Compton City Council
May 12, 2026

AMENDMENT #1
TO
CONTRACT # 101223-AXN

THIS AMENDMENT is effective upon the date of the last signature below (Effective Date) by and between Sourcewell and Axon Enterprise, Inc. (Supplier), collectively referred to as “parties.”

Sourcewell awarded a contract to the Supplier to provide Public Safety Video Surveillance Solutions with Related Equipment, Software and Accessories to Sourcewell and its Participating Entities, effective February 6, 2024, through December 15, 2027 (Contract).

Supplier requested that its Canadian affiliate, Axon Public Safety Canada, Inc., be named as an additional Contract holder.

Therefore, the parties agree that as of the effective date of this Amendment, the named Contract holder “Axon Enterprise, Inc.” in Contract # 101223-AXN will be replaced with “Axon Enterprise, Inc. and it's Canadian affiliate Axon Public Safety Canada, Inc.”

Except as amended by this Amendment, the Contract remains in full force and effect.

Sourcewell Axon Enterprise, Inc. and it's Canadian
affiliate Axon Public Safety Canada, Inc.

B y : B y :

Jeremy Schwartz, Chief Procurement Officer Robert Driscoll, VP, Assoc. General Counsel

D a t e : D a t e :































Sourcewell Contract # 101223-AXN | Amendment #2

AMENDMENT #2
TO
CONTRACT # 101223-AXN

THIS AMENDMENT is effective upon the date of the last signature below by and between Sourcewell and Axon Enterprise, Inc. (Supplier), collectively referred to as “parties.”

Sourcewell awarded a contract to the Supplier to provide Public Safety Video Surveillance Solutions with Related Equipment, Software and Accessories to Sourcewell and its Participating Entities, effective February 6, 2024, through December 15, 2027 (Contract).

On April 28, 2025, the parties signed a Price and Product Change Request (PNP) amendment to expand Supplier’s product range to offer additional configuration choices for existing products.

NOW, THEREFORE, the parties wish to amend the Contract to add certain appendices related to that PNP, which are attached and incorporated into this Amendment, specifically:

a. Appendix for AI Technology
b. Dedrone Product Appendix

Except as amended by this Amendment, the Contract remains in full force and effect.

Sourcewell Axon Enterprise, Inc. and its Canadian
affiliate Axon Public Safety Canada, Inc.

B y : B y :

Jeremy Schwartz, Chief Procurement Officer Robert Driscoll, VP, Assoc. General Counsel

D a t e : D a t e :










 





 














Sourcewell Contract # 101223-AXN | Amendment #3

AMENDMENT #3
TO
CONTRACT #101223-AXN

THIS AMENDMENT is effective upon the date of the last signature below by and between Sourcewell and Axon Enterprise, Inc. (Supplier).

Sourcewell entered into a contract (101233-AXN) with Supplier to provide Public Safety Video Surveillance Solutions with Related Equipment, Software, and Accessories to Sourcewell and its Participating Entities, effective February 6, 2024, through December 15, 2027.

The Parties wish to incorporate further changes into the Contract in order to add additional products and services.

The Parties therefore agree as follows:

The attached and incorporated appendices are hereby replaced in their entirety within the Contract: ALPR Appendix (replacing Axon Fleet Appendix).

Except as amended, the Contract remains in full force and effect.

Sourcewell Axon Enterprise, Inc.

B y : B y :

Jeremy Schwartz Robert E. Driscoll
Chief Operating Officer Deputy Corporate Counsel

D a t e : D a t e :

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Sourcewell Contract # 101223-AXN | Amendment #3

AXON ALPR APPENDIX

If Axon Fleet 2, Axon Fleet 3, or any future generation of Axon Fleet (collectively, “Axon Fleet”) or Axon Outpost or Axon Lightpost (collectively all “ALPR Products”) is included on the Quote, this Appendix applies.

Customer Responsibilities.

1. Customer must ensure its infrastructure and vehicles adhere to the minimum requirements to operate Axon ALPR Products as established by Axon during the qualifier call and on-site assessment at Customer and in any technical qualifying questions. If Customer’s representations are inaccurate, the Quote is subject to change.

2. Customer is responsible for providing a suitable work area for Axon or Axon third-party providers to install Axon ALPR Products into Customer vehicles and/or at designated installation location(s).s Customer is responsible for making available all vehicles for which installation services were purchased and preparing all installation sites, during the agreed upon onsite installation dates, Failure to make vehicles available or prepare installation sites may require an equitable adjustment in fees or schedule.

Third-party Installer. Axon will not be liable for the failure of Axon Fleet, Axon Outpost, or Axon Lightpost hardware to operate per specifications if such failure results from installation not performed by, or as directed by Axon.

1. Upgrade. If Customer has no outstanding payment obligations and has purchased the "Fleet Technology Assurance Plan" (Fleet TAP) or “Outpost Technology Assurance Plan” (Outpost TAP) or any lightpost extended warranty or refresh, Axon will provide Customer with the same or like model of applicable Axon Devices included in the applicable TAP ("Axon Upgrade") as scheduled on the Quote.

2. If Customer would like to change models for the Axon Upgrade, Customer must pay the difference between the MSRP for the offered Axon Upgrade and the MSRP for the model desired. The MSRP is the MSRP in effect at the time of the upgrade. Customer is responsible for the removal of previously installed hardware and installation of the Axon Upgrade.

3. Within thirty (30) days of receiving the Axon Upgrade, Customer must return the original Axon Devices to Axon or destroy the Axon Devices and provide a certificate of destruction to Axon, including serial numbers of the destroyed Axon Devices. If Customer does not destroy or return the Axon Devices to Axon, Axon will deactivate the serial numbers for the Axon Devices received by Customer.

Axon Fleet Specific Terms.

1. Cradlepoint. If Customer purchases Cradlepoint hardware, software, or services, Customer will comply with Cradlepoint’s end user license agreement. The term of the Cradlepoint license may differ from the Axon Evidence Subscription. If Customer requires Cradlepoint support, Customer will contact Cradlepoint directly. By accepting a Quote including Cradlepoint products, Customer designates and authorizes Axon as its  #"

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Sourcewell Contract # 101223-AXN | Amendment #3

partner of record for purposes of Cradlepoint product renewals, support coordination, and other relevant functions. This designation applies to all Cradlepoint products acquired by Customer during the Subscription Term of the applicable Quote whether directly from Cradlepoint, through Axon, or through any third-party vendor or distributor. Axon shall have no liability to Cu stomer or any third party arising out of or relating to Axon’s acts or omissions as the Partner of Record. Customer has the right to opt out of this authorization at any time by providing prior written notification to both Axon and Cradlepoint. Upon such notification, the designation will be removed. This authorization remains effective until formally removed in accordance with this section or as otherwise agreed between the parties in the Agreement.

2. Axon Vehicle Software License. Axon grants Customer a non-exclusive, royalty-free, worldwide, perpetual license to use ViewXL or Dashboard (collectively, "Axon Vehicle Software".) "Use" means storing, loading, installing, or executing Axon Vehicle Software solely for data communication with Axon Devices. The Axon Vehicle Software term begins upon the start of the Axon Evidence Subscription.

3. Restrictions. Customer may not: (a) modify, alter, tamper with, repair, or create derivative works of Axon Vehicle Software; (b) reverse engineer, disassemble, or decompile Axon Vehicle Software, apply any process to derive the source code of Axon Vehicle Software, or allow others to do so; (c) access or use Axon Vehicle Software to avoid incurring fees or exceeding usage limits; (d) copy Axon Vehicle Software in whole or part; (e) use trade secret information contained in Axon Vehicle Software; (f) resell, rent, loan or sublicense Axon Vehicle Software; (g) access Axon Vehicle Software to build a competitive device or service or copy any features, functions or graphics of Axon Vehicle Software; or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon’s licensors on or within Axon Vehicle Software.

Axon Outpost Specific Terms.

1. Outpost License and Permits. Customers will obtain, maintain all legally required permits, authorizations, and/or licensing in order to place, maintain, and/or remove the Axon Outpost device at the installation location including licenses or permits for fixed installation of poles. If mutually agreed by the parties, Axon or an Axon authorized subcontractor may assist with obtaining the necessary local, state, or Federal approvals before installing Axon Outpost.

2. Installation. Customer will adhere to the installation requirements as agreed in the Outpost SOW.

Axon Lightpost Specific Terms.

1. Ubicquia. If Customer purchases Lightpost hardware and installation services, any warranties for the hardware are provided exclusively by the third-party manufacturer Ubicquia. All hardware-related support or warranty claims must be directed to the respective third-party provider. Axon is not responsible for servicing or replacing hardware. Axon will provide and support software components in accordance with the applicable Quote.
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Sourcewell Contract # 101223-AXN | Amendment #3

2. Installation. Installation of Axon Lightpost equipment will be performed by a third-party service provider authorized by Axon. Axon does not directly perform installation services.

