Cudahy City Council
November 7, 2023

AGENDA

A REGULAR MEETING

OF THE CUDAHY CITY COUNCIL
and JOINT MEETING of the
CITY OF CUDAHY AS SUCCESSOR AGENCY and HOUSING SUCCESSOR AGENCY

TO THE CUDAHY DEVELOPMENT COMMISSION
Tuesday, November 7, 2023 – 6:30 P.M.

Written materials distributed to the City Council within 72 hours of the City Council meeting shall be available for public inspection at www.cityofcudahy.com In compliance with the Americans with Disabilities Act (ADA) if you need special assistance to participate in this meeting, you should contact the City Clerk’s Office at (323) 773-5143 at least 72 hours in advance of the meeting.

Rules of Decorum
Under the Government Code, the City Council may regulate disruptive behavior that impedes the City Council Meeting.

Disruptive conduct may include, but is not limited to:
• Screaming or yelling during another audience member’s public comments period; • Profane language directed at individuals in the meeting room; • Throwing objects at other individuals in the meeting room; • Verbal altercations with other individuals in the meeting room; and • Going beyond the allotted three-minute public comment period granted.

When a person’s or group’s conduct disrupts the meeting, the Mayor or presiding officer will request that the person or group stop the disruptive behavior and WARN the person or group that they will be asked to leave the meeting room if the behavior continues.

If the person or group refuses to stop the disruptive behavior, the Mayor or presiding officer may order the person or group to leave the meeting room and may request that those persons be escorted from the meeting room. Any person who, without authority of law, willfully disturbs or breaks up a City Council meeting is guilty of a misdemeanor. (Pen. Code, § 403.)
Daisy Lomelí, Mayor
Jose R. Gonzalez, Vice Mayor
Elizabeth Alcantar, Council Member
Martin U. Fuentes, Council Member
Cynthia Gonzalez, Council Member
This meeting will be conducted in
person, telephonically, and
electronically.

Council Chambers/Bedwell Hall
5240 Santa Ana Street
Cudahy, CA 90201
Teleconference Phone Number:
1 (669) 900-6833
Meeting ID: 898 3260 9423
https://us06web.zoom.us/j/89832609423

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
November 7, 2023, at 6:30 P.M.

1. CALL TO ORDER

2. ROLL CALL
Council / Agency Member Gonzalez
Council / Agency Member Fuentes
Council / Agency Member Alcantar
Vice Mayor / Vice Chair Gonzalez
Mayor / Chair Lomelí

3. APPROVAL OF AGENDA

4. PLEDGE OF ALLEGIANCE

5. LAND ACKNOWLEDGMENT
We would like to acknowledge that the land we inhabit today was once known as Tovangaar, the home of the Gabrieleño-Tongva people. We show our respects to the Gabrieleño-Tongva people, as well as all Indigenous people, past, present, and future, and honor their labor as original caretakers of this land. We commit to uplifting the Gabrieleño-Tongva people, invite you to acknowledge the history, and join us in caring for this land.

6. PRESENTATIONS
A. Strategic Plan Update

7. PUBLIC COMMENTS
(Each member of the public may provide a public comment in person, telephonically or electronically.

In person participants must submit one comment card if they wish to address the City Council. Only speakers that submit a comment card within the first 20 minutes of the meeting will be permitted to speak. Remote participants may provide public comment by clicking the hand icon on Zoom or pressing star (*) nine (9) on the telephone, if they wish to address the City Council. Members of the public are permitted to speak for three (3) minutes concerning items under the City Council’s jurisdiction, including items on the council agenda.)
(Any person who, without authority of law, willfully disturbs or breaks up a City Council meeting is guilty of a misdemeanor. (Pen. Code, § 403).)

8. CITY COUNCIL COMMENTS / REQUESTS FOR AGENDA ITEMS (Each Council Member is limited to three minutes.)
(This is the time for the City Council / Agency to comment on any topics related to “City Business,” including announcements, reflections on city / regional events, response to public comments, suggested discussion topics for future council meetings, general concerns about particular city matters,

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
November 7, 2023, at 6:30 P.M.

questions to the staff, and directives to the staff (subject to approval / consent of the City Council majority members present, regarding staff directives). Each Council / Agency Member will be allowed to speak for a period not to exceed three (3) minutes. Notwithstanding the foregoing, the City Council Members shall not use this comment period for serial discussions or debate between members on City business matters not properly agendized. The City Attorney shall be responsible for regulating this aspect of the proceeding.)

9. CITY MANAGER REPORT (information only)

10. REPORTS REGARDING AD HOC, ADVISORY, STANDING, OR OTHER COMMITTEE

MEETINGS

11. WAIVER OF FULL READING OF RESOLUTIONS AND ORDINANCES (Consideration to waive full text reading of all Resolutions and Ordinances by single motion made at the start of each meeting, subject to the ability of the City Council / Agency to read the full text of selected resolutions and ordinances when the item is addressed by subsequent motion.) (COUNCIL / AGENCY)
Recommendation: Approve the Waiver of Full Reading of Resolutions and Ordinances.

12. CONSENT CALENDAR
(Items under the Consent Calendar are considered routine and will be enacted by one motion, prior to the vote to approve the Consent Calendar, each Council Member shall have a maximum of three (3) minutes to comment on the Consent Calendar as a whole. There will be no separate discussion of these items unless a Council / Agency Member so requests specific item(s) be removed from the Consent Calendar for separate action. Items may only be considered as a separate action if either (1) a Council Member must recuse themselves due to a conflict of interest or (2) a Council Member has specific questions for City Staff. Items called for separate discussion will be heard as the next order of business.) A. Consideration to Review and Approve the Draft Minutes of October 17, 2023, for the Regular Meeting of the City Council and the Joint Meeting of the City of Cudahy as Successor Agency and Housing Successor Agency to the Cudahy Development Commission (page 9) Presented by the City Clerk
Recommendation: The City Council is requested to review and approve the City Council / Successor Agency Draft Minutes for October 17, 2023.

B. Approval of the Local Agency Investment Fund (LAIF) for the Month of September 2023 (page 23) Presented by the Finance Director

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
November 7, 2023, at 6:30 P.M.

Recommendation: The City Council is requested to approve the Local Agency Investment Fund (LAIF) Report for the month of September 2023 in the amount of $12,489,361.78.

C. Approval of the City Demands and Payroll Including Statement of Investment for the Month of September 2023 (page 27)
Presented by the Finance Director
Recommendation: The City Council is requested to approve the Demands and Payroll in the amount of $1,693,834.27 including the Statement of Investments for the month of September 2023.

13. PUBLIC HEARING – NONE

14. BUSINESS SESSION
A. Consideration to Adopt a Resolution of the City Council of the City of Cudahy, California (page 41) Presented by the Mayor
Recommendation: Consideration to Adopt Resolution No. 23-48:

A Resolution of the City Council of the City of Cudahy, California Affirming the City’s Support and Solidarity with the Palestinian People of Gaza and Support Rep. Cory Bush’s Congressional Resolution Calling for An Immediate De-Escalation and Cease-Fire in Israel and Occupied Palestine
B. Update and Discussion on the City’s Community Outreach and Information Campaign Pertaining to the Proposed Project at 5037 Patata Street (page 45) Presented by the Community Development Director
Recommendation: Staff recommends that the City Council of the City of Cudahy (the “City”):

1. Receive an update from Ugarte and Associates, LLC (“Consultant”) on outreach and information campaign pertaining to the proposed project at 5037 Patata Street, in the City of South Gate; and

2. Open public hearing to solicit testimony and comments; and

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
November 7, 2023, at 6:30 P.M.

3. Receive and file this report.

C. Authorizing Execution of An Agreement with Cudahy LF, LLC. Involving Real Property at 8221 – 8135 Atlantic Avenue (APNs 6224-022-900, 6224-022-901, 6224-022-902, 6224-022-903, & 6224-022- 904) (page 87)
Presented by the Community Development Director
Recommendation: Staff recommends that the City Council of the City of Cudahy (the “City”):

1. Adopt Resolution No. 23-49, authorizing the execution of an agreement between the City and Cudahy LF, LLC. (“Developer”) involving real property at 8221 – 8135 Atlantic Avenue. (APNs 6224-022-900, 6224-022-901, 6224-022-902, 6224-022-903, and 6224-022-904)
D. Approval of a Second Amendment Willdan Engineering to Provide Design Phase Engineering Services for the Cudahy Park Renovation Project (page 117) Presented by the Parks and Recreation Manager
Recommendation: The City Council is requested to approve a second amendment to Professional Services Agreement (PSA) with Willdan Engineering Inc. to provide additional design services for the preparation of PS&E (Plan, Specifications, and Estimates) for the Cudahy Park Renovation Project, not to exceed $96,400.00.

E. Consideration to Approve a Contract Services Agreement to Award Unlimited Environmental, Inc., for the 5256 & 5260 Elizabeth St (SITE 1) Demolition Project (page 231) Presented by the Public Works Director/City Engineer
Recommendation: The City Council is requested to:

1. Approve a Contract Services Agreement with Unlimited Environmental, Inc., the lowest responsive and responsible bidder, for an amount of $99,400.00 to undertake the 5256 & 5260 Elizabeth St (SITE 1) Demolition Project.

F. Consideration to Approve a Contract Services Agreement to Award American Pride Builders Co. for the Clara Park Improvement Project, 4835 Clara St, Cudahy, CA 90201 (page 289) Presented by the Public Works Director/City Engineer

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
November 7, 2023, at 6:30 P.M.

Recommendation: The City Council is requested to:

1. Approve a Contract Services Agreement with American Pride Builders Co., the lowest responsive and responsible bidder, for an amount of $205,730.00 to undertake the Clara Park Improvement Project, 4835 Clara St, Cudahy, CA 90201.

2. Adopt proposed Resolution No. 23-50 Augmenting the City of Cudahy Fiscal Year (FY 2023-2024 City Budget).

G. Approval of a Resolution to Authorize the City’s Representative to Vote to Terminate the EcoRapid Transit Joint Powers Authority (page 359) Presented by the Community Development Director
Recommendation: Staff recommends that the City Council of the City of Cudahy (the “City”):

1. Adopt Resolution No. 23-51, authorizing the City’s representative to vote to terminate the Orangeline Development Authority, dba EcoRapid Transit.

H. Consideration to Appoint Erica Dominguez to the Planning Commission (page 363) Presented by the City Clerk
Recommendation: The City Council is requested to appoint Erica Dominguez to the Planning Commission, Vice Mayor J. Gonzalez’s appointment.

I. Continued Consideration of a request from VM Evergreen, LLC for Forgiveness of Fees and Repayment Plan Request (page 381)
Presented by the Community Development Director
Recommendation: Staff is recommending the City Council consider the additional information requested from staff, consider comments from VM Evergreen, LLC, consider comments from members of the public and deny VM Evergreen’s request for forgiveness of fees and repayment plan.

15. COUNCIL DISCUSSION - NONE

16. CLOSED SESSION

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
November 7, 2023, at 6:30 P.M.

A. Closed Session Pursuant to Government Code § 54956.9(d)(2) – One Matter

17. CLOSED SESSION ANNOUNCEMENT

18. ADJOURNMENT
I, Richard Iglesias, hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City’s Website, City Hall, Clara Park, and Lugo Park not less than 72 hours prior to the meeting. A copy of said Agenda is on file in the City Clerk’sOffice.

Dated this 3rd day of November 2023
Richard Iglesias
City Clerk

Blank Page

“Serving the People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 1 of 2

STAFF REPORT
Date: November 7, 2023
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Richard Iglesias, City Clerk
Subject: Consideration to Review and Approve the Draft Minutes of October 17, 2023, for the Regular Meeting of the City Council and the Joint Meeting of the City of Cudahy as Successor Agency and Housing Successor Agency to the Cudahy Development Commission

RECOMMENDATION
The City Council is requested to review and approve the City Council / Successor Agency Draft Minutes for October 17, 2023.

BACKGROUND / ANALYSIS
On December 12, 2016, the City Council of the City of Cudahy adopted Resolution No. 16-38, approving the use of summary action minutes, meant to allow the City Clerk's Office to write the minutes in brief, assuring a record of Council's actions, due to having a recording of the full Council Meeting on the City’s website.

Historically
The Municipal Clerk is one of the oldest professions in government, dating back to 1272 A.D., originating in England. The record keeper then was called Remembrancer, an English official whose job was to remind the Lord Treasurer and Barons of Court, of business pending.

Years later, in the 1600s, when early colonists came to America, the office of the Clerk was one of the first offices to be established. Over the years, the City Clerk’s office has become the core for local government, and the liaison to the residents of the Community. The Municipal Clerk (City Clerk) is the record keeper of a City’s recorded history.

Item Number
12A

“Serving the People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 2 of 2
William Bennett Munro, a Canadian historian, and political scientist, who taught at Harvard University and the California Institute of Technology, stated in one of his first textbooks written: “No other office in municipal service has so many contacts. It serves the Mayor, the City Council, the City Manager (when there is one), and all administrative departments, without exception. All of them call upon it, almost daily, for some service or information. Its work is not spectacular, but it demands versatility, alertness, accuracy, and no end of patience.

The public does not realize how many loose ends of city administration this office pulls together.”
Moving forward to the present time, the City Clerk’s office today is generally responsible for keeping a record of City Council meetings; agreements; recordings of official documents; legal advertisements; municipal elections; commissions and committees current files; claims against the city; and other legal or official documents.

City Clerks are required to keep record of the proceedings (minutes) of Council meetings (Government Code Sections 36814 and 40801). Minutes are the official record of a meeting which provides a history of the Council’s decisions and actions.

CONCLUSION
The City Council is requested to approve the attached City Council / Agency Draft Minutes of the proceedings of October 17, 2023.

STRATEGIC PLAN CORRELATION
No correlation to the strategic plan.

FINANCIAL IMPACT
No Financial Impact.

ATTACHMENT
A. October 17, 2023, Minutes
B. Resolution No. 16-38, approving the City Clerk’s use of Summary Action Minutes as the Official Record of the City Council proceedings.

City Council/Successor Agency Minutes of 10/17/2023 Page 1 of 10

MINUTES
CUDAHY CITY COUNCIL REGULAR MEETING and
CITY OF CUDAHY AS SUCCESSOR AGENCY and

HOUSING SUCCESSOR AGENCY TO THE CUDAHY

DEVELOPMENT COMMISSION JOINT MEETING
October 17, 2023 6:30 P.M.

1. CALL TO ORDER
Mayor / Chair Lomelí called the meeting to order at 6:38 p.m.

2. ROLL CALL
PRESENT: Council / Agency Member Cynthia Gonzalez
Council / Agency Member Martin Fuentes
Council / Agency Member Elizabeth Alcantar
Vice Mayor / Vice Chair Jose R. Gonzalez (arrived at 8:34 p.m.) Mayor / Chair Daisy Lomelí
ABSENT: None
ALSO PRESENT: City Manager, Alfonso Noyola (virtually), City Attorney, Stephanie Arechiga, Assistant City Attorney, Paloma McEvoy, City Clerk, Richard Iglesias, Assistant City Clerk, Estefania Zamora, Finance Director, Joshua Calhoun, Community Development Director, Juan Arauz, Public Works Director, Aaron Hernandez, Administrative Services Director, Brenda Rodriguez, Building Official, Raul Diaz, Senior Planner, Cecilia Madrigal, and Executive Assistant to the City Manager, Janet Andrade, Maintenance Superintendent, Aurelio Trujillo (virtually), Administrative Analyst, Daniela Trujillo (virtually).

3. APPROVAL OF AGENDA
Motion: Council Member Fuentes motioned to approve the agenda as is, seconded by Council Member Alcantar. Motion passed 4-0-1 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, and Lomelí
NOES: None
ABSENT: J. Gonzalez
ABSTAIN: None

4. PLEDGE OF ALLEGIANCE
The Pledge of Allegiance was led by Council Member Fuentes Attachment A Page 11 of 616
City Council/Successor Agency Minutes of 10/17/2023 Page 2 of 10

5. LAND ACKNOWLEDGEMENT
The Land Acknowledgment was led by Council Member Alcantar.

We would like to acknowledge that the land we inhabit today was once known as Tovangaar, the home of the Gabrieleño-Tongva people. We show our respects to the Gabrieleño-Tongva people, as well as all Indigenous people, past, present, and future, and honor their labor as original caretakers of this land. We commit to uplifting the Gabrieleño-Tongva people, invite you to acknowledge the history, and join us in caring for this land.

6. PRESENTATIONS
A. Certificate of Recognition presented to Cudahy’s Resource Fair Participants B. East Los Angeles County Sheriff’s Department Annual Update C. Los Angeles County Fire Department Annual Update

7. PUBLIC COMMENTS
Brenda Caloca with California Department of Insurance thanked City Council for the certificate of recognition, mentioned she met with Council Member Fuentes and Mayor Lomeli, announced the services provided by the California Department of Insurance, Ricardo Lara being the elected Insurance Commissioner and provided her contact for future collaborations.

Omar Pichardo introduced himself, mentioned being with Consejo de Federaciones Mexicanas (COFEM), share their mission, requested a letter of support or resolution from the City Council to urge President Biden to use the executive order through the Antiquities Act to expand the National Monument, and invited City Council for a hike, and provided draft maps of San Gabriel Mountains.

Luiz Carmen Reyes mentioned the importance of accessibility to the San Gabriel Mountains, asked the City Council for a resolution to support, thanked Supervisor Barger for supporting the law regarding the San Gabriel Mountains and the expansion of the National Monument that asks President Biden to use his authority through the Antiquities act.

Jacqueline Cardenas thanked Supervisor Barger for supporting a law that protects the San Gabriel Mountains and the expansion of the National Monument that asks President Biden to use his authority through the Antiquities Act, asked City Council to pass a resolution asking President Biden to use his executive power to protect the mountains, mentioned the importance of having green space.

Yecenia Lopez commented on the importance of having more green space and asking President Biden for a resolution to protect the San Gabriel Mountains.

City Council/Successor Agency Minutes of 10/17/2023 Page 3 of 10 Irma Lopez thanked the City Council, asked to approve a resolution of support asking President Biden to protect the San Gabriel Mountains and the expansion, mentioned the need for recreational space, asked the City Council to close the cannabis companies, and explained why they should be closed down.

Camille Velasco asked the City Council to sign a letter, pass a resolution for the board, and ask President Biden to expand and protect the San Gabriel Mountains, commented on the importance of mountains and what is offered there.

Angel Velasco asked the City Council to sign a letter supporting the National Monuments and commented on its importance.

Susie de Santiago mentioned her support for denying item 14G, commented on the parking issue at Cudahy Park, her experience dealing with vehicles parked illegally, loitering in the back area of Clara Park, gate being damaged, thanked City Council for the new benches, asked City Council to limit the purchases of new City vehicles, and thanked everybody from the City for participating in Walk to School Day.

Jesus Fierro commented on the aroma from the cannabis businesses and asked the City Council for help on this issue that is affecting him and his neighbors.

Doctor David Sanchez mentioned his support for VM Evergreen, asked City Council to consider the business situation, noted the importance of supporting Mexican-American businesses, commented on his former experience, and provided an example of the representation, stated Government should not be for profit but for the people, and restated his support for the VM Evergreen and Mr. Barajas.

Jennifer Pineda mentioned her attendance at the previous City Council meeting where she addressed the lack of a privacy screen from the gate that joins Lugo Park and Theresa Hughes Ave Elementary, mentioned that she voiced her concern to Mr. Sergio Franco, Regional Director who works at Park Elementary Community of Schools Office, shared her conversation with him, stated the previous City Council meetings she attended and the issue not being resolved, asked that the City Council or someone from the Community Development, Parks and Recreation get in contact with Mr. Franco.

Edwin Gonzalez commented on special interest in promoting electric vehicles, leaders' role, SoCalGas, amount of fossil fuels to produce electric vehicles, community leaders not speaking about this, the strategy of propaganda, the United States being the largest producer of natural gas, and oil, 2022 being the most profitable year in history of fossil fuel, corporations wanting to sell you their products, the process to EV components, lastly stated the City Council should encourage the residents to think critically.

8. CITY COUNCIL COMMENTS / REQUESTS FOR AGENDA ITEMS

City Council/Successor Agency Minutes of 10/17/2023 Page 4 of 10 Council Member Fuentes announced that he participated in the National Walk to School, attended the Cudahy’s Resource Fair, shared the Sanitation Board will be celebrating its 100th anniversary and invited everyone to participate, commented on parks maintenance and beautification of the city, also commended staff.

Council Member C. Gonzalez thanked Susie de Santiago for organizing the Walk to School, commented on being part of it with lots of family participation, mentioned a working partnership with the principal, asked for the issue at the park to be addressed, and asked for cost estimates.

Council Member Alcantar commented on having better communication with the school district, particular issues, wanting the City to partner with the district, mentioned participating in Walk to School Day, the largest Park Avenue has seen, trash day falling on Walk to School Day, also stated participating in a working violence party convention, Maywood Education Fair being a fantastic event, attended the Contract Cities Municipal Policy Summit.

Daisy Lomelí thanked Susie de Santiago for organizing the Walk to School Day, participated in the Maywood Education Fair, thanked staff for constantly posting and reposting the event, commented on working with Elizabeth Learning Center (ELC), asked staff to look into power washing the sidewalks in front of Jaime Escalante and Teresa Hughes and other schools, also to look into the parking signs in front of Teresa Hughes, mentioned attending the Vector Control Los Angeles County District meeting, they have a big Recreational Vehicle (RV), asked staff to connect with them, mentioned wanting to see a hike excursion, announced Dia de Los Muertos Event coming up November 2nd, and took a moment to uplift the Palestinian people.

9. CITY MANAGER REPORT (information only)

10. REPORTS REGARDING AD HOC, ADVISORY, STANDING OR OTHER COMMITTEE MEETINGS – NONE

11. WAIVER OF FULL READING OF RESOLUTIONS AND ORDINANCES Motion: Council Member Alcantar motioned to waive full reading of resolutions and ordinances, seconded by Council Member C. Gonzalez. Motion passed 4-0-1 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, and Lomelí
NOES: None
ABSENT: J. Gonzalez
ABSTAIN: None

12. CONSENT CALENDAR

City Council/Successor Agency Minutes of 10/17/2023 Page 5 of 10 A. Consideration to Review and Approve the Draft Minutes of October 3, 2023, for the Regular Meeting of the City Council and the Joint Meeting of the City of Cudahy as Successor Agency and Housing Successor Agency to the Cudahy Development Commission
Presented by the City Clerk
Recommendation: The City Council is requested to review and approve the City Council / Successor Agency Draft Minutes for October 3, 2023.

Motion: Council Member C. Gonzalez motioned to approve Consent Calendar items, seconded by Council Member Alcantar. Motion passed 4-0-1 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, and Lomelí
NOES: None
ABSENT: J. Gonzalez
ABSTAIN: None
At 8:27 p.m., Lomelí left the chamber.

