Agreement following notice to City.

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UBER CENTRAL PRODUCT ADDENDUM
TO THE

UBER TRANSIT DASHBOARD ACCESS AGREEMENT
This Uber Central Product Addendum (the “ Product Addendum”) to the Terms is hereby incorporated by reference into the Agreement. Undefined, capitalized terms used herein shall have the meaning ascribed to them in the Agreement. This Product Addendum sets forth the terms under which an City may utilize the Dashboard to enable and use Uber Central. In the event of any conflict between the terms of the Agreement and this Product Addendum, the terms of this Product Addendum shall govern with respect to Uber Central.

1. Definitions. The following terms, as may be used only in this Product Addendum, shall have the meanings set forth below:
“Active User” means an individual (i) with an active Uber Account, or (ii) who has otherwise registered with Uber and accepted the End User Terms.

“City User” means an Active User or Guest User.

“Designated Recipient” means an individual authorized by an City User to provide information to Uber and receive notifications from Uber, including but not limited to through SMS messages, regarding such City User’s trip.

“Guest User” means an individual who is not an Active User.

“Uber Central” means the Uber Transit product that, in connection with Uber’s technology systems, enables the City to request rides, or deliveries through Uber Connect when available, on behalf of City’s customers, clients, or other authorized individuals.

2. Provision of Services to City.

2.1 Access to Services. Upon execution of the Agreement, Uber will use commercially reasonable efforts to enable the City to access Uber Central via the Dashboard. In addition to the Dashboard features described in the Agreement, the Dashboard will enable City to (a) request rides on behalf of City Users, and (b) view monthly statements setting forth trips requested on behalf of City Users. City expressly acknowledges and agrees that any and all transportation services are provided neither by Uber nor by City, but by independent third -party providers. City acknowledges that City will incur User Charges to the account of City, and not to the applicable City User's personal Uber user account or credit card.

2.2 Active Users; Guest Users; Designated Recipients.

2.1.1. Prior to requesting the Uber Service on behalf of any City User, City shall obtain from the City User and submit to Uber the following information with respect to such City User: (a) first and last name, (b) active telephone number, (c) pick-up and drop-off location; and (d) pick-up time and other optional trip related data (e.g. billing code, trip purpose, and message to Drivers) (collectively, “ City User Data ”), in order to permit Uber to confirm whether such City User is an Active User or is a Guest User. City shall ensure that all data provided to Uber is accurate and complete, and Uber shall not be liable to City, any City User or any other Party with respect to inaccurate or incomplete City User Data supplied to Uber by City.

2.1.2. City shall be solely responsible for contacting, or facilitating contact with, any Guest User for whom City requests the Uber Service. Uber shall have no responsibility for contacting or providing messaging of any sort pursuant to this Product Addendum to any individual who is not an Active User.

2.1.3. City may provide to Uber the name and phone number of Designated Recipient(s) in order for Uber to provide notifications and detailed trip information, including real-time trip status, regarding an City User’s trip, to such Designated Recipient, including via SMS. Uber shall not be liable to City, any City User, any Designated Recipient, or any other Party with respect to inaccurate or incomplete information supplied by City related to any Designated Recipient.

3. Privacy.

3.1. Definitions. “City Personal Data” means information provided by the City to Uber in connection with the Agreement relating to an identified individual, excluding any such information provided to Uber or any of its Affiliates by an Active User.

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3.2. Roles of Parties. Each Party is an independent controller of the City Personal Data and Uber Personal Data. City will provide City Personal Data to Uber, for the provision of the services as described in this Product Addendum. City will only process Uber Personal Data for administrative purposes, to manage access control and for activity review purposes.

3.3. Compliance with Data Protection Laws. Each Party shall comply with the obligations applicable to it under the Data Protection Laws with respect to the processing of personal data (which includes City Personal Data and Uber Personal Data).

3.4. Data Restrictions.

3.4.1. City Restrictions. City agrees that it will use (or authorize the use of) Uber Personal Data and the Dashboard solely for legitimate business purposes, and will limit access to Uber Personal Data and the Dashboard solely to City’s personnel who have a legitimate business need to access such Uber Personal Data and the Dashboard. City will not disclose Uber Personal Data to any third parties unless expressly authorized in writing by Uber, and who are in each case bound by privacy and security obligations regarding Uber Personal Data at least as restrictive as those contained herein.

3.4.2. Uber Restrictions. Uber agrees that Uber shall use or disclose City Personal Data as necessary to provide the Uber Service or as required under applicable laws or regulations. Uber shall limit access to City Personal Data solely to Uber and its Affiliates’ directors, officers, employees, consultants, or agents who have a legitimate business need to access such City Personal Data.

4. Effect of Termination. All outstanding payment obligations and Sections 1, and 3 - 4 of this Product Addendum shall survive the termination of this Product Addendum.

5. Warranties.

5.1. In addition to the warranties set forth in the Agreement, City represents and warrants that City will inform and obtain all necessary rights, permission and legally adequate consent from City Users (x) to share such City User’s personal data with Uber, (y) to receive SMS messages or automated calls from Uber in connection with Uber Central and the Uber Service or to provide any communications pursuant to this Product Addendum, and (z) for Uber to provide City and any Designated Recipients with detailed trip information, including real-time trip status, for the trips charged to City’s Corporate Account. City also represents and warrants that City will inform and obtain all necessary rights, permission and legally adequate consent from Designated Recipients (i) to share such Designated Recipient’s personal data with Uber and (ii) to receive SMS messages fr om Uber in connection with Uber Central and the Uber Service or to provide any communications pursuant to this Product Addendum. City acknowledges that it may elect to utilize the Dashboard to request the Uber Service on behalf of Guest Users. Any such election is at City's sole discretion, and, in addition to City’s indemnity obligations under the Agreement, City therefore will indem nify, defend and hold harmless Uber, its Affiliates and its and their directors, officers, employees, consultants, agents, successors, and assigns from and against any and all claims, liabilities, damages, losses, costs and expenses (including reasonable outside attorney fees) with respect to any third party claim, suit, action or proceeding arising out of or related to the use of the Uber Service by any Guest User.

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UBER VOUCHERS PRODUCT ADDENDUM
TO THE

UBER TRANSIT DASHBOARD ACCESS AGREEMENT

This Uber Vouchers Product Addendum (the “ Product Addendum”) is hereby incorporated by reference into the Agreement.

Undefined, capitalized terms used herein shall have the meaning ascribed to them in the Agreement. This Product Addendum sets forth the terms under which a City may utilize the Dashboard to enable and use Uber Vouchers. In the event of any conflict between the terms of the Agreement and this Product Addendum, the terms of this Product Addendum shall govern with respect to Uber Vouchers.

1. Definitions. The following terms, as may be used only in this Product Addendum, shall have the meanings set forth below:
“Community Guidelines ” means the guidelines available at https://www.uber.com/legal/en/document/?name=general- community-guidelines&country=united-states&lang=en, as may be amended from time to time by Uber in its sole discretion. “Voucher Recipient” means an individual that receives one or more Uber Vouchers sent or requested by the City. Voucher Recipients are City Users.
“Design Guidelines ” means the Uber Trademark Usage Guidelines available at https://developer.uber.com/docs/riders/guides/design-guidelines, as may be amended from time to time by Uber in its sole discretion pursuant to which City may use the Uber Trademark as set forth herein. “Program” means an event or series of events for which the City wants to provide a Voucher Recipient with an Uber Voucher in order to use the Uber Service.
“Redemption Value” means the maximum amount for which a Voucher Recipient may utilize any single Uber Voucher to receive a full or partial payment for User Charges pursuant to this Product Addendum. “Uber Voucher” means a promotional code or link generated by City through the Dashboard that, when validly applied, allows an individual with an active Uber Account to receive a partial or full payment by City for User Charges up to the amount of the applicable Uber Voucher, subject to (a) any utilization requirements and limitations established by City, (b) the terms of this Product Addendum, and (c) other restrictions and limitations as Uber may determine from time to time that are generally applicable to all discount codes generated by Uber. “Utilization Amount” means the exact dollar amount of an Uber Voucher a Voucher Recipient utilized for User Charges and is a “Fee” as defined in the Agreement.