3. Power. Customer agrees to supply a power source, in compliance with Lightpost requirements, at each site where a Lightpost device is installed. The power must be available on a 24-hour, 7 days per week (24/7) basis.

Wireless Offload Server.

1. License Grant. Axon grants Customer a non-exclusive, royalty-free, worldwide, perpetual license to use Wireless Offload Server ("WOS"). "Use" means storing, loading, installing, or executing WOS solely for data communication with Axon Devices for the number of licenses purchased. The WOS term begins upon the start of the Axon Evidence Subscription.

2. Restrictions. Customer may not: (a) modify, alter, tamper with, repair, or create derivative works of WOS; (b) reverse engineer, disassemble, or decompile WOS, apply any process to derive the source code of WOS, or allow others to do so; (c) access or use WOS to avoid incurring fees or exceeding usage limits; (d) copy WOS in whole or part; (e) use trade secret information contained in WOS; (f) resell, rent, loan or sublicense WOS; (g) access WOS to build a competitive device or service or copy any features, functions or graphics of WOS; or (h) remove, alter or obscure any confidentiality or proprietary rights notices (including copyright and trademark notices) of Axon or Axon’s licensors on or within WOS.

3. Updates. If Customer purchases WOS maintenance, Axon will make updates and error corrections to WOS ("WOS Updates") available electronically via the Internet or media as determined by Axon. Customer is responsible for establishing and maintaining adequate Internet access to receive WOS Updates and maintaining computer equipment necessary for use of WOS. The Quote will detail the maintenance term.

WOS Support. Upon request by Axon, Customer will provide Axon with access to Customer’s store and forward servers solely for troubleshooting and maintenance.

1. Acceptance Checklist. If Axon provides Services to Customer pursuant to any statement of work in connection with Axon ALPR Products, within seven (7) days of the date on which Customer retrieves Customer's vehicle(s) from the Axon installer or Axon Outpost or Axon Lightpost installation is complete, said ALPR Products having been installed and configured with tested and fully and properly operational hardware and software identified above, Customer will receive a Professional Services Acceptance Checklist to submit to Axon indicating acceptance or denial of said deliverables. In the event Customer does not respond to the Professional Services Acceptance Checklist within seven (7) business days, the installation of the ALPR Products and services shall be deemed accepted.
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Sourcewell-Axon Enterprise, Inc. Contract #101223-AXN | Amendment #4

AMENDMENT #4
TO
CONTRACT #101223-AXN

THIS AMENDMENT, effective upon the date of the last signature below, is by and between Sourcewell and Axon Enterprise, Inc. (Supplier).

Sourcewell entered into a contract (#101223-AXN) with Supplier to provide Public Safety Video Surveillance Solutions with Related Equipment, Software, and Accessories to Sourcewell and its Participating Entities, effective February 6, 2024, through December 15, 2027.

Supplier has requested to update an Appendix to the Contract.

Now Therefore, the Parties agree as follows:

Exhibit A of the Contract is amended to incorporate the following into the Axon Master Services and Purchasing Agreement, Axon Cloud Services Terms of Use Appendix:

1. Carbyne Products and Services

1.1. Privacy Policy. Carbyne Privacy Policy governs the collection, use and disclosure of certain data provided to Axon in connection with Customer’s use of the Carbyne products and services. The current policy is located: https://carbyne.com/app-privacy-policy/ and is incorporated into this Agreement by reference.

1.2. Data Retention and Storage. Unless Customer provides Axon with written instruction otherwise, Axon will retain Customer Content which uploaded to the Carbyne cloud services or which is recorded or stored in the course of your use of the Carbyne products and services, for a period of two years (the period we retain your data referred to as the “Data Retention Period”), provided that Customer acknowledges it is responsible for your compliance with any applicable data retention laws. Customer Content is automatically deleted after the Data Retention Period; however, at any time prior to such deletion, Customer may download Customer Content which has been stored on the Carbyne Cloud Services. Customer is solely responsible for the retention of such data for any applicable retention periods and for the purpose of any subsequent data requests.

1.3. Disclaimer. CUSTOMER ACKNOWLEDGES THE CARBYNE PRODUCTS DO NOT PROVIDE TELEPHONE SERVICES, INTERCONNECTED VOIP SERVICES, OR 911 SERVICES. AXON MAKES NO REPRESENTATION THAT CARBYNE PRODUCTS ARE AN INTERCONNECTED VOIP SERVICE.

2. Prepared Products and Services.

2.1. Prepared product deployment timelines for Prepared products within the Scope of Work (SOW) shall be mutually agreed to by the Parties in the SOW. The initial deployment of Assistive Call Taking (ACT) may take up to 12 months from the execution of the SOW and the service start date listed in the Agreement; deployments of the remaining Prepared products may take up to twenty-four (24) months from the execution of the SOW. Axon must confirm feasibility based on technical requirements for prepared products prior to the execution of the SOW.













  
Sourcewell-Axon Enterprise, Inc. Contract #101223-AXN | Amendment #4

2.2. Customers using Solacom (Comtech CHE) call handling equipment in a multi-tenant configuration are not eligible for Prepared ACT or Prepared AQA, as call audio cannot be isolated to a single agency. Such Customers remain eligible for ANET and Assist Dispatch. Customers on Solacom single-tenant configurations are eligible for all Prepared products, subject to SPAN port fees described below.

Except as amended by this Amendment, the Contract remains in full force and effect.

Sourcewell Axon Enterprise, Inc.

B y : B y :

Jeremy Schwartz Robert E. Driscoll
Chief Operating and Procurement Officer Deputy Corporate Counsel

Date: Date:













  














May 12, 2026
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS

FROM: COMMUNITY DEVELOPMENT DEPARTMENT
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A CONTRACT

WITH AND TO ESTABLISH A PURCHASE ORDER FOR PACIFIC

HAULING AND CONSTRUCTION FOR DIRT REMOVAL AND DUMPING

SERVICES ON SUCCESSOR AGENCY-OWNED PARCELS IN THE CITY
OF COMPTON ($67,500.00)

SUMMARY
Adoption of this Resolution will authorize the City Manager to enter into a Dirt Removal and Dumping Service Agreement with Pacific Hauling and Construction for the remainder of Fiscal Year 2025-2026. This agreement, at a cost not to exceed $67,500.00, provides for the comprehensive cleanup and hauling of dirt, concrete, and debris from properties located at 16208 and 16216 South Atlantic Avenue, including an adjacent small area.

These three contiguous lots form a single large triangular parcel owned by the Successor Agency, commonly referenced as 16208 S. Atlantic Avenue. Additionally, this Resolution will establish a Purchase Order in the amount of sixty-seven thousand five hundred dollars and zero cents ($67,500.00) for services rendered.

BACKGROUND
The Successor Agency is required to secure properties to prevent unauthorized access and limit liabilities. These properties are slated for disposition and development under the "Dissolution Act" (AB 26 and AB 1484) and must be maintained to ensure public safety and deter illegal dumping and squatting by the unhoused.

STATEMENT OF THE ISSUE
The Successor Agency currently manages fifteen (15) properties that are frequently targeted by illegal dumping, graffiti, and unauthorized trespassing. Recent site inspections 16208 South Atlantic Avenue parcel revealed the following issues:
 Fencing Failure: Street-level inspections show the existing chain-link perimeter is structurally compromised, with sections visibly leaning and ineffective at securing the site.
 High Visibility Blight: The presence of large debris mounds and unstable fencing is highly visible to daily commuters.

17.17.17.17.17.17. Staff Report – Resolution Authorizing Agreement with Pacific Hauling/Successor Agency Properties
Dirt Removal & Dumping Services
May 12, 2026, Page | 2
Substantial Debris Volume: Site documentation shows significant consolidated mounds of dirt and mixed waste that require professional heavy machinery for removal rather than manual cleanup.

To address these issues long-term, the Agency intends to install new, durable fencing.

However, staff has determined that clearing the site prior to fence installation is necessary for the following reasons:
Site Leveling: Existing mounds of dirt and concrete must be hauled away to level the grade for proper perimeter installation.
Damage Prevention: Utilizing the heavy equipment required for hauling after a new fence is installed would create a high risk of accidental damage to the new infrastructure. Clearing the site first protects the City's investment. Existing Accessibility: The lot is currently equipped with a double swinging gate at a driveway approach, providing the necessary clearance for heavy machinery to perform the cleanup.

In the early part of October of this year, staff solicited service rate quotes from local vendors. Three proposals were received and are summarized below:

Contractor Total Cost
Pacific Hauling and Construction $67,500.00
EverFence Corporation $76,000.00 - $92,000.00
SoCal Junkmen LLC $240,000.00
Staff determined that Pacific Hauling and Construction submitted the most comprehensive and cost-effective proposal, making them the most suitable contractor for this service.

Therefore, staff recommends awarding them the contract to haul all dirt, concrete, mixed trash, and debris from the designated properties.