At 8:31 p.m., Lomelí returned to the chamber.

13. PUBLIC HEARING – NONE

14. BUSINESS SESSION
A. Adoption of Proposed Resolution No. 23-44: Permanent Local Housing Allocation (PLHA) Program Grant Funding Eligible Activities for Years 2 and 3 Presented by the Senior Planner
Recommendation: Staff recommends that the City Council adopt Resolution No. 23-44 which approves the following action(s): Elect eligible activities for Years 2 and 3 of the 5- year Permanent Local Housing Allocation Program grant period for Supportive Case Management, Rental Assistance, and Emergency Shelter Beds Program (Salvation Army Bell Shelter).

Motion: Council Member Alcantar motioned to adopt Resolution No. 23-44 which approves the following action(s): Elect eligible activities for Years 2 and 3 of the 5-year Permanent Local Housing Allocation Program grant period for Supportive Case Management, Rental Assistance, and Emergency Shelter Beds Program (Salvation Army Bell Shelter), seconded by Council Member C. Gonzalez. Motion passed 4-0-1 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, and Lomelí
NOES: None

City Council/Successor Agency Minutes of 10/17/2023 Page 6 of 10 ABSENT: J. Gonzalez
ABSTAIN: None
B. Adoption of Proposed Resolution No. 23-45, A Resolution of the City Council of the City of Cudahy Amending the Classification Plan for City Employee (Associate Planner)
Presented by the Senior Planner
Recommendation: The City Council is requested to approve Resolution No. 23-45 of the City Council of the City of Cudahy amending the Classification Plan for City Employee (Associate Planner)
Motion: Council Member Alcantar motioned to approve Resolution No. 23-45 of the City Council of the City of Cudahy amending the Classification Plan for City Employee (Associate Planner), seconded by Council Member C. Gonzalez. Motion passed 5-0 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, J. Gonzalez, and Lomelí NOES: None
ABSENT: None
ABSTAIN: None
C. Recommendation to Approve a Professional Services Agreement (PSA) to Prepare Phase II Environmental Site Assessments (ESA) for several City Owned Properties between Polytechnique Environmental Inc. and the City of Cudahy Presented by the Senior Planner
Recommendation: The City Council is requested to take the following action(s): Approve a Professional Services Agreement (PSA) to Prepare Phase II Environmental Site Assessments (ESA) for several city owned properties; and Authorize the City Manager to execute the contract agreement between the City of Cudahy and Polytechnique Environmental Inc.

Motion: Council Member C. Gonzalez motioned to take the following action(s): Approve a Professional Services Agreement (PSA) to Prepare Phase II Environmental Site Assessments (ESA) for several city owned properties; and Authorize the City Manager to execute the contract agreement between the City of Cudahy and Polytechnique Environmental Inc., seconded by Vice Mayor J. Gonzalez. Motion passed 5-0 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, J. Gonzalez, and Lomelí NOES: None
ABSENT: None
ABSTAIN: None

City Council/Successor Agency Minutes of 10/17/2023 Page 7 of 10 D. Adoption of a Proposed Resolution No. 23-46 Augmenting the City of Cudahy Fiscal Year (FY) 2023-2024 City Budget
Presented by the Finance Director
Recommendation: The City Council is requested to adopt proposed Resolution No. 23- 46 augmenting the City of Cudahy Fiscal Year (FY) 2023-2024 City Budget Motion: Vice Mayor J. Gonzalez motioned to adopt proposed Resolution No. 23-46 augmenting the City of Cudahy Fiscal Year (FY) 2023-2024 City Budget, seconded by Council Member C. Gonzalez. Motion passed 5-0 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, J. Gonzalez, and Lomelí NOES: None
ABSENT: None
ABSTAIN: None
E. Consideration to adopt a Resolution to Authorize the City Manager to Execute the Purchase of a City Vehicle
Presented by the Finance Director
Recommendation: The City Council is requested to adopt Resolution No. 23-47 authorizing the City Manager to purchase a Public Works vehicle, for a not to exceed amount of $70,000.

Motion: Council Member Alcantar motioned to adopt Resolution No. 23-47 authorizing the City Manager to purchase a Public Works vehicle, for a not to exceed amount of $70,000, seconded by Vice Mayor J. Gonzalez. Motion passed 4-0 by the following roll call vote:

AYES: Fuentes, Alcantar, J. Gonzalez, and Lomelí
NOES: None
ABSENT: None
ABSTAIN: C. Gonzalez
F. Consideration to Approve a Purchase Order for Procurement of Cyber Defense System
Presented by the Finance Director
Recommendation: The City Council is requested to approve a purchase order for the installation and subscription of cyber defense system with Darktrace Holdings Limited not-to-exceed amount of $26,386.13.

City Council/Successor Agency Minutes of 10/17/2023 Page 8 of 10 Motion: Vice Mayor J. Gonzalez motioned to approve a purchase order for the installation and subscription of cyber defense system with Darktrace Holdings Limited not-to-exceed amount of $26,386.13, seconded by Council Member Alcantar. Motion passed 5-0 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, J. Gonzalez, and Lomelí NOES: None
ABSENT: None
ABSTAIN: None
G. Consideration of a request from VM Evergreen, LLC for Forgiveness of Fees and Repayment Plan Request
Presented by the Community Development Director
Recommendation: Staff is recommending the City Council consider the presentation from staff, consider comments from VM Evergreen, LLC, consider comments from members of the public and deny VM Evergreen’s request for forgiveness of fees and repayment plan.

At 9:20 p.m. Mayor Lomelí opened public comment.

Public Comments:

Augustin Eichwald-Romero mentioned being an attorney, being before the Council because of Mr. Javier Barajas, noted Mr. Barajas involvement in civic issues growing up, pushed back on staff comment, stated denying the waiver and the ability to make a repayment plan, would put the community in double jeopardy, high cost leading to more illicit sales, lack of Latino-owned cannabis businesses, he argued that supporting Mr.

Barajas and Evergreen was crucial for the community's welfare.

Hugo Escalera mentioned being here to support VM Evergreen and is for the community, asked for the Council to help out VM Evergreen, addressed someone else's public comment, and stated that this is a medical business.

Susie de Santiago mentioned that COVID-19 has affected everyone, not just one business or individual; it not being an excuse to provide special treatment to a particular business, she stated that if the city decides to help one business, they should help all other small businesses that are also struggling due to financial burdens such as fees and permit costs. She gave an example of how she had to recover from a property damage incident on her own without any help from the city, and emphasized that all businesses have risks, and it's crucial to find a way to support and conduct one's business during ups and downs. Therefore, she urged the Council to support the staff's decision to deny the permit or deny the appeal to have construction.

At 9:28 p.m. Mayor Lomelí closed public comment.

City Council/Successor Agency Minutes of 10/17/2023 Page 9 of 10 Motion: Vice Mayor J. Gonzalez motioned to direct staff to work with VM Evergreen, bring item back once the City has pertain information which is total amount of payments since inception, VM Evergreen’s overall strategy, and estimate of total sales revenue, seconded by Council Member Fuentes.

Subsequent Motion: Council Member Alcantar motioned to table the item until the next meeting and provide the requested information, seconded by Mayor Lomelí. Motion passed 3-2 by the following roll call vote:

AYES: C. Gonzalez, Alcantar, and Lomelí
NOES: Fuentes, and J. Gonzalez
ABSENT: None
ABSTAIN: None
At 9:15 p.m., Vice Mayor J. Gonzalez left the chamber.

At 9:17 p.m., Vice Mayor J. Gonzalez returned to the chamber.

15. COUNCIL DISCUSSION – NONE
City Attorney, Stephanie Arechiga announced that a letter was received at 5:06 p.m., an email was received at 6:32 p.m., and another letter was received at 6:58 p.m., which requires immediate attention; a deadline is associated with one of the communications.

City Attorney requested, pursuant to Government Code Section 54954.2(e)(2), to add three walk-on items for three different letters.

Motion: Vice Mayor J. Gonzalez motioned to add three walk-on items to closed session, seconded by Council Member Fuentes. Motion passed 5-0 by the following roll call vote:

AYES: C. Gonzalez, Fuentes, Alcantar, J. Gonzalez, and Lomelí NOES: None
ABSENT: None
ABSTAIN: None
At 10:32 p.m., City Attorney, Stephanie Arechiga recessed to closed session.

16. CLOSED SESSION
A. Closed Session Pursuant to Government Code § 54956.9(d)(2) – Two Matters At 11:57 p.m., Council Member C. Gonzalez left the meeting.

At 11:03 p.m., Vice Mayor J. Gonzalez left the meeting.

City Council/Successor Agency Minutes of 10/17/2023 Page 10 of 10 At 11:28 p.m., Mayor Lomelí reconvened to open session.

17. CLOSED SESSION ANNOUNCEMENT
City Attorney Stephanie Arechiga announced that there were five matters in closed session; five council members were present for one matter, four council members were present for another matter, and three council members were present for three matters.

18. ADJOURNMENT
The City Council / Agency meeting adjourned at 11:29 p.m.

Daisy Lomelí
Mayor
ATTEST:

Richard Iglesias
City Clerk

Attachment
B

“Serving The People”
Staff Report
11/7/2023 Page 1 of 2

STAFF REPORT
Date: November 7, 2023
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Joshua Calhoun, Finance Director
Subject: Approval of the Local Agency Investment Fund (LAIF) for the Month of September 2023

RECOMMENDATION
The City Council is requested to approve the Local Agency Investment Fund (LAIF) Report for the month of September 2023 in the amount of $12,489,361.78.

BACKGROUND

1. In 1955, the Pooled Money Investment Account (PMIA) started. LAIF became part of the PMIA. The oversight is provided by the Pooled Money Investment Board (PMIB) and an inhouse Investment Committee. The PMIB members consist of the State Treasurer, Director of Finance, and State Controller.

2. In 1977, LAIF was created as a voluntary program by Section 16429.1 et seq. of the California Government Code. The program was intended to be used as an investment alternative for California's local governments and special districts. The LAIF continues today under State Treasurer, Fiona Ma's administration.

3. On September 1, 2023, the balance in LAIF was $12,489,361.78 (See Attachment).

4. On September 30, 2023, the balance in LAIF was $12,489,361.78 (See Attachment).

ANALYSIS
The voluntary program offers local agencies the opportunity to participate in a major portfolio, which invests hundreds of millions of dollars, using the investment expertise of the State "Sirviendo A La Comunidad"
Item Number
12B

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 2 of 2

Treasurer’s Office investment staff at no additional cost to the taxpayer.

All securities are purchased under the authority of Government Code Section 16430 and 16480.4. The State Treasurer's Office takes delivery of all securities purchased on a delivery versus payment basis using a third-party custodian.

Cudahy Municipal Code Section 3.04.080 indicates, "Except as otherwise provided, no warrant shall be drawn or evidence of indebtedness issued unless there shall be at the time sufficient money in the treasury legally applicable to the payment of the same."

CONCLUSION
Once the City Council approves the current LAIF, this balance may be relied upon when determining if the City has sufficient funds available to pay demands and payroll as required by Cudahy Municipal Code Section 3.04.080.

STRATEGIC PLAN CORRELATION
Strategy #2. Provide regular updates to the City Council and community about the city’s finances.

FINANCIAL IMPACT
None

ATTACHMENT
A. Local Agency Investment Fund (LAIF) Balance

LOCAL AGENCY INVESTMENT FUND
General Account - City #98-19-225
Beginning Balance as of September 01, 2023 $12,489,361.78 LAIF Interest earned 0
Transfer from City operating account 0
Transfer to City operating account 0
Ending Balance as of September 30, 2023 $12,489,361.78
Attachment A Page 25 of 616
Blank Page

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 1 of 2

STAFF REPORT
Date: November 7, 2023
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Joshua Calhoun, Finance Director
Subject: Approval of the City Demands and Payroll Including Statement of Investment for the Month of September 2023

RECOMMENDATION
The City Council is requested to approve the Demands and Payroll in the amount of $1,693,834.27 including the Statement of Investments for the month of September 2023.

BACKGROUND

1. On December 13, 1993, Ordinance 476 was adopted and codified as Cudahy Municipal Code Section 3.04.080 indicating, "Except as otherwise provided, no warrant shall be drawn, or evidence of indebtedness issued unless there shall be at the time sufficient money in the treasury legally applicable to the payment of the same."

2. During the month, the Finance Department have completed the following demands and payroll:

A/P Demands $1,273,525.87
Payroll 420,308.40
Total: $1,693,834.27
Attachment A
Attachment B
Item Number
12C

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 2 of 2

ANALYSIS
The Check Register Report (Attachment A), Payroll Warrants including payroll taxes and insurance premiums (Attachment B), Statement of Investment (Attachment C) indicate that the cash and investment balance was sufficient for disbursements for the month, a summary of cash received and disbursed by month during Fiscal Year (FY) 2023-24 (Attachment D), and a summary of cash received and disbursed by month during FY 2022-23 (Attachment E).

Cudahy Municipal Code Section 3.04.070 indicates, "Budgeted demands paid by warrant prior to audit by the council shall be presented to the council for ratification and approval..."

CONCLUSION
The Finance Director certifies the accuracy and availability of funds for payment. A Demand/Warrant Register has been submitted to the City Council for approval in accordance with Cudahy Municipal Code Section 3.04.070.

STRATEGIC PLAN CORRELATION
Goal (Financial Stability and Transparency)
• Provide regular updates to the City Council and Community about the City’s finances.

FINANCIAL IMPACT
The Statement of Investments Report (Attachment C) indicates that there are sufficient funds within the City’s holdings to meet the City’s cash flow requirements.

ATTACHMENTS
A. Accounts Payable Check Register Report.

B. Payroll Warrants including payroll taxes and insurance premiums.

C. Statement of Investments
D. Summary of Cash Receipt / Disbursement by Month FY 2023-24 E. Summary of Cash Receipt / Disbursement by Month FY 2022-23 F. Credit Card Payment Detail

10/11/2023 2:37:21 PM Page 1 of 4
My Check Report
City of Cudahy, CA By Check Number
Date Range: 09/01/2023 - 09/30/2023
Vendor Number Vendor Name Payment Date Discount Amount Payment Type Payment Amount Number Bank Code: WF Checking-WF Checking
10872 CSLM Construction, Inc. 09/06/2023 Regular 0.00 26,680.00 54775 2378-3 8330 ATLANTIC AVE INC 09/13/2023 Regular 0.00 1,022.61 54776 0001 AAA BURGLAR ALARM CO, 09/13/2023 Regular 0.00 723.00 54777 10603 ADVANCED IMAGING SOLUTIONS 09/13/2023 Regular 0.00 1,174.67 54778 10640 AMAZON CAPITAL SERVICES, INC. 09/13/2023 Regular 0.00 -1,123.53 54779 10640 AMAZON CAPITAL SERVICES, INC. 09/13/2023 Regular 0.00 1,123.53 54779 10841 American Global Security, Inc. 09/13/2023 Regular 0.00 8,820.00 54780 10595 ARAMSCO INC 09/13/2023 Regular 0.00 1,178.19 54781 0057-4 AT & T 09/13/2023 Regular 0.00 308.46 54782
10787 Axxess Door Corp. 09/13/2023 Regular 0.00 14,484.17 54783 10714 CARPENTER ROTHANS & DUPONT LLP 09/13/2023 Regular 0.00 98.00 54784 10013 CENTRAL FORD 09/13/2023 Regular 0.00 988.73 54785 5365 CITY OF BELL ATTN: ACCOUNTS PAYABLE 09/13/2023 Regular 0.00 7,716.50 54786 2169 CITY OF COMMERCE 09/13/2023 Regular 0.00 8,400.00 54787 10711 CLEARNETWORK, INC. 09/13/2023 Regular 0.00 395.84 54788 0186 COUNTY OF LOS ANGELES DEPT OF ANIMAL CA 09/13/2023 Regular 0.00 22,608.14 54789 5552 CUDAHY AUTO CENTER 09/13/2023 Regular 0.00 243.40 54790 5741 DEPARTMENT OF JUSTICE 09/13/2023 Regular 0.00 25.00 54791 10723 DIONICIO SALAZAR 09/13/2023 Regular 0.00 850.00 54792 6086 EWING 09/13/2023 Regular 0.00 1,381.43 54793
10581 FIESTA TAXI COOPERATIVE INC. 09/13/2023 Regular 0.00 4,159.85 54794 10877 Fifth Asset, Inc. 09/13/2023 Regular 0.00 7,200.00 54795 6087 FIRST AMERICAN DATA TREE 09/13/2023 Regular 0.00 99.00 54796 10876 Foster & Foster, Inc. 09/13/2023 Regular 0.00 3,000.00 54797 10472 GUTIERREZ PIPELINE, INC. 09/13/2023 Regular 0.00 4,250.00 54798 2139 HINDERLITER DELLAMAS & ASST 09/13/2023 Regular 0.00 1,565.50 54799 9468 INTERNAL REVENUE SERVICE 09/13/2023 Regular 0.00 368.45 54800 9468 INTERNAL REVENUE SERVICE 09/13/2023 Regular 0.00 4,793.48 54801 9468 INTERNAL REVENUE SERVICE 09/13/2023 Regular 0.00 1,394.03 54802 10874 JCL Traffic Services 09/13/2023 Regular 0.00 1,010.99 54803 10868 Language Network, Inc. 09/13/2023 Regular 0.00 1,820.00 54804 10598 LEAF 09/13/2023 Regular 0.00 422.70 54805
10721 LOOMIS 09/13/2023 Regular 0.00 276.58 54806
10655 LUIS AGUILAR 09/13/2023 Regular 0.00 30.00 54807
10875 Mancilla's Quality Printing, LLC. 09/13/2023 Regular 0.00 123.87 54808 9439 NALEO EDUCATIONAL FUND 09/13/2023 Regular 0.00 1,000.00 54809 7014 NATIONWIDE ENVIRONMENTAL SERVICES 09/13/2023 Regular 0.00 9,985.52 54810 10732 OMEGA INDUSTRIAL SUPPLY, INC. 09/13/2023 Regular 0.00 806.50 54811 10436 ONTARIO REFRIGERATION 09/13/2023 Regular 0.00 4,965.00 54812 10824 PlaceWorks, Inc. 09/13/2023 Regular 0.00 5,849.71 54813 10081-2 QUADIENT FINANCE USA, INC. 09/13/2023 Regular 0.00 500.00 54814 10518 SALAZAR DIONICIO 09/13/2023 Regular 0.00 450.00 54815 2802 SAM'S CLUB 09/13/2023 Regular 0.00 507.74 54816
10749 SOCAL LIGHTING PROS 09/13/2023 Regular 0.00 8,700.00 54817 10483-1 SOUTHERN CALIFORNIA NEWS GROUP 09/13/2023 Regular 0.00 1,917.93 54818 10827 Teslarian, Inc. 09/13/2023 Regular 0.00 3,200.00 54819 0079 TRACT 180 WATER COMPANY 09/13/2023 Regular 0.00 3,765.33 54820 0078 TRACT 349 MUTUAL WATER CO 09/13/2023 Regular 0.00 680.93 54821 9991 TRANSTECH ENGINEERING, INC. 09/13/2023 Regular 0.00 3,064.69 54822 8066 TYLER TECHNOLOGIES INC. 09/13/2023 Regular 0.00 65.00 54823 2859 UNDERGROUND SERVICE ALERT-SC SOUTHERN 09/13/2023 Regular 0.00 45.00 54824 5501 V & V MANUFACTURING, INC. ATTN: ACCOUNT 09/13/2023 Regular 0.00 257.06 54825 5169 VASQUEZ & COMPANY 09/13/2023 Regular 0.00 325.00 54826 10879 Wedgewood Weddings 09/13/2023 Regular 0.00 6,573.32 54827 Attachment A Page 29 of 616
My Check Report Date Range: 09/01/2023 - 09/30/2023
10/11/2023 2:37:21 PM Page 2 of 4
Vendor Number Vendor Name Payment Date Discount Amount Payment Type Payment Amount Number 9951 WILLDAN 09/13/2023 Regular 0.00 18,428.50 54828
10805 World Trip, Inc. 09/13/2023 Regular 0.00 4,255.00 54829 10735 YUNEX, LLC. 09/13/2023 Regular 0.00 5,183.25 54830 8363 TIME WARNER CABLE 09/14/2023 Regular 0.00 975.00 54831 10588 GLENN WARD CALSADA 09/20/2023 Regular 0.00 20,875.00 54832 0092-7 LEAGUE OF CALIFORNIA CITIES 09/20/2023 Regular 0.00 1,050.00 54833 10655 LUIS AGUILAR 09/20/2023 Regular 0.00 435.00 54834 2378-3 8330 ATLANTIC AVE INC 09/27/2023 Regular 0.00 2,417.33 54835 10603 ADVANCED IMAGING SOLUTIONS 09/27/2023 Regular 0.00 521.45 54836 1778 ALL CITY MANAGEMENT 09/27/2023 Regular 0.00 5,219.76 54837 7995 AMERICAN CITY PEST & TERMITE 09/27/2023 Regular 0.00 457.00 54838 10595 ARAMSCO INC 09/27/2023 Regular 0.00 2,149.13 54839 9966 AT & T LONG DISTANCE SERVICE 09/27/2023 Regular 0.00 44.86 54840 8021 AT & T MOBILITY 09/27/2023 Regular 0.00 2,381.12 54841 10520 CASTRO DISCOUNT TIRES INC 09/27/2023 Regular 0.00 120.00 54842 0136 CITY OF SOUTH GATE 09/27/2023 Regular 0.00 75.00 54843 9669 COMMERCIAL DOOR OF LOS ANGELES COUNTY 09/27/2023 Regular 0.00 520.25 54844 6045 CONTRERAS GARDEN SUPPLY 09/27/2023 Regular 0.00 858.00 54845 2378-1 CUDAHY FUEL STOP 09/27/2023 Regular 0.00 38.71 54846 10005 DAPEER, ROSENBLIT & LITVAK 09/27/2023 Regular 0.00 316.83 54847 10072 DEPARTMENT OF TOXIC SUBSTANCES 09/27/2023 Regular 0.00 484.60 54848 10485 ENTERPRISE FM TRUST 09/27/2023 Regular 0.00 4,496.25 54849 10447 EVERBRIDGE 09/27/2023 Regular 0.00 4,500.00 54850 6086 EWING 09/27/2023 Regular 0.00 1,684.63 54851
8018 FERNANDO'S HARDWARE & LUMBER 09/27/2023 Regular 0.00 137.81 54852 10581 FIESTA TAXI COOPERATIVE INC. 09/27/2023 Regular 0.00 5,771.05 54853 2712 GEORGE A. PEREZ 09/27/2023 Regular 0.00 553.16 54854 10472 GUTIERREZ PIPELINE, INC. 09/27/2023 Regular 0.00 2,716.00 54855 2139 HINDERLITER DELLAMAS & ASST 09/27/2023 Regular 0.00 300.00 54856 0197 LA COUNTY SHERIFF'S DEPARTMENT 09/27/2023 Regular 0.00 731,266.19 54857 5904 LEAD TECH ENVIRONMENTAL 09/27/2023 Regular 0.00 864.00 54858 10786 Marcus Black 09/27/2023 Regular 0.00 1,800.00 54859 10201-1 OLIVAREZ MADRUGA LAW ORGANIZATION, LLP 09/27/2023 Regular 0.00 46,672.52 54860 10710 PAYLESS 4 PLUMBING INC. 09/27/2023 Regular 0.00 150.00 54861 9717 PCAM, LLC 09/27/2023 Regular 0.00 19,082.67 54862
9737 REGIONAL TAP SERVICE CENTER 09/27/2023 Regular 0.00 1,244.50 54863 10430 RIGHT OF WAY, INC. 09/27/2023 Regular 0.00 1,927.20 54864 2802 SAM'S CLUB 09/27/2023 Regular 0.00 130.06 54865
10203 SWANK MOTION PICTURES, INC. 09/27/2023 Regular 0.00 510.00 54866 9991 TRANSTECH ENGINEERING, INC. 09/27/2023 Regular 0.00 15,023.69 54867 10821 Trashcans Unlimited, LLC. 09/27/2023 Regular 0.00 15,165.38 54868 8066 TYLER TECHNOLOGIES INC. 09/27/2023 Regular 0.00 217.50 54869 9667 UNITED LIFTTRUCKS 09/27/2023 Regular 0.00 1,531.94 54870 10881 Valerie Unger 09/27/2023 Regular 0.00 480.00 54871 5169 VASQUEZ & COMPANY 09/27/2023 Regular 0.00 630.00 54872 5631 WELLS LOCK & KEY 09/27/2023 Regular 0.00 193.00 54873 9951 WILLDAN 09/27/2023 Regular 0.00 9,885.00 54874
10729 WELLSONE COMMERCIAL CARD 09/06/2023 Bank Draft 0.00 44,508.86 DFT0000177 10729 WELLSONE COMMERCIAL CARD 09/06/2023 Bank Draft 0.00 -44,508.86 DFT0000177 10858 Darktrace Holdings Limited 09/13/2023 Bank Draft 0.00 26,386.13 DFT0000178 0126-1 GOLDEN STATE WATER COMPANY 09/13/2023 Bank Draft 0.00 1,281.61 DFT0000179 10053 HAULAWAY STORAGE CONTAINERS 09/13/2023 Bank Draft 0.00 89.04 DFT0000180 0071-1 SO CAL GAS 09/13/2023 Bank Draft 0.00 75.06 DFT0000181 0071-1 SO CAL GAS 09/13/2023 Bank Draft 0.00 34.17 DFT0000182 0070 SOUTHERN CALIFORNIA EDISON 09/13/2023 Bank Draft 0.00 23.09 DFT0000183 0070 SOUTHERN CALIFORNIA EDISON 09/13/2023 Bank Draft 0.00 67.47 DFT0000184 0070 SOUTHERN CALIFORNIA EDISON 09/13/2023 Bank Draft 0.00 25,503.40 DFT0000185 0070 SOUTHERN CALIFORNIA EDISON 09/13/2023 Bank Draft 0.00 12,092.00 DFT0000186 10643 STATE COMPENSATION INS FUND 09/13/2023 Bank Draft 0.00 24,894.16 DFT0000187 8363 TIME WARNER CABLE 09/13/2023 Bank Draft 0.00 -975.00 DFT0000188 8363 TIME WARNER CABLE 09/13/2023 Bank Draft 0.00 975.00 DFT0000188