2. Access to Services. Upon execution of the Agreement, in accordance with the Scope of Services at Exhibit A with respect to the Dashboard training and access and as may be further mutually agreed by the Contract Officer and Uber’s Principal, Uber will use commercially reasonable efforts to enable the City to access Uber Vouchers via the Dashboard. In addition to the features described in the Agreement, the Dashboard will enable City to (a) create and/or distribute Uber Vouchers in accordance with the terms of the Agreement; (b) view and pay Monthly Statements; and (c) view current, appoint new, and remove Administrators. Uber reserves the right to add, remove and update features and functionality of the Dashboard at any time. City expressly a cknowledges and agrees that any and all transportation services provided to Voucher Recipient are provided neither by Uber nor by City, but by independent third -party transportation and delivery providers. It is the City’s sole responsibility to keep and maintain an accurate list of current Voucher Recipients to receive and utilize Uber Vouchers.

3. Utilization Amount. Upon redemption of an Uber Voucher by a Voucher Recipient or according to Batched Billing, Uber shall charge City the Utilization Amount of each such Uber Voucher, unless City participates in Monthly Billing, in which case City shall pay for the Utilization Amount pursuant to Section 6.2 of the Agreement. If the User Charges exceed the Uber Voucher value for an individual Voucher Recipient’s transaction, Uber shall charge the balance to such Voucher Recipient’s payment method on file in their Uber Account.

4. Uber Vouchers.

4.1. Creating Uber Programs and Uber Vouchers; Limitations.

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4.1.1. City may create Programs within the Dashboard, which will generate Uber Vouchers for the City to distribute to Voucher Recipients. Uber shall run such Programs only in the countries where Uber makes Uber Vouchers available to the City. City acknowledges and agrees that it is responsible for all marketing, promotion, and advertising of the Programs.

4.1.2. City may elect to either create a Program with: (a) a single Uber Voucher to distribute to all Voucher Recipients (a "Single Code"); or (b) individualized Uber Vouchers that City can distribute to each Voucher Recipient, which are limited to one (1) code per Voucher Recipient, and can only be used by the first Voucher Recipient who redeems the code (each an “Individualized Code”). City acknowledges and agrees that (a) Single Codes and Individualized Codes may not be used as intended if a Voucher Recipient shares the code with anyone other than a Voucher Recipient, (b) Uber has no way to prevent and bears no responsibility for su ch sharing or non -intended use, and (c) all of City’s obligations under this Product Addendum apply no matter who redeems an Uber Voucher under this Product Addendum.

4.1.3. Single Codes. For any Program that utilizes a Single Code, City may limit the number of times such code can be used; provided, however, City must clearly and conspicuously disclose to each Voucher Recipient (i) that use of the code is not guaranteed, and (ii) the mater ials terms and conditions of each Single Code. City acknowledges and agrees that: (i) a Single Code may be used by individuals (including those who are not Voucher Recipients) City did not intend to target, but City will be financially responsible for the number of times the Single Code is used to access the Uber Service; and (ii) for any individual that tries to access a Single Code after the usage limitations have been met, Uber will direct such individual to contact City about such Single Code. Notwithstanding anything to the contrary, City acknowledges and agrees that in no event will Uber be liable to (i) any Voucher Recipients who were targeted to receive a Single Code but were unable to utilize such Single Code, or (ii) City for Uber’s non-fulfillment of the Single Code as a result of usage limitations set by City.

4.1.4. Individualized Codes. For any Program that utilizes Individualized Codes, City bears responsibility to correctly deliver such codes to Voucher Recipients and to clearly and conspicuously disclose the material terms and conditions of each Individualized Code to each Voucher Recipient. City acknowledges and agrees that for any individual that tries to access an Individualized Code after such code has expired, Uber will direct such individual to contact t he City about such Individualized Code. Notwithstanding anything to the contrary, City acknowledges and agrees that in no event will Uber be liable to (i) any Voucher Recipients who were targeted to receive an Individualized Code but were unable to utilize su ch Individualized Code, or (ii) City for Uber’s non-fulfillment of the Individualized Code as a result of usage limitations set by City.

4.1.5. Uber Delivered Vouchers. In addition to creating Programs under this Product Addendum, City may choose to create an Uber Voucher for a specific Voucher Recipient by (i) requesting that Uber deliver such Uber Voucher to the Voucher Recipient via SMS message or by another agreed u pon delivery method such as email (each an “ Uber Delivered Voucher”), and (ii) providing to Uber such Voucher Recipient’s first name and last name, as well as phone number and/or email address. Prior to creating an Uber Delivered Voucher, City shall obtain consent from the Voucher Recipient and submit to Uber the following information with respect to such Voucher Recipient: (a) first and last name, (b) active telephone number and/or email address, (c) and all information related to the Uber Voucher (collectively, “Voucher Recipient Data”), in order for Uber to deliver such Uber Voucher to the user via SMS message, email, the Uber App, or by another delivery method.

City shall ensure that any Voucher Recipient Data City provides to Uber is accurate and complete, and Uber shall not be liable to City, any Voucher Recipient, or any other Party with respect to inaccurate or incomplete data supplied by City.

4.2. Uber Voucher Limitations. City shall ensure the maximum aggregate Redemption Value of Uber Vouchers that City has outstanding at any given time during the Term shall not exceed the credit amount approved by Uber for City’s Batched Billing or Monthly Billing, unless Uber agrees in writing to allow City to distribute a different aggregate Redemption Value of Uber Vouchers. Each Uber Voucher created by City shall: (a) expire no later than twelve (12) months following the date on which City created the Uber Voucher; (b) have a minimum Redemption Value, as specified in the Dashboard, for each country in which City creates an Uber Voucher; (3) be valid for redemption in areas where Uber Vouchers are available until such Uber Voucher expires; and (4) be feasibly usable for the Voucher Reci pient receiving such Uber Voucher (e.g., a Voucher Recipient cannot be located in New York, New York and receive a code that is only valid in San Francisco, California).

4.3. Restrictions of Use. City cannot use Uber Vouchers with any third-party promotion, agreement, relationship, marketing event, Driver, or any other use case without Uber’s prior written consent. City agrees it will not apply, or allow to be applied, the Uber Voucher to an Uber Account without first disclosing all of the disclaimer set forth in Section 4.5.3 below.

4.4. Modification or Cancellation of Uber Vouchers. After City creates a Program, City may only: (a) update a Program to make such Program’s restrictions and/or value more permissive if the Uber Voucher has not yet been distributed to Voucher Recipients; or (b) cancel a Program in its entirety, in which case City shall immediately notify all Voucher Recipients that (i) such Program is canceled, and (ii) City, and not Uber, decided to cancel the Program. Any such notification shall be subject to Uber’s prior written approval. City acknowledges and agrees that if City modifies or cancels a Program: (a) City remains financially responsible to Vouc her Recipients who received an Uber Voucher from City, whether or not the Voucher Recipient used such

01007.0001 1046281.12
Uber Voucher before City modified or canceled the Program; and (b) that if an individual is unable to use an Uber Voucher for any such modified or canceled Program, Uber will direct such individual to contact City about any modification or cancellation issues. Notwithstanding anything to the contrary, City acknowledges and agrees that in no event will Uber be liable to: (a) Voucher Recipients who received an Uber Voucher, but were not able to use such Uber Voucher following City’s modifications to or cancellation of the Program by City, or (b) City for Uber’s non -fulfillment of the Uber Voucher as a result of a modifications to or cancellation of the Program by City.

4.5. Marketing and Messaging Related to Uber Vouchers.

4.5.1. Marketing Guidelines. At all times during the Term, City shall follow the marketing guidelines available at https://developer.uber.com/docs/riders/guides/design-guidelines, which Uber may update from time to time in its discretion, and any other marketing guidelines the Parties have agreed to that the Parties have agreed to.

4.5.2. City Delivery of Uber Vouchers to Voucher Recipients. In the event City is delivering Uber Vouchers to Voucher Recipients, Uber will deliver Uber Vouchers to City in the form of code links, that City may deliver to Voucher Recipients via email or, if City has obtained legally -adequate consents under the Tele phone Consumer Protection Act (“TCPA”), short message service (“SMS”) message. In the event that City delivers such Uber Vouchers via email, City shall ensure that it is the sole sender of the email as defined by the CAN -SPAM Act and that Uber does not appear as the sender of such email. In the event that City delivers an y Uber Vouchers via SMS message, City shall ensure that it has affirmative legally-adequate written consent from all Voucher Recipients to send them such messages and will make clear in all such messages that they are being sent by City (as opposed to Uber). City shall not deliver or attempt to deliver any Uber Vouchers through a public-facing or accessible website/page or via social media.