Staff Report – Resolution Authorizing Agreement with
Pacific Hauling/Successor Agency Properties
Dirt Removal & Dumping Services
May 12, 2026, Page | 3

FISCAL IMPACT
Funds for this expenditure in the amount not to exceed Sixty-seven thousand five hundred dollars and zero cents ($67,500.00) for services rendered will be available in the 2025-2026 Fiscal Year Budget in Account No. 1201-780-000-4266 (Successor Agency Fund Contract Services) upon Mayor and Council approval of the attached resolution.

RECOMMENDATION
Staff respectfully recommends that the City Council adopt the attached Resolution.

CECIL FLOURNOY, DIRECTOR

COMMUNITY DEVELOPMENT DEPARTMENT
APPROVED FOR FORWARDING:

JEROME GROOMES

ACTING CITY MANAGER
RESOLUTION NO. _____________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON AUTHORIZING

THE CITY MANAGER TO ENTER INTO A CONTRACT WITH AND TO ESTABLISH A

PURCHASE ORDER FOR PACIFIC HAULING AND CONSTRUCTION FOR DIRT

REMOVAL AND DUMPING SERVICES ON SUCCESSOR AGENCY-OWNED
PARCELS IN THE CITY OF COMPTON ($67,500.00)
WHEREAS, as part of the winding down of the former Community Redevelopment Agency’s (“CRA”) activities, the Successor Agency to the Community Redevelopment Agency of the City of Compton (“Successor Agency”) is mandated to secure properties to prevent unauthorized access on Successor Agency-owned parcels slated for disposition and development pursuant to AB 26 and 1484 (collectively known as the “Dissolution Act”); and
WHEREAS, the Successor Agency currently manages fifteen (15) properties for resale which are frequently targeted by illegal dumping, graffiti, and the unhoused; and WHEREAS, recent inspections of the parcels located at 16208 and 16216 South Atlantic Avenue— contiguous lots forming a single large triangular parcel—have identified active unauthorized occupation, structurally compromised fencing, and substantial mounds of dirt and mixed waste; and
WHEREAS, the presence of high-visibility blight at this location, adjacent to the Long Beach Freeway (I-710) and Atlantic Avenue, necessitates professional heavy machinery for removal and site leveling to ensure public safety and prepare the grade for new perimeter fencing; and
WHEREAS, clearing the site prior to the installation of new infrastructure is necessary to prevent accidental damage to new fencing by heavy equipment and to protect the City's investment; and
WHEREAS, in October 2025, staff solicited service rate quotes from local vendors, receiving three (3) proposals as follows:

Contractor Total Cost
Pacific Hauling and Construction $67,500.00
Everfence Corporation $76,000.00 - $92,000.00
SoCal Junkmen LLC $240,000.00
WHEREAS, staff has determined that Pacific Hauling and Construction submitted the most comprehensive and cost-effective proposal, making them the most suitable contractor for these services; and
WHEREAS, funds for this expenditure in the amount not to exceed Sixty-seven thousand five hundred dollars and zero cents ($67,500.00) will be available in the 2025- 2026 Fiscal Year Budget in Account No. 1201-780-000-4266 (Successor Agency Fund Contract Services) upon Mayor and Council Approval.

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

SECTION 1.That the City Manager is hereby authorized to enter into a Dirt Removal and Dumping Service Agreement with Pacific Hauling and Construction in the RESOLUTION NO. _____________
PAGE 2
amount not to exceed Sixty-seven thousand five hundred dollars and zero cents ($67,500.00) for the remainder of Fiscal Year 2025-2026 for the comprehensive cleanup and hauling of dirt, concrete, mixed trash, and debris from 16208 and 16216 South Atlantic Avenue.

SECTION 2.That funds for this expenditure in the amount not to exceed Sixty- seven thousand five hundred dollars and zero cents ($67,500.00) will be available in the 2025-2026 Fiscal Year Budget in Account No. 1201-780-000-4266 (Successor Agency Fund Contract Services).

SECTION 3.That a purchase order for Pacific Hauling and Construction to provide dirt removal and dumping services is authorized to be established in the amount of $67,500.00 for services rendered during the remainder of Fiscal Year 2025-2026.

SECTION 4.That a certified copy of this Resolution shall be filed in the offices of the City Manager, Law Division/City Attorney, City Controller, Successor Agency and City Clerk.

SECTION 5.That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this _______ day of _____________, 2026.
_______________________________

EMMA SHARIF

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
CITY OF COMPTON: SS
I, Satra D. Zurita, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council of the City of Compton, signed by the Mayor and attested by the City Clerk at a regular meeting thereof held on the _______________ day of ________________, 2026.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCIL MEMBERS -
NOES: COUNCIL MEMBERS -
ABSTAIN: COUNCIL MEMBERS -
ABSENT: COUNCIL MEMBERS -
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON

PROFESSIONAL SERVICES AGREEMENT

BETWEEN

SUCCESSOR AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY

OF THE CITY OF COMPTON
AND

PACIFIC HAULING AND CONSTRUCTION

This AGREEMENT is entered into by and between the SUCCESSOR AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF COMPTON, a distinct and separate legal entity from the City of Compton created pursuant to the laws of the State of California (hereinafter referred to as “SUCCESSOR AGENCY”) located at 205 South Willowbrook Avenue, Compton, California 90220 and PACIFIC HAULING AND CONSTRUCTION hereinafter referred to as “CONTRACTOR”) located at 15733 Hart Street, Van Nuys, California 91406 (each a “Party” and collectively, the “Parties”).

RECITALS
A.Successor Agency is a distinct and separate legal entity from the City of Compton created pursuant to the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California.

B.Contractor is a corporation duly organized and in good standing in the State of California.

Contractor represents that it is duly licensed by the State of California and has the background, knowledge, experience and expertise to perform the obligations set forth in this Contract.

C.Successor Agency and Contractor enter into this Contract for the purpose of retaining Pacific Hauling and Construction (Contractor) to perform clean up and hauling of all dirt, concrete, mixed trash, and debris on properties owned by the Successor Agency (“Projects”/”Sites”).

D. Authorization to enter into this Contract is pursuant to Resolution No. ___________, adopted by the Board of Directors of the Successor Agency on ______________, 2025.

NOW, THEREFORE, the Parties, for the consideration, terms and conditions herein described, mutually agree as follows:

1. Scope of Work to be Performed by Contractor. Contractor shall perform, in a professional manner, everything required to be performed, shall provide and furnish all the labor, materials, necessary tools, expendable equipment and all utility and transportation work for clean up and hauling of all dirt, concrete, mixed trash, and debris on the following Successor Agency-owned properties:

Address APN Numbers
16208 South Atlantic Avenue 7301-002-902
Small area adjacent to 16216 South Atlantic Avenue 7301-002-901 16216 South Atlantic Avenue 7301-002-900

More specifically, Contractor shall comply with, provide and perform that work specified within Contractor’s “Proposals” dated 10/3/2025 which are attached hereto and incorporated herein.

Contractor will be responsible for the professional quality, technical accuracy and coordination of the work. Contractor will, without additional compensation, correct or revise any errors or deficiencies in the work. Contractor agrees to perform all the said work and furnish all the said materials at its own cost and expense, as are necessary to complete in a good worker-like and substantial manner and to the satisfaction of the Successor Agency. Successor Agency acknowledges that physical bulk sampling of suspect asbestos containing materials during inspections may leave holes in materials tested and hereby release Contractor from liability associated with fixing affected materials.

Professional Services Agreement – Pacific Hauling and Construction Dirt Removal for Successor Agency-owned Properties
Resolution No. ______/Successor Agency

Contractor shall bear all costs associated with this work, including, but not limited to, all professional, technical, clerical work, materials, tools, equipment, transportation, telephone, etc. (except for those items that go beyond the scope of work specified above or that the Successor Agency expressly agrees to provide or perform), used by Contractor in connection with this work.

Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project, and shall give all notices and comply with all applicable laws and lawful orders of any governmental authorities (including, without limitation, those laws, ordinances, rules, regulations and lawful orders relating to safety, prevailing wage, Hazardous Substances, and equal employment opportunities); pay all local, state and federal taxes; and pay all benefits, insurance, taxes and contributions for Social Security and Unemployment Insurance which are measured by wages, salaries or other remuneration paid to Contractor's employees.

Contractor shall be liable for all violations of such laws and regulations in connection with the Contractor’s obligations on this Project. If Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the Successor Agency, Contractor shall be solely responsible for all costs arising therefrom. Successor Agency is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a Successor Agency are a part of this Contract to the same extent as though set forth herein and will be complied with. Contractor shall defend, indemnify and hold Successor Agency, its officials, directors, officers, employees and agents (hereinafter “Successor Agency”) free and harmless, pursuant to the indemnification provisions of this Contract, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

2. Key Personnel.

2.1 Contractor’s Representative. Contractor hereby designates Leon Azulay, Project Manager, who shall be deemed to be Contractor’s agent charged with administering this Contract and with express authority to bind Contractor with respect to all matters requiring Contractor’s approval or authorization.