My Check Report Date Range: 09/01/2023 - 09/30/2023
10/11/2023 2:37:21 PM Page 3 of 4
Vendor Number Vendor Name Payment Date Discount Amount Payment Type Payment Amount Number 10640 AMAZON CAPITAL SERVICES, INC. 09/14/2023 Bank Draft 0.00 1,123.53 DFT0000190 0071-1 SO CAL GAS 09/14/2023 Bank Draft 0.00 59.75 DFT0000191 0070 SOUTHERN CALIFORNIA EDISON 09/14/2023 Bank Draft 0.00 930.59 DFT0000192 8363 TIME WARNER CABLE 09/27/2023 Bank Draft 0.00 319.98 DFT0000197 10643 STATE COMPENSATION INS FUND 09/27/2023 Bank Draft 0.00 19,272.77 DFT0000198 10053 HAULAWAY STORAGE CONTAINERS 09/27/2023 Bank Draft 0.00 89.04 DFT0000199 2724 HOME DEPOT CREDIT SERVICES 09/28/2023 Bank Draft 0.00 2,765.56 DFT0000200 10729 WELLSONE COMMERCIAL CARD 09/06/2023 Bank Draft 0.00 44,508.86 DFT0000211 Regular Checks
Manual Checks
Voided Checks
Discount
Payment
Payment Type Count
Bank Code WF Checking Summary
Bank Drafts
EFT's
100
0 1
22 0

0.00 0.00

0.00 0.00

0.00 123 0.00
Payment
1,115,133.19

0.00 -1,123.53
159,516.21

0.00 1,273,525.87
Payable
Count
129
0 0
21 0
150

My Check Report Date Range: 09/01/2023 - 09/30/2023
10/11/2023 2:37:21 PM Page 4 of 4
All Bank Codes Check Summary
Payment Type Discount
Payment
Count Payment
Payable
Count
Regular Checks
Manual Checks
Voided Checks
Bank Drafts
EFT's
100
0 1
22 0

0.00 0.00

0.00 0.00

0.00 123 0.00
1,115,133.19

0.00 -1,123.53
159,516.21

0.00 1,273,525.87
129
0 0
21 0
150
Fund Name Period Amount
Fund Summary
998 Fund 998 9/2023 1,273,525.87
1,273,525.87

09/07/23 09/21/23 Total
(a) Direct Deposits 120,585.58 119,773.49 240,359.07
(b) ICMA & Union Dues 1,925.00 1,925.00 3,850.00
(c) CalPERS Ret & 457 Plan 23,483.20 23,644.32 47,127.52 (d) CalPERS Medical 27,180.29 27,176.68 54,356.97
(e) Payroll taxes 66,295.61 - 66,295.61
(f) Medical 3,717.25 4,601.98 8,319.23
Total Amount 243,348.05 176,960.35 420,308.40
(a) Employees / Council Members / Commissioners
(b) ICMA & Union Dues
(c) CalPERS Retirement & 457 Plan
(d) CalPERS Medical (active and retired)
(e) Federal / State payroll taxes and unemployment
(f) Medical Insurance - Active and Retired employees

CITY OF CUDAHY
Payroll - including payroll taxes and insurance premiums:

Attachment B Page 33 of 616
Type Issuer Amount % of Total
Deposit - 4588 Wells Fargo 3,780,927.39 16.78%
Successor Agency - 0688 Wells Fargo 2,933,700.99 13.02% Checking - 7128 Wells Fargo 760,118.36 3.37%
Payroll - 4570 Wells Fargo 535,799.61 2.38%
Savings - 4752 Wells Fargo 331,305.99 1.47%
Money Market Account Bank of New York (BNY) (a) 1,702,426.82 7.56% Pooled Savings State Local Agency 12,489,361.78 55.43%
Investment Fund (LAIF)
Total 22,533,640.94 100.00%
Pursuant to California Government Code Section 53646(b), I hereby certify that all investments held by the Authority are in compliance with state law and the agency's Statement of Investment Policy, and that there are sufficient funds within the agency's investment holdings to meet the Authority's cash flow requirements for the next six (6) months.

Respectfully submitted,
Joshua Calhoun
Joshua Calboun
Finance Director

CITY OF CUDAHY
Statement of Investments
09/30/2023
Attachment C Page 34 of 616
Month
Receipts Disbursement
July 2023 $ 1,698,263.55 $ 2,043,188.80 (a)
August 2023 1,570,904.87 3,148,357.16 (b)
September 2023 1,125,855.21 1,693,834.27
October 2023
November 2023
December 2023
January 2024
February 2024
March 2024
April 2024
May 2024
June 2024
Total: $ 4,395,023.63 6,885,380.23
Note (a) - City liab. & workers comp insurance, and PERS unfunded pension liab.

Note (b) - Includes $1,893,444 to Siemens Industries
Month
Cash Receipts Disbursement
July 2023 $ 913,951.26 $ 1,604,912.00 (1)
August 2023 1,069,666.17 2,784,467.93 (2)
September 2023 797,120.38 1,543,754.51
October 2023
November 2023
December 2023
January 2024
February 2024
March 2024
April 2024
May 2024
June 2024
Total: $ 2,780,737.81 $ 5,933,134.44
Note (1) - City liab. & workers comp insurance, and PERS unfunded pension liab.

Note (2) - Includes $1,893,444 to Siemens Industries
All Funds
General Fund
City of Cudahy
Summary of Cash Receipt/Disbursement by Month - FY 2023-2024 Attachment D Page 35 of 616
Month
Cash Receipts Disbursement
July 2022 $ 4,033,647.40 (a) 1,789,957.16 $
August 2022 1,686,604.16 1,750,512.85
September 2022 823,969.03 2,318,824.72 (b)
October 2022 1,991,064.32 3,914,418.49 (c)
November 2022 1,086,868.12 869,692.56
December 2022 1,406,231.74 1,395,830.23
January 2023 2,714,262.24 (d) 1,463,847.38
February 2023 739,588.01 1,006,801.94
March 2023 1,120,658.63 1,991,169.04
April 2023 1,196,447.59 1,257,126.86
May 2023 3,260,684.11 (e) 1,984,309.07
June 2023 2,011,618.48 1,230,025.68
Total: $ 22,071,643.83 20,972,515.98
Note (a) - Includes $2.819 M received from American Rescue Plan Act, Fund 530 Note (b) - Includes $949K paid to Siemens
Note (c) - Includes $1,230,610 deposited into an Escrow fund for the Seimens Project Note (d) - Includes $1,628,225 in Motor Vehicle In-Lieu tax Note (e) - Includes $1,625,225 in Motor Vehicle In-lieu tax Month
Cash Receipts Disbursement
July 2022 $ 845,547.28 $ 1,589,154.35 (1)
August 2022 1,012,769.79 1,077,279.74
September 2022 541,456.74 2,140,117.92 (2)
October 2022 1,628,965.30 834,689.66
November 2022 802,869.63 598,974.94
December 2022 774,144.70 976,007.61
January 2023 2,377,440.36 (3) 1,266,258.83
February 2023 489,780.43 829,217.41
March 2023 620,900.31 1,602,710.73 (4)
April 2023 969,432.86 710,177.71
May 2023 2,843,131.44 (5) 1,675,594.30 (6)
June 2023 435,137.76 945,268.74
Total: $ 13,341,576.60 $ 14,245,451.94
Note (1) - City liab. & workers comp insurance, and PERS unfunded pension liab.

City pre-payment option of PERS unfunded pension liability saved 3.5% interest ($12k) than paying on a monthly basis.

Note (2) - Includes $949K paid to Siemens
Note (3) - Includes $1,628,225 in Motor Vehicle In-Lieu tax Note (4) - Includes 2 Sheriff payments
Note (5) - Includes $1,628,225 in Motor Vehicle In-lieu tax Note (6) - Includes 2 Sheriff payments
City of Cudahy
Summary of Cash Receipt/Disbursement by Month - FY 2022-2023 All Funds
General Fund
Attachment E Page 36 of 616
Supplier Name Amount Description
Vivint Inc/Us Alarm system 7,471.98
La Clippers Community Excursion to the L.A. Clippers on 12/16/23 and 3/1/24 5,150.00 Dmi* Dell Bus Online Computer equipment for Public Works Department 4,491.06 Current Whlse Elec Suppl Outside Building Offices electrical materials 4,376.04 Www.Ui.Com Camera and NVR system for City Facility security project 3,594.92 Westin San Diego 2023 Fall Educational Summit- City Manager 3,388.41 Knotts Berry Farm Online Community Excursion to Knott's Scary Farm on Friday, October 13, 2023. 3,194.57 White Cap #009 Concrete saw for street projects 2,986.31 Caceo CA Association of Code Enforcement Officers 1,900.00 Sacramento Holiday Inn Hotel stay for League of Cities in Sacramento. 1,889.34 Los Angeles Lakers Tix Community Excursion to a Los Angeles Lakers Game - November 19, 2023 1,764.00 Full Source, Llc City logo clothing for city department, city council and commissioners. 1,248.25 In *hg Graphic And Printi Street decor account- Street 1,047.38 banners for Hispanic Heritage Month Sq *sanchez Awards City Clerk office items 959.17
La Quinta Motor Inns American Planning Associat 883.66 ion Conference - Fresno from 9/16/2023-9/19/202 Staples Inc General City Office Supplies 741.84
Southwes Flight from League of Citi 662.92 es Conference/APA for Cecilia Madrigal-Gonzalez Hiltonsac Arden W-Room Hotel Accommodations (Re: Le 645.85 ague of Cal Cities Conference - Sacramento) 4imprint, Inc Material for employees for employee quarterly training 626.06 Hertz #0715701 Rental car for Fresno and 602.71 Sacramento conferences (APA/League of Cities).

United Flight to SLO for CPRS directors academy 588.40
Marriott St.Louisgrand Hotel for Elizabeth Alcantar 579.20 , attended Local Progress' National Convenining Adobe *acropro Subs Adobe Acrobat Pro Subscription 551.77 League Of California Cit League of California Cities, City Clerks New Law and Elections Seminar 550.00 Msft * E0300p00av Microsoft 365 Subscription 547.94
The Original Goodies U Uniforms 516.63
Acmetools.Com 432.11
Bsn Sports Llc 427.76
Fsp*cindys Jumpers, Llc 386.98
Te Amo Pizza Com 305.95
Msft * E0300p0bql 304.18
Aurora Hotel & Spa 301.28
Tgi Fridays #60689 272.69
Lees Bbq And Boba 263.50
Hilton Hotel San Diego 257.64
Tst* Cafe Sevilla 256.95
Sq *agua Y Salud 252.37
Wm Supercenter #3180 250.83
City Clerks Associatio 250.00
Samsclub.Com 245.93
Amzn Mktp Us 236.96
The Ups Store 5391 231.00
Cprs Admin 199.00
Hootsuite Academy 199.00
Officemax/Depot 6440 188.17
Arcmate Mfg Corp 179.69
5451 El Pollo Loco 174.18
Government Finance Offic 155.00
Uber Trip 134.34
Credit Card Payment Detail
September 01, 2023 to September 30, 2023, paid October 06, 2023

Attachment F Page 37 of 616

ATTACHMENT F
Supplier Name Amount Description
Credit Card Payment Detail
September 01, 2023 to September 30, 2023, paid October 06, 2023 Generac Power Systems 132.28
Business.Apple.Com 121.25
Ace Parking 1594 120.00
Grainger 112.61
Theparkingspot-Ecw032 101.52
La Princessa Bakery Cafe 100.39
Microsoft*store 99.00
Tst* Sauced Bbq & Spirits 95.70
Tst* Nothing Bundt Cakes 86.25
Smart And Final 319 86.13
Tst* Tequila Museo Mayahu 85.63
Hp *instant Ink 83.71
Catalina Express - Cal 76.50
Lax Smartparking Res 72.99
Oreilly 2959 72.24
Yard House 0108379 69.22
Fun Express 66.13
Osaka Sushi 63.76
Starbucks 800-782-7282 60.00
Cudahy 59.96
Cpu-Cooling-Fan 52.55
Gkcpsa.Org 51.85
Shell Oil 12373022008 48.75
Catalina Landing Parking 45.90
Starbucks Store 67663 45.65
Enolasportsmen 42.15
Sixflags Mm Valenciaca 41.99
Hummus Republic Downtown 39.93
Usps Po 0505780402 39.60
Tst* T&a Taco 39.50
The Marketplace Grill Caf 39.00
Ernies General Store 38.03
Portos Bakery Downey 37.75
Msft * E0300p0bkt 36.00
Travel Guard Group Inc 34.22
Uber *trip Help.Uber.Com 31.53
All Sports Uniforms 29.98
Franks Market 27.90
Vcn 25.75
Wendys Waterloo 25.08
Economy Lax Smartparking 22.00
City Of Anaheim Conv Ctr 20.00
Fulton Street Coffee 18.14
Ubiquiti Inc. 15.00
Digitalspace 13.00
Postermywall Premium 9.95
Te Amo Pizza 6.57
The Well Kiosk-679 6.45
Sq *cprs District 10 5.00

ATTACHMENT F
Supplier Name Amount Description
Credit Card Payment Detail
September 01, 2023 to September 30, 2023, paid October 06, 2023 Apple.Com/Bill 4.99
Currency Conversion Fee 1.99
Event* Msa Inland Empi (685.00)
Www.Apwa.Net (858.75)
Grand Total 57,981.64

Blank Page

RESOLUTION NO. 23-48

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUDAHY, CALIFORNIA AFFIRMING THE CITY’S SUPPORT AND SOLIDARITY
WITH THE PALESTINIAN PEOPLE OF GAZA AND SUPPORT REP.

CORY BUSH’S CONGRESSIONAL RESOLUTION CALLING FOR AN

IMMEDIATE DE-ESCALATION AND CEASE-FIRE IN ISRAEL AND

OCCUPIED PALESTINE
WHEREAS, 1,400 Israelis were killed by Hamas on October 7th and nearly 8,000 Palestinians, including over 3,000 children, have been killed by the state of Israel in this escalated conflict; and
WHEREAS, the City of Cudahy (“City”) mourns the loss of all civilian lives lost from October 7th to the present and also throughout the decades of displacement, occupation, oppression, and blockade endured in Gaza and the West Bank; and
WHEREAS, the City stands in solidarity with the Palestinian people of Gaza, who are currently facing collective punishment by the state of Israel; and WHEREAS, collective punishment is considered a war crime under international law, and refers to a form of sanction imposed on persons or a group of persons in response to a crime committed by one of them or a member of the group; and
WHEREAS, the state of Israel is engaging in collective punishment against the Palestinian people in Gaza in response to Hamas attacks on Israel; and WHEREAS, this collective punishment of the Palestinian people includes shutting off all access to electricity, drinking water, food, and humanitarian aid; and WHEREAS, the UN says approximately 2 million people in Gaza may soon run out of drinking water and all medical care; and
WHEREAS, the Gaza Strip, one of the most densely populated places on Earth, has been repeatedly referred to by human rights groups as “the world’s largest open-air prison” even prior to this conflict; and
WHEREAS, Gaza is known as “the world’s largest open-air prison” due to ongoing, unbearable living conditions imposed by the state of Israel, including a full air, land and sea blockade, enclosure of its borders by concrete walls and barbed wire fences, and the strict prohibition of Palestinians from leaving and entering the territory freely; and

Resolution No. 23-48
2 WHEREAS, this blockade on Gaza has caused a 42% unemployment rate, while 84% of the population relies on humanitarian aid, 41% of Palestinians have too little food, 60% of Palestinian children are anemic, and the Gazan population cannot count on more than 2-4 hours of continuous electrical power a day; and
WHEREAS, prior to this current water shortage, only 1% of Gaza population has access to safe drinking water, leaving Gaza’s population – half of whom are children – increasingly vulnerable to waterborne diseases, infections, and dehydration; and WHEREAS, hundreds of thousands of lives are at imminent risk if a cease-fire is not achieved and humanitarian aid is not delivered without delay; and WHEREAS, the Federal Government holds immense diplomatic power to save Israeli and Palestinian lives.

NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF CUDAHY, CALIFORNIA, AS FOLLOWS:

RESOLVED, that the City of Cudahy takes seriously the entreaty of “Never Again,” and that the historical memory of the Holocaust means fighting ethnic cleansing and apartheid everywhere; and
BE IT FURTHER RESOLVED, that the City of Cudahy vows to combat antisemitism and ethno-nationalism in all its forms; and
BE IT FURTHER RESOLVED that the City of Cudahy calls for an immediate humanitarian ceasefire and the safe passage of substantial humanitarian aid to Gaza; and BE IT FURTHER RESOLVED, that the City of Cudahy calls for an immediate humanitarian ceasefire and the safe passage of substantial humanitarian aid to Gaza; and BE IT FURTHER RESOLVED that the City of Cudahy calls for the immediate release of all Israeli hostages taken by Hamas; and
BE IT FURTHER RESOLVED that the City of Cudahy calls for an end to Israeli apartheid and the occupation and blockade of Palestinian land by Israeli military forces; and BE IT FURTHER RESOLVED, that the City of Cudahy endorses the Congressional Resolution submitted by Representatives Cori Bush (MO-01), Rashida Tlaib (MI-12), André Carson (INPage 42 of 616 Resolution No. 23-48
3 07), Summer Lee (PA-12), and Delia C. Ramirez (IL-03), alongside Representatives Jamaal Bowman (NY-16), Bonnie Watson Coleman (NJ-12), Jesús “Chuy” García (IL-04), Jonathan Jackson (IL-01), Alexandria Ocasio-Cortez (NY-14), Ilhan Omar (MN-05), Ayanna Pressley (MA-07), and Nydia Velázquez (NY-07) and urges our Congressional Representative, Rep.

Robert Garcia, and California’s Congressional delegation to vote in support of the resolution.

BE IT FURTHER RESOLVED, that the City Council directs the City Manager or his designee to immediately distribute this Resolution upon its adoption to the offices of Senator Alex Padilla (CA), Representatives Robert Garcia (CA-42), Cori Bush (MO-01), Rashida Tlaib (MI-12), André Carson (IN-07), Summer Lee (PA-12), and Delia C. Ramirez (IL-03), alongside Representatives Jamaal Bowman (NY-16), Bonnie Watson Coleman (NJ-12), Jesús “Chuy” García (IL-04), Jonathan Jackson (IL-01), Alexandria Ocasio-Cortez (NY-14), Ilhan Omar (MN05), Ayanna Pressley (MA-07), and Nydia Velázquez (NY-07).

FINALLY, BE IT RESOLVED that the City of Cudahy advocates for the dignity and safety of residents in every community, regardless of what crimes its leadership may commit, and that peaceful diplomacy is the only way to achieve this safety and dignity.

PASSED, APPROVED AND ADOPTED by the City Council of the City of Cudahy at its regular meeting on this 7th day of November 2023.