4.5.3. Uber Vouchers Disclaimer. City shall ensure that any delivery or distribution by City of an Uber Voucher to a Voucher Recipient, or any communication related thereto, shall include a prominent disclaimer notifying the Voucher Recipient that: (a) such Uber Voucher may only be rede emed for specific types of rides requested via Uber’s mobile application: (b) such Uber Voucher is subject to a specific, defined expiration date; (c) such Uber Voucher is subject to specific, defined geographic restrictions; (d) such Uber Voucher is subj ect to a specific, defined maximum Redemption Value; (e) such Uber Voucher cannot be redeemed for goods or services outside of the Uber App; (f) once redeemed by a Voucher Recipient, any Uber Voucher value is not transferable to other Uber accounts, users or products; (g) Voucher Recipient and City will not receive any value or credit for any unused portions of such Uber Voucher; and (h) such Uber Voucher has no cash value and may not be redeemed for cash, except as required by law. The following is a pre -approved disclaimer for use with a Single Code: “Limited Availability. No cash value. One-time use only. Maximum discount of $[#] per redemption. Maximum of [#] [trips] per account. To redeem discount, Uber Voucher code [INSERT LINK] must be applied to Payment section of the Uber App prior to requesting the intended [trip]. Uber Voucher valid [DATE], [TIME], through [DATE], [TIME] [or, if applicable: Uber Voucher valid between [TIME] and [TIME] on [DATE]]. Uber Voucher expires [DATE] at [TIME]. Uber Voucher is only valid for trips placed using [add any vehicle or other restrictions as applicable]. Taxes and other fees will be covered provided that the value of the Uber Voucher is greater than the total order amount. Offer is non -transferable, subject to chang e or cancellation. Issues involving redemption and/or use of the Uber Voucher code should be directed to [YOUR CITY NAME] at [INSERT YOUR CITY CONTACT INFO].” City shall add at the beginning of the above pre-approved disclaimer paragraph the following for use with an Individualized Code: “Limited to one code per person. Can only be used by the first person who redeems the code. Non-transferable.”

4.6. Uber Account Required.

4.6.1. Active Uber Account Required. City acknowledges and agrees that before a proposed individual Voucher Recipient can utilize an Uber Voucher pursuant to this Product Addendum, such proposed Voucher Recipient must have an active Uber Account to activate such Uber Voucher.

4.6.2. Restrictions. In addition to the restrictions set forth in Section 4 of the Agreement, City shall not, and shall not authorize others to modify or alter any Uber Voucher as created pursuant to this Product Addendum.

5. Uber Voucher Usage.

5.1. Uber Vouchers must be used by the recipient for personal use and cannot be resold by the recipient. Any additional marketing or advertising of the voucher by the recipient must comply with the terms of this Agreement.

5.2. City is responsible for lost, stolen, or misused Uber Vouchers unless otherwise required by law.

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5.3. Uber reserves the right to close or suspend City’s Corporate Account, or any Voucher Recipient’s Uber Account, adjust balances and/or request alternative forms of payment if Uber determines, in its sole discretion, that any Uber Voucher issued hereunder is or has been fraudulently obtained or used.

5.4. Uber may cease offering the Uber Vouchers product at any time and for any reason.

6. Intellectual Property.

6.1. Use of Uber Marks; Guidelines. Any use by the City of Uber Marks hereunder shall be subject to Uber’s prior written approval, which shall be deemed granted with respect to such uses compliant with the Design Guidelines. City will comply with the Design Guidelines, including without limitation, all additional directions given by Uber to City as to the content, colors, size, “look and feel” and other elements of any and all representations of Uber’s Marks.

6.2. Inspection of Records. During the Term, Uber may request in writing that City provide to Uber all of City’s relevant records, marketing materials, and communications (including but not limited to, email and SMS messages that City, any of its Affiliates, or any other third party sent to Voucher Recipients in connection with an Uber Voucher) that include the Uber Trademark (collectively, the “Records”). City shall provide the Records to Uber within thirty (30) calendar days of Uber’s request for any such Records. In the event Uber, in its sole discretion, determines the City has not met its obligations with respect to the Uber Trademark as set forth in this Product Addendum, then Uber may terminate this Product Addendum and take any additional measures afforded to it by law or under the Agreement. City shall preserve, and shall cause all of its Affiliates to preserve , all of the aforesaid Records for a period of at least two (2) years from the termination or expiration of this Product Addendum.

7. Warranties. In addition to the warranties set forth in the Agreement, City represents and warrants that: (a) City shall comply with all applicable laws and regulations applicable to the performance of its obligations hereunder; (b) as it relates to Cit y’s activities involving the Uber Vouchers, including but not limited to the Programs, and the marketing, promotion, and any other forms of communication regarding the Uber Vouchers, City will (i) comply with the Design Guidelines , the Uber Voucher Marketing Guidelines, Community Guidelines, and all applicable law (including, without limitation, CAN-SPAM and TCPA); and (ii) ensure that any such marketing, promotion, or other form of communications does not harm the goodwill or reputation of Uber; (c) City is responsible for the full cost of all Uber Vouchers used, whether or not used as intended by Voucher Recipients or others; (d) if City modifies or cancels a Program, City remains responsible for the full cost of all Uber Vouchers distributed, wheth er or not used by Voucher Recipients; and (e) City will inform and obtain all necessary rights, permission, and legally-adequate consent from Voucher Recipients: (i) to receive SMS messages and other communications from Uber in connection with Uber Vouchers and the Uber Service; and (ii) for Uber to provide City with detailed trip information, including real -time trip status, for any trips such Voucher Recipient takes using the Uber Voucher created by City.

8. Privacy and Security.

8.1. Definitions. “City Personal Data” means information provided by the City to Uber in connection with the Agreement relating to an identified individual, excluding any such information provided to Uber or any of its Affiliates by a Voucher Recipient.

8.2. Roles of Parties. Each Party is an independent controller of the City Personal Data and the Uber Personal Data. City will provide City Personal Data to Uber, for the provision of services as described in this Product Addendum. City will only proce ss Uber Personal Data for administrative purposes, to manage access control and for activity review purposes.

8.3. Lawfulness. City agrees to inform, and have an applicable legal basis to process personal data, and, where necessary, obtain consent from each Voucher Recipient: (a) to provide the Voucher Recipient’s personal data to Uber; (b) for Uber to provide City with detailed information on, and real-time trip status of, the rides or meals charged to City's Corporate Account; and (c) to receive SMS messages and emails from Uber, and for Uber to otherwise contact each Voucher Recipient for the purpose of providing the Uber Service or to provide any communications pursuant to the Agreement.

8.4. Data Restrictions.

8.4.1. City Restrictions. City agrees that it will use (or authorize the use of) Uber Personal Data and the Dashboard solely for legitimate business purposes, and will limit access to Uber Personal Data and the Dashboard solely to City’s personnel who have a legitimate business need to access such Uber Personal Data and the Dashboard. City will not disclose Uber Personal Data to any third parties unless expressly authorized in writing by Uber, and who are in each case bound by privacy and security obligations regarding Uber Personal Data at least as restrictive as those contained herein.

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8.4.2. Uber Restrictions . Uber agrees that Uber shall only use or disclose City Personal Data for the purposes described in this Agreement.

8.5. Compliance with Data Protection Laws. Each Party shall comply with the obligations applicable to it under the Data Protection Laws with respect to the processing of personal data.

8.6. Public Records Laws. Uber acknowledges that City may be subject to public records disclosure laws. City agrees to make diligent efforts to limit disclosure pursuant to any available bases stated in California or other applicable law, to notify Uber of such disclosure requirem ents at least five (5) days before disclosure, and to allow Uber reasonable opportunity to object to production. If City determines the material is not exempt from public disclosure law, City will notify Uber of the request an d allow Uber twenty (20) busin ess days to take whatever action it deems necessary to protect its interests. If Uber does not take any such action within said period, City may release the portions of record(s) deemed by City to be subject to disclosure. If City is required to release Uber’s Confidential Information, it agrees to use any available authorities to redact personal or business Confidential Information from such records to the extent permissible by applicable law and final judgment.

8.7. Nonpublic Information. If City mistakenly, inadvertently or inappropriately obtains access to any personal data related to an Uber Voucher or the Uber Services utilized by a rider or other Uber user in connection with this Product Addendum, City shall immediately notify and return it to Uber (and shall cause its Representatives to do the same). City shall not (i) copy, duplicate or otherwise reproduce or retain any portion of any personal data in any form or manner whatsoever, nor permit any of its Representatives to do so, nor (ii) enhance any database or any other files or other media by using any personal data.