2.2 Successor Agency’s Representative.Successor Agency hereby designates Cecil Flournoy, Community Development Director or his authorized designee as Successor Agency’s Representative for this Project.

3. Compensation.The method of payment for this Contract shall be based on an agreed maximum flat lump sum per Project/Site location. The total cost for all three properties listed below is $67,500.00, with no additional costs for the second and third properties.

Property Cost
16208 South Atlantic Avenue $67,500.00
Small area adjacent to 16216 South Atlantic Avenue $0.00 (Included) 16216 South Atlantic Avenue $0.00 (Included)
Total $67,500.00
The fees charged by the Contractor shall include compensation for all work and labor, including travel, materials, supplies, vendor work, expenses and subcontracted work. Any changes in the general scope of the work or a particular task, whether initiated by Successor Agency or Contractor, must be made in writing and accepted by the Parties. If the Parties believe that an adjustment to compensation or any scheduled completion dates is justified as a result of a significant change, the Parties will negotiate in good faith and agree to an adjustment to the work. Each adjustment to the work or an assigned task shall detail the agreed changes to the applicable work/task, responsibility, duty, pricing, time line or other matters. The contract/task adjustment will become effective upon the execution of a Change Order by both Parties, and shall be made part of this Contract and the applicable agreed work adjustment.

Contractor shall not incur any costs or modify its performance of the work based on the modifications set Professional Services Agreement – Pacific Hauling and Construction Dirt Removal for Successor Agency-owned Properties
Resolution No. ______/Successor Agency

forth in a Change Order unless and until such Change Order is executed the Parties. Should any contract/task adjustments result in exceeding the maximum compensation authorized, as specified in this section, below, authorization of the Successor Agency’s legislative body may be required.

Contractor’s invoice(s) shall be delivered or mailed to the Director of Community Development Department at the following address: Successor Agency of Compton, 205 South Willowbrook Avenue, Compton, California 90220.

In the event of termination, the Contractor shall be entitled to compensation for the undisputed reasonable value of work performed to the effective date of termination, including any non-cancellable obligations incurred prior to termination; provided, however, that the Successor Agency may condition payment of such compensation upon the Contractor’s delivery to the Successor Agency of any and all Successor Agency property, documents, reports, records and materials associated with the performance of this Contract. If the Contract is terminated, in no event shall the amount(s) paid Contractor exceed the total agreed payable compensation of $67,500.00.

4. Commencement of Work.Time is of the essence with respect to all time limits set forth in this Contract.

4.1 Fence Installation Services. Contractor agrees to commence the work provided for herein within ten (10) calendar days after receipt of the Notification to Proceed or as otherwise agreed in writing with the Director of Community Development or his/her designee, and continue in a diligent, professional and worker-like manner without interruption until the work is completed. The Parties anticipate that the work may be completed within 1- 5 working days after commencement of the work (this period is inclusive of time to procure needed materials, mobilization, etc.), unless the Parties agree to a different completion schedule or this Contract is extended, suspended or terminated as provided herein.
.aNotwithstanding any other provisions of this Contract, Contractor shall not be obligated to perform any work and the Successor Agency shall not be obligated to accept or pay for any work performed by the Contractor prior to issuance of a Notice to Proceed. The Successor Agency’s knowledge of work being performed prior to issuance of the Notice to Proceed shall not obligate the Successor Agency to accept or pay for such work. Contractor shall provide all required contract bonds and evidences of insurance prior to commencing work pursuant to this Contract.

4.2 Supervision of Work.Contractor shall supervise and direct the work, using Contractor’s best skill and attention. Contractor shall be solely responsible for and have control over all services means, methods, techniques, sequences and procedures and for coordinating all portions of the work. Contractor’s work, and the result thereof, will be performed with and be the product of a high degree of professional skill and expertise.

5. Indemnity.Contractor shall indemnify and save harmless the Successor Agency, its officials, officers, employees, agents and volunteers (collectively hereafter the “Successor Agency”) against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the Successor Agency and shall defend, indemnify and save the Successor Agency from any and all liability or expense, including defense costs and legal fees, and claims, demands, suits, actions or proceedings of any kind or nature, including Worker’s Compensation claims, of or by anyone whomsoever in any way resulting from or arising out of the negligent or intentional acts or omissions of the Contractor in the performance of this Contract, including operations of subcontractors and acts or omissions of employers or agents of the Contractor or its subcontractors.

This indemnification and hold harmless obligation does not extend to claims arising out of the sole negligence or willful misconduct of the Successor Agency.

6. Insurance.

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6.1Insurance Requirements. The Contractor shall not commence work under this Contract until it has provided evidence satisfactory to the Successor Agency that it has secured all insurance coverage required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until such subcontractor(s) has secured all insurance required under this Section 6.

As a condition precedent to the effectiveness of this Contract for work to be performed hereunder and without limiting the Contractor’s indemnification of the Successor Agency, Contractor will maintain the types of coverage’s and minimum limits indicated below, unless the Successor Agency Executive Director, in consultation with the Successor Agency General Counsel approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor’s indemnification obligations under this Contract. Successor Agency, its officers, agents, volunteers and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Contract are adequate to protect Contractor. The coverage will contain no special limitations on the scope of its protection to the below-designated insureds except for Workers Compensation insurance. Failure on the part of the Contractor to procure or maintain insurance shall constitute a material breach upon which the Successor Agency may immediately terminate this Contract. Contractor agrees to suspend and cease all operations hereunder during such period of time as the required insurance coverage is not in effect and evidence of insurance has not been furnished to the Successor Agency.

6.2 Minimum Scope of Insurance.Insurance coverage specified herein constitutes the minimum requirements and said requirements shall in no way lessen or limit the liability of the Contractor under the terms of the Contract. Contractor shall procure and maintain, at its own costs and expense, any additional kinds and amounts of insurance that, in its own judgment, may be necessary for its proper protection of the work. All insurance required hereunder shall be primary with respect to any insurance maintained by the Successor Agency and shall not call on the Successor Agency’s program for contributions. Program(s) of insurance shall include:
.a Commercial General Liability.Contractor shall provide and maintain at its own expense during the term of this Contract a policy of Commercial General Liability Insurance, inclusive of personal injury liability and broad form property damage coverage, in an amount not less than One Million Dollars ($1,000,000.00) per occurrence. The coverage shall be written on an occurrence basis.

Claims made coverage is not acceptable.
.b Workers’ Compensation Insurance and Employer's Liability.Contractor shall provide and maintain at its own expense during the term of this Contract a policy of Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of One Million Dollars ($1,000,000) per accident for bodily injury and which specifically covers all persons providing work by or on behalf of the Contractor and all risks to such persons under the Contract.

Workers' Compensation and Employer's Liability insurance will not be required if Contractor has no employees and provides, to Successor Agency’s satisfaction, a declaration stating this. .c Automobile Liability.Automobile Liability Insurance with coverage with minimum limits of One Million Dollars ($1,000,000.00) each accident. If Contractor does not own any company vehicles, the requirement may be satisfied by providing (a) a Personal Automobile Liability policy for the Contractor's own vehicle (as specified in the following paragraph); and (b) a non-owned auto endorsement to the Commercial General Liability policy if Contractor may use vehicles of others (e.g., vehicles of employees). Independent Contractors may not be able to purchase a Business Automobile policy and consideration may be given to accepting a Personal Automobile Liability policy. Requirements should stipulate "Automobile Liability Insurance with a limit of not less than $1,000,000 each accident.” Professional Services Agreement – Pacific Hauling and Construction Dirt Removal for Successor Agency-owned Properties
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6.3 Endorsements.Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the Successor Agency for approval.
.aThe policy or policies of insurance required by Section 6.2.a (Commercial General Liability) shall be endorsed to provide the following:
(1) Additional Insured: The Successor Agency, its officials, officers, employees, agents, and volunteers shall be named as “additional insured” with regard to liability and defense of suits or claims arising out of the performance of the Contract. (2) Additional Insured Endorsements shall not (a) be restricted to "ongoing operations"; (b) exclude "contractual liability"; (c) restrict coverage to "sole" liability of Contractor; or (d) contain any other exclusions contrary to the Contract.
(3) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the Successor Agency, except ten (10) days written notice shall be provided for non-payment of premium. .bThe policy or policies of insurance required by Section 6.2.b (Workers' Compensation) shall be endorsed to provide the following:
(1) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the indemnified Parties. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the Successor Agency, except ten (10) days written notice shall be provided for non-payment of premium. .cThe policy or policies of insurance required by Section 6.2.c (Automobile Liability) shall be endorsed to provide the following:
(1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the Successor Agency, except ten (10) days written notice shall be provided for non-payment of premium. .dThe policy or policies of insurance required by Section 6.2.d (Contractor’s Pollution Liability) shall be endorsed to provide the following:
(1) Non-owned disposal site coverage shall be provided if handling, storing or generating hazardous materials or any material/substance otherwise regulated under environmental laws/regulations.
(2) For projects involving transportation of hazardous waste/materials, include coverage for loading/unloading from the project site to final disposal locations, and all disposal locations shall be scheduled as non-owned disposal sites. (3) If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Contract and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Contract.