Daisy Lomelí
Mayor
ATTEST:

Richard Iglesias
City Clerk

Resolution No. 23-48
4 STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS:

CITY OF CUDAHY )
I, Richard Iglesias, City Clerk of the City of Cudahy, hereby certify that the foregoing Resolution No. 23-48 was passed and adopted by the City Council of the City of Cudahy at a regular meeting held on the 7th day of November 2023 and that said Resolution was adopted by the following vote, to-wit:

AYES:

NOES:

ABSENT:

ABSTAIN:
_______________________________________
Richard Iglesias
City Clerk

“Serving The People”
Staff Report
11/07/2023 Page 1 of 3

STAFF REPORT
Date: November 7, 2023
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Juan Arauz, AICP, Community Development Director
Subject: Update and Discussion on the City’s Community Outreach and Information Campaign Pertaining to the Proposed Project at 5037 Patata Street

RECOMMENDATION
Staff recommends that the City Council of the City of Cudahy (the “City”):

1. Receive an update from Ugarte and Associates, LLC (“Consultant”) on outreach and information campaign pertaining to the proposed project at 5037 Patata Street, in the City of South Gate; and

2. Open public hearing to solicit testimony and comments; and

3. Receive and file this report.

BACKGROUND
On November 4, 2021, the City of South Gate, as the lead agency for the subject project, released a Notice of Preparation (NOP) of an Environmental Impact Report (EIR) pursuant to the California Environmental Quality Act (CEQA) Guidelines. The NOP describes the project as “a new industrial development that would total 447,420 square-feet of floor area” that includes “a smaller truck maintenance building consisting of 12,000 square-feet” where the primary warehouse would have “a total of 30,000 square-feet of 36-degree cooler storage, and 134,400 square-feet of 60-degree storage.”
In the Summer of 2022, Cudahy staff provided updates to the City Council on the status of the project, including public comment opportunities. On November 16, 2022, the City of South Gate released a Draft EIR for the project and solicited comments. In response to the Draft EIR, on January 18, 2023, City staff prepared a letter (Attachment A) containing comments and concerns over the proposed project.

Since release of the Draft EIR and issuance of the City’s January 18, 2023 comment letter, "Sirviendo A La Comunidad"
Item Number
14B

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/07/2023 Page 2 of 3

Cudahy and South Gate staff have held meetings to discuss project processing and mitigation measures to reduce project related impacts on Cudahy. Meetings to discuss the project were also held between Cudahy staff and the project proponent, Overton Moore Properties (OMP).

The outcome of these meetings did not result in any substantive project modifications or community benefits component to offset the potential negative effects of the project.

On September 13, 2023, OMP held a community meeting at the project site to disseminate information on the project, including a list of items presented as community benefits. Ahead of this meeting, OMP retained a consultant to inform the residents of the project and its perceived public benefits. The items presented at this meeting as project benefits include:
• The project shall generate over 250-300 good quality, high paying jobs. • The project will provide the City of Cudahy a $250,000 deposit to cover needed improvements.
• The project has committed that 60% of the vehicle fleet will be electric vehicles and 100% of the vehicle fleet will be electric within 2 years of opening.

The above referenced items were also illustrated in a flyer (Attachment B) distributed by the OMP consultant.

City of Cudahy staff attended the OMP community meeting and also spoke with residents who were contacted by the OMP consultant. Since the outreach and community meeting, OMP has stated on the record that approximately 100 Cudahy residents support the project. This raised several concerns from Cudahy staff over OMPs misrepresentation of project benefits. As examples:
• From discussion between Cudahy and OMP staff, of the 250-300 advertised as a public benefit, Cudahy staff learned that most of these positions will be filled by existing operational employees from nearby locations. In fact, most of the positions that would be available would come from vacancies from existing employees deciding not to relocate to the project facility.
• There has been no commitment from OMP or South Gate to provide Cudahy a $250,000 deposit to cover needed improvements. This is an unsubstantiated statement. • There has been no commitment from OMP or South Gate to provide for 100% of project vehicle fleet to be electric. This is an unsubstantiated statement.

On September 26, 2023, the City of Cudahy retained Ugarte and Associated (“Consultant”) to conduct an information and educational campaign on the project to Cudahy residents near the site.

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/07/2023 Page 3 of 3

DISCUSSION/ANALYSIS
From late September to early October 2023, the City’s Consultant went door-to-door making contact with Cudahy residents on Fostoria Street, Cecilia Street, Wilcox Street, and Santa Ana Street – all within the vicinity of the subject project site. The Consultant made contact with approximately 200 residents and provided them facts on the proposed project. The results show that most residents oppose the project (Attachment C). Also concerning was that some residents were promised certain benefits, like free overnight parking and gift cards, if they showed support for the project.

STRATEGIC PLAN CORRELATION
The Project supports the following strategies identified in the City’s Strategic Plan as adopted by the City Council.

Goal F

1. Develop the Cudahy brand.

2. Create a sense of place and establish the community’s identity.

3. Use the Cudahy brand to provide visual identity of the City, including signage.

4. Identify methods to connect with community members, including soliciting input on a regular basis.

5. Increase the City’s social media presence.

6. Explore opportunities for efficiency through insourcing and outsourcing.

7. Foster relationship building among residents.

FINANCIAL IMPACT
The agreement with the Consultant had a not to exceed budget of $18,000 that was paid from funds set aside in the City’s General Fund.

ATTACHMENT
A. January 18, 2023, City of Cudahy Response Letter to Draft EIR B. OMP Flyer for September 13, 2023 Community Meeting
C. Ugarte and Associates Outreach and Education Summary

Attachment A

Page | 1
Comments on DEIR
5037 Patata Street, South Gate
Transportation
These questions and comments pertain to the transportation section of the DEIR and Appendix H. CEQA requires disclosure, a good faith effort at providing analysis, and that conclusions be supported via substantial evidence. The transportation portions of this analysis lack an explanation for the application of SB 743, evidence to support conclusions, and incomplete information for accurately assessing environmental impacts per CEQA.

1. The DEIR emissions chapter describes a floor area of 451,000. The screening criteria in OPR are aimed at reducing GhG/VMT. The screening criteria available are based on transit reduction VMT, small projects, and residential and office projects already performing at a low VMT. The spirit and letter of those screening options are focused on small projects and reducing VMT. What is the basis in CEQA for screening a large 451,000 square foot project that appears to have no connection or basis to the screening criteria, which promote reduced VMT. Please elaborate on the appropriateness of this conclusion.

2. Furthermore, page 124 states that there would be a “reduction in VMT” – please provide substantial evidence for this site and land use that VMT will be reduced. What is the total VMT for the project? What is the total VMT with and without the project?

3. The DEIR transportation chapter concludes that there is no VMT impact by applying the screening for the presumption of less than significant impact near transit stations. The language in the OPR advisory states that “lead agencies should generally presume that certain projects” (including residential, retail, and office projects, as well as projects that are a mix of these uses, proposed within ½ mile of an existing major transit stop or an existing stop along a high-quality transit corridor). The DEIR chapter refers to Appendix H, which contains a traffic study. However, the traffic study has no discussion regarding the definition or applicability of the quality of the transit stop, or of the applicability of this screening criterion to an industrial land use. The OPR advisory specifies that this is screening criterion is appropriate for “residential, retail, and office projects” which this is not. Please explain how the OPR advisory applies to industrial land uses and what substantial evidence supports the conclusion of a presumption of less than significant for these land uses at this site?

4. DEIR Page 198: What makes the transit service likely to reduce VMT for this type of land use at this location?

5. DEIR Page 198: the transportation study mentions the future west Santa Ana Branch station, slated for completion in 2040 or later. The project opening year is 2024. What is the relevance of this future station to this analysis considering the 16 year gap between project opening year and completion of the Metro station?

6. DEIR Page 198: The application of the ½ mile transit proximity is to account for the proximity to transit that can result in reduction of VMT. In practical terms, a person using transit service on Firestone Boulevard at Atlantic Avenue would need to walk approximately 2,790 feet from the bus stop at Firestone/Atlantic to the entrance on Patata Street. The ½ mile distance is only accurate when measured as the crow flies, however, pedestrians would need to walk over ½ mile via the street network. In addition, Patata

Page | 2
only provides sidewalk on one side of the street. Since this is project site location is beyond the ½ mile distance from a network perspective, please explain what type of patron or visitor to the site is expected to use transit and why the walking distance in excess of ½ mile is consistent with the OPR advisory for application of transit screening?

7. DEIR Page 198 (based on exhibit 2-11): The site plan does not appear to show a pedestrian entrance/connection to Patata Street. How will the people arriving by transit access the site?

8. DEIR Page 198: States “Generally, projects within one-half mile of either an existing major transit stop or a stop along an existing high quality transit corridor should be presumed to cause a less than significant transportation impact. The proposed project is located within ½ mile of two major transit corridors (Atlantic Avenue and Firestone Boulevard). In addition, the project site is located within ½ mile of the proposed new transit station for Metro’s West Santa Ana Branch light rail”. Per OPR Technical Advisory guidelines, TPA screening is not appropriate if a project:
• Has a Floor Area Ratio (FAR) of less than 0.75;
• Includes more parking for use by residents, customers, or employees of the project than required by the jurisdiction (if the jurisdiction requires the project to supply parking);
• Is inconsistent with the applicable Sustainable Communities Strategy (as determined by the lead agency, with input from the Metropolitan Planning Organization); or • Replaces affordable residential units with a smaller number of moderate- or highincome residential units.

As proposed, project plans show an FAR of less than 0.75. How is the statement in the DEIR applicable to, and in conformance with, OPR guidelines for VMT screening assessment?

9. DEIR Page 199: Please provide information, specific to this project and site, explaining why the project is not expected to increase VMT.

10. DEIR Page 199: Text at the top of this page indicates that travel distance is typically reduced for urban areas.
• What is the total estimated VMT for the project, inclusive of employees, visitors, and trucks? How does this compare to a rural area?
• How would the estimated trip generation for this proposed project differ in a rural area? • What is the estimated average trip length for this proposed project site? How would this differ in a rural area?
• How is truck VMT being accounted for with this analysis and conclusion?

11. DEIR Page 199: The DEIR states that there will not be a significant change in the traffic circulation over that which presently exists. According to the trip generation estimates, the project will generate over 100 peak hour trips during each peak hour and in excess of

Page | 3
2,000 daily vehicle trips, of which more than half are 4+ axel trucks. At intersection #6, this constitutes an increase of 30-50% for some turning movements. Please elaborate on why this is not a significant change to travel in the project area.

12. DEIR Page 199: In terms of increasing hazards, there is no mention of the pedestrian activity that is being used to justify the transit screening. If the TPA screening is appropriate, what will be the impact to safety of having additional pedestrians at these intersections and along Patata, which lacks sidewalk on one side of the street and is the street providing direct access. This discussion should also address other locations such as Mason Street and Atlantic Avenue, which is known as a local cut through route.

13. Appendix H: The transportation study in Appendix H has no discussion of VMT, screening criteria, or the City’s VMT methodology or impact thresholds. Why was this not provided in the technical documentation for this proposed project? Please provide this information, including the average trip length, total VMT for the project, and Citywide VMT with and without the project.

14. Appendix H: Please explain why ITE LU 150 is the appropriate trip generation rate to use for a land use of this size and function. Would another ITE rate be more appropriate?

15. Appendix H: The transportation study in Appendix H does not have any discussion of VMT screening criteria and their applicability to this project or site. Why was this not provided in the technical documentation for this proposed project? Please provide.

16. Appendix H: The transportation study identifies intersection mitigation measures for the LOS analysis. This is inconsistent with state law (SB 743), which states that LOS-based analysis can no longer be the basis for impacts or mitigations. This report is incomplete as it reads as though it was written prior to SB743 and should be updated to reflect VMT.

The MOU also incorrectly identifies capacity enhancing measures as mitigation measures, which is no longer consistent with state law.

17. Appendix H: One input that affects LOS and queuing is the percent of heavy vehicles.

Review of the synchro sheets suggests that this is at 2% for all locations. Is that consistent with the truck percentages in the count data? What do traffic counts suggest as the heavy vehicle percentage on these roadways?

18. Appendix H: One input that affects LOS and queuing is the peak hour factor (PHF).

Review of the synchro sheets suggests that this was left at the default value of .92. What is the basis for maintaining the default PHF of .92 for all locations and all scenarios.

19. Appendix H: Is the synchro analysis based on default signal timings or City of South Gate and Cudahy signal timings from signal plans?

20. Appendix H: For existing and future scenarios are signal timings or splits optimized?

21. When conducting LOS analyses, it is customary for adjacent agencies to apply the methodology and deficiency criteria where the City is located. This report analyzes intersections in the City of Cudahy using City of South Gate methodologies and deficiency criteria, which is inappropriate. All methodologies and deficiency criterial needs to be updated to reflect City of Cudhay local standards for intersections within Cudahy.

22. Proposed mitigation measures (traffic striping and potential traffic signal modification) at the Atlantic Ave & Salt Lake Ave/ Patata St intersection are not in line with the City of

Page | 4
Cudahy General Plan Circulation Element and proposed Cudahy Land Use and Development Projects within the area. Same comment applies to Atlantic Ave & Santa Ana St and Atlantic Ave & Cecilia St intersection. In addition, the City of Cudahy is in the design process for Atlantic Avenue Improvements Project, and the proposed striping/ circulation is not in harmony with the City’s vision for the Atlantic Corridor.

23. The project, located within City of South Gate jurisdiction, proposes mitigation measures in the City of Cudahy to lessen traffic related impacts caused by the project. These mitigation measures assume the City of Cudahy would modify traffic patterns at the intersections listed above in Comment #22.
• Why are mitigation measures being proposed outside of the jurisdictional boundaries of the City of South Gate?
• Have these mitigation measures been discussed with, and approved by, the City of Cudahy?

24. Although LOS is no longer considered as environmental impacts under CEQA, existing traffic conditions at Atlantic Ave & Patata St/ Salt Lake Ave intersection are identified as LOS= D (Tables 3.15 and 3.17). Level of Service D is the minimum threshold in urbanized areas. With the expected traffic volume, once the proposed project is completed, the LOS for the above intersection will be F (failing intersection). Degradation of this intersection is not acceptable to the City of Cudahy.

25. Patata Street was recently paved for the existing type of traffic & volume, and even though a soils treatment was part of the street improvements recently completed, the existing paving won’t be able to handle the proposed traffic operations (weight and volume). A detailed engineering analysis is needed to evaluate street conditions for the new traffic conditions (a major street rehabilitation may be required).

26. The project would introduce an approximately 16,000 square foot building to be used as a truck maintenance workshop. The Project Description of the DEIR does not adequately describe the use and intensity of this truck maintenance workshop. Throughout the DEIR, the transportation assessment focuses on the classification of the proposed use as a “cold storage facility”, leaving out any reference to the repair/maintenance workshop. Why does the DEIR not evaluate the truck maintenance workshop? Why was this component not evaluated as a “truck terminal”?
Project Description

27. The DEIR provides little information on the proposed business operations. Basic information proposed operations is missing, for example:
• What are the hours of operations?
• What specific activities would take place during operations? • What is the anticipated usage of the onsite truck repair station? • How many trucks would be located at the site?

Page | 5
To adequately assess and provide comments on proposed operations, a detailed operational plan needs to be provided for review.

28. The DEIR only provides vehicle trip counts (passenger and truck) for the peak AM and PM hours using City of Fontana Truck Trip Generation Study. This leaves out any analysis or discussion on the total daily and weekly trip counts. To adequately assess and provide comments on proposed vehicle trips, an empirical study should be conducted that evaluates the operations of similar land uses in urbanized areas. The City of Cudahy needs to be consulted during the formulation of the scope of work for this empirical study.

29. As proposed, the building would have a rolling door opening for trucks that faces north.

There are residential uses directly adjacent and north of the project site. • Why was the building designed and oriented to have an opening for trucks that faces north towards the residential uses?
• In designing the building, why were these roll up doors limited to the south and west elevations furthest away from sensitive receptors?
• What operational conditions and restrictions are proposed to ensure there are no operational related impacts to the residential uses to the north?

30. The City of Cudahy provided a comment letter dated September 19, 2022 to the Department of Toxic Substances Control (DTSC) on the measures work plan for surface asbestos and remediation. Please confirm the comments and conditions listed in that letter will be adhered to during this work plan phase.

Discretionary Actions

31. Page 48 of the DEIR: A list of required entitlements are necessary for the proposed project.

This includes two variances and two amendments to the South Gate General Plan. • What are the justifications for the findings required to approve the variances? • What are the justifications for the findings required for amendments to the South Gate Mobility Element of the South Gate General Plan?
• Objective 1 of the project is “to facilitate quality development that is consistent with the goals, policies, and objectives of the City of South Gate General Plan”. How can the project be consistent with the South Gate General Plan when two general plan amendments are required for the project?
City of Cudahy General Plan and Land Uses

32. The DEIR fails to mention that the project site is dependent on use of public right-of-ways, streets, sidewalks, and utilities in the City of Cudahy. Therefore, the DEIR should have conducted a comprehensive analysis of the existing and future planned land uses of the vicinity of the project site that is within the City of Cudahy.

33. The DEIR does not analyze the recent activities planned within the Entertainment Zone within the City of Cudahy. For example, the City is evaluating a mixed use development at the northeast intersection of Patata and Atlantic at an approximately over a 5 acre site.

Page | 6
This would be the first of other developments on Patata that will be evaluated in an effort to promote a pedestrian oriented district. To accommodate the City’s vision for this pedestrian-oriented district, the City of Cudahy is considering modifications to the design and traffic pattern of Patata Street. Should the City of Cudahy implement modifications that would impact, or prohibit, truck use on Patata Street, how would the project site provide access for its trucks?

34. The project as proposed does not conform with the City of Cudahy General Plan. The DEIR lacks a complete analysis of the project adherence to, and conformance with, the City of Cudahy General Plan. The DEIR should complete this assessment in coordination with City of Cudahy staff.

35. The Public Service Impacts analysis of the DEIR states that the South Gate Police Department would respond to all calls for service resulting from the project and therefore no impacts are anticipated. With approximately 300 employees and hundreds of truck and vehicle trips a day, should an employee of the project cause a vehicular accident in the City of Cudahy, would the South Gate Police Department respond? Should an employee related accident occur in the City of Cudahy, would South Gate safety personnel provide service?

36. Why did the DEIR not analyze public service impacts to the City of Cudahy? How would the City of Cudahy address calls for service originating from employees of the project site?

37. Public Hearings: Per the City of Cudahy zoning code, the project proposes a discretionary land use. Although not in Cudahy, as proposed, the project is dependent on Cudahy rightof-ways for access and operations. To ensure that adequate public review is provided, a presentation to the Cudahy Planning Commission and City Council should be conducted.

38. Development Agreement: Prior to further processing of the proposed project, discussions on the terms of the Development Agreement should take place with the City of Cudahy.

The proposed project would involve the construction and subsequent operation of a new regional headquarters and distribution facility that would total 451,383 square-feet for Anheuser Busch (AB). The proposed project would employ 380 employees.

The facility will be environmentally friendly (LEED GOLD). AB has committed that 60% of the vehicle fleet will be electric vehicles and 100% of the vehicle fleet will be electric within 2 years after opening. • The building is 85 ft away from the north property line. A 10-foot sound/screen wall will be built along the northern property line to create a barrier between the project site and the City of Cudahy residential area. • 64 box trees spaced 20 feet apart will be planted along the northern property line to create beautiful landscaping. • No lighting would be directed to the north where residential uses currently exist. • All truck traffic will enter and exit the new facility using Patata Street. No truck traffic will enter residential streets in Cudahy.

Community Benefit No 1:

The project shall generate over 250-300 good quality, high paying jobs (avg pay $80k/year) at the site.

Community Benefit No 2:

Overton Moore Properties (Developer), general contractor and Tenant shall work with Hub Cities when the general contractor or tenant have any job openings, they will include posting with Hub Cities for new positions during construction and post construction.

Anheuser Busch (tenant for the building) will also post all new job openings through Hub Cities. Anheuser Busch will host an open house or go to the high school to discuss job opportunities for South Gate and Cudahy students.

Community Benefit No 3:

The Developer shall dedicate a 10' strip for a new bike path from the Patata extension to the LA River to serve both Cudahy and South Gate. Developer shall be required to maintain for the life of the project the bike path including fencing and the asphalt/concrete.

Community Benefit No 4:

The Developer will provide the City of Cudahy a $250,000.00 deposit to cover needed improvements.

COMING SOON - 5037 Patata Street
Join us for a tour of the project site. All residents are welcome.

Wednesday, September 13 6PM – 7PM.

Food Truck will provide dinner to all attendees.

For more information, please call 323-804-5696
Attachment B Page 55 of 616
5220 Santa Ana Street
Cudahy, CA, 90201
Phone: (323) 773-5143
Fax: (323) 771-2072
www.cityofcudahy.com
Mayor
Daisy Lomeli
Vice Mayor
Jose R. Gonzalez
Councilmember
Elizabeth Alcantar
Councilmember
Martin U. Fuentes
Councilmember
Cynthia Gonzalez, Ed.D
City Manager
Alfonso Noyola, ICMA-CM
Incorporated November 10, 1960
September 25, 2023
City of South Gate
Community Development Department
8650 California Avenue
South Gate, CA 90280
RE: SUPPLEMENTAL DRAFT ENVIRONMENTAL IMPACT REPORT FOR 5037 PATATA STREET INDUSTRIAL DEVELOPMENT (SCH #20211100098) To Whom it May Concern:

The City of Cudahy (“Cudahy”) presents this supplemental comment letter in response to the City of South Gate’s (“South Gate”) Draft Environmental Impact Report (“DEIR”) for the proposed 5037 Patata Street Industrial project.1 The project “would include a new main building consisting of 435,420 square feet, and a smaller truck maintenance building consisting of 16,173 square feet. The new tilt-up main building would consist of corporate offices, a warehouse, cooler space, as well as mezzanine space. The main building would also include a two-level office area consisting of 30,000 square feet of floor area located in the southwestern corner of the main building. The warehouse portion of the main building would include a loading and storage area, a total of 22,000 square feet of 36° cooler storage, and 134,400 square feet of 60° cooler storage”2and 522 vehicular parking spaces (“Project”).

Importantly, the Project site abuts Cudahy to the east, west, and north, with a small portion of the northwest corner and southern border of the Project site abutting South Gate. 1 Cudahy provided its initial comments to the DEIR in a comment letter submitted on January 18, 2023. Letter from J. Arauz to Y. Siva (January 18, 2023) (“Initial Comment Letter”). Herein attached as Attachment A. This letter is intended to supplement, not succeed, those comments. Cudahy further reserves the right to submit additional comments regarding the Project’s CEQA analysis as it continues to evaluate the legal sufficiency of the DEIR.
2 DEIR, p. 7.