9. Indemnification.

9.1. In addition to City’s indemnity obligations under the Agreement, City will also indemnify, defend and hold harmless Uber, its Affiliates, and its and their respective directors, officers, employees, consultants, agents, successors, and assig ns from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable outside attorney fees) with respect to any third party claim, suit, action, or proceeding arising out of or related to the Programs and City’s use and distribution of Uber Vouchers including but not limited to City’s marketing, advertising, promoting, communicating, or delivering any such Uber Voucher to Voucher Recipients in any manner in any media. For avoidance of doubt, in the event that Voucher Recipients are unable to redeem an Uber Voucher because the funds attributable to such Uber Voucher have already been used, City shall indemnify Uber for any claims made by such Voucher Recipients.

9.2. Uber shall provide prompt notice to the City of any potential claim subject to indemnification hereunder. City will assume the defense of the claim through counsel designated by it and reasonably acceptable to Uber. City will not settle or compromi se any claim, or consent to the entry of any judgment, without written consent of Uber, which will not be unreasonably withheld.

Uber will reasonably cooperate with the City in the defense of a claim, at the City’s expense.

10. Use of City Logo. City hereby grants to Uber the right to use City’s Marks, subject to Section 7.1 of the Agreement, in the Uber App, push notifications, emails, and SMS messages to help Voucher Recipients identify Uber Vouchers created by City.

11. Effect of Termination. Accrued and outstanding payment obligations, Sections 1, 3, 7 – 10 shall survive the expiration or termination of the Agreement.

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EXHIBIT “D”

SCHEDULE OF COMPENSATION
I. The City shall pay User Charges as set forth in the “Uber Transit Dashboard Access Terms” attached as Exhibit “C”.

II. The fare for the City User shall be $2.00 per Ride, plus any portion of a Ride cost that is in excess of $20.00. The $2.00 charge is referred to as a co -pay. The City will only subsidize a total of up to $18.00 per Ride through an Uber Voucher. Any additio nal Ride costs exceeding $20.00 will be paid by the City User, in addition to the $2.00 co- pay.

A. City User will pay Uber directly for the first $2.00 of the trip through their payment method (credit/debit card or gift card) saved on their Uber account. Contractor is required to apply the total of all co-payments collected from each month as a credit towards the City’s monthly statement as described in Section D of Exhibit “A.” III. The fare for the City User shall be $0.00 per Ride for any Rides booked through Uber Central. These Rides may only occur if specifically requested by the Coordinator.

IV. The City will compensate Contractor as set forth in Section 5 of Exhibit “C”. All City User ridership information shall be accessible through the Administrative Dashboard as described in Section I.F of Exhibit “A.”
V. The total compensation for the Services shall not exceed $4,000,000, or $800,000 per year, as provided in Section 2.1 of this Agreement.

E-1
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EXHIBIT “E”

SCHEDULE OF PERFORMANCE

I. In coordination with City’s Contract Officer, Contractor shall complete a series of three phases within a four -week schedule to implement a successful launch of the Voucher Program. The proposed four-week schedule may be expedited if necessary.

A. Phase I: Planning (approximately two weeks)

1. Initiation and Design
B. Phase II: Implementation (approximately two weeks)

1. Build, Train, Train, Test, and Deploy
C. Phase III: Maintenance and support (ongoing)

1. Ongoing support and refinement of City’s Voucher Program on an as - needed basis
II. City User may request rides via the Uber App twenty-four hours per day (24/7), three hundred sixty-five days per year (365), including all holidays.

III. City may request rides for City User through Uber Central twenty -four hours per day (24/7), three hundred sixty-five days per year (365), including all holidays.

RFP 25-004: Dial-A-Ride Services
Uber
Proposal Evaluation Criteria Maximum
Points
A Proposer/Staff Expertise & Experience: Qualifications, experience, technical knowledge, required certifications of Proposer, and key personnel. Demonstrated experience and successful contract performance as a specialized provider of Dial-A-Ride services for local municipalities. Proposers’ ability and experience to operate the project as specified in the RFP.
- Quali
fications and experience of Key Personnel team members
- Network of vehicles and drivers
- Customization of tools and parameters to meet program needs 25 points

23.25 B Past Performance: Client satisfaction with similar scope of work , proven ability to perform tasks on schedule, and history of reasonable and cooperative working relationships with current and/or former municipalities . The City may use past performance information obtained from sources outside of those provided by proposers. - Aver
age Booking time
- Average Waiting time
- Government agency partnerships
25 points
24 C Work Methodology: Demonstrated understanding of requirements and ability to meet the requirements of the City. Approach to Scope of Services and available company resources. Overall quality of proposal. - Company
measures for driver accountability and behavior
- End user experience (trip status updates, trip progress, etc.) - Quality and completeness of proposal
20 points

18.75 D Fee Proposal : Cost to provide the services and personnel as they relate to the RFP requirements and methodology. Rates detailed are competitive and in line with the services being requested. Proposal provides an overall cost-effective solution.
- Cost
comparison using Carson ridership data
- Wheelchair fee, Call center fee
30 points

26.25 SCORE 92.25 / 100
RFP 25-004: Dial-A-Ride Services
Administrative Services Co Op
Proposal Evaluation Criteria Maximum
Points
A Proposer/Staff Expertise & Experience: Qualifications, experience, technical knowledge, required certifications of Proposer, and key personnel. Demonstrated experience and successful contract performance as a specialized provider of Dial-A-Ride services for local municipalities. Proposers’ ability and experience to operate the project as specified in the RFP.
- Quali
fications and experience of Key Personnel team members
- Network of vehicles and drivers
- Customization of tools and parameters to meet program needs 25 points

22.5 B Past Performance: Client satisfaction with similar scope of work , proven ability to perform tasks on schedule, and history of reasonable and cooperative working relationships with current and/or former municipalities. The City may use past performance information obtained from sources outside of those provided by proposers. - Aver
age Booking time
- Average Waiting time
- Government agency partnerships
25 points

20.25 C Work Methodology: Demonstrated understanding of requirements and ability to meet the requirements of the City. Approach to Scope of Services and available company resources. Overall quality of proposal. - Company
measures for driver accountability and behavior
- End user experience (trip status updates, trip progress, etc.) - Quality and completeness of proposal
20 points

17.25 D Fee Proposal : Cost to provide the services and personnel as they relate to the RFP requirements and methodology. Rates detailed are competitive and in line with the services being requested. Proposal provides an overall cost-effective solution.
- Cost
comparison using Carson ridership data
- Wheelchair fee, Call center fee
30 points

25.75 SCORE 85.75 / 100
CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, September 30, 2025, 5:00 PM
CONSENT 24. To: Honorable Mayor and City Council From: Michael Whittiker, Community Services Director CS Community Services Subject: CONSIDER APPROVING AMENDMENT NO. 3 TO CONTRACT NO. 23-270 WITH T&G GLOBAL,LLC, DBA ST. NICK'S CHRISTMAS LIGHTING AND DECOR, TO AUTHORIZE HOLIDAY DECORATIONENHANCEMENTS FOR THE 2025 WINTER HOLIDAY SEASON I. SUMMARY
On October 3, 2023, the City Council approved a three-year agreement with T&G Global LLC, dba St. Nick’s Christmas Lighting and Décor, to provide holiday decoration services at City Hall, the Carson Event Center, and select City streets. The contract was approved at an annual cost of $157,894, for a not-to-exceed total of $473,682 (Exhibit No. 1). Since then, the Council has authorized two amendments:

Amendment No. 1 (Nov. 21, 2023): Additional enhancements for the 2023 holiday season at a cost of $48,525 (Exhibit No. 2).

Amendment No. 2 (Sept. 17, 2024): Additional enhancements for the 2024 holiday season at a cost of $49,056 (Exhibit No. 3).

For the 2025 holiday season, staff recommends approval of Amendment No. 3, which authorizes further decoration enhancements at a cost of $63,035 (Exhibits No. 4-5). This amount is in addition to the annual contract fee of $157,894, bringing the not-to-exceed total contract sum to $634,298 (Exhibit No. 5).