6.4 Waiver of Subrogation.Required insurance coverages shall not prohibit Contractor from waiving the right of subrogation prior to a loss. Contractor shall waive all subrogation rights against the indemnified Parties. Policies shall contain or be endorsed to contain such provisions.

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6.5 Deductible. Any deductible or self-insured retention must be approved in writing by the Successor Agency and shall protect the indemnified Parties in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self- insured retention.

6.6 Evidence of Insurance.The Contractor, concurrently with the execution of the Contract, and as a condition precedent to the effectiveness thereof, shall deliver certified copies of the required policies on forms approved by the Successor Agency. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the Successor Agency. If such coverage is cancelled or reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the Successor Agency evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

6.7 Acceptability of Insurers.Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to do business in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

6.8 Insurance for Subcontractors.All subcontractors shall be included as additional insureds under the Contractor’s policies, or the Contractor shall be responsible for causing subcontractors to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the Successor Agency as an “additional insured” to the subcontractor’s policies.

7. Safety.

7.1Contractor shall have overall responsibility for safety precautions and programs in the performance of the work.

7.2Contractor shall seek to avoid injury, loss or damage to persons or property by taking reasonable steps to protect:
.aEmployees and all other persons at the location(s) where work is rendered (“Site(s)”);
.bMaterials and equipment stored on the Site(s) or off the Site(s) at locations for use in performance of the work; and
.cThe assigned project Site(s) and all property located at the Site(s), whether or not said property or structures are part of the project or involved in the work.

7.3Contractor shall designate an individual at the Site(s) of the assigned project in the employ of Contractor who shall act as Contractor’s designated safety representative with a duty to prevent accidents.

7.4Losses not insured under property insurance which may arise from the performance of the work, to the extent of the negligence attributed to such acts or omissions of Contractor or anyone for whose acts Contractor may be liable, shall be promptly remedied by Contractor at Contractor’s cost and without reimbursement by Successor Agency as a cost of work, or in any other manner.

7.5If Successor Agency deems any part of the work or Site unsafe, Successor Agency may require Contractor, without assuming responsibility for Contractor’s safety program, to immediately stop Professional Services Agreement – Pacific Hauling and Construction Dirt Removal for Successor Agency-owned Properties
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performance of the work or take corrective measures. Neither Successor Agency’s order nor Contractor’s action in response thereto shall be the basis for adjustment in the contract price or contract time.

8. Successors and Assigns.Successor Agency and the Contractor each binds themselves, their partners, successors, assigns and legal representatives to the other Party hereto and to partners, successors, assigns and legal representatives of such other Party in respect to all covenants, contracts and obligations contained in the Contract. Neither Party to the Contract shall assign the Contract or sublet it in whole or part without the written consent of the other, nor shall the Contractor assign any monies due or to become due to it hereunder, without the previous written consent of the Successor Agency. Any attempted assignment of this Contract without the written consent of both Parties is void.

9. Warranties.The Contractor guarantees work performed at the location from defective workmanship for a period of one (1) year following completion of the project.

If within one (1) year after the date of completion of the Contract, any of the work is found to be defective or not in accordance with the Contract, the Contractor shall correct it promptly after receipt of a written notice from the Successor Agency to do so, at the Contractor’s expense. This obligation shall survive termination of the Contract. The Successor Agency shall give notice promptly after discovery of the condition.

10. Termination.Notwithstanding any other provisions of this Contract, this Contract may be terminated as follows:

10.1If the Contractor becomes insolvent; that is, it has ceased to pay its debts in the ordinary course of business or cannot pay its debts as they become due, whether or not it has committed an act of bankruptcy, and whether or not insolvent within the meaning of the federal Bankruptcy law, then, the Successor Agency may, without prejudice to any other right or remedy and after giving the Contractor three (3) days written notice, terminate this Contract.

10.2 If the Contractor persistently or repeatedly refuses or fails, except in cases for which extensions of time are provided, to supply enough properly skilled workers, property or material, or if it fails to make prompt payment to subcontractors or for materials or labor, or it persistently disregards laws, ordinances, rules, regulations or orders of any public authority having jurisdiction, then, the Successor Agency may, without prejudice to any other right or remedy and after giving the Contractor three (3) days written notice, terminate this Contract.

10.3 If either Party fails to perform or breaches any material obligation under this Contract, then, the non-breaching Party may, without prejudice to any other right or remedy and after giving the three (3) days written notice, terminate this Contract.

If the Successor Agency gives notice of termination, Contractor shall cease immediately all work in progress unless otherwise directed in writing by the Successor Agency. Upon termination Contractor shall furnish to the Successor Agency a final invoice for work performed to the date of the termination.

11. Ownership of Documents/Property.All electronic and hardcopy data, reports, documents, records, plans, discs, diskettes or other materials (“Documents”) prepared, developed or discovered by or provided to Contractor during the course of providing work pursuant to this Contract and equipment/property installed shall be the property of the Successor Agency, whether or not the work is completed.

12. Force Majeure.In the event that performance by either Party is rendered impossible (permanently or temporarily) due to acts of war, acts of terrorism, fires, floods, epidemics, quarantine restrictions, or other natural occurrences, strikes, work slowdowns, lockouts (other than lockout by Contractor or any of Contractor’s subcontractors), or other similar acts to those described above or other Professional Services Agreement – Pacific Hauling and Construction Dirt Removal for Successor Agency-owned Properties
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causes beyond the reasonable control of such Party, and without fault or negligence, said event shall excuse performance by such Party, or in the case of temporary impossibility, shall excuse performance only for a period commensurate with the period of impossibility. Notwithstanding the foregoing, Successor Agency shall have the right to terminate this Contract upon any event that renders performance impossible. In such case, Successor Agency shall be responsible for payment of all expenses incurred to the point at which this Contract is terminated.

13. Notice.All notices, demands or requests to be given under this Contract shall be given in writing and conclusively shall be deemed received when: (a) delivered personally or via reputable delivery service (e.g. FedEx, etc.) or (b) on the fifth (5 th) calendar day after the deposit thereof in the United States mail, postage prepaid and addressed as hereinafter provided, or (c) one business day after sent by facsimile transmission.

To Contractor: Pacific Hauling and Construction
Attn: Leon Azulay, Project Manager
15733 Hart Street
Van Nuys, CA 91406
(818) 946-8808
To Successor Agency: Successor Agency of the City of Compton 205 South Willowbrook Avenue
Compton, California 90220
Attn: Community Development Director, Cecil
Flournoy
(310) 605- 5509
(310) 605-5598– fax.

With copy to: Successor Agency of Compton
205 South Willowbrook Avenue
Compton, California 90220
Attn: Executive Director
In the event of any change of address, the moving Party is obligated to notify the other Party of the change of address in writing. Each Party may amend, supplement and update the notice list to add, delete or replace any listed individuals; however, the amendment must be in writing.

14. Contractor’s Books and Records.Contractor shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to the work, work expenditures and disbursement charges to the Successor Agency for the period and to the extent required by laws relating to audits of public agencies and their expenditures.

Contractor shall maintain all documents and records which demonstrate performance under this Contract for the period and to the extent required by laws relating to audits of public agencies and their expenditures.

Any records or documents required to be maintained pursuant to this Contract shall be made available for inspection or audit, at any time during regular business hours, upon written request by the Successor Agency or a designated representative. Copies of such documents shall be provided to the Successor Agency, at its expenses, for inspection when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at Contractor’s address indicated for receipt of notices in this Contract.

15. Examination and Audit.This Contract shall be subject to examination and audit of the Successor Agency, State Auditor of the State of California and/or any duly authorized representative of Professional Services Agreement – Pacific Hauling and Construction Dirt Removal for Successor Agency-owned Properties
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the federal government, at the request of the Successor Agency, or as part of any audit of the Successor Agency, for a period of three (3) years, or longer if required by law, after final payment under this Contract.

16. Waivers.The waiver by either Party of any breach or violation of any term, covenant, or condition of this Contract or of any applicable law will not be deemed to be a waiver of such term, covenant, condition or law or of any subsequent breach or violation of same or of any other term, covenant, condition or law. The acceptance by either Party of any fee or other payment which may become due under this Contract will not be deemed to be a waiver of any preceding breach or violation by the other Party of any term, covenant, or condition of this Contract or any applicable law.

17. Entire Contract/Amendments.The Executive Director, in consultation with General Counsel, may approve non-material amendments that do not increase the not-to-exceed compensation, do not extend the term, and do not materially change scope. Any amendment that increases compensation, extends the term, or materially changes scope requires Board approval.”.