Attachment C Page 56 of 616
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The southern edge of the Project site abuts the Union Pacific Railroad line to the south. As a result, the Project site is only accessible through Cudahy via Patata Street, or alternatively through Cecilia Street just one block north from Patata Street and Wilcox Street. The northern border of the Project site abuts existing residential uses in Cudahy. Cudahy has previously expressed concern that the DEIR fails to meet the California Environmental Quality Act’s (“CEQA”) (Pub. Res. Code § 21000 et seq.) requirements. The purpose of CEQA is to inform the public and decisionmakers alike of the environmental impacts resulting from a proposed project.3 However, the DEIR fails to thoroughly recognize, analyze and quantify, and mitigate all of the direct and reasonably foreseeable indirect environmental impacts associated with the Project. The Project would result in significant impacts to Cudahy’s resources, including but not limited to its residents that live adjacent to the Project site, city streets, city infrastructure, and air quality. Further the DEIR is replete with conclusions that are not supported by substantial evidence or at times no evidence at all and fails to provide feasible mitigation measures.

Cudahy respectfully submits these comments to ensure the Project analysis reflects a robust and complete examination of the direct and reasonably foreseeable indirect impacts as required by CEQA.

I. Community Engagement
As a preliminary matter, Cudahy has expressed and has continued to express concerns as it relates to the lack of outreach to the community immediately to the north and otherwise misleading information that has been provided to the local community. The Project applicant recently held a “community meeting” at the Project site on Wednesday, September 13, 2023.

Cudahy was surprised to learn that the Project applicant represented that outreach to the local community had been conducted for “weeks” when Cudahy staff received first-hand accounts from local residents that they received notice of the community meeting merely one-day prior to the meeting. Further troubling, residents were not provided with a “flyer” with meeting information unless they agreed to sign a document. Such actions are disingenuous and disrespectful to local residents.

Representations made by the Project applicant at the community meeting include, but are not 3 Cal. Code Regs., title 14, § 15121(a) (“CEQA Guidelines”).

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limited to:
• The provision of 250-300 jobs (with an average pay of $80,000/year); • The provision of a 10-foot sound/screen wall along the northern property line; • The provision of 64 box trees along the northern property line; • A contribution of $250,000 to Cudahy “to cover needed improvements”; and4 • Anheuser Busch has committed that 60 percent of its vehicle fleet will be electric vehicles and 100% of its vehicle fleet will be electric within two years of opening.

A. Jobs.

The Project applicant briefed the Cudahy City Council in 2023 regarding the Project, claiming the Project would provide 250-300 new jobs. When the City Council inquired further about the Project tenant’s plans to relocate and centralize its operations to South Gate, the Project applicant conceded the majority of the existing employees would relocate to the new location and approximately 40-50 new jobs may be available. The Project applicant made no commitment to locally hire for these positions. At these briefings, the City Council requested that the Project applicant cease from further making such misrepresentations to the community, yet this continues to be touted as a community benefit. Cudahy hereby requests the Project applicant to cease from making such misrepresentation to both the Cudahy and South Gate communities.

B. 10-foot Sound Wall.

The DEIR does not describe a 10-foot sound wall in the Project Description section5 nor discussed in the Noise analysis.6
There is absolutely no requirement that the Project provide this wall as a Mitigation Measure. Such misrepresentations greatly impact the residents living immediately north of the Project site due to the noise that will be generated through remediation, demolition and construction activities, as well as operational activities including ingress and egress of large heavy-duty trucks, vehicles, the loading docks and high-speed doors, and the truck repair facility. Cudahy hereby requires that the Project applicant cease making such misrepresentations unless a sound wall and other mitigation measures are implemented to 4 Overton Moore Properties, Walk-Piece Flyer – 5027 Patata Street, herein attached as Attachment B. 5 See, DEIR, pp. 33-50. 6 See, DEIR, pp. 160-173.

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attenuate the sound impacts to reduce the level of significance of less-than-significant.7 C. Provision of 64-Box Trees.

There is no mention in the DEIR of exactly how many trees the Project will provide, therefore there is no requirement for the Project applicant to provide these trees. The DEIR must be revised to reflect this as a Project feature. Until then, Cudahy requests that the Project application cease from making these misrepresentations as a community benefit.

D. $250,000 Contribution to Cudahy.

There is no agreement between Cudahy and the Project applicant to receive $250,000 for needed improvements. Cudahy has previously requested that the Project applicant provide monetary resources to mitigate the impacts that the Project will have on Cudahy resources, including but not limited to impacts to Cudahy streets and infrastructure and the residents to the north. Cudahy hereby requests that the Project applicant cease from making these misrepresentations as no agreement exists and further requests that the DEIR require the Project to mitigate impacts to Cudahy by providing a one-time contribution of $920,640 through a legally binding agreement.8
Additionally, as the Project may only ingress and egress the Project site through Cudahy streets, Cudahy requests the mitigation of such impacts require the Project applicant to maintain the roads for 30 years following Project implementation.

E. 100% Electric-Vehicle Fleet.

There is no mention within the EIR that the Project will provide an all-electric “vehicle fleet.” We are not aware of any binding commitment that requires the Project to provide this fleet. Therefore, Cudahy request that the Project applicant cease from making such misrepresentations unless this feature is included in the Project Description and further reflected in the CEQA analysis.
7 Noise impacts are discussed in further detail in Section V. 8 This figure is based on the Developer Impact Fees that would be required for a new development in Cudahy based on a project’s floor area. Cudahy, Development Impact Fees Schedule. Available at:
https://www.cityofcudahy.com/DocumentCenter/View/774/Development-Impact-Fees?bidId= (Accessed September 20, 2023). Herein attached as Attachment C.

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II. General CEQA Defects
As we previously stated, roughly three-quarters of the Project site is surrounded by Cudahy, with residents living adjacent north of the Project site, and the only ingress/egress point provided through a Cudahy street (Patata Street). As shown below in Figure 1, the Project site enjoys a buffer to the remainder of the South Gate community because of the buffer created by the railroad adjacent south of the Project site. This means that Cudahy residents and its infrastructure would be subject to the brunt of environmental impacts, especially considering the fact that impacts such as noise, vibration, air quality, greenhouse gas emissions and other impacts cease to exist at the city borderlines.
 Inadequate Project Description. CEQA requires that a DEIR provide an accurate, stable, and finite project description.9 In its current form, the DEIR does not clearly and adequately characterize the Project and is missing critical elements such as the hours of operation, the number of trucks, including delivery vehicles, semi-trailer trucks, and operations at the truck maintenance facility. In addition, the Project Description and analysis fail to recognize the building tenant, Anheuser Busch, and the operations that will take place at the Project site. Due to the international presence of this brand and the fact that representations have been made that several facilities intend to relocate to South Gate, the Project site is likely to receive a greater number of trips and may wish to operate beyond “normal business hours,” e.g., from 8:00 AM to 5:00 PM.10 Breweries are often associated with greater water usage, energy consumption, and increased greenhouse gas (“GHG”) emissions and air quality impacts.11
As it relates to the truck repair facility, the Project Description does not provide information on how many regional/national vehicles will likely be serviced at the truck repair facility and whether these vehicles are electric only or a mix of electric, 9 CEQA Guidelines § 15124; see also, County of Inyo v. City of Los Angeles (1977) 71 Cal.App.3d 185. 10 We additionally reiterate that in Cudahy’s Initial Comment Letter, we noted the DEIR’s failure to analyze all direct and reasonably foreseeable indirect impacts. The letter noted that the DEIR only provided vehicle trip counts (passenger and truck) for the peak AM and PM hours using the City of Fontana Truck Trip Generation Study and left out the analysis regarding the total number of daily and weekly trips . 11 Olajire, A. ”The Brewing Industry and Environmental Challenges,” Journal of Cleaner Production (March 1, 2012). Available at: https://www.sciencedirect.com/science/article/abs/pii/S0959652612001369 (Accessed:

September 21, 2023). Herein attached as Attachment D.

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gas, and/or diesel. More information is needed to understand the full scope of the Project. An inadequate project description leads to an inadequate analysis. As a result, the DEIR fails to analyze all potential direct and reasonably foreseeable impacts and violates CEQA. 12 The failure misleads the reader to believe that all direct and reasonably foreseeable impacts have been analyzed.  Failure to Analyze all Potentially Direct and Reasonably Foreseeable Indirect Impacts. CEQA serves as an “environmental alarm bell” whose purposes is to alert the public and its responsible officials to the environmental impacts associated with a proposed project.13 Thus, an EIR must analyze all potentially direct and reasonably foreseeable indirect impacts. In addition to a large warehousing facility, the Project also proposes a 16,153 square foot truck maintenance facility, yet the analysis appears to be completely devoid of any analysis associated with this facility including the additional trips generated by the trucks coming in for repairs, noise generated, impacts to air quality and greenhouse gas emissions when the facility is in use.14 The lack of meaningful information contained in the DEIR robs the reader of the ability to understand the Project and its potential environmental impacts and thus violates CEQA’s central tenant that an EIR must be understandable and clear.15  Lack of Substantial Evidence to Support the Conclusions. Overall, the EIR lacks CEQA’s requirement for the conclusions to be supported by substantial evidence. “Substantial evidence” means “enough relevant information and reasonable inference from this information that a fair argument can be made to support a conclusion…”16 “Substantial evidence shall include facts, reasonable assumptions predicated upon facts, and expert opinion supported by facts.”17 “Substantial evidence is not argument 12 Laurel Heights Improvement Ass’n v. Regents of Univ. of Cal. (1988) 47 Cal.3d 376. 13 County of Inyo v. Yorty, (1973) 32 Cal.App.3d 795, 810. 14 USEPA, Community Information Sheet – Auto Body Shops. (September 12, 2005). Available at:
https://www.epa.gov/sites/default/files/2017-06/documents/autobody_comm_info.pdf (Accessed September 21, 2023). Herein attached as Attachment E; see also, Environmental Pollution Centers, Auto Repair Shops Pollution.

Available at: https://www.environmentalpollutioncenters.org/repair-shops/ (Accessed September 21, 2023) Herein attached as Attachment F. 15 Association of Irritated Residents v. County of Madera (2003) 107 Cal.App.4th 1383, 1391 (“[T]he failure to include relevant information precludes informed decision making and informed public participation, thereby thwarting the statutory goals of the EIR process”).
16 CEQA Guidelines § 15384(a). 17 CEQA Guidelines § 15384(b).

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speculation, unsubstantiated opinion or narrative, evidence that is clearly inaccurate or erroneous, or evidence of social or economic impacts that do not contribute to, or are not caused by, physical impacts on the environment.”18 This EIR fails to contain a list of persons consulted, references, or cite to substantial evidence to support the EIR’s conclusions throughout the entirety of the document.  Failure to Provide Effective Mitigation Measures. The proposed mitigation measures fail to meet CEQA’s basic requirements. In order for a mitigation measure to be considered effective, CEQA requires the mitigation measure to be supported by “substantial evidence” that the measure will be effective in mitigating the identified impact.19 Many of the mitigation measures proposed in the DEIR either lack substantial evidence to support the proposition that it would reduce the identified impacts, or many times provide no evidence at all.
 Unenforceable Mitigation Measures. Mitigation measures must actually be enforceable through conditions of approval, contract or other legally binding means.20 Mitigation measures absent this enforcement or merely categorized as “recommended” actions are not enforceable. Additionally, we note there is no mitigation monitoring or reporting program associated with the DEIR.21 The inclusion of these elements must be included to meet CEQA’s requirements.  References and Persons Consulted. An EIR must list the organizations and persons who were consulted in its preparation. The list must include all federal, state, or local agencies, other organizations, and individuals that were consulted in preparing the DEIR.22 The DEIR represents that Section 6 References lists of those individuals in this document’s preparation and the references consulted in the analysis.23 There is no 18 Pub. Res. Code § 21080(e)(2) (emphasis added). 19 Sacramento Old City Ass’n v. City Council (1991) 229 Cal.App.3d 1011, 1027. 20 Pub. Res. Code § 21081.6(b); CEQA Guidelines § 15126.4(a)(2); see also Federation of Hillside & Canyon Ass’n v. City of Fresno (2007) 150 Cal.App.4th 683, 730. 21 Pub. Res. Code § 21081.6. 22 CEQA Guidelines § 15129. 23 DEIR, p. 9.

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Section 6 in the DEIR and therefore the document lacks any evidence to supports its conclusions. As a whole, the DEIR is legally deficient due to the omission of this critical element.
 Failure to Consult with Cudahy. CEQA mandates that a Lead Agency consult with and request comments on a DEIR from any city that borders on a city or county within which the project is located as well as any local agency which “have jurisdiction by law with respect to the project.”24, 25 A Lead Agency must all consult with all Responsible Agencies and Trustee Agencies during the DEIR process.26 This includes during the time in which the Lead Agency determines whether a negative declaration or environmental impact report (“EIR”) will be require for the project;27 provision of a Notice of Preparation (“NOP”). Prior to completing the EIR, the Lead Agency consult with and invite comments from all Responsible and Trustee Agencies prior to completing the EIR.28 Although Cudahy has attempted to work collaboratively with South Gate, the good faith effort has not been reciprocated. In one instance, South Gate staff did not show up to a pre-scheduled meeting and provided no explanation for the inability to keep the appointment and in a more recent meeting, South Gate expressed that “maybe” Cudahy would be able to review the EIR prior to finalization. Cudahy hereby renews the request to work collaboratively with South Gate as required by CEQA.
 Misleading Information. We also note that although the DEIR was released on November 16, 2022, the document itself states that the DEIR was subject to “public review for a period of 45 days, beginning November 5, 2021, and ending on December 6, 2021.”29 This information is incorrect and it does not appear that South Gate took any action to correct this messaging. This misleads the public and subverts 24 CEQA Guidelines §§ 15086(a)(4) & (5). 25 As discussed in Section VII, the Project contemplates Cudahy to make certain street improvements. 26 Pub. Res. Code § 21080.1(a); CEQA Guidelines § 15050(c). 27 Pub. Res. Code § 21080.3(a); CEQA Guidelines § 15063(g). 28 Pub. Res. Code §§ 21104(a), 21153(a); CEQA Guidelines § 15086. 29 DEIR, p. 8.

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the public participation process.30 CEQA is intended to inform the public and this misinformation defeats the purpose of CEQA.

III. Project Description
An EIR must include an accurate, stable, and consistent description of the proposed project. The project description must contain sufficient specific information about the project to allow a complete evaluation and review of its environmental impacts.31  Level of Detail. An EIR must be prepared with a level of detail that provides decisionmakers with the information needed to enable them to make an intelligent decision that takes account of the environmental consequences.32 As previously stated, the Project Description is missing critical details that allow the reader to fully understand the scope of the project, including details regarding Anheuser Busch as the building tenant, hours of operation, the number of trucks, including delivery vehicles, semi-trailer trucks, and operations at the truck maintenance facility.33 We additionally note that the Site Plan appears to indicate that a large portion of the Project site would be dedicated to parking for semi-trailer trucks, as shown below in Figure 2,34 but the Site Plan fails to identify the purpose of the striping and how that area would be utilized. The EIR must be revised to include these foregoing Project details, characteristics, and operations.
30 CEQA Guidelines § 15151 (requiring adequacy, completeness, and a good faith effort at full disclosure.); see also, Dry Creek Citizens Coalition v. County of Tulare, 70 Cal.App.4th 20, 26 (holding that failure to include relevant information precludes informed decision making and informed public participation, thereby thwarting CEQA’s statutory procedural goals).
31 CEQA Guidelines § 15124; see also County of Inyo v. City of Los Angeles, (1977) 71 Cal.App.3d 185, 199 (holding that a “finite project description is indispensable to an informative, legally adequate EIR). 32 Dry Creek Citizens Coalition, 70 Cal.App.4th 20, 26. 33 See discussion in Section II. 34 DEIR, p. 41.

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Figure 2. Site Plan Excerpt35
 As shown in Figure 3, the Site Plan also indicates a “yard” but the Project Description does not provide any details regarding the size or purpose of the yard. The EIR must be revised to include these foregoing Project details, characteristics, and operations in order to analyze all direct and reasonably foreseeable indirect impacts.

Figure 3. Site Plan Excerpt36
 Shifting Project Description. The Project Description does not discuss or analyze the history of the Project site’s operations, the release of hazardous materials, nor the current clean-up activities. However, remediation is currently ongoing and needs to be disclosed in the DEIR to adequately inform the reader of all of the potential impacts. The removal of contaminated soil does not appear until page 77 of the DEIR. Inconsistencies are also present within the Project Description section itself, when comparing the Site Plan to the Landscape Plan. Comparing Figure 4 below to 35 DEIR, p. 41. 36 DEIR, p. 41.

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Figure 3 (Landscape Plan), the striping and landscaping shown are substantially different yet, the DEIR fails to provide any details regarding this large portion of the Project Site.

Figure 4. Landscape Plan Excerpt37
 We note the same inconsistencies with the truck maintenance facility, as shown in Figure 5 below. The configuration for the facility as shown in the Landscape Plan is to the left, and the Site Plan on the right. As previously mentioned, the DEIR fails to provide any details regarding the truck facility operations and is unclear what the Project is proposing due to the shifting and inconsistent Project Description.

Figure 5. Truck Maintenance Facility38
 Maps. CEQA requires the project to be “shown on a detailed map, preferably topographical.”39 The maps provided do not meet these requirements. The local and 37 DEIR, p. 46. 38 DEIR, pp. 41 & 46. 39 CEQA Guidelines § 15124(a).

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regional maps provided are not informative. They merely provide an outline of the project site, but do not inform the reader of the context, including the uses surrounding the Project site.

IV. Baseline and Environmental Setting
The Baseline is made up of the “physical environmental conditions in the vicinity of the Project”…“from a local and regional perspective.”40 This includes environmental conditions as they existed when the Notice of Preparation was published.41 The Project site is under oversight by the Department of Toxic Control Substances (“DTSC”) for the clean-up of hazardous substances on the Project site, including but not limited to volatile organic compounds (“VOC”) [primarily dichloromethane (“DCM”), methyl ethyl ketone (“MEK”) 1,1,1-trichloroethane (“1,1,1-TCA”), trichloroethylene (“TCE”), and vinyl acetate (“VA”)]; semi-volatile organic compounds (“SVOC”) [primarily diisononyl phthalate (“DINP”) and butyl benzyl phthalate (“BBP”)]; metals (primarily lead, mercury, and zinc); polychlorinated biphenyls (“PCB”), and asbestos.
42 The Project site is currently undergoing clean-up actions, yet this is not described in the Baseline description. The DEIR needs to be revised to describe the partially demolished conditions of the Project site and describe the nature of the remediation activities. The inclusion of such information is critical because remediation, demolition, grading, hauling, construction, and even operational activities have a potentially direct and/or reasonably foreseeable indirect impact on the Project site.

V. Noise Impacts
As described in the Noise analysis in the DEIR, the Main Building would be set back 85 feet from the northern property line. The Project would also provide 50 dock-high doors, 15 spaces for future dock-high doors (knock-out panels), 11 grade-level truck doors, nine spaces for future grade level doors, four high-speed roll-up doors located on the north and south sides of the building to accommodate ingress and egress of trucks.43 Four of the high speed roll-up doors 40 CEQA Guidelines § 15125(a) and (c). 41 CEQA Guidelines § 15125(a). 42 DTSC, Envirostor Website. Available at:
https://www.envirostor.dtsc.ca.gov/public/profile_report?global_id=60001786 (Accessed September 20, 2023).

Herein attached as Attachment G. 43 DEIR, pp. 42, 45.

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would be located on the north side of the Main Building facing the residential uses.44 A. Construction Impacts.

The estimated noise levels for construction activities are in conflict with both the South Gate General Plan, South Gate’s Noise Ordinance,45 as well as the Cudahy General Plan.46 Table 3-10 estimates that noise levels would range from 69 dBA to 80 dBA depending on the construction equipment utilized. The South Gate General Plan indicates that noise levels for low density residential uses (single-family homes, duplexes, mobile homes) are acceptable at a 50-60 range.47 Noise exposure ranging 70-75 is “normally unacceptable” and advises that “[n]ew construction or development should be discouraged. If new construction or development does proceed, a detailed analysis of the noise reduction requirements must be made and needed noise insulation features included in the design.”48 Noise exposure ranging from 75-85 is categorized as “clearly unacceptable” and the General Plan discourages “new construction or development.”49 The South Gate General Plan and Zoning Code also prohibits noise levels exceeding 50 dBA between the hours of 7:00 AM-10:00 PM and in excess of 40 dBA between the hours of 10:00 PM-7:00 AM when an industrial property is located adjacent to a residential property.50 It’s unclear why the analysis fails to acknowledge these conflicts, resulting in significant impacts, when the DEIR clearly references OPR’s Noise Element Guidelines, South Gate’s Noise Ordinance, and the South Gate General Plan’s Noise Element.51 Instead the DEIR appears to rely on guidance from an FTA document that is in direct conflict with South Gate’s own ordinances and General Plan and is further described in the DEIR as “establish[ing] ground borne vibration levels” and not as a guide to establish thresholds for noise impacts.52 44 DEIR, p. 42. 45 SGMC, Chapter 7.44 (Noise) Available at:
https://www.codepublishing.com/CA/SouthGate/#!/SouthGate07/SouthGate0744.html#7.44 (Accessed September 18, 2023). 46 Cudahy General Plan. Available at: https://www.cityofcudahy.com/DocumentCenter/View/216/Cudahy-GeneralPlan-2040-PDF (Accessed September 19, 2023). Herein attached as Attachment H. 47 South Gate General Plan – Noise Element, p. 343. Available at:
https://www.cityofsouthgate.org/files/sharedassets/public/v/1/business-amp-development/documents/09-southgategeneral-plan-chapter-9-noise_201412031554097883.pdf (Accessed September 19, 2023). 48 DEIR, p. 343. 49 DEIR, p. 343. 50 We additionally note that this conflict raises an inconsistency with South Gate’s General Plan. This inconsistency is not discussed in the DEIR’s Land Use Section. See, DEIR, pp. 148-155. 51 DEIR, pp. 161-62. 52 DEIR, p. 160.

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We further note that the impact analysis lists a number of potential noise sources emanating from construction equipment, but notably excludes jackhammers. The Project site is partially demolished and still contains asphalt, concrete, and remnants of previously standing buildings. Demolition activities and the use of a jackhammer is reasonably foreseeable. Due to the extremely loud nature of jackhammers, which reaches anywhere between 110-125 dBA,53 this glaring omission must be corrected and the DEIR must analyze the impacts associated with such large equipment.

The DEIR must be revised to acknowledge these foregoing impacts and adequately mitigate them consistent with CEQA’s requirements.