II. RECOMMENDATION
TAKE the following actions:

1. APPROVE Amendment No. 3 to Contract No. 23-270 between the City of Carson and T&G Global, LLC, dba St.

Nick’s Christmas Lighting & Décor, authorizing holiday decoration enhancements for the 2025 winter holiday season at a cost of $63,035.00, which is in addition to the annual contracted fee of $157,894.00 (Exhibit No. 5; "Amendment No. 3"); and

2. AUTHORIZE the Mayor to execute Amendment No. 3, following approval as to form by the City Attorney.

III. ALTERNATIVES
TAKE another action City Council deems appropriate.

IV. BACKGROUND
On June 29, 2023, the City of Carson issued Request for Proposals (RFP) No. 23-022 for holiday decorating services at City Hall, the Carson Event Center, and select City streets. The scope of services included the full installation and removal of holiday décor. Following a competitive bidding process and thorough review, T&G Global, LLC, dba St. Nick’s Christmas Lighting and Décor (“St. Nick’s”) was selected as the most qualiﬁed vendor based on experience, reputation, staff credentials, project understanding, service capacity, past performance, and prior work with the City. The contract was approved by the City Council on October 3, 2023 (Exhibit No. 1), with an initial three-year term and two optional one-year extensions, at an annual not-to-exceed cost of $157,894, or $473,682 for the initial term.

On November 21, 2023, the City Council approved Amendment No. 1 (Exhibit No. 2), authorizing additional holiday decoration enhancements for the 2023 season in the amount of $48,525, increasing the not-to-exceed contract total to $522,207. On September 17, 2024, the City Council approved Amendment No. 2 (Exhibit No. 3), authorizing further enhancements for the 2024 season at a cost of $49,056, bringing the not-to-exceed contract total to $571,263.

For the 2025 winter holiday season, staff is proposing additional decoration enhancements as outlined in St. Nick’s cost proposal (Exhibit No. 4) and detailed in Recital E of the draft Amendment No. 3 (Exhibit No. 5). These enhancements are slightly more extensive than in prior years and include:

Carson Event Center: Lighted “Happy Holidays” sign, lighted bow, tree enhancements, and seated Santa in sleigh
Civic Center Bridge: Six (6) archways and a lighted “Happy Holidays” sign City Hall: Stair garland, tree bows, planter lights, and tree enhancements Carson Street & Avalon Boulevard: Lighted tree and bush wraps Carson Street & Avalon Boulevard: Forty (40) 8 ft lighted pole-mount displays The proposed cost of the 2025 enhancements is $63,035 (Exhibits No. 4-5) which reﬂects street pole changes along Carson Street and Avalon Boulevard. Under the original scope approved by City Council in 2023, the decor included forty (40) 3ft x 6ft lighted street banners at a cost of $650 for a total of $28,000. For the 2025 holiday season, all banners would be replaced by larger and more sophisticated 8ft lighted pole mount displays. The cost for each lighted pole mount is $986 which results in a $336 per unit increase or $13,440 total for all 40 poles. The remaining cost increase is attributed to additional warm white decorative lighting in the City Hall Bridge area. As in previous years, this cost is in addition to the annual contract fee of $157,894, resulting in a revised not-to-exceed contract total of $634,298 for the initial three-year term.

V. FISCAL IMPACT
Funds for this service are budgeted in the adopted FY 2025-26 Community Services/Recreation/Park Maintenance Department Operating Budget and will be included in future budgets under Account No. 101-90-930-101-6004.

VI. EXHIBITS

1. Contract No. 23-270

2. Amendment No. 1 to Contract No. 23-270

3. Amendment No. 2 to Contract No. 23-270

4. 2025 Holiday Decorations Cost Proposal

5. Proposed Amendment No. 3 to Contract No. 23-270

Attachments
Contract 23-270.pdf
Amendment 1 to Contract 23-270.pdf
Amendment 2 to Contract 23-270.pdf
2025 additional holiday decorations cost proposal.pdf
Proposed Amendment No. 3 to Contract 23-270.pdf

AMENDMENT NO. 1

TO AGREEMENT FOR CONTRACT SERVICES

THIS AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES
(“Amendment”) by and between the CITY OF CARSON, a California municipal corporation (“City”) and T&G GLOBAL, LLC dba St. Nick’s Christmas Lighting & Décor, a California limited liability company (“Consultant”), is effective as of the aT gies of November, 2023.

RECITALS
A. Pursuant to a Request for Proposals (“RFP”) issued by the City, City and Consultant entered into that certain Agreement for Contract Services dated October 24, 2023 (“Agreement”) whereby Consultant agreed to provide the City with winter holiday decoration services for the 2023-24, 2024-25, and 2025-26 holiday seasons in exchange for compensation in the amount of $157,894 per year, or a not-to-exceed Contract Sum of $473,682.

B. City and Consultant now desire to amend the Agreement to add further decoration services for the 2023 winter holiday season, and in certain cases to replace or provide clarifications to decoration services already included in the Agreement. The total cost of the additional decoration services is $48,525, and the parties desire to increase the not-to-exceed Contract Sum by said amount, for an amended Contract Sum of $522,207. c. The additional decorations are within the scope of the RFP, which provided the contract awarded pursuant thereto would allow the City to rent holiday decorations and street banner products and services on an “as needed” basis, and which requested proposers to submit their total line of available products and services, to include a separate holiday decoration enhancements addendum (“enhancements” was defined for this purpose in the RFP as items that may be added to the RFP at the City Council’s sole discretion based on the available options) with pricing for consideration in addition to the basic package. Consultant did so, but due to timing issues, City approved the Agreement prior to determining the desired enhancements. Inclusion of the additional decorations in the Agreement when it was originally approved would not have impacted the selection of Consultant for the award, as the RFP was issued pursuant to CMC 2611(b) and was not required to be awarded to the “lowest responsive and responsible bidder.” Per the RFP, the proposers were ranked based on the evaluation criteria set forth in the RFP, which did not include cost, and St. Nick’s received the highest score. Staff also found that St. Nick’s rates were fair, reasonable and competitive with the other proposers.

TERMS

1. Contract Changes. The Agreement is amended as provided herein (additions shown in bold italics, deletions in strikethrough).

A. Section 1.2, “Consultant’s Proposal,” is hereby amended as follows:
“1.2 Consultant’s Proposal.
01007.0001/934464.3
The Scope of Service shall include the Consultant’s proposal submitted in response to City’s Request for Proposals No. 23-022, which proposal shall be incorporated herein by this reference as though fully set forth herein (“Proposal”). For the 2023/24 Holiday Program, the Proposal shall also be deemed to include the document entitled “Holiday Decorations with Scope Additions” which Consultant submitted to the Contract Officer’s staff on November 8, 2023. In the event of any inconsistency between the terms of the Proposal and this Agreement, the terms of this Agreement shall govern.”
B. Section 2.1, “Contract Sum,” is hereby amended as follows:
“2.1 Contract Sum.

The total compensation, including reimbursement for actual expenses, shall not exceed Five Hundred Twenty-Two Thousand Two Hundred Seven Dollars ($522,207) FourHundred-Seventy—Three-Thousand Six Hundred Eighty-TPwe Dellats_and No-Cents_($473,682,00) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.8.” Cs A new subsection E is hereby added to Section I of Exhibit “A,” “Scope of Services,” to read as follows:
01007.0001/934464.3
“E. The following additional/replacement Décor and Lighting shall be provided for the 2023/24 Holiday Program:

Somunanity Center « East entrance

12FT Warm White LED Walkthrough Arch (Swap for 12FT 1
Walkthrough Ornaments)
Community Center - North East Entrance
14FT Lighted Happy Holidays Sign - Red
36" lighted tear drop sprays
8FT Red Lighted Sleigh

P
i
p

[NX
le
8FT Lighted Red Bow
Carson Event Center - North Lobby
Increase 6.5FT tree size to 8-9FT 1
Decorate and Light 8FT Tree with Warm White Lights and St 1 Nick's Ornaments

Community Center - Atrium

| 12FT Lighted Gift Box (Swap for Walkthrough Ornament) 1

10FT Lighted Tinsel Santa Motif with Bench

Decorate and Light 20FT Live Tree - Warm White LED Lights 1 and St Nick's Ornaments
, Community Center - Patio A Courtyard
Small bushes with LED mini lights (net lighting, approx. 20 nets) 20 - Lights Warm White, Red and Green (clarification only) City Hall - Fountain Area
24FT Light and decorate live tree - Tree Decorated with Red, 1 White and Silver Ornaments (clarification only)
Medium light posts wrapped with lit garland and red bows - Garland Decorated Red, White and Silver Ornaments 2
(clarification only)
City Hall - Main Entrance
9FT stairs inside City Hall leading to Council Chambers garland 5 with lights - Garland for Second Side of the stairs
36" Red bows With Gold Trim on Trees in Front of City Hall 21 Warm White Mini Lights in City Hall Entrance Planter Boxes 22 Decorate and Light 14FT Live Tree - Warm White LED Lights 1 and St Nick's Ornaments
City Hall - Bridge Area
‘| 10FT Red/White Archway over the bridge - 6 Total Arches 1 14FT Lighted Happy Holidays Sign - Red 1
New Tree Wraps - Carson and Avalon
New Small Trees Wrapped with Warm White LED Lights, West 12 Side of City Hall - 4 Strands per Tree
New Small Trees Wrapped with Warm White LED Lights, South 24 Side of City Hall - 4 Strands per Tree
D. The following table is hereby added to Section I of Exhibit “C,” “Schedule of Compensation” to provide the pricing for the additional décor and lighting for the 2023/24 Holiday Program:

Pricing for Additional/Replacement Lig

12FT Warm White LED Walkthrough Arch 1 cS ; é.
(Swap for 12FT Walkthrough Ornaments)
Community Center ~ North East Entrance
14FT Lighted Happy Holidays Sign - Red 1 S 750.00 | $750.00 36" lighted tear drop sprays 2 § 225.00 | $450.00
8FT Red Lighted Sleigh 1 $1,850.00 | $1,850.00
8FT Lighted Red Bow 1 $3,250.00 | $3,250.00
01007.0001/934464.3

Carson Event Center - North Lobby

per Tree
Increase 6.5FT tree size to 8-9FT 1 S 295.00 | $295.00
Decorate and Light 8FT Tree with Warm White 1 $ 975.00 | $975.00 Lights and St Nick's Ornaments
Community Center - Atrium
12FT Lighted Gift Box (Swap for Walkthrough
Ornament) S - S-
10FT Lighted Tinsel Santa Motif with Bench $9,750.00 | $9,750.00 Decorate and Light 2OFT Live Tree - Warm 1 $7,250.00 | $7,250.00 White LED Lights and St Nick's Ornaments
Community Center - Patio A Courtyard
Small bushes with LED mini lights (net lighting,
approx. 20 nets) - Lights Warm White, Red and 20
Green (clarification only) S- S-
City Hall - Fountain Area
24FT Light and decorate live tree - Tree
Decorated with Red, White and Silver 1 S- S-
Ornaments (clarification only)
Medium light posts wrapped with lit garland
and red bows - Garland Decorated Red, White 2 S- S-
and Silver Ornaments (clarification only)
City Hall - Main Entrance
9FT stairs inside City Hall leading to Council
Chambers garland with lights - Garland for 2 S 325.00 | S 650.00 Second Side of the stairs
36" Red bows With Gold Trim on Trees in Front of City Hall 21 S 95.00 | $ 1,995.00 Warm White Mini Lights in City Hall Entrance 2 $ 150,00 | § 3,300.00 Planter Boxes
Decorate and Light 14FT Live Tree - Warm
White LED Lights and St Nick's Ornaments 1 24,750.00 | $ 4,750,00 City Hall - Bridge Area
10FT Red/White Archway over the bridge - 6
Total Arches 1 $6,750.00 |S 6,750.00
14FT Lighted Happy Holidays Sign - Red 1 § 750.00 |$ 750.00 New Tree Wraps - Carson and Avalon
New Small Trees Wrapped with Warm White
LED Lights, West Side of City Hall - 4 Strands per 12_ | $ 160.00 | $ 1,920.00 Tree |
New Small Trees Wrapped with Warm White
LED Lights, South Side of City Hall - 4 Strands 24 5 160.00 |S 3,840.00

01007,0001/934464.3

E, Section IV of Exhibit “C,” “Schedule of Compensation,” is hereby amended as follows:
“TV, The total compensation for the Services shall not exceed $522,207 $473,682.09 as provided in Section 2.1 of this Agreement.” Ze Continuing Effect of Agreement. Except as amended by this Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by this Amendment to the Agreement. 3, Affirmation of Agreement; Warranty Re Absence of Defaults. City and Consultant each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

City represents and warrants to Consultant that, as of the date of this Amendment, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.
4, Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.

5. Authority. The persons executing this Amendment on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment, such party is formally bound to the provisions of this Amendment, and (iv) the entering into this Amendment does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON FOLLOWING PAGE] .
01007.0001/934464.3
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first-above written.

CITY:

CITY/OF CARSON, a municipal corporation
Lyla Davis-Holmes, Mayor
ATTEST:

A Goda ba ur,
Dr. Khaleah K, Bradshaw, City Clerk /
ie

APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Sunny K. Soltani, City Attorney
[brj]

CONSULTANT:

T&G GLOBAL, LLC DBA ST. NICK’S

CHRISTMAS LIGHTING AND DECOR
»y, Fil le Bx
Naife: Daniel Chests
Title: Nirgetar ot q les>
By: GA CIB CB
ate: WW Chiles Adour
Title: Kote te
Address: 6861 Walker St.

La Palma, CA 90623
If Consultant is a limited liability company, any one of the following options will satisfy City’s signature requirements pursuant to the Corporations Code. Option A: One signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. Option B: Signatures required from two managers unless the LLC is managed by one manager per its articles of organization, in which case only one signature from that manager is required. Option C: One signature required from any member unless the LLC is manager-managed per its articles of organization. Option D: One signature required from any manager if the LLC is manager- managed per its articles of organization. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED,

AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE

BYLAWS, ARTICLES OF ORGANIZATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY.
01007.0001/934464.3
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal corporation

Lula Davis-Holmes, Mayor
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Sunny K. Soltani, City Attorney
[br]
CONSULTANT:

T&G GLOBAL, LLC DBA ST. NICK’S

CHRISTMAS LIGHTING AND DECOR
By: all le Ex a
Name: Saute Chvist-es“
Title: hs ZY at Soles.

Ze
Sede Tas = Ads var
C Re Fotmgle
Address: 6861 Walker St.

La Palma, CA 90623

By:

If Consultant is a limited liability company, any one of the following options will satisfy City’s signature requirements pursuant to the Corporations Code. Option A: One signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. Option B: Signatures required from two managers unless the LLC is managed by one manager per its articles of organization, in which case only one signature from that manager is required. Option C: One signature required from any member unless the LLC is manager-managed per its articles of organization. Option D: One signature required from any manager if the LLC is inanager- managed per its articles of organization. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED,

AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE

BYLAWS, ARTICLES OF ORGANIZATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.
01007.0001/934464.3

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
peiagy Pybli c
On Nov. Z7__,2023 before me, box L/h Soath ersonally appeared Me/ulas Adams __, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing Paragraph | is true and correct. ' all Da fBedl

TAASE "ELLEESE SHITH
Notary Public- California 2
Los Angeles County
Commission # 2403547 spires hay 23,2006 2 Ss AAT
Signature: Z S, ta 4 Xs y Comm, Expires May 25, 2026
mw SONORA EPC ATPL
WITNESS my hand and official seal.

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

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL |

CORPORATE OFFICER

TITLE(S) TITLE OR TYPE OF DOCUMENT
PARTNER(S) [] LIMITED
Cc GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S) NUMBER OF PAGES

GUARDIAN/CONSERVATOR
OTHER

OOOO

O
oO§F§58F

SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))

SIGNER(S) OTHER THAN NAMED ABOVE

01007.0001/934464.3

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
~ jay bic
On Nov. Z7__, 2023 before me, Fall Prarsonally appeared 2yje/ hasten , proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

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

Pinner A tebe

JAASE ELLEESE SMITH
Notary Public - California
WITNESS my hand and official seal.

Los Angeles County
Commission # 2403547 . Fe FA " San i Signature: <hr. ureess” My Comm, Expires May 25, 2026 B — “
Le

LYNN PREP

‘l prevent fraudulent reattachment of this form.

A
a OPTIONAL
‘Though the data below is not required by law, it may prove valuable to persons relying on the document and could

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER

TITLE(S) TITLE OR TYPE OF DOCUMENT
PARTNER(S) [] LIMITED
C] GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S) NUMBER OF PAGES GUARDIAN/CONSERVATOR
OTHER

OOOO

O
O§F85F

SIGNER IS REPRESENTING: DATE OF DOCUMENT
(NAME OF PERSON(S) OR ENTITY(IES))

SIGNER(S) OTHER THAN NAMED ABOVE

01007.0001/934464.3
T & G Global, LLC
6861 Walker Street
La Palma, CA 90623
LLC Resolution
The following resolution is hereby adopted by all members of T & G Global, LLC:

Resolved, that Allen Wade Francis as managing member, Nicholas Adams as managing member, and/or Daniel Christenson as Director of Sales are hereby authorized to enter into contracts on behalf of T & G Global, LLC; and to sign all associated documents, Only one signature is required to bind T & G Global, LLC unless more signatures are required by the client. This resolution is valid for two years from the date stated below.