18. General Provisions.

18.1 Governing Law and Severability.This Contract shall be governed by and construed under the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Los Angeles.

Should any part of this Contract be declared by a final decision by a court or tribunal of competent jurisdiction to be unconstitutional, invalid, or beyond the authority of either Party to enter into or carry out, such decision shall not affect the validity of the remainder of this Contract, which shall continue in full force and effect, provided that the remainder of this Contract, absent the unexcised portion, can be reasonably interpreted to give effect to the intentions of the Parties.

18.2 Federal and State Withholding Taxes.Contractor shall be responsible for paying when due all federal and state income withholding taxes for all earning under this Contract. Contractor agrees to indemnify Successor Agency for any claims, costs, losses, fees, penalties, interest, or damages suffered by Successor Agency resulting from Contractor’s failure to comply with this provision. Contractor shall be responsible for paying all federal and state income withholding taxes for all earning under this Contract.

18.3 Independent Contractor. Contractor, its officers, employees, subcontractors, agents and volunteers (collectively hereinafter the “Contractor”), is a wholly independent Contractor and not an officer, employee, subcontractor or agent of the Successor Agency of Compton, and is not authorized to act on behalf of the Successor Agency. Neither the Successor Agency nor any of its officers, employees, agents or volunteers shall have any control over the conduct of the Contractor, except as expressly set forth in this Contract. Contractor expressly warrants that while engaged in carrying out and complying with any terms and conditions of this Contract that Contractor shall not at any time or in any manner, represent that Contractor is in any manner, officers, employees, agents or volunteers, joint venture or partner of the Successor Agency. Contractor shall obtain no rights to retirement, health care or any other benefit that accrue to Successor Agency officials, officers, or employees. Contractor expressly waives any claim to such rights. Contractor will not be eligible for any employee benefits, nor will Successor Agency make deductions from any amounts payable to Contractor of taxes or insurance. All payroll and employment taxes, insurance, and benefits shall be the sole responsibility of Contractor. Contractor retains the right to provide services for others during the term of this Contract.

18.4 Covenants Against Contingent Fees.Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Contract, and that Contractor has not paid or agreed to pay any company or person, Professional Services Agreement – Pacific Hauling and Construction Dirt Removal for Successor Agency-owned Properties
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other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Contract. For breach or violation of this warranty, Successor Agency will have the right to terminate this Contract for nonperformance, or, in its discretion, to deduct from the Contract price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee.

18.5 Prohibition Against Employment Discrimination.During the performance of this Contract, the Contractor will not discriminate against any employee or applicant for employment because of race, color, gender, marital status, ethnicity, religion, age or medical condition as set forth in the California Labor Code Section 177.6, Government Code, Title VII of the Civil Rights Act and the Civil Rights Act of 1991 and any amendments to the above. Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoffs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor; state that all qualified applicants will receive consideration for employment without regard to race, color, gender, marital status, ethnicity, religion, age or medical condition.

In the event of the Contractor’s noncompliance with the nondiscrimination clauses of this Contract or with any of such rules, regulations or orders, this Contract may be canceled, terminated or suspended in whole or part and the Contractor may be declared ineligible for further Government contracts and such other sanctions may be imposed and remedies invoked as provided by law.

18.6 Prevailing Wage Requirements.Contractor’s duty to pay State prevailing wages can be found under California Labor Code Section 1770 et seq. and the penalties for failure to pay prevailing wages and employ apprentices including forfeitures and debarment can be found in California Labor Code Sections 1775 and 1777.7, as such wage rates are amended from time to time. It is the Contractor’s responsibility to ensure payment of prevailing wages and inform all subcontractors that prevailing wage requirements apply to this Project from commencement of the Contract through completion of the work.

18.7 Employment Eligibility.Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to the Immigration Reform and Control Act of 1986, as may be amended from time to time. Contractor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Contract, and shall not violate any such law at any time during the term of this Contract. To the same extent and under the same conditions as Contractor, Contractor shall require all of its subcontractors performing any work relating to this Project or this Contract to make the verifications and comply with all requirements and restrictions provided herein.

The Successor Agency shall not be responsible for any costs or expenses related to Contractor’s compliance with the requirements provided for in this section. Should Contractor employ undocumented aliens for the performance of work covered by this Contract, and should any liability or sanctions be imposed against the Successor Agency for such use of undocumented aliens, Contractor hereby agrees to and shall reimburse Successor Agency for the cost of all liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by Successor Agency.

18.8 Licenses.Contractor verifies that it possesses all required “Class” Contractor’s License(s) adequate to perform the work herein described and that all subcontractors of Contractor have equivalent licenses for their specific trades. Contractor further verifies that it and its subcontractors are registered with the California Department of Industrial Relations (“DIR”) to perform public work under the Labor Code, if applicable to the work.

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18.9 Permits.Contractor understands and assumes all risk and sole responsibility, without any adjustment to the Contract Price or Contract Time, for obtaining all permits, licenses and approvals that may be necessary for the Project to be completely performed and ready for acceptance or occupancy by Successor Agency.

Prior to or at the time of execution of this Contract, the Contractor, and all Contractor’s subcontractors, shall obtain and maintain all licenses, permits, and approvals required to conduct business within the City of Compton, including a valid City business license as required by Compton Municipal Code Section 9-1.2.”

19. Miscellaneous.Contractor and Successor Agency acknowledge that the terms of this Contract have been mutually negotiated and that such documents shall not be interpreted against either Successor Agency or Contractor on the basis that either Party was responsible for or in control of the drafting of such documents.

Should either Party hereto, or any representative, successor or assign of either Party hereto, resort to litigation to enforce the provisions of this Contract, the Party or Parties prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to recover its or their reasonable attorney’s fees and costs in such litigation from the Party or Parties against whom enforcement is sought.

IN WITNESS WHEREOF, Contractor has executed this Contract, and the Successor Agency, by its Successor Agency Executive Director, who is authorized to do so, has executed this Contract.

PACIFIC HAULING AND CONSTRUCTION
By: _______________________
Name: Leon Azulay
Title: Project Manager
Date: _____________________

SUCCESSOR AGENCY TO THE COMMUNITY

REDEVELOPMENT AGENCY OF THE CITY OF COMPTON
By: _______________________
Name: Willie A. Hopkins
Title: Executive Director
Date: _____________________
Approved as to form: ATTEST:

By: _______________________ By: ______________________
Name: Janene McIntyre Name: Satra D. Zurita
Title: General Counsel Title: Secretary
Date: _____________________ Date: _____________________

May 12, 2026
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: CITY MANAGER
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A COST

SHARING AGREEMENT WITH THE CITY OF CARSON FOR STREET

IMPROVEMENTS ON CENTRAL AVENUE BETWEEN WEST

CALDWELL STREET AND KONA DRIVE IN THE AMOUNT OF
$874,908.13

SUMMARY
Approval of the proposed Resolution will authorize the City of Compton to enter into a cost sharing agreement with the City of Carson for the reconstruction and resurfacing of Central Avenue along a segment that traverses the jurisdictional boundary of both cities.

The agreement allows the City of Compton to administer design, construction, inspection, and project management activities for the shared roadway segment, while the City of Carson reimburses its proportionate share of project costs. This coordinated approach ensures continuity of improvements, cost efficiency, and minimized disruption to the public.

BACKGROUND
In September 2015, the Los Angeles County Metropolitan Transportation Authority (LACMTA) authorized grant funding for the Central Avenue Regional Commuter Bikeway Project as part of its 2015 Call for Projects program. Subsequently, on July 24, 2018, the City Council approved Resolution No. 24,821, authorizing execution of a Local Transportation Funding Agreement with LACMTA in the amount of $1,800,307 to advance the project.

The Central Avenue Regional Commuter Bikeway Project extends approximately 3.2 miles from Kona Drive to El Segundo Boulevard and is intended to enhance safety, promote non-motorized transportation, and improve overall roadway conditions along the corridor. Project elements include buffered bike lanes, traffic separators, bike boxes at signalized intersections, pedestrian lighting, sidewalk improvements, and upgraded roadway pavement.

A portion of Central Avenue, between West Caldwell Street and Kona Drive, is jurisdictionally shared between the City of Compton and the City of Carson. The roadway segment within and adjacent to Carson’s jurisdiction needs substantial rehabilitation. Improvements proposed within this segment include pavement

18.18.18.18. Staff Report – Cost Sharing Agreement with the City of Carson for Street Improvements on Central Avenue between West Caldwell Street and Kona Drive May 12, 2026, Page 2 of 3
resurfacing, curb and gutter repairs, ADA-compliant sidewalk and curb ramp upgrades, and associated roadway appurtenances to current standards. While Carson’s jurisdiction is primarily within the southbound lanes, improvements are constructed as a unified curb-to-curb roadway section to ensure integrity and consistent pavement performance.