B. Operational Impacts.

The DEIR fails to analyze all direct and reasonably foreseeable indirect impacts associated with Project operations as described in further detail below.  Impacts Associated with Trucks Exiting the Main Building. The DEIR states that based on noise measurements that were taken off-site, truck idling activities would result in 62.5 dBA at a uniform distance of 50 feet and further concludes “[t]he new building will attenuate the loading dock impacts on the existing homes [to the north].”54 This noise level exceeds both South Gate and Cudahy’s permissible noise levels. While the DEIR analyzes the noise impacts associated with loading dock operations located at the southern edge of the main building, the analysis fails to analyze impacts resulting from the 16 foot by 16 foot, high speed roll-up doors that would be located on the north and south sides of the building that would accommodate trucks exiting the building.55 The DEIR must analyze all foreseeable direct and indirect impacts. Given the proximity of these large doors and the expected operations for trucks to egress from the main building adjacent to the sensitive receptors to the north56 the DEIR must analyze such noise and vibration impacts, as such activities are reasonably foreseeable to have an impact on the 53 Zechman, E. Noise Source Identification and Assessment of two Noise Controls for Jack Hammers (Available at:
file:///D:/Users/pmcevoy/Downloads/Zechmann_Hemmelgarn_Hayden_Noise_Con_2011.pdf) (Accessed:

September 20, 2023). Herein attached as Attachment I. 54 DEIR, p. 169. 55 DEIR, p. 42. 56 DEIR, p. 166.

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existing environment.
 Truck Movement Noise and Entry Gate Operation. The DEIR analyzes the potential noise impacts based on an industrial site located in the City of Industry, for truck traffic entering the facility after hours.
57 As a preliminary matter, the DEIR does not
provide any hours of operation, so it is impossible to decern what constitutes “after hours.” Second, CEQA mandates that all reasonably foreseeable direct and indirect impacts are analyzed.58 There is no exception for noise impacts caused during business hours.

It’s unclear why the DEIR uses an industrial site located outside of the lead agency’s jurisdiction when the Project site is surrounded by industrial uses to the west and south.59 This analysis is insufficient because the DEIR fails to indicate how the noise levels at a site merely described as a “distribution facility located adjacent to Gale Avenue in the City of Industry”60 constitutes substantial evidence, as defined by CEQA Guidelines Section 15384.61 The DEIR’s conclusions are insufficient because they fail to provide when the noise measurements were taken, does not provide any context regarding the surrounding uses and noise levels (is it an apples to apples comparison?), and does not disclose whether the noise would exceed any of the other applicable noise standards. Notably, the Project is located adjacent to an existing trucking facility (West Coast Quality Carriers located at 5042 Cecelia Street) that is already a source of noise that impacts the residents62 surrounding the Project site.

Yet, the DEIR fails to disclose this and there is no evidence that indicates these existing noise sources, including the rail line south of the Project site, are taken into consideration. This analysis also fails to disclose the baseline interior noise level for the sensitive uses, as this is not described within the Existing Environmental Setting 57 DEIR, p. 169. 58 CEQA Guidelines § 15064(d). 59 DEIR, p. 166. 60 DEIR, p. 169. 61 “Substantial evidence” means enough relevant information and reasonable inferences from this information that a fair argument can be made to support a conclusion, even though other conclusions might also be reached. 62 We note that this facility is located in South Gate, therefore, South Gate’s Code Enforcement would register and maintain records regarding noise complaints.

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discussion of the DEIR.
 Parking Lot Noise. The DEIR’s analysis fails to describe where the “source” of noise measurements were taken in relation to the two locations that were measured on the Project site.63 The DEIR also does not provide two different sets of noise data, one for each location, thereby confusing any reader on the actual noise impacts of the Project.
 Truck Repair Facility. We further note that the Noise analysis is completely devoid of any analysis related to the Project’s proposed truck repair facility. CEQA requires an analysis of the whole of the action, which has a potential for resulting in a direct or indirect impact.64 Truck repair facilities would result in traffic, noise, vibration, air quality impacts and increased greenhouse gas emissions and impacts resulting from hazards and hazardous waste. Accordingly, this includes the 16,173 square foot truck repair facility that is described throughout the DEIR but not analyzed.65 CEQA requires the analysis of all reasonably foreseeable direct and indirect impacts.66 The analysis must be revised to take the truck repair facilities and its noise impacts into consideration.

C. Impact Analysis and Mitigation Measures.

Overall, the DEIR lacks CEQA’s requirement for the conclusions to be supported by substantial evidence. “Substantial evidence” means “enough relevant information and reasonable inference from this information that a fair argument can be made to support a conclusion…”67 “Substantial evidence shall include facts, reasonable assumptions predicated upon facts, and expert opinion supported by facts.”68 “Substantial evidence is not argument speculation, unsubstantiated opinion or narrative, evidence that is clearly inaccurate or erroneous, or evidence of social or economic impacts that do not contribute to, or are not caused 63 See, DEIR, p. 170. 64 CEQA Guidelines § 15378(c). 65 See e.g., DEIR, pp. 7, 8, 15, 20, 42, 105, 123, 151, 169, 176, 189. 66 CEQA Guidelines § 15152(b). 67 CEQA Guidelines § 15384(a). 68 CEQA Guidelines § 15384(b).

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by, physical impacts on the environment.”69 This DEIR fails to contain a list of persons consulted, references, or cite to substantial evidence to support the DEIR’s conclusions throughout the entirety of the document.
 3.13.4.1 Impact Analysis. Here, the DEIR considers whether the Project would result in noise impacts that are “in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies.” The analysis is completely devoid of any analysis regarding South Gate’s General Plan and Noise Ordinance and further concludes that with the incorporation of mitigation measures, the Project would result in no impacts. This conclusion is not supported by the evidence provided within the DEIR. 70 This conclusion is in conflict with the evidence provided in the document that indicates that ambient noise levels already exceed South Gate’s noise standards, it is unfathomable how Mitigation Measure No. 1 would mitigate impacts to a level of no impact when the existing noise levels which exceed 50 dBA the majority of the time as demonstrated in Table 3-9,71 below.

 Noise Mitigation Measure No. 1. Further, the DEIR fails to explain or provide substantial evidence to support the conclusion that locating construction equipment away from the residential uses will mitigate these significant noise impacts to a level 69 Pub. Res. Code § 21080(e)(2) (emphasis added). 70 Sierra Club v. County of Fresno (2018) 6 Cal.5th 502 (an EIR must contain facts and analysis, not just bare conclusions and options).
71 DEIR, p. 167.

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of no impact, as concluded by the DEIR.72 Staging, or placing construction equipment away from sensitive uses does not mitigate noise impacts to those sensitive uses when the construction and heavy equipment is in use and subject the local residential uses to loud engines, horns, demolition and other demolition and construction sounds. Such impacts are further exacerbated by the fact that the Project site is partially demolished and still has concrete and other hardscaping that needs to be demolished in order to proceed with Project construction.73  Noise Mitigation Measure No. 2. This mitigation measure is legally deficient for the same reasons as Noise Mitigation Measure No. 1. This measure requires the Project to use Tier IV construction equipment to reduce noise impacts during demolition, site preparation, and construction activities.74 The DEIR states that the use of “one company’s equipment… realized reductions from 87 dBA to 72 dBA.” As stated above, 72 dBA well exceeds the City’s noise standards, therefore the level of significant cannot be “no impact” with the mandated use of Tier IV equipment. Nor does the DEIR provide substantial evidence to support this conclusion.  Noise Mitigation Measure No. 3. This mitigation measure requires the developer to provide contact information to register complaints about construction noise. The mitigation measure does not make clear who will enforce the provisions of the mitigation measure, if anyone will enforce it, and fails to provide substantial evidence that the implementation of such equipment would reduce the impact to “no impact.” At a very minimum, complaints regarding noise, vibration and other nuisance conditions must also be received by South Gate’s Building & Safety Division and must investigate and take corrective action, if necessary, to reduce the impacts as soon as practicably possible, but no later than 48-hours after a complaint is submitted.

Corrective action may include but is not limited to the issuance of citations, cease and desist orders, penalties, and fines. South Gate shall provide Cudahy with a monthly 72 Federation of Hillside & Canyon Ass’ns v. City of Los Angeles (2000) 83 Cal.App.4th 1252, 1260; see also Sierra Watch v. County of Placer (2021) 69 Cal.App.5th 86, 110 (rejecting vague noise measures which did not identify specific mitigation actions or performance standards).
73 We further note that the DEIR fails to acknowledge the demolition and demolition activities that will be required at the Project site, despite the fact that that DEIR is replete with photos of the project’s conditions. DEIR, pp. 35-40. 74 DEIR. p. 170.

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report regarding submitted complaints and actions taken to correct such impacts.  Noise Mitigation Measure No. 4. This mitigation measure requires all roof equipment to be fully enclosed. The DEIR fails to show how the incorporation of this equipment attenuates the sound impacts and likely fails to reduce impacts to a level of “no impact.” Nor is there any enforcement mechanism cited to ensure these measures are actually carried out.
 Noise Mitigation Measure No. 5. This mitigation measure would prohibit truck traffic at the north end of the Project site between 7:00 PM and 7:00 AM. Again, this measure fails to demonstrate how implementation attenuates impacts or is enforceable.

VI. Air Quality Impacts
A. Baseline.

The purpose of the Baseline description is to inform the reader of the “description of the physical environmental conditions in the vicinity of the project [as] necessary to provide an understanding of the significant effects of the proposed project and its alternatives. The purpose of this requirement is to give the public and decision makers the most accurate and understandable picture practically possible of the project’s likely near-term and long-term impacts.”75 This discussion should include both local and regional perspectives. The Air Quality analysis, in its current form, fails to meet this standard.

As a preliminary matter, it is unclear, but appears that the language under a subheading entitled “Local Air Quality” is intended to describe the baseline conditions. The provided description fails to adequately describe the immediate vicinity, including a description of all of the development and uses immediately surrounding the site. This baseline should include more detailed information regarding the development surrounding the Project site, including the 75 CEQA Guidelines § 15125(a); see also CEQA Guidelines § 15151 (“An EIR shall be prepared with a sufficient degree of analysis to provide decisionmakers with information which enables them to make a decision which intelligently takes account of environmental consequences”).

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developed uses. For example, what type of industrial development is located to the west of the site? Is the site activated? What uses currently exist at the site? This information is critical to inform the reader to understand the impacts and conclusions. These specifics must be called on in the baseline.76 Without knowledge of these specific assumptions, it is impossible to understand the project’s impacts.77
Additionally, the Baseline description for the Air Quality analysis also appears to provide quite a bit of detail regarding the historical conditions of the site, despite the fact that the previous buildings have been demolished for quite some time, therefore they have no relevance to the CEQA analysis. The inclusion of such historical information is improper under CEQA because it does not provide any informative value and it has the potential to confuse the reader, which is prohibited by CEQA.

B. Impact Analysis.

CEQA requires the analysis of all potentially direct and reasonably foreseeable indirect impacts, as described in further detail below. We further reiterate that the entire analysis fails to meet CEQA’s requirements because it fails to consider and analyze the environmental impacts associated with breweries.
 Impact 3.3.4.1. This requires an analysis of the Project’s potential for resulting in a conflict with or obstruction of implementation of the applicable air quality plan.

CEQA also requires the analysis to consider all direct physical changes and reasonably foreseeable indirect physical changes in the environment.78 This includes but is not limited to work construction, related activities including the clearing or grading land and activities involving the issuance of a lease, permit, license, certificate, or other entitlements. The DEIR fails to meet this standard, which needs to analyze both short-term construction impacts and well as long-term operational impacts.

Construction activities, especially at a partially demolished [dirty] site, require 76 San Joaquin Raptor Rescue Center v. County of Merced (2007) 149 Cal.App.4th 645. 77 See, CEQA Guidelines § 15151. 78 CEQA Guidelines § 15378.

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earthmoving equipment (scrapers, dozers, excavators), concrete mix trucks and concrete pumps, cranes, welders, pavers, rollers, paving equipment, forklifts, semitrucks, delivery trucks, trenchers generators, and personal vehicles. Construction activities also include hauling and trips by workers that are traveling to and from the Project site. Such information is relevant to understand the assumptions that have been made as a part of the analysis.79 Analysis of construction impacts should describe the activities that are anticipated at the site, the duration of such activities, and other important details such as project phasing.

For operational impacts, based on the nature of an industrial project, operational emissions are typically associated with area sources, mobile sources.

Mobile source emissions would result from vehicle miles traveled (“VMT”) generated by both heavy-duty trucks, light duty vehicles, and delivery trucks as indicated by the 50 loading bays, 8 high speed roller doors, and 522 parking spaces on the Project site, as well as impacts from idling trucks, diesel generators and the use of heavy duty equipment including but not limited to forklifts and yard trucks. An adequate analysis that is supported by substantial evidence would include the assumptions made and methodologies used.
 Impact Analysis 3.2.4.2. This discussion requires an analysis of the Project’s criteria pollutant emissions.80 We note that Impact Analysis describes the “project’s potential for conflicting with existing zoning for agricultural uses, or a Williamson Act Contract.”81 This analysis does not relate to or support the City’s conclusion that the Project would not result in air quality impacts due to a conflict with or obstruction of the implementation of an applicable air quality plan, including SCAQMD’s 2016 Air Quality Management Plan.
82 For construction impacts, the DEIR fails to provide any information regarding specifics regarding the sources of air pollutants, which is 79 Association of Irritated Residents v. County of Madera (2003) 107 Cal.App.4th 1383, 1391 (“[T]he failure to include relevant information precludes informed decision making and informed public participation, thereby, thwarting the statutory goals of the EIR process.”)
80 DEIR, p. 76. 81 DEIR, p. 66. 82 SCAQMD, 2016 Air Quality Management Plan. Available at: https://www.aqmd.gov/docs/default-source/cleanair-plans/air-quality-management-plans/2016-air-quality-management-plan/final-2016- aqmp/final2016aqmp.pdf?sfvrsn=15 (Accessed September 20, 2023). Herein attached as Attachment J.

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especially critical given the fact that the Project proposes no less than 50 loading docks and 522 parking spaces.83 In fact, the DEIR provides no specific information related to these mobile source emissions and other project-related emissions. The DEIR also fails to acknowledge the amount of air pollutants that may be released from mobile sources due to idling on the Project site.
 Impact 3.3.4.4. This impact analyzes potential odors and other emissions that adversely affect others. The DEIR concludes that during construction, the Project may result in some odors but would not result in “substantial pollutant concentrations.”84 This conclusory statement is not supported by substantial evidence. CEQA requires that a Lead Agency’s findings must be supported by substantial evidence, meaning that there is enough relevant information and reasonable inferences from the information that a fair argument can be made to support a conclusion.85 Bare conclusions that are not supported by substantial evidence are prohibited by CEQA.86 More information is required regarding the construction activities and operational activities to support this conclusion, especially given the fact that a building tenant has been identified and the production of beverages on-site may result in emissions or other impacts.

VII. Transportation
A. Prohibition of Level of Service to Determine Transportation Impacts.

As a preliminary matter, we note that the Transportation analysis appears to analyze impacts based on Level of Service (“LOS”) metrics. As of July 1, 2020, lead agencies are prohibited from using LOS as a metric for determining the potential significance of a project’s transportation impacts and mandates the use of VMT. Despite the DEIR’s recognition of VMT, the DEIR’s analysis only contains an analysis regarding LOS and no analysis or discussion regarding VMT, therefore all of the analysis and conclusions within the DEIR are legally deficient. Information wholly contained in an appendix also fails to meet CEQA’s disclosure 83 See, DEIR, p. 78. 84 DEIR, p. 82. 85 CEQA Guidelines § 15384. 86 Sierra Club v. County of Fresno (2018) 6 Cal.5th 502 (an EIR must contain facts and analysis, not just bare conclusions and options).

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and transparency requirements.87
B. Baseline.

The DEIR analysis fails to provide an adequate baseline description of the VMT generated by the Project Site under current conditions.88 The Project is currently unactive and generates few if any trips. The discussion regarding existing traffic conditions does not provide a baseline of the VMT generated thus, there are no assumptions provided in order to determine whether the Project would result in significant impacts. Nor does the DEIR acknowledge the methodology used to calculate VMT. The failure to provide an adequate baseline description casts a serious question on the reliability of any analyses or conclusions resulting from the EIR’s analysis.

C. Impact Analysis. The DEIR uses trip generation rates for a high cube storage warehouse (ITE Code 157) compared to a conventional warehouse (ITE Code 150). However, this analysis fails to analyze the “whole of the action” which also includes 30,000 square feet of office space, approximately 156,400 square feet or cooler storage space, and a 16,153 square foot truck maintenance facility.89 The analysis must be revised to consider these considerable components of the Project.
 Impact Analysis 3.16.4.2. The DEIR attempts to conclude that the Project would not inconsistent with CEQA Guidelines § 15064.3(b)(1) because the Project is located within one-half mile of an existing transit stop or a stop along a high quality transit corridor. We note that the analysis is incomplete because it fails to take into consideration state’s Technical Advisory for calculating VMT impacts, which state that this presumption may not be appropriate if the project has a floor area ratio of less than 0.75.90 The Project has an FAR of 0.38,91 hence a detailed analysis is 87 California Oak Foundation v. City of Santa Clarita, (2005) 133 Cal.App.4th 1219, 1239 (quoting Santa Clarita Organization for Planning and Environment v. County of Los Angeles (2003) 106 Cal.App.4th, 715, 772 that “information ‘scattered here and there in EIR appendices,’ or a report ‘buried in an appendix,’ is not a substitute for ‘a good faith reasoned analysis in response.’”).
88 CEQA Guidelines § 15125(a). 89 DEIR, p. 33. 90 Governor’s Office of Planning and Research (“OPR). Technical Advisory on Evaluating Transportation Impacts in CEQA, p. 12 (2018) (“OPR Technical Advisory”). Available at: https://opr.ca.gov/docs/20180416- 743_Technical_Advisory_4.16.18.pdf (Accessed: September 21, 2023). Herein attached as Attachment K. 91 DEIR, p. 33.

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required to determine whether the Project would exceed VMT thresholds.92 Further the proposition that the Project would have a less-than-significant impact on VMT is not supported by substantial evidence. The Project site is currently inactivated and the DEIR does not set forth any evidence that the Project site currently generates any trips, much less that the introduction of a major industrial facility and 250-300 employees would result in a 15 percent decrease in VMT. 93 The analysis appears to
be completely devoid of any discussion of the high number of heavy duty trucks and delivery vehicles that would be making trips to the Project site, as well as those trucks traveling to the Project site for repairs. The analysis must be revised to conform with state requirements related to VMT and reflect an accurate analysis of the Project’s impacts and incorporate enforceable mitigation measures to address the Project’s impacts, such as a Transportation Demand (“TDM”) Plan.

C. Mitigation Measures.

The DEIR contemplates that Cudahy will complete several street improvements along Patata Street as mitigation measures. Specifically, the DEIR calls for:
o Restriping Salt Lake Avenue for the eastbound traffic to provide a shared rightthru-left turn lane and an exclusive right-turn lane.94 o Restriping Patata Street for westbound traffic to provide a shared right-thru turn lane and an exclusive left-turn lane.95
o Extension of the eastbound left turn lane at Atlantic Avenue and Santa Ana Street (Intersection #4).96
o Extension of the westbound left turn lane at Atlantic Avenue and Cecelia Street (Intersection #5).97
We note that the DEIR is internally inconsistent. While the main analysis describes four mitigation measures, the summary provided at page 24 of the DEIR only contains two mitigation measures to restripe Salt Lake Avenue and Patata Street. The implementation of these measures 92 OPR Technical Advisory, p. 12. 93 DEIR, pp. 198-199. 94 DEIR, p. 197. 95 DEIR, p. 197. 96 DEIR, p. 198. 97 DEIR, p. 198.

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would be under Cudahy’s jurisdiction, but the DEIR fails to disclose this. As proposed, these measures are unenforceable and fatally flawed. Further, these measures are legally infeasible because they conflict with Cudahy’s General Plan and Municipal Code. As shown in Figure 1 below, many of the parcels abutting Patata Street have a General Plan and Zoning designation as Entertainment.98 The purpose of the Entertainment designation is an effort to implement a pedestrian-oriented, and the provision of uses such as outdoor dining, mixed-use residential development.99 To encourage pedestrian movement and minimize vehicular traffic, access to vehicular access and parking must be provided at the rear of the parcels.100 Figure 1. Patata Street Zoning
Further, these measures are not enforceable because they are merely described as actions that “may be applied”101 or are “recommended.”102 These proposed mitigation measures are within the jurisdiction and responsibility of Cudahy, yet the EIR fails to disclose this fact to the reader. CEQA not only requires this disclosure, but also needs to be accompanied by a finding that the City can and should adopt those changes. Pub. Res. Code § 21081(a)(2); CEQA Guidelines § 15091(a)(2). However, the City cannot make this requisite finding. As previously stated, the Project site is only accessible through a Cudahy street and Cudahy has not been consulted regarding this proposed measure and these measures conflict with Cudahy’s longrange planning and zoning. 98 Cudahy General Plan, p. 99 Cudahy Municipal Code (“CMC”) § 20.20.010(B) (Accessible at: https://cudahy.municipal.codes/CMC/20.20) (Accessed: September 19, 2023).
100 Id. 101 DEIR, p. 199. 102 DEIR, p. 24.

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VIII. Land Use
The DEIR states that Project Objective No. 1 is “[t]o facilitate quality development that is consistent with the goals, policies, and objectives of the City of South Gate General Plan.” DEIR, p. 49. The Project proposes to redevelop a partially demolished, vacant, inactivated lot into approximately 451,593 square feet of new industrial and warehousing uses with a minimum of 50 loading docks and capacity to accommodate another 15 loading docks and a new 16,153 square foot truck maintenance facility. As proposed, the Project is inconsistent with South Gate’s General Plan and requires at least two General Plan amendments in order to be effectuated.

The DEIR analysis and conclusions that purport the Project is consistent with the South Gate General Plan are not supported by substantial evidence.103 The Project is inconsistent with several of the General Plan’s goals, objectives, and policies, as set forth in the Community Design Element. Therefore, the DEIR must conclude that the Project results in a significant impact. The conclusions in the DEIR revisions must be supported by substantial evidence. The Project, as proposed conflicts with the following South Gate General Plan policies, goals, and objectives:
• P.3. The City should not greatly expand the amount of land for Manufacturing/Distribution uses. Existing manufacturing and distribution uses may remain in their current locations and configurations and may expand their current operations.104 The Project proposes to introduce over 451,493 square feet of new industrial uses on a an approximately 27-acre lot which is a large expansion of such uses.
• The DEIR claims the Project is consistent with P.1. “Neighborhoods should be protected from incompatible non-residential uses and disruptive traffic and other noise generating uses to the greatest extent feasible.”105 The Project will be the source 103 Sierra Club v. County of Fresno (2018) 6 Cal.5th 502 (an EIR must contain facts and analysis, not just bare conclusions and options).
104 South Gate General Plan - Community Design Element, p. 89. Available at:
https://www.cityofsouthgate.org/files/sharedassets/public/v/1/business-amp-development/documents/03-southgategeneral-plan-chapter-3-community-design_201412031553021948.pdf (Accessed September 19, 2023). 105 DEIR, p. 152.