This resolution is adopted May 1, 2023 and acknowledged by all members. (Weel Day ree) 5/1/23
Date Allen Wade Francis
age shule (oe CHarles Adame Date

T & G Global, LLC
6861 Walker Street
La Palma, CA 90623
LLC Resolution
The following resolution is hereby adopted by all members of T & G Global, LLC:

This resolution is adopted May 1, 2023 and acknowledged by all members. (Weel Day ree) 5/1/23
Date Allen Wade Francis
age shule (oe CHarles Adame Date

1 Quote Date : 11 Sep 2025
Reference# :

Additions to Holiday
Scope - '25 - Update 9
/11
St. Nick's Christmas Lighting & Decor
6861 Walker Street
La Palma California 90623
U.S.A
QUOTE
# EST-000926
Bill To
City of Carson
# Item & Description Qty Rate Amount
Community Center - North East Entrance
1 14FT Lighted Happy Holidays Sign - Red 1 750.00 750.00 2 8FT Lighted Red Bow 1 3,250.00 3,250.00
Carson Event Center - North Lobby
3 Increase 6.5FT tree size to 8-9FT 1 295.00 295.00
4 Decorate and Light 8FT Tree with Warm White Lights and St Nick's Ornaments
1 975.00 975.00
Community Center - Atrium
5 8FT Santa Sleigh with 6FT Warm White LED Reindeer 1 5,750.00 5,750.00 6 6FT Fiberglass Seated Santa in Sleigh 1 2,875.00 2,875.00 7 Decorate and Light 20FT Live Tree - Warm White LED Lights and St Nick's Ornaments
1 7,250.00 7,250.00
City Hall - Main Entrance
8 9FT stairs inside City Hall leading to Council Chambers garland with lights - Garland for Second Side of the stairs
2 325.00 650.00
9 36" Red bows With Gold Trim on Trees in Front of City Hall 21 95.00 1,995.00 10 Warm White Mini Lights in City Hall Entrance Planter Boxes - 5 Strands of Light per planter
22 150.00 3,300.00
11 Decorate and Light 14FT Live Tree - Warm White LED Lights and St Nick's Ornaments
1 4,750.00 4,750.00
2 Sub Total 63,035.00
Rental (0%) 0.00
Total $63,035.00
# Item & Description Qty Rate Amount
City Hall - Bridge Area
12 10FT Red/White Archway over the bridge - 6 Total Arches 1 6,750.00 6,750.00 13 14FT Lighted Happy Holidays Sign - Red 1 750.00 750.00 14 Additional Warm White Lights in Medium Pine Trees - Median 2 250.00 500.00 15 Additional Warm White Lights in Small Trees 7 160.00 1,120.00 16 Additional Warm White Lights in Medium Pine Trees 9 210.00 1,890.00 17 Additional Warm White Lights in Center Median 1 985.00 985.00 Carson Carson & Avalon - Right Side of Street
18 Small Trees Wrapped with Warm White LED Lights, West Side of City Hall - 4 Strands per Tree
12 160.00 1,920.00
19 Small Trees Wrapped with Warm White LED Lights, South Side of City Hall - 4 Strands per Tree
24 160.00 3,840.00
20 Avalon - Lights Warm White Lights in Bushes from city hall to Desford
1 0.00 0.00
Street Banners - Carson & Avalon
21 Larger 8FT Lighted Pole Mount Displays
(Price for Larger Pole Mount - Pole Mount Contract Price $986 - $650 = $336)
40 336.00 13,440.00
Notes
For any questions, please call the St Nick's office, (562)-438-0017.

Terms & Conditions
All estimates are valid for 30 days.

- 1 -
01007.0001 2032170.5
AMENDMENT NO. 3

TO AGREEMENT FOR CONTRACT SERVICES

THIS AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES
(“Amendment No. 3”) by and between the CITY OF CARSON, a California municipal corporation (“City”) and T&G GLOBAL, LLC dba St. Nick’s Christmas Lighting & Décor , a California limited liability company (“Consultant”), is effective as of the _______ day of ____________, 2025.

RECITALS
A. Pursuant to a Request for Proposals (“RFP”) issued by the City, City and Consultant entered into that certain Agreement for Contract Services dated October 24, 2023 (“Agreement”), whereby Consultant agreed to provide the City with winter h oliday decoration services for the 2023-24, 2024-25, and 2025-26 holiday seasons in exchange for compensation in the amount of $157,894 per year, or a not-to-exceed Contract Sum of $473,682.

B. Effective November 27, 2023, City and Consultant entered into Amendment No. 1 to the Agreement to add further decoration services for the 2023 winter holiday season , and in certain cases to replace (for the 2023 winter holiday season) or provide clarifications to decoration services already included in the Agreement . The total cost of the additional decoration services was $48,525, and Amendment No. 1 increased the not-to-exceed Contract Sum by said amount, for an amended Contract Sum of $522,207.

C. Effective September 18, 2024, City and Consultant entered into Amendment No. 2 to the Agreement to add further decoration services for the 2024 winter holiday season, and in certain cases to replace (for the 2024 winter holiday season) or provide clarifications to decoration services already included in the Agreement. The total cost of the additional decoration services was $49,056, and Amendment No. 2 increased the not -to-exceed Contract Sum by said amount, for an amended Contract Sum of $571,263.

D. City and Consultant, by this Amendment No. 3, desire to amend the Agreement to add further decoration services for the 2025 winter holiday season, and in certain cases to replace (for the 2025 winter holiday season) or provide clarifications to decoration services already included in the Agreement. The total cost of the additional decoration services is $63,035, and the parties desire, by this Amendment No. 3, to increase the not -to-exceed Contract Sum by said amount, for an amended Contract Sum of $634,298.

E. The additional decorations are within the scope of the RFP , which provide d the contract awarded pursuant thereto would allow the City to rent holiday decorations and street banner products and services on an “as needed” basis , and which requested proposers to submit their total line of available products and services , to include a separate holiday decoration enhancements addendum (“enhancements” was defined for this purpose in the RFP as items that may be added to the RFP at the City Council’s sole discretion based on the available options) with pricing for consideration in addition to the basic package. Consultant submitted its enhancements addendum for the 2023 and 2024 winter holiday season as part of its proposal in response to the RFP and has now submitted its enhancements addendum for the 2025 winter holiday season, which

- 2 -
01007.0001 2032170.5
is similar to its approved enhancements addendum for the 2023 and 2024 winter holiday season, but with additional enhancements. Inclusion of the additional decorations in the Agreement when it was originally approved would not have been feasible and would not have impacted the selection of Consultant for the award, as the RFP was issued pursuant to CMC 2611(b) and was not required to be awarded to the “lowest responsive and responsible bidder.” Per the RFP, the proposers were ranked based on the evaluation criteria set forth in the RFP, which did not include cost, and St.

Nick’s received the highest score. Staff and the City Council also found that St. Nick’s rates were and continue to be fair, reasonable and competitive with the other proposers.

TERMS

1. Contract Changes . The Agreement is amended as provided herein (additions shown in bold italics, deletions in strikethrough).

A. Section 1.2, “Consultant’s Proposal,” is hereby amended as follows:
“1.2 Consultant’s Proposal.

The Scope of Service shall include the Consultant’s proposal submitted in response to City’s Request for Proposals No. 23-022, which proposal shall be incorporated herein by this reference as though fully set forth herein (“Proposal”). For the 2023/24 Holiday Program, the Proposal shall also be deemed to include the document entitled “Holiday Decorations with Scope Additions” which Consultant submitted to the Contract Officer’s staff on November 8, 2023. For the 2024/25 Holiday Program, the Proposal shall also be deemed to include the document entitled “Holiday Decorations with Scope Additions” which Consultant submitted to the Contract Officer’s staff on May 7, 2024. For the 202 5/26 Holiday Program, the Proposal shall also be deemed to include the document entitled “Holiday Decorations with Scope Additions” which Consultant submitted to the Contract Officer’s staff on September 11 , 2025 . In the event of any inconsistency between the terms of the Proposal and this Agreement, the terms of this Agreement shall govern.”
B. Section 2.1, “Contract Sum,” is hereby amended as follows:
“2.1 Contract Sum.

The total compensation, including reimbursement for actual expenses, shall not exceed Five Hundred Seventy -One Thousand Two Hundred Sixty - Three Dollars ($571,263 ) Six Hundred Thirty-Four Thousand Two Hundred Ninety -Eight Dollars ($634,298) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.8.”