City of Carson Cost Sharing Agreement
To efficiently deliver improvements across the shared corridor, City staff engaged with the City of Carson in 2025 to develop a cost sharing framework. The proposed agreement establishes the City of Compton as the lead agency for design, bidding, construction administration, inspection, materials testing, and overall project management. The City of Carson will reimburse the City of Compton for Carson’s proportionate share of construction costs attributable to improvements within its jurisdiction, including applicable resurfacing work, permits, and mitigation measures.

The estimated total construction cost for the Central Avenue Improvements is $5,578,951.63 of which the City of Carson’s fair-share contribution is $874,908.13. This estimate is consistent with current engineering cost benchmarks for comparable roadway rehabilitation projects. By consolidating work under a single construction contract, both jurisdictions benefit from economies of scale, streamlined administration, and reduced construction duration. A single construction contract also allows both cities to coordinate schedules and avoid repeated construction activities on the same roadway segment.

STATEMENT OF ISSUE
Improving Central Avenue through a unified construction effort provides a clear public benefit. Coordinated pavement rehabilitation across jurisdictional boundaries eliminates redundant mobilization costs, minimizes traffic disruptions, and results in a uniform roadway surface from curb to curb. Entering into a cost sharing agreement with the City of Carson allows both cities to advance long-term infrastructure goals while conserving staff resources and public funds.

City Council authorization is required to enable the City Manager to execute the cost sharing agreement, including any necessary non-substantive amendments, for street improvements on Central Avenue between West Caldwell Street and Kona Drive. Any amendments to the agreement shall be non-material in nature and subject to approval by the City Attorney.

ALTERNATIVE
No viable alternative is recommended. Proceeding independently would result in fragmented construction, increased costs, and greater inconvenience to the public.

Staff Report – Cost Sharing Agreement with the City of Carson for Street Improvements on Central Avenue between West Caldwell Street and Kona Drive May 12, 2026, Page 3 of 3

FISCAL IMPACT
Approval of the cost sharing agreement does not create a direct fiscal impact to the City’s General Fund. Project costs will be proportionately allocated and funded as part of the approved construction budget. A summary of estimated costs is provided below:

Item Description City of Compton City of Carson Total Budget Estimated Construction Cost $4,704,043.50 $874,908.13 $5,578,951.63 Construction Contingency (10%) $ 470,404.35 N/A $ 470,404.35 Design Services Included Included N/A
Total Estimated Budget $5,174,447.85 $874,908.13 $6,049,355.98 Funds will be allocated and administered in accordance with the construction phase of the project.

RECOMMENDATION
Staff recommends that the City Council adopt the attached Resolution authorizing the City Manager to execute the cost sharing agreement with the City of Carson for street improvements on Central Avenue between West Caldwell Street and Kona Drive, in the amount of $874,908.13.

JACK H. GONG, P.E., SE, PMP

CITY ENGINEER
APPROVED FOR FORWARDING:

JERRY GROOMES

ACTING CITY MANAGER
RESOLUTION NO. ___________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A COST SHARING

AGREEMENT WITH THE CITY OF CARSON FOR STREET IMPROVEMENTS ON

CENTRAL AVENUE BETWEEN WEST CALDWELL STREET AND KONA DRIVE IN THE AMOUNT OF $874,908.13
WHEREAS,the City of Compton is undertaking the Central Avenue Regional Commuter Bikeway / Street Improvement Project (the “Project”), which includes street and active transportation improvements along Central Avenue; and WHEREAS,as part of the 2015 Call for Projects, the Los Angeles County Metropolitan Transportation Authority (“LACMTA”), at its meeting on September 24, 2015, authorized grant funding for the Project, subject to the terms and conditions of the applicable funding agreement; and
WHEREAS, on July 24, 2018, pursuant to Resolution No. 24,821, the City Council authorized the City Manager to enter into a Local Transportation Funding Agreement with LACMTA in the amount of $1,800,307 to advance the Project; and WHEREAS, the Project extends approximately 3.2 miles along Central Avenue from Kona Drive on the south to El Segundo Boulevard on the north and is intended to enhance safety, improve roadway conditions, and support non-motorized transportation; and
WHEREAS,a portion of Central Avenue between West Caldwell Street and Kona Drive is jurisdictionally shared between the City of Compton and the City of Carson and is in need of significant rehabilitation; and
WHEREAS,while the City of Carson’s jurisdiction is primarily within the southbound lanes of this segment, the proposed improvements are designed and constructed curb-to-curb as a unified roadway section to ensure structural integrity, consistent pavement performance, and public safety; and WHEREAS,the proposed improvements include pavement resurfacing, curb and gutter repairs, ADA-compliant sidewalk and curb ramp upgrades, and related roadway appurtenances to meet current standards; and
WHEREAS,in 2025, City staff engaged with the City of Carson to develop a cost sharing agreement that allows the City of Compton to act as the lead agency for design, bidding, construction administration, inspection, materials testing, and overall project management for the shared roadway segment; and
WHEREAS, pursuant to the cost sharing agreement, the City of Carson will reimburse the City of Compton for Carson’s fair-share portion of the construction costs attributable to improvements within Carson’s jurisdiction, including applicable resurfacing work, permits, and mitigation measures; and WHEREAS, the total estimated construction cost for the shared segment is $5,578,951.63 of which the City of Carson’s fair-share contribution is estimated at $874,908.13, an amount consistent with current engineering cost benchmarks for comparable roadway rehabilitation projects; and
WHEREAS,coordinated implementation of the Project under a single construction contract will minimize public inconvenience, reduce overall project costs, streamline administration, and allow both cities to coordinate construction schedules on a shared roadway corridor; and
RESOLUTION NO.___________
PAGE 2
WHEREAS,City Council authorization is required in order for the City Manager to enter into a cost sharing agreement with the City of Carson for the street improvements on Central Avenue between West Caldwell Street and Kona Drive.

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

SECTION 1.That the City Manager, upon review and approval as to form by the City Attorney, is hereby authorized to execute a cost sharing agreement with the City of Carson in the amount of $874,908.13 for the design, construction engineering and inspection, project management, and administration of street improvements on Central Avenue between West Caldwell Street and Kona Drive.

SECTION 2.That the City Manager is further authorized to execute non-material amendments to the cost sharing agreement, provided that such amendments are reviewed and approved by the City Attorney and do not increase the City of Compton’s financial obligations.

SECTION 3.That the City Council finds that there is a public benefit to improving the entire width of the street from curb to curb and to applying a common construction strategy on a single roadway segment where jurisdictional boundaries divide ownership.

SECTION 4.That the City Council further finds that the City of Compton and the City of Carson share a mutual interest in coordinating street improvements on shared roadways to promote efficiency, safety, and prudent use of public funds.

SECTION 5.That a copy of this Resolution shall be filed in the offices of the City Manager, City Controller, City Clerk, City Attorney and the Public Works Engineering Department.

SECTION 6.That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this 12th day of MAY, 2026.
________________________________

EMMA SHARIF

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON
RESOLUTION NO.___________
PAGE 3

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
CITY OF COMPTON: ss
I, Satra D. Zurita, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council, signed by the Mayor and attested by the City Clerk at a regular meeting thereof held on the 12 TH day of MAY, 2026.

That said Resolution was adopted by the following vote to wit:

AYES: COUNCIL MEMBERS-
NOES: COUNCIL MEMBERS-
ABSENT: COUNCIL MEMBERS-
ABSTAIN:COUNCIL MEMBERS-
___________________________________
SATRA D. ZURITA

CITY CLERK OF THE CITY OF COMPTON
01007.0006/998727.1
1 SHARED COST AGREEMENT FOR SOUTH CENTRAL AVENUE IMPROVEMENTS

BETWEEN THE CITY OF COMPTON AND THE CITY OF CARSON
THIS SHARED COST AGREEMENT (“AGREEMENT”) is made as of the ____ day of ____________ 2026, by and between the City of Carson, a municipal corporation (“CARSON”) and the City of Compton, a municipal corporation (“COMPTON”). CARSON and COMPTON are sometimes referred to individually as “PARTY” and collectively as “PARTIES” herein.

RECITALS
WHEREAS, South Central Avenue, between 570 feet south of West Caldwell Street to Kona Drive, is partially or fully within CARSON’s jurisdictional boundaries and South Central Avenue, between 570 feet south of West Caldwell Street to Kona Drive, is partially within COMPTON’s jurisdictional boundaries, and all referenced street segments are in need of rehabilitation. These street sections are in need of street resurfacing, and partial replacement of concrete sidewalks, curb and gutters, driveway approaches, curb ramps, traffic signage and striping; and
WHEREAS, COMPTON is willing to include that portion of South Central Avenue, between 570 feet south of West Caldwell Street to Kona Drive, as part of the street portions of its street resurfacing project commonly known as Central Avenue Regional Commuter Bikeway/Street Improvement Project, CIP# 2018-9530 (“PROJECT”); and WHEREAS, CARSON is willing to share the costs of the PROJECT that lies within its jurisdiction; and
WHEREAS, COMPTON will be solely responsible for the bidding process, award, inspection and administration of the construction of the PROJECT.

NOW, THEREFORE, in consideration of the mutual promises, covenants, and conditions herein contained, the PARTIES agree as follows:

A. DEFINITIONS

1. CONTRACTOR is the contractor that will perform and complete the PROJECT in accordance with the specifications issued by COMPTON.

2. JURISDICTION as referred to in this AGREEMENT is the area within the geographical boundaries of CARSON and COMPTON.

3. PROJECT COSTS as referred to in this AGREEMENT shall consist of the sum of CARSON’s fair share of the street resurfacing work for the PROJECT and COMPTON’s fair share of the street resurfacing work for the PROJECT.

01007.0006/998727.1
2 4. PUBLIC WORKS CONTRACT is the agreement between
COMPTON and the CONTRACTOR that will be responsible for completion of the PROJECT.

B. CARSON AGREES:

1. To pay CARSON’s fair share of the street resurfacing work for the PROJECT within sixty (60) days of receipt from COMPTON of the invoiced amounts, which CARSON shall reasonably approve in a timely manner.

2. Upon submission of all required applications and payment of all applicable fees, to issue to the CONTRACTOR all necessary permits required to perform and complete CARSON’s portion of the PROJECT based on any applicable construction plans approved by CARSON.

3. To be financially responsible for disposal and/or mitigation measures, if necessary, should any hazardous materials, chemicals, or contaminants be encountered during construction of PROJECT within CARSON’s JURISDICTION.

C. COMPTON AGREES:

1. To include the CARSON portion of the PROJECT as a part of the PROJECT plans and specifications and to perform the contract administration, which may include actual construction, construction inspection and engineering, materials testing, construction survey and all other work necessary to complete PROJECT.

2. To solicit PROJECT for construction bids, award and administer the construction contract, perform contract administration for the PROJECT, do all things necessary and proper to complete PROJECT, and act on behalf of CARSON in all negotiations pertaining thereto.

3. To accept payment of CARSON’s fair share of the street resurfacing work for the PROJECT.

4. To finance COMPTON’s fair share of the street resurfacing work for the PROJECT.

5. To perform the contract administration, which shall include actual construction, construction inspection and engineering, materials testing, construction survey and all other work necessary to complete PROJECT.

6. To use its best efforts to complete the PROJECT within the engineer’s estimates set forth in or otherwise incorporated into the PUBLIC WORKS CONTRACT (“Engineer’s Estimates”), as will be approved by CARSON. CARSON acknowledges that the PROJECT costs may result in the actual costs for which CARSON is responsible exceeding the Engineer’s Estimates approved by CARSON. 01007.0006/998727.1
3 7. To require CONTRACTOR to indemnify and defend CARSON in the same manner that COMPTON is indemnified by CONTRACTOR under the PUBLIC WORKS CONTRACT. COMPTON shall require CONTRACTOR to name both COMPTON and CARSON as additional insureds on all insurance policies, including endorsements which CONTRACTOR obtains related to the PROJECT (“Insurance Policies”). Any Insurance Policies shall be regarded as primary insurance underlying any other insurance available to CARSON.

8. To be financially responsible for disposal and/or mitigation measures, if necessary, should any hazardous materials, chemicals, or contaminants be encountered during construction of PROJECT within COMPTON’s JURISDICTION.

9. To comply with all applicable Federal, State, and local laws, rules, and ordinances in the performance of this AGREEMENT.

10. In the event that a preliminary stop notice, stop payment notice, and/or action to enforce a stop payment notice is filed on the PROJECT, to provide CARSON with a copy of same within three (3) business days. COMPTON shall be responsible for withholding the funds in compliance with Civil Code § 9350 et seq.

11. To furnish CARSON within one hundred eighty (180) calendar days after final payment to CONTRACTOR a final accounting of the actual cost of the PROJECT, including an itemization of actual unit costs and actual quantities for PROJECT.

D. IT IS MUTUALLY UNDERSTOOD AND AGREED AS FOLLOWS:

1. The fair share of construction costs for the PROJECT is currently estimated to be $874,908.13 for CARSON and $4,704,043.50 for COMPTON. Prior to commencing work, COMPTON shall provide to CARSON a detailed good faith estimate of COMPTON’s PROJECT costs and obtain CARSON’s approval of the same from its Director of Public Works prior to proceeding forward with the CARSON portion. Upon submission of all required applications and payment of all applicable fees, CARSON agrees to issue to CONTRACTOR all necessary permits required to perform and complete CARSON’s portion of the PROJECT based on any applicable construction plans approved by CARSON.

2. That if at final accounting CARSON’s fair share of the construction cost is less than the stated amount in this AGREEMENT, COMPTON shall refund the difference to CARSON without further action by CARSON.

3. COMPTON shall not accept the PROJECT as complete without consulting with and obtaining the consent of CARSON. From and after the completion of CARSON’s portion, COMPTON shall not be responsible for any costs including but not limited to maintenance costs associated with CARSON’s portion. 01007.0006/998727.1
4 4. The representatives of the respective PARTIES who are primarily responsible for the administration of this AGREEMENT, and to whom formal notices, demands and communications shall be given, are as follows:

The principal representative of the City of Compton shall be:

John D. Strickland, Jr., Project Manager
205 South Willowbrook Avenue
Compton, CA 90220
(310) 605-5505
The principal representative of the City of Carson shall be:

Dr. Arlington C. Rodgers, Jr., Director of Public Works 701 East Carson Street
Carson, CA 90745
(310) 847-3520

5. Pursuant to Section 895.4 of the Government Code, each PARTY (the “Indemnifying Party”) agrees to defend, indemnify and hold harmless the other PARTY and its officers, agents and employees, and each of them (“the Indemnified Party”), from and against any and all liability, loss, expense, attorneys' fees, or claims for injury or damages arising from negligent or wrongful acts or omissions of the Indemnifying Party or its officers, agents, or employees in the performance of this AGREEMENT, but only in proportion to and to the extent such liability, loss, expense, attorneys' fees, or claims for injury or damages are caused by or result from the negligent or wrongful acts or omissions of the Indemnifying Party, its officers, agents, or employees.

6. Disputes regarding the interpretation or application of any provisions of this AGREEMENT shall, to the extent reasonably feasible, be resolved through good faith negotiations between the PARTIES.

7. This AGREEMENT is covered by the laws of the State of California.

Any action relating to this AGREEMENT, whether in law or in equity, must be filed in the Los Angeles Superior Court, Southeast Judicial District.

8. To the extent that COMPTON has the right under the PUBLIC WORKS CONTRACT or otherwise at law to terminate the PUBLIC WORKS CONTRACT and/or replace the CONTRACTOR, COMPTON reserves the right to do so at any time and for any reason, but shall consult with CARSON before finalizing a decision to terminate the PUBLIC WORKS CONTRACT or replace the CONTRACTOR.

9. To the extent that COMPTON has the right under the PUBLIC WORKS CONTRACT or otherwise at law to temporarily suspend or permanently abandon 01007.0006/998727.1
5 the PROJECT, COMPTON shall consult with CARSON before finalizing any decision to suspend or abandon the PROJECT.

10. The terms, conditions, and provisions hereof shall extend to and be binding upon the PARTIES hereto, their successors and assigns. COMPTON may not transfer or assign this AGREEMENT without CARSON’s prior written consent, which consent shall not be unreasonably withheld.

11. If any legal action, or any arbitration or other proceeding is initiated for the enforcement of this AGREEMENT, or because of any alleged dispute, breach, default or misrepresentation in connection with any of the provisions of this AGREEMENT, the successful or prevailing PARTY shall be entitled to recover reasonable attorneys' fees, witness fees and other costs incurred in that action or proceeding, in addition to any other relief to which it may be entitled.

12. It is not intended by this AGREEMENT to create any third-party beneficiaries herein or to authorize any person not a party to this AGREEMENT to maintain any suit, claim, or action under the AGREEMENT.

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01007.0006/998727.1
6 IN WITNESS THEREOF, the PARTIES hereto have accepted, made, and executed this AGREEMENT upon the terms, conditions, and provisions above stated, the dates hereinafter respectively set forth.

CITY OF COMPTON:
_____
Jerry Groomes, Interim City Manager
ATTEST:

Satra D. Zurita, City Clerk
APPROVED AS TO FORM:

City Attorney
CITY OF CARSON:
_____
David C. Roberts, Jr., City Manager
ATTEST:
_____
Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:
_____
Sunny K. Soltani, City Attorney
[rjl]

VICINITY MAP

LOCATION MAPNTS

CENTRAL AVENUE

KONA DRIVE

EL SEGUNDO BLVD
SHEET 2SHEET 1AREA BELONGING TO THE CITY OF COMPTON AND CARSON

COMPTON/WOODELYAIRPORT

CITY OF COMPTONCITY OF CARSON

PROJECT LIMIT

PROJECT LIMIT