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of noise, vibration, and lighting that would impact the residential uses to the north.

The DEIR’s purported consistency through a simple statement that the “site plan calls for a generous separation between the proposed use and the adjacent homes located to the north” does not provide substantial evidence that the Project is consistent with this Policy. To the contrary – the Project has proposed a 435,000+ square foot industrial building with at least four high-speed roll-up doors facing north that will be subject to semi-trucks entering and exiting the building to the north. In addition, the area between the main building and residential uses would subject to other noises and vibrations resulting from construction and project operations. There is no evidence provided that the Project would screen, mitigate or otherwise protect the local residents from the impacts of this Project.
• The DEIR claims the Project is consistent with General Plan objectives and policies relating to “high quality architecture” and the use of high-quality materials, specifically citing to Objective CD 8.1, P.1, P.3, and P.4.106 However, the DEIR provides no analysis and makes conclusory statements regarding a “modern state-ofthe-art” building. This analysis fails to provide any details regarding the specific design features, including setbacks, architectural features, materials used, proposed landscaping and other features, therefore the DEIR’s conclusions are not supported by substantial evidence.
• The DEIR claims the Project is consistent with P.2. “The consideration of mitigation of noise, light, vehicular and other impact on residential properties will be considered when Manufacturing/Distribution or Light Industrial/Flex are proposed.”107 As previously described, the DEIR’s proposed mitigation measures are legally deficient and do not meet CEQA’s standards. Therefore, the Project is inconsistent with this policy.
• The DEIR claims the Project is consistent with P.4. “The City will not permit existing, non-conforming industrial uses to significantly expand their facilities, except 106 DEIR, p. 152. 107 DEIR, p. 153.

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to rectify building code violations and maintain the appearance of the building.” The Project is clearly in violation of this policy, because the Project site is described as vacant and demolished. The development of the Project site into a manufacturing and warehousing facility would result in the 451,593 square feet of new industrial uses. • The DEIR claims the Project is consistent with P.5. “Industrial uses should be regulated to minimize smoke, pollution, glare, excessive noise and other adverse impact[s] on employees and on adjoining uses and areas.”108 The DEIR’s blanket statement that “[t]he proposed project’s implementation is consistent with this policy…[and] this EIR both identified potential impacts and address the required mitigation” is not supported by substantial evidence. Nor does it meet CEQA’s requirement for an EIR to contain “a sufficient degree of analysis to provide decisionmakers with information which enables them to make a decision which intelligently takes account of environmental consequences.”109 • The DEIR claims the Project is consistent with P.6 “Industrial uses should be adequately fenced and landscaped so as to minimize the potential impact on adjoining uses.” This analysis suffers from the same legal deficiencies as stated for P.5, above. • The DEIR claims the Project is consistent with P.7 “Truck and employee traffic generated by industrial uses should be restricted to designated truck routes as specified in the Mobility Element of the General Plan.”110 However, the DIER explicitly states the Project requires a General Plan Amendment “for modification to the Mobility Element to extend the designated truck routes to the project site[.]”111 Therefore, the Project as proposed, is inconsistent with South Gate’s General Plan resulting in a significant impact. We further note the inconsistency in street classifications between the proposed truck route of Patata Street in South Gate as a Truck Route compared to Patata Street as a Local Street in Cudahy,112 which is not a 108 DEIR, p. 153. 109 CEQA Guidelines § 15151. 110 DEIR, p. 153. 111 DEIR, p. 48 (emphasis added), see also, p. 152. 112 Cudahy General Plan, p. CE-4.

Truck Route nor intended for heavy-duty traffic. 113
• The DEIR claims the Project is consistent with P.9 "The City will limit the development of industrial and other uses that use, store, produce or transport toxic substances, generate unacceptable levels of noise or air pollution, or produce other pollutants."11
4 The City's conclusion is not supported by substantial evidence. As described in more detail in Section V, the Project will result in significant noise impacts. Further, the DEIR fails to cite any feasible mitigation measures that would prohibit the storage, production, or transportation of toxic substances.

IX. Conclusion
The DEIR in its current form must be revised to comply with CEQA's requirements, including the failure to analyze all direct and foreseeable indirect impacts. We renew our request to work collaboratively with South Gate, in good faith as our neighbor, to spur economic development while protecting our existing residents to ensure that the SELA region is not unduly impacted by irresponsible development. At a minimum, in order to comply with CEQA, South Gate must address the comments and issues raised in this letter, revise and recirculate the DEIR.

Sincerely,
Co munity Development Director
achments
cc: Alfonso Noyola, City Manager, City of Cudahy
Honorable Daisy Lomeli, Mayor, City of Cudahy
Honorable Jose R. Gonzalez, Vice Mayor, City of Cudahy
Honorable Elizabeth Alcantar, Council Member, City of Cudahy Honorable Martin U. Fuentes, Council Member, City of Cudahy Honorable Ed. Cynthia Gonzalez, Council Member, City of Cudahy Stephanie Arechiga, City Attorney, City of Cudahy
113 The DEIR incorrectly categorizes Patata Street in Cudahy as a Collector Street, but it is actually a Local Street.

DEIR, p. 187.
114 DEIR, p. 153.

P a g e I 28

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Cecilia Madrigal-Gonzalez, Senior Planner, City of Cudahy Krystal Markovich, Chairperson, Cudahy Planning Commission Yessica Alvarez, Vice Chairperson, Cudahy Planning Commission Richard Corvera-Hernandez, Commissioner, Cudahy Planning Commission Gustavo Mendez, Commissioner, Cudahy Planning Commission Honorable Maria del Pilar Avalos, Mayor, City of South Gate Honorable Gil Hurtado, Vice Mayor, City of South Gate
Honorable Maria Davila, Council Member, City of South Gate Honorable Al Rios, Council Member, City of South Gate
Honorable Joshua Baron, Council Member, City of South Gate Jose Delgado, Chairperson, South Gate Planning Commission Brigida Salinas, Commissioner, South Gate Planning Commission Jovanna Laborin, Commissioner, South Gate Planning Commission Jimmy Ozaeta, Commissioner, South Gate Planning Commission Daisy Prieto, Commissioner, South Gate Planning Commission Chris Jeffers, City Manager, City of South Gate
Raul Salinas, City Attorney, City of South Gate
Meredith Elguira, Community Development Director, City of South Gate Timur Tecimer, Overton Moore Properties

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“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 1 of 3

STAFF REPORT
Date: November 7, 2023
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
Juan Arauz, AICP, Community Development Director
Subject: Authorizing Execution of An Agreement with Cudahy LF, LLC. Involving Real Property at 8221 – 8135 Atlantic Avenue (APNs 6224-022-900, 6224-022-901, 6224-022-902, 6224-022-903, & 6224-022-904)

RECOMMENDATION
Staff recommends that the City Council of the City of Cudahy (the “City”):

1. Adopt Resolution No. 23-49, authorizing the execution of an agreement between the City and Cudahy LF, LLC. (“Developer”) involving real property at 8221 – 8135 Atlantic Avenue. (APNs 6224-022-900, 6224-022-901, 6224-022-902, 6224-022-903, and 6224-022-904)

BACKGROUND
On September 25, 1975, the former Redevelopment Agency of the City of Cudahy was organized pursuant to §33000 et seq. of the California Health and Safety Code (the “HSC”). In 1977, the Redevelopment Agency changed its name to the Cudahy Community Development Commission (also known as the “CDC”). Subsequently, the City adopted a redevelopment plan known as the Downtown Project, that was later amended in 1981, 1992, 1993, and 1994. The Downtown Project primarily focused on the Atlantic Avenue corridor and was intended to redevelop blighted sites into economically beneficial uses for City residents and businesses.

The CDC purchased several properties including five parcels located at the northwest corner of Atlantic Avenue and Cecilia Street, collectively referred to “Site 4”. The properties making up Site 4 are listed and shown below.

Table 1: List of Site 2 Properties
APN Acquisition Date
6224-022-900
April 1, 2011
6224-022-901
6224-022-902
6224-022-903
6224-022-904
Item Number
14C

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Site 4 Aerial
In 2011 and 2012, the State of California enacted bills that dissolved redevelopment agencies statewide and contained procedural requirements on how City’s were to dispose of real property assets. Operating under State requirements, in 2021, the City released a Notice of Availability (NOA) and solicited Request for Proposals (RFP) for the redevelopment of Site 4.

At the conclusion of the RFP deadline, three proposals were received and subsequently, the City entered into negotiations with the developer proposing to build the most amount of affordable housing units – Hollywood Community Housing Corporation (HCHC). However, after concluding a minimum 90-day negotiation as required by HCD, the City and HCHC could not come to mutually agreeable terms for the sale and development of the site. In September 2022 the City informed HCHC of the City’s decision to end negotiations. Subsequently, the City sent HCD a request to allow for the disposition of Site 4 on the open market. On March 24, 2023, the City received notice from HCD that it could dispose of the site to the open market pursuant to the State’s Surplus Land Act (SLA) requirements.

DISCUSSION/ANALYSIS
The City has held discussions with Cudahy LF, LLC over the purchase and sale of the site for the development of a card room with gaming tables, a restaurant and bar, an event/entertainment room, and ancillary uses. This development would be subject to all Federal, State, and local processing requirements, including submission of all necessary entitlement applications, environmental assessments, and public hearings. The execution of the requested agreement is not a purchase and sale agreement, but a commitment from the City that if Cudahy LF, LLC completes the schedule of performance, provided as Exhibit C of the agreement, the sale of

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the site would ensue.

STRATEGIC PLAN CORRELATION
The Project supports the following strategies identified in the City’s Strategic Plan as adopted by the City Council.

Goal F

1. Develop the Cudahy brand.

2. Create a sense of place and establish the community’s identity.

3. Use the Cudahy brand to provide visual identity of the City, including signage.

4. Identify methods to connect with community members, including soliciting input on a regular basis.

5. Increase the City’s social media presence.

6. Explore opportunities for efficiency through insourcing and outsourcing.

7. Foster relationship building among residents.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA)
The Project has been environmentally reviewed pursuant to the provisions of the California Environmental Quality Act (Public Resources Code Sections 21000, et seq (“CEQA”), the State CEQA Guidelines (California Code of Regulations, Title 14, Sections 15000, et seq), and the City’s Local CEQA Guidelines. Pursuant to CEQA Guidelines 15061(b)(3), the Project is not subject to CEQA because there is no possibility that the execution of the attached agreement may have a significant effect on the environment.

FINANCIAL IMPACT
This item does not have any impacts to the City’s General Fund beyond standard staff time.

ATTACHMENT
A. Draft Resolution No. 23-49
B. Draft Exclusive Negotiation Agreement

1 RESOLUTION NO. 23-49

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

CUDAHY, CALIFORNIA AUTHORIZING THE EXECUTION

OF AN EXLUSIVE NEGOTIATING AGREEMENT WITH
CUDAHY LF, LLC INVOLVING REAL PROPERTY AT 8221
– 8135 ATLANTIC AVENUE (APN 6224-022-900, 6224-022-
901, 6224-022-902, 6224-022-903, AND 6224-022-904)
WHEREAS, on September 25, 1975, the former Redevelopment Agency of the City of Cudahy was organized pursuant to §33000 et seq. of the California Health and Safety Code (the “HSC”);
WHEREAS, in 1977, the Redevelopment Agency changed its name to the Cudahy Community Development Commission (also known as the “CDC”); WHEREAS, the City adopted a redevelopment plan known as the Downtown Project (“Downtown Project”), that primarily focused on the Atlantic Avenue corridor and was intended to redevelop blighted sites into uses economically beneficial to the residents and businesses of the City;
WHEREAS, the CDC purchased several properties including five parcels located at the northwest corner of Atlantic Avenue and Cecilia Street, APN 6224-022-900, 6224- 022-901, 6224-022-902, 6224-022-903, and 6224-022-904, collectively called “Site 4”; WHEREAS, the City and Cudahy LF, LLC have held discussion over the development of Site 4 involving a card room with gaming tables, a restaurant and bar, a sandwich and snack shop, a gift shop, and an event/entertainment area/room; WHEREAS, upon execution of the Exclusive Negotiating Agreement (ENA), Cudahy LF, LLC is committed to complete the steps outlined in the schedule of performance, provided as Exhibit C of the ENA;
WHEREAS, upon completion of the schedule of performance of the ENA, attached and incorporated herein as Exhibit C, the City and Cudahy LF, LLC hold discussions over the purchase and sale of Site 4.

NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF CUDAHY, CALIFORNIA, AS FOLLOWS:

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

SECTION 2. The Cudahy City Council hereby authorizes the execution of the ENA, attached and incorporated herein as Exhibit A.

Attachment A Page 90 of 616
2 SECTION 3. The Cudahy City Council authorizes the City Manager or Community Development Director to make minor modifications to the ENA subject to City Attorney review.

SECTION 4. This Resolution shall supersede and take the place of all provisions of all existing Resolutions or orders of the City Council pertaining to the subject matter hereof, all of which, to the extent that they conflict with the Resolution, are hereby repealed.

SECTION 5. This Resolution shall take effect immediately upon its adoption by the City Council and the City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original Resolutions.

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Cudahy at the regular meeting of this 7th day of November 2023.

______________________________
Daisy Lomeli
Mayor
ATTEST:
__________________________
Richard Iglesias
City Clerk

3 EXHIBIT “A”

EXCLUSIVE NEGOTIATING AGREEMENT

4 STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS:

CITY OF CUDAHY )
I, Richard Iglesias, City Clerk of the City of Cudahy, hereby certify that the foregoing Resolution No. 23-49 was passed and adopted by the City Council of the City of Cudahy, signed by the Mayor and attested by the City Clerk at a regular meeting of said Council held on the 7th day of November 2023 and that said Resolution was adopted by the following vote, to-wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Richard Iglesias
City Clerk

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1 EXCLUSIVE NEGOTIATING AGREEMENT
PARTIES: CITY OF CUDAHY AND CUDAHY LF, LLC
PROPERTY: LONG RANGE PROPERTY MANAGEMENT PLAN SITE 4
THIS EXCLUSIVE NEGOTIATING AGREEMENT (the “Agreement”) is dated as of November 7, 2023 and is entered into by and between Cudahy LF, LLC and its permitted assigns (collectively the “Developer”) and the City of Cudahy (the “City”).” Developer and the City are collectively referred to herein as the “Parties.” This Agreement is entered into in light of the facts set forth in the following recital paragraphs:

RECITALS
A. WHEREAS, the Consolidated Oversight Board for Los Angeles County (the “Oversight Board”) authorized the transfer of title of Site 4, which is located approximately at:
8135 South Atlantic Avenue, 8201 South Atlantic Avenue, 4633 Cecilia Street, 4629 Cecilia Street and 8221 South Atlantic Avenue, and with the following Los Angeles County Assessor Parcel Numbers: 6224-022-900, 6224-022-901, 6224-022-902, 6224-022-903 and 6224-022-904 and such real property is more specifically described in Exhibit “A” (the “Property” or “Site 4”) from the Successor Agency to the former Cudahy Community Development Commission (the “Successor Agency”) to the City by quitclaim deed pursuant to Oversight Board Resolution No.

OB-2020-04 dated November 9, 2020; and
B. WHEREAS, City Council authorized the acceptance of such transfer of Site 4 at its meeting of November 17, 2020, pursuant to the terms of the quitclaim deed, including, but not limited to its Section 5; and
C. WHEREAS, The State Department of Finance (the “DOF”) determined, by letter dated December 17, 2020, that the disposition of land contemplated in Oversight Board Resolution No. OB-2020-04 requires no action on the part of DOF given the land transfer’s consistency with the Successor Agency’s approved Long-Range Property Management Plan (“LRPMP”); and
D. WHEREAS, consistent with the Oversight Board and DOF direction the Property was conveyed from the Successor Agency to the City; and E. WHEREAS, the disposition of this Property is subject to the Surplus Land Act (Govt Code Section 54220 et seq.); and
F. WHEREAS, City declared the land surplus on October 5, 2021 and issued a Notice of Availability on October 21, 2021; and
G. WHEREAS, the City completed the Surplus Land Act process and received approval of the process on March 24, 2023; and
H. WHEREAS, pursuant to the provisions of the Surplus Land Act, the parties acknowledge that the City will be recording a covenant against the Property which, if ten or more units are developed on the Property, 15% of the units will be made available to lower income households as required by the Surplus Land Act, Government Code Section 54233.5; and Attachment B Page 94 of 616
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2 I. WHEREAS, Developer and its officers and members have recent and relevant experience developing and managing safe card rooms each with an ample number of gaming tables, a restaurant and bar, a sandwich and snack shop, a gift shop, and an event/entertainment venue in California; and
J. WHEREAS, Developer has submitted a written proposal (the “Developer Proposal”) to the City to acquire Site 4 from the City; and K. WHEREAS, the Developer Proposal (attached hereto as Exhibit “B”) sets forth certain general terms on which the Developer is prepared to acquire Site 4 from the City and thereafter, use and improve Site 4 for a Cudahy cardroom to house an ample number of gaming tables, a restaurant and bar, a sandwich and snack shop, a gift shop and an event/entertainment area/room, all safeguarded by a team of competent security personnel system inside and outside the premises (the “Project”); and
L. WHEREAS, the Parties desire to enter into this Exclusive Negotiation Agreement to set forth a defined period for the Parties to consider the sale and development of the proposed Project.

NOW, THEREFORE, IN VIEW OF THE GOALS AND OBJECTIVES OF THE CITY

RELATING TO THE SALE AND DEVELOPMENT OF THE PROPERTY AND THE PROMISES

OF THE CITY AND THE DEVELOPER SET FORTH IN THIS AGREEMENT, THE CITY AND

THE DEVELOPER AGREE, AS FOLLOWS

1. Incorporation of Recitals. The Recitals set forth above are true and correct and are incorporated into this Agreement, in their entirety, by this reference.

2. Effective Date and Negotiation of PSA.
(a) The rights and duties of the City and the Developer established by this Agreement shall commence on the date on which all of the following have occurred (the “Effective Date”): (1) execution of this Agreement by the authorized representative(s) of the Developer and delivery of such executed Agreement to the City, (2) payment of the Initial Deposit to the City by the Developer, in accordance with Section 8, and (3) approval of this Agreement by the City Council and execution of this Agreement by the authorized representative of the City. (b) Subject to the terms and conditions of this Agreement, during the Negotiation Period (defined in Section 4), Developer and the City shall proceed in good faith to undertake discussion, evaluations, negotiation and documentation of the potential terms of a Purchase and Sale Agreement or Disposition and Development Agreement (collectively “PSA”) for Site 4 which is mutually satisfactory to the Parties. During the Negotiation Period, Developer and the City shall reasonably assist and cooperate with each other and supply such documents and information as may be reasonably requested by the other in writing to facilitate the conduct of such negotiations. As the term is used in the preceding sentence and elsewhere in this Agreement, the words “assist and cooperate” when applied to the City mean and refer to the provision of information, reports or documents to Developer with respect to Site 4 which are already in the possession of the City or such new information, reports or documents relating to Site 4 and this Agreement which do not require the City to incur any third party cost or expense which may not be reimbursed to the City upon the proposed disposition of Site 4 to the Developer under the terms of a future PSA. During the Negotiation Period both Developer and the City shall exercise reasonable efforts to conduct and complete discussions relating to the preparation of terms and conditions of the PSA as may be mutually acceptable to the Developer and the City in

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3 the sole and absolute discretion reserved to each of them. The exact terms and conditions of the PSA, if any, shall be determined during the course of these negotiations. Nothing in this Agreement shall be interpreted or construed to be a representation or agreement by either the Developer or the City, that a mutually acceptable PSA will be produced from negotiations under this Agreement either before or after the Effective Date. Nothing in this Agreement shall impose any obligation on either Party to agree to the approval and execution or be bound by a definitive PSA in the future.

3. Developer Acknowledgments.
(a) This Agreement shall not be deemed to be an obligation of either Party to enter into a PSA for Site 4.
(b) Developer acknowledges and agrees that: (1) under this Agreement, the City does not commit itself or agree to enter into a PSA or undertake any other exchange, sale, lease or other transfer of Site 4 to Developer; (2) no provision of this Agreement shall be deemed to be an offer by the City, nor an acceptance by the City of any offer or proposal from Developer, for the City to convey any estate or interest in the Site 4 to Developer; (3) Developer has not acquired, nor shall the Developer acquire, by virtue of any term of this Agreement, any legal or equitable interest in real or personal property from the City; (4) further efforts by either Party to perform due diligence, arrange or obtain financing, or carry out other acts in contemplation of the possible acquisition, transfer of Site 4 or the development of Project shall not be deemed evidence of intent by either Party to be bound by any term, condition, covenant, restriction or agreement relating to acquisition, transfer or development of Site 4 or the Project. (c) The Developer further acknowledges and agrees that no provision of this Agreement shall be interpreted or construed to be a guaranty, warranty, representation or assurance by the City that any public agency or other entity shall give any discretionary approval or provide any development financial assistance with respect to the Project on such terms which may be acceptable to the Developer or otherwise.

4. Negotiation Period.
(a) The Negotiation Period shall begin on the date when this Agreement has become effective pursuant to Section 2 above.
(b) The Negotiation Period shall commence on the Effective Date and shall continue for Two Hundred Seventy (270) consecutive days unless otherwise terminated as provided herein (“Negotiation Period”).
(c) After the Effective Date this Agreement may be terminated without cause or liability by either Party upon fifteen (15) days’ notice written notice or as provided in Section 15 or Section 16 as applicable.
(d) If the rights and duties of the Parties which arise under this Agreement have not been expressly merged into a PSA within two hundred seventy (270) days of approval of this Agreement by the City Council, for any reason, then in such an event, this Agreement shall terminate without further notice whereupon neither Party shall have any further rights, obligations, or liabilities to the other under this Agreement except with respect to obligations which expressly survive termination of this Agreement.

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4 5. Extension of Negotiation Period. The City Manager or Community Development Director may issue up to two (2) ninety (90) day extensions to the Negotiation Period upon written request from the Developer. Any additional extensions shall require City Council action.

6. PSA General Provisions.
(a) General Terms and Conditions. The Parties anticipate that the PSA shall include provisions addressing the following described subjects:

6.a.1 Site 4 Acquisition and Ownership by the Developer Control. The specific terms on which Site 4 shall be acquired from the City by Developer or Developer’s permitted assignee shall be set forth in the PSA as mutually agreed to by the Parties. The City retains its sole and absolute discretion to approve, disapprove or impose conditions on the final form of the PSA. Developer retains the right to reject any such conditions. In such case as the Developer rejects the conditions imposed in the PSA by the City, then either Party may terminate this ENA without liability. The words “Developer’s permitted assignee” shall refer to the provisions of the PSA as set forth at Section 6.a.4, below.

6.a.2 Disposition of Property. The disposition of Site 4 to the Developer under the PSA shall be completed not later than 90-days from the completion of the Schedule of Performance, Exhibit C of this Agreement.

6.a.3 Scope of Development. The Project is anticipated to include:

Cudahy card room to house an ample number of gaming tables, a restaurant and bar, a sandwich and snack shop, a gift shop and an event/entertainment area/room, all safeguarded by a team of competent security personnel system inside and outside the premises as per City of Cudahy permits, pursuant to applicable, recorded conditions, covenants and restrictions reasonably acceptable to the Parties and each of the other Responsible Agencies, as applicable.

6.a.4 Developer Permitted Assignee. Pursuant to Section 14 and Section 19(e), City shall not unreasonably withhold approval of the assignments of the interests and rights under this Agreement to an affiliate of the Developer if requested by the Developer in a signed writing.

6.a.5 Other. Such other matters as the Developer and the City may mutually agree.
(b) Developer Compliance with Laws with Respect to Project. Under the terms of the PSA, the Developer shall comply with the requirements of all applicable City ordinances, resolutions and development entitlement approvals for the planning, design, construction and operation of the Project publicly available.

7. Costs and Expenses. All fees or expenses of engineers, architects, financial consultants, legal, planning or other consultants or contractors, retained by Developer for any study, analysis, evaluation, report, schedule, estimate, environmental review, planning or design activities, drawings, specifications or other activity or matter relating to Site 4 or the Project or negotiation or documentation of a future PSA that may be undertaken by Developer during the Negotiation Period regarding any matter relating to this Agreement, a future PSA for Site 4 or the Project, shall be the sole responsibility of and shall be undertaken at the sole cost and expense of Developer and no such activity or matter shall be deemed to be undertaken for the benefit of, at the expense of or in reliance upon the City except as may hereafter be set forth in the PSA.

Developer shall also pay all fees, charges and costs, make all deposits and provide all bonds or

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5 other security associated with the submission to and processing by the City or any other governmental agency of any and all applications and other documents and information to be submitted to the City or such other governmental agency by Developer either pursuant to this Agreement or otherwise associated with the Project or Site 4.

8. Deposit.
(a) Prior to the Effective Date, the Developer shall pay to the City a deposit in the amount of Twenty Five Thousand Dollars ($25,000) in immediately available funds (“Initial Deposit”) to ensure that the Developer will proceed diligently and in good faith to fulfill its obligations under this Agreement, as part of the consideration for the City’s agreement not to negotiate with other persons during the Negotiation Period, and to defray certain costs of the City in pursuing the contemplated negotiations with the Developer during the Negotiation Period, including staff time, consultant fees and attorney fees associated with review and implementation of this Agreement or preparing the PSA, all of which shall be charged against the Initial Deposit. If at any time the Initial Deposit falls below Five Thousand Dollars ($5,000) Developer shall make an additional deposit of Ten Thousand Dollars ($10,000) if requested by the City. Any funds remaining in the Initial Deposit at the termination of this Agreement shall either be returned to the Developer or applied toward the purchase price of the Property at the Developer’s discretion. The Initial Deposit shall be in addition to those fees and expenses required by the City of Developer for any permit, other required entitlement or Project processing. (b) Upon each extension of the Negotiation Period, if any, the Developer shall deposit an additional Ten Thousand Dollars ($10,000) in immediately available funds with the City on the first day of any extension of the Negotiation Period (each, an “Extension Deposit”). Each Extension Deposit is intended to ensure that the Developer will proceed diligently and in good faith to fulfill its obligations under this Agreement during any extension of the Negotiation Period, as part of the consideration for the City’s agreement not to negotiate with other persons during any such extension of the Negotiation Period, and to defray certain costs of the City in pursuing the contemplated negotiations with the Developer during any such extension of the Negotiation Period, pursuant to this Agreement.

9. No City Approval. Nothing in this Agreement, nor any comments provided by the City or City staff, nor any failure of City staff to provide comments to any submittal by the Developer pursuant to this Agreement shall: (1) modify or replace any land use entitlement process of the City applicable to the Project, (2) limit the police power land use jurisdiction of the City as relates to Site 4 or the Project, (3) constitute an approval of all or any portion of the Project by the City pursuant to the police power land use jurisdiction of the City; or (4) constitute any approval of all or any portion of a future PSA by the City.

10. City Due Diligence. The City reserves the right to reasonably obtain further information, data, and commitments to ascertain the ability and capacity of Developer to complete its acquisition of Site 4 from the City and develop the Project. Developer acknowledges that it may be requested to make certain reasonable financial disclosures to the City, the City staff, legal counsel or other consultants, as part of the financial due diligence investigations of the City relating to the potential sale of Site 4 and development of the Project Site 4 by Developer and that any such disclosures by the Developer to the City, may become public records. The City shall maintain the confidentiality of financial information of Developer to the extent allowed by law. If the City Attorney determines that any records provided by Developer are required by law to be disclosed pursuant to the California Public Records Act (Gov’t Code Section 6254 et. seq.), the

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6 City shall provide Developer notice four (4) business days prior to the release of said records so Developer may seek appropriate judicial relief.

11. Developer Due Diligence. Subject to the assistance and cooperation of the City, during the Negotiation Period, Developer reserves the right to request and reasonably obtain all necessary and non-privileged information and data as it relates to Site 4 from the City as the Developer may deem to be appropriate.

12. Developer Indemnity. Developer shall indemnify, defend and hold harmless the City and its elected and appointed officials, officers, agents and employees; the Successor Agency and its elected and appointed officials, officers, agents and employees, and the County Oversight Board (individually or collectively, an (“Indemnified Party”) against any and all losses arising out of any claim, demand or cause of action, or any action or other proceeding , whether meritorious or not, arising through activities of the Developer with respect to Site 4, or Developer’s contractors or employees which may also be brought or asserted against any Indemnified Party that relates to or arises out of: (i) property damage or bodily injury or death of any person in connection with this Agreement; (ii) entry upon Site 4 by Developer, its contractors or employees; (iii) any other inspection of Site 4 by Developer, its contractors or employees; (iv) any violation of applicable law including but not limited to the Surplus Land Act (Gov. Code § 54220 et. seq) in connection with sale of Site 4 or the project contemplated under this Agreement or (v) the preparation of any report or plan commissioned by Developer. No Indemnified Party shall be entitled to indemnification under this Section 12 (i), (ii), (iii) and (v) arising from a matter caused by such Indemnified Party’s gross negligence or willful misconduct. In the event any action or proceeding is brought against an Indemnified Party by reason of a claim arising out of any loss for which Developer is obligated to indemnify, defend or hold harmless the Indemnified Party, and upon written notice from such Indemnified Party, Developer shall, at Developer’s sole expense, answer and otherwise defend such action or proceeding. The provisions of this Section 12 shall survive the expiration or termination of this Agreement.

13. Right of Entry and Developer Insurance.
(a) Without limiting Developer’s indemnification obligations as set forth in this Agreement, Developer, prior to any entry on the Property by Developer or its employees, agents, representatives, consultants, or contractors, Developer shall seek a right of entry agreement from the City and shall procure and maintain, at its sole cost and expense, for the period of such entry, the following policies of insurance:

13.a.1 Commercial General Liability insurance written on a per occurrence basis in an amount not less than $1,000,000 per occurrence.

13.a.2 Business Auto Coverage written on a per accident basis in an amount not less than $1,000,000 per accident. If Developer or Developer’s employees use personal autos in connection with the performance of work under this Agreement, Developer shall provide evidence of personal auto liability coverage for each such person.

13.a.3 If applicable, Worker’s Compensation insurance providing statutory benefits as required by California law.
(b) All of the insurance policies required hereunder, except the worker’s compensation insurance, shall comply with the following requirements:

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7 13.b.1 All insurance shall be written by insurers that are admitted and licensed to do business in the State of California and with A.M. Bests rating of A- or better and a minimum financial size VII.

13.b.2 The policies shall be endorsed to name the City and its officers, officials, members, employees, and agents as additional insureds.

13.b.3 All of Developer’s insurance: (a) shall contain no special limitations on the scope of protection afforded to the additional insureds; and (b) shall be primary insurance and any insurance or self-insurance maintained by the additional insureds or any of them shall be in excess of Developer’s insurance and shall not contribute with it.

13.b.4 The policies shall be “occurrence” rather than “claims made” insurance.

13.b.5 The policies 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.

13.b.6 The policies shall prohibit Developer from waiving the right of subrogation prior to a loss.

13.b.7 The policies shall not contain any provision or definition that would serve to eliminate so-called “third party action over” claims, including any exclusion for bodily injury to an employee of the insured.
(c) Prior to any entry onto the Property by Developer or its employees, agents, representatives, consultants, or contractors, Developer shall provide the City Manager with Certificates of Insurance evidencing the above insurance coverages and said Certificates of Insurance have been reasonably approved by City. In the event any of said policies of insurance are reduced in limits or cancelled for any reason, Developer shall, prior to the cancellation date, submit new evidence of insurance, in conformance with this Section 13. (d) The provisions of any workers’ compensation or similar act shall not limit the obligations of Developer under this Agreement. Developer expressly agrees not to use any statutory immunity defenses under such laws with respect to City or its officers, officials, members, employees, agents, representatives, or volunteers acting in an official capacity. (e) Developer agrees to provide immediate notice to City of any claim or loss against Developer arising out of any acts or omissions of Developer under this Agreement. City assumes no obligation or liability by such notice, but has the right to monitor the handling of any such claim or claims if they are likely to involve the City or any officer, official, member, employee, agent, or representative of City acting in an official capacity.

14. Restrictions Against Change in Ownership, Management or Control of Developer; Assignment of Agreement During the Negotiation Period. The City and Developer acknowledge and agree that the City is entering into this Agreement with Developer on the basis of the particular experience, financial capacity, skills and capabilities of Developer. This Agreement is personal to Developer and is not assignable without the prior written consent of the City, which may be given, withheld or conditioned in City’s sole and absolute discretion; provided however that the PSA may contain provisions reasonably satisfactory to the City which permit assignment of the Developer interest in the PSA to an affiliate of Developer prior to the completion of the disposition of Site 4 pursuant to the PSA. For the purposes of this Agreement, the term “affiliate” means any

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8 person or entity, directly or indirectly, controlling or controlled by or under common control with Developer, whether by direct or indirect ownership of equity interests, by contract, or otherwise.

15. Developer Events of Default and City Remedies.
(a) Developer Events of Default. The occurrence of any of the following shall constitute an “Event of Default” on the part of Developer under this Agreement:

15.a.1 Schedule of Performance. Failure of Developer to meet a performance milestone by the applicable date contained in the Schedule of Performance of this Agreement (Exhibit C), if such failure is not cured within ten (10) days after written notice from the City of such failure.

15.a.2 Misrepresentation. Any material breach of any representation or warranty made by Developer in this Agreement that is not cured within ten (10) days after receipt of written notice from the City to Developer of such breach.

15.a.3 Unauthorized Assignment. Any assignment or attempted assignment by Developer in violation of Section 14 that is not cured within ten (10) days after written receipt of notice from the City to Developer of such breach.

15.a.4 Insurance. Failure of Developer to procure or maintain any of the insurance coverage required by this Agreement resulting in a lapse in required insurance coverage which lapse is not cured within ten (10) days after receipt of written notice from the City to Developer of such breach.

15.a.5 Other Developer Defaults. Failure by the Developer to comply with any other provision of this Agreement that is not cured within fifteen (15) days after written notice from the City to the Developer of such breach.
(b) Time to Cure Default. Notwithstanding the above, Developer shall be given a reasonable period of additional time to cure any of the above defaults, if Developer takes appropriate action upon receipt of notice and diligently proceeds to cure the same and the Default could not be cured during the time periods provided in 15a. (c) City Remedies. If there is an Event of a Default by Developer, the City may, in the sole and absolute discretion of the City, terminate this Agreement by delivering written notice of termination to Developer which references Section 15(b) of this Agreement. Upon any such termination, neither Party shall have any further rights or obligations to the other under this Agreement, except obligations that expressly survive termination of this Agreement. The City hereby waives any remedy of specific performance following an Event of Default by Developer arising under this Agreement. The sole and exclusive remedy for the occurrence of an Event of Default by Developer shall be the termination of this Agreement. In the event of such termination neither Party shall have any further right or obligation under this Agreement except as to the Developers indemnity obligations which may arise under Section 12.

16. City Events of Default and Developer Remedies
(a) City Events of Default. The occurrence of any of the following shall constitute an “Event of Default” on the part of the City under this Agreement.

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9 16.a.1 Negotiation of Disposition of Site 4 With Other Parties. The City will be in Default under this Agreement if it begins to engage in land disposition negotiations concerning Site 4 with any party other than Developer before the termination of this Agreement and such breach is not corrected by the City within ten (10) days after written notice from the Developer of such breach. Notwithstanding the foregoing, City shall not be in Default under this Agreement for any action taken or related to City’s compliance with the Surplus Land Act.

16.a.2 Other City Default. Failure by the City to comply with any other provision of this Agreement which is not corrected within fifteen (15) days after written notice from Developer to the City of such breach.
(b) Developer’s Remedies. If there is an Event of a Default by the City, Developer may, in the sole and absolute discretion of Developer terminate this Agreement by delivering written notice of termination to City which references this Section 16(b) of this Agreement. Developer hereby waives any remedy of specific performance following an Event of Default by the City. Upon any such termination, neither Party shall have any further rights or obligations to the other under this Agreement, except obligations that expressly survive termination of this Agreement. The sole and exclusive remedy for the occurrence of an Event of Default by the City shall be the termination of this Agreement. In the event of such termination neither Party shall have any further right or obligation under this Agreement except as to the Developer’s indemnity obligations which may arise under Section 12. Notwithstanding the foregoing, the Developer’s recovery of damages against the City under this Agreement shall be limited to recovering any amounts actually expended by the Developer in reasonable reliance on this Agreement not to exceed the amount of TWO HUNDRED AND FIFTY THOUSAND DOLLARS ($250,000.00). The Developer acknowledges the protections of Civil Code Section 1542 relative to the waivers and releases contained in this Agreement which Civil Code Section reads as follows:
“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 and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”
By initialing below Developer waives the provisions of Section 1542 in connection with the waivers and releases in this Paragraph.
__________________
Developer’s initials

17. Developer Representations and Warranties. Developer represents, warrants, and covenants to and for the benefit of the City that, as of the Effective Date and at all times during the Negotiation Period, as follows:
(a) Valid Existence; Good Standing; Joint Venture Relationships. Developer is a limited liability company duly organized and validly existing under the laws of the State of California. Developer has all requisite power and authority to acquire Site 4 from the City and

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10 conduct its business as presently conducted. Developer has made all filings and are in good standing in the jurisdiction of the State of California. (b) Authority. Developer has all requisite power and authority to enter into and perform this Agreement.
(c) No Limitation on Ability to Perform. Neither Developer’s articles of organization nor any other organizational document regarding Developer in any way prohibits, limits or otherwise affects the right or power of Developer to enter into or perform this Agreement.

Developer is not a party to or bound by any contract, agreement, indenture, trust agreement, note, obligation or other instrument that could prohibit, limit or otherwise affect Developer’s entry into or performance of this Agreement. To the best of Developer’s knowledge, no consent, authorization or approval of, or other action by, and no notice to or filing with, any governmental authority, regulatory body or any other person or entity is required for the due execution, delivery or performance by Developer of this Agreement or any of the terms or covenants contained in this Agreement. There is no pending or threatened suit or proceeding or undischarged judgment affecting Developer before any court, governmental agency, or arbitrator that might materially adversely affect the enforceability of this Agreement, the ability of Developer to perform the transactions contemplated by this Agreement or the business, operations, assets or condition of Developer.
(d) Valid Execution. The execution and delivery of this Agreement by Developer has been duly and validly authorized by all necessary action of Developer and others.

This Agreement will be a legal, valid, and binding obligation of Developer, enforceable against Developer in accordance with its terms.

18. Notices. A notice or communication under this Agreement by either Party to the other shall be sufficiently given or delivered, if in writing and personally delivered to the other Party or delivered to the other Party by messenger, overnight commercial business mail or if delivered by email and confirmed by the delivery of U.S. First Class Mail with return receipt requested to the appropriate Party at its address as follows:

In the case of a notice or communication to the City:

City of Cudahy
5220 Santa Ana Street
Cudahy, CA 90201
Email: [email protected]
With a copy to:

Olivarez Madruga Lemieux O’Neill, LLP
500 S Grand Ave., 12th floor
Los Angeles, CA 90071
Email: [email protected]
And in the case of a notice or communication sent to Developer:

Cudahy LF, LLC
C/O: Fabio Pinto, CEO
2029 Century Park East, Suite 4200N
Los Angeles, California 90067

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11 Email: [email protected] a copy to:

Cudahy LF, LLC
C/O: Roy Hadavi, General Counsel
2029 Century Park East, Suite 4200N
Los Angeles, California 90067
Email: [email protected]
Any mailing address may be changed at any time by giving written notice of such change in the manner provided above at least ten (10) business days prior to the effective date of the change. All notices under this Agreement shall be deemed given, received, made or communicated on the date personal receipt actually occurs or, if such notice is given by email and confirmed by U.S. First Class Mail, on the date when the confirming mailed notice is deposited by the Party giving such email notice into U.S. First Class Mail.

19. General Provisions.
(a) Amendments. This Agreement may be amended or modified only by a written instrument signed by both City and Developer.
(b) Severability. If any provision of this Agreement, or its application to any person or circumstance, is held invalid by any court, the invalidity or inapplicability of such provision shall not affect any other provision of this Agreement or the application of such provision to any other person or circumstance, and the remaining portions of this Agreement shall continue in full force and effect, unless enforcement of this Agreement as so modified by and in response to such invalidation would be unreasonable or grossly inequitable under all of the circumstances or would frustrate the fundamental purposes of this Agreement. Without limiting the foregoing, in the event that any applicable federal or state law prevents or precludes compliance with any material term of this Agreement, the Parties shall promptly modify, amend or suspend this Agreement, or any portion of this Agreement, to the extent necessary to comply with such provisions in a manner which preserves to the greatest extent possible the benefits to each of the Parties to this Agreement. However, if such amendment, modification or suspension would deprive the Developer or the City of the substantial benefits derived from this Agreement or make performance unreasonably difficult or expensive, then the affected Party may terminate this Agreement upon fifteen (15) days written notice to the other Party. In the event of such termination, neither Party shall have any further right or obligation under this Agreement except as otherwise provided herein.
(c) Non-Waiver. No waiver made by either Party with respect to the performance, or manner or time of performance, or any obligation of the other Party or any condition to its own obligation under this Agreement will be considered a waiver with respect to the particular obligation of the other Party or condition to its own obligation beyond those expressly waived, to the extent of such waiver, or a waiver in any respect in regard to any other rights of the Party making the waiver or any other obligations of the other Party. (d) Non-Liability. No member, official, agent or employee of the City will be personally liable to Developer, or any successor in interest (if and to the extent permitted under this Agreement), in an Event of Default by the City. No director, officer, agent or employee of Developer will be personally liable to the City in an Event of Default by Developer.

99996.00001\41361846.3
12 (e) Successors and Assigns; Third Party Beneficiary. This Agreement shall inure to the benefit of and bind the respective successors and assigns of the City and the Developer, subject to the limitations on assignment by Developer set forth in Section 14. This Agreement is for the exclusive benefit of the Parties to this Agreement and not for the benefit of any other person and shall not be deemed to have conferred any rights, express or implied, upon any other person except as the indemnity obligation of the Developer to the Indemnified Parties as set forth in Section 12.
(f) Governing Law. The City and Developer acknowledge and agree that this Agreement was negotiated, entered into and is to be fully performed in the City of Cudahy, California. The City and the Developer agree that this Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the substantive and procedural laws of the State of California, without application of conflicts or choice of laws principles. (g) Entire Agreement. This Agreement (including the attachments and exhibits) contains all of the representations of and the entire agreement between the Parties with respect to the subject matter of this Agreement. Any prior correspondence, memoranda, agreements, warranties or representations relating to such subject matter are superseded in total by this Agreement. No prior drafts of this Agreement or changes from those drafts to the signed version of this Agreement shall be introduced as evidence in any litigation or other dispute resolution proceeding by either Party or any other person and no court or other body shall consider those drafts in interpreting this Agreement.
(h) Time of the Essence. Time is of the essence with respect to each provision of this Agreement.
(i) Counterparts. This Agreement may be signed in multiple counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument.
(j) Approvals and Consents. (a) Excluding amendments to this Agreement which shall require the separate approval of the governing bodies of each Party, unless this Agreement otherwise expressly provides or unless applicable law requires otherwise, all approvals, consents or determinations to be made by or on behalf of the City during the Negotiation Period under this Agreement shall be made by the City Manager, Alfonso Noyola ([email protected]), and Juan Arauz, the Community Development Director ([email protected]). The City Manager and Community Development Director may refer such requested consent or determination to the City Council for approval by the City of any such matters. In the case of the Developer all approvals, consents or determinations to be made by or on behalf of the Developer during the Negotiation Period shall be made by Fabio Pinto ([email protected]) (“Developer Representative”) or such other employee or agent of Developer as Developer may designate by written notice to the City to act as Developer Representative for a particular matter. Unless otherwise provided in this Agreement, whenever approval, consent or satisfaction is required of a Party pursuant to this Agreement, it shall not be unreasonably withheld, conditioned or delayed and any reasons for disapproval shall be stated in reasonable detail in writing. Such approval by Developer or City of any act or request by the other shall not be deemed to waive or render unnecessary approval of any similar or subsequent acts or requests.
(k) Relationship of the Parties. No real estate broker commission or other real property finder’s fee shall be payable by either Party to any person in connection with the approval

99996.00001\41361846.3
13 of this Agreement by the City. Each Party shall have a duty to indemnity defend and hold the other Party harmless from any claim.
(l) The subject of this Agreement is a matter which is solely between Developer and the City as relates to Site 4. No Responsible Agency is a party to this Agreement.

None of the provisions in this Agreement shall be deemed to render City a partner in Developer’s business, or joint venturer or member in any joint enterprise with Developer. (m) Survival of Indemnity Obligations. Notwithstanding anything to the contrary in this Agreement, each indemnity obligation under this Agreement shall survive expiration or termination of this Agreement.
(n) Non-Discrimination. Developer covenants by and for itself and its successors or assigns, and all persons claiming under or through it, and this Agreement is made and accepted upon and subject to the following conditions:

19.n.1 There shall be no discrimination against or segregation of any person or group of persons, on account of any basis listed in subdivision (a) or (d) of Section 12955 of the Government Code, as those bases are defined in Sections 12926, 12926.1, subdivision (m) and paragraph (