- 3 -
01007.0001 2032170.5
C. A new subsection G is hereby added to Section I of Exhibit “A,” “Scope of Services,” to read as follows:
“G. The following additional/replacement Décor and Lighting shall be provided for the 2025/26 Holiday Program:

Description Quantity
Community Center - North East Entrance
14FT Lighted Happy Holidays Sign - Red 1
8FT Lighted Red Bow 1
Community Center - North Lobby
Increase 6.5FT tree size to 8-9FT 1
Decorate and Light 8FT Tree with Warm White Lights and St Nick's Ornaments
1 Community Center - Atrium
8FT Santa Sleigh with 6FT Warm White LED Reindeer 1
6FT Fiberglass Seated Santa in Sleigh 1
Decorate and Light 20FT Live Tree - Warm White LED Lights and St Nick's Ornaments
1 Community Center - Patio A Courtyard
Small bushes with LED mini lights (net lighting, approx. 20 nets) - Lights Warm White, Red and Green (clarification only) 20
City Hall - Fountain Area
24FT Light and decorate live tree - Tree Decorated with Red, White and Silver Ornaments (clarification only) 1
Medium light posts wrapped with lit garland and red bows - Garland Decorated Red, White and Silver Ornaments (clarification only) 2 City Hall - Main Entrance
9FT stairs inside City Hall leading to Council Chambers garland with lights - Garland for Second Side of the stairs 2
36" Red bows With Gold Trim on Trees in Front of City Hall 21 Warm White Mini Lights in Planter Boxes – 5 Strands of Light per planter 22 Decorate and Light 14FT Live Tree - Warm White LED Lights and St Nick's Ornaments 1
City Hall - Bridge Area
10FT Red/White Archway over the bridge - 6 Total Arches 1 14FT Lighted Happy Holidays Sign - Red 1

- 4 -
01007.0001 2032170.5
Additional Warm White Lights in Medium Pine Trees – Median 2 Additional Warm White Lights in Small Trees 7
Additional Warm White Lights in Medium Pine Trees 9
Additional Warm White Lights in Center Median 1
Carson & Avalon – Right Side of Street
Small Trees Wrapped with Warm White LED Lights, West Side of City Hall - 4 Strands per Tree
12 Small Trees Wrapped with Warm White LED Lights, South Side of City Hall - 4 Strands per Tree
24 Avalon – Lights Warm White Lights in Bushes from City Hall to Desford 1 Street Banners – Carson & Avalon
Larger 8FT Lighted Pole Mount Displays 40

D. The following table is hereby added to Section I of Exhibit “C,” “Schedule of Compensation ,” to provide the pricing for the additional décor and lighting for the 2025/26 Holiday Program:

Pricing for Additional/Replacement Lighting & Décor for 2025/26 Winter Program:

Description Quantity Unit Price Total Price
Community Center - North East Entrance
14FT Lighted Happy Holidays Sign - Red 1 $ 750.00 $750.00 8FT Lighted Red Bow 1 $3,250.00 $3,250.00
Community Center - North Lobby
Increase 6.5FT tree size to 8-9FT 1 $ 295.00 $295.00 Decorate and Light 8FT Tree with Warm White Lights and
St Nick's Ornaments 1 $ 975.00 $975.00
Community Center - Atrium
8FT Santa Sleigh with 6FT Warm White LED Reindeer 1 $5,750.00 $5,750.00 6FT Fiberglass Seated Santa in Sleigh 1 $2,875.00 $2,875.00 Decorate and Light 20FT Live Tree - Warm White LED
Lights and St Nick's Ornaments 1 $7,250.00 $7,250.00
Community Center - Patio A Courtyard
Small bushes with LED mini lights (net lighting, approx. 20 nets) - Lights Warm White, Red and Green (clarification only)
20 $0 $0

- 5 -
01007.0001 2032170.5

E. Section IV of Exhibit “C,” “Schedule of Compensation,” is hereby amended as follows:
“IV. The total compensation for the Services shall not exceed $634,298 $571,263.00 as provided in Section 2.1 of this Agreement.”

2. Continuing Effect of Agreement. Except as amended by Amendment No. 1 , Amendment No. 2 and this Amendment No. 3 , all provisions of the Agreement shall remain City Hall - Fountain Area
24FT Light and decorate live tree - Tree Decorated with Red, White and Silver Ornaments (clarification only) 1 $0 $0 Medium light posts wrapped with lit garland and red
bows - Garland Decorated Red, White and Silver
Ornaments (clarification only)
2 $0 $0
City Hall - Main Entrance
9FT stairs inside City Hall leading to Council Chambers garland with lights - Garland for Second Side of the stairs 2 $ 325.00 $650.00 36" Red bows With Gold Trim on Trees in Front of City
Hall 21 $ 95.00 $1,995.00
Warm White Mini Lights in City Hall Entrance Planter
Boxes – 5 Strands of Light per planter 22 $ 150.00 $3,300.00 Decorate and Light 14FT Live Tree - Warm White LED
Lights and St Nick's Ornaments 1 $4,750.00 $4,750.00 City Hall - Bridge Area
10FT Red/White Archway over the bridge - 6 Total Arches 1 $6,750.00 $6,750.00 14FT Lighted Happy Holidays Sign - Red 1 $ 750.00 $750.00 Additional Warm White Lights in Medium Pine Trees –
Median 2 $ 250.00 $500.00
Additional Warm White Lights in Small Trees 7 $ 160.00 $1,120.00 Additional Warm White Lights in Medium Pine Trees 9 $ 210.00 $1,890.00 Additional Warm White Lights in Center Median 1 $ 985.00 $985.00 Carson & Avalon – Right Side of Street
Small Trees Wrapped with Warm White LED Lights, West
Side of City Hall - 4 Strands per Tree 12 $ 160.00 $1,920.00 Small Trees Wrapped with Warm White LED Lights, South
Side of City Hall - 4 Strands per Tree 24 $ 160.00 $3,840.00 Avalon – Lights Warm White Lights in Bushes from City
Hall to Desford 1 $0 $0
Street Banners – Carson & Avalon
Larger 8FT Lighted Pole Mount Displays

(Price for Larger Pole Mount: Pole Mount Contract Price of $986 minus $650 equals $336)
40 $ 336.00 $13,440.00

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01007.0001 2032170.5
unchanged and in full force and effect. From and after the date of this Amendment No. 3, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by Amendment No. 1 and Amendment No. 2 and this Amendment No. 3 to the Agreement.

3. Affirmation of Agreement; Warranty R e Absence of Defaults. City and Consultant each ratify and reaffirm each and every on e of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein and in Amendment No. 1 and Amendment No. 2. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

Consultant represents and warrants to City that, as of the date of this Amendment No. 3, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

City represents and warrants to Consultant that, as of the date of this Amendment No. 3, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

5. Authority. The persons executing this A mendment No. 3 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this A mendment No. 3 on behalf of said party, (iii) by so executing this Amendment No. 3, such party is formally bound to the provisions of this A mendment No. 3, and (iv) the entering into this Amendment No. 3 does not violate any provision of any other agreement to which said party is bound.

6. Counterparts. This A mendment No. 3 may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Amendment No. 3.

[SIGNATURES ON FOLLOWING PAGE]

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01007.0001 2032170.5
IN WITNESS WHEREOF, the parties hereto have executed this A mendment No. 3 on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal corporation

Lula Davis-Holmes, Mayor
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Sunny K. Soltani, City Attorney
[pks, brj]
CONSULTANT:

T&G GLOBAL, LLC DBA ST. NICK’S
CHRISTMAS LIGHTING AND DÉCOR

By:

Name:

Title:

By:

Name:

Title:

Address: 6861 Walker St.

La Palma, CA 90623

If Consultant is a limited liability company, any one of the following options will satisfy City’s signature requirements pursuant to the Corporations Code. Option A: One signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. Option B: Signatures required from two managers unless the LLC is managed by one manager per its articles of organization, in which case only one signature from that manager is required. Option C: One signature required from any member unless the LLC is manager-managed per its articles of organization. Option D: One signature required from any manager if the LLC is manager - managed per its articles of organization. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED,

AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE

BYLAWS, ARTICLES OF ORGANIZATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.

01007.0001 2032170.5

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

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

WITNESS my hand and official seal.

Signature: _____________________________________

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

Carson City CouncilSeptember 30, 2025

Carson City Council
September 30, 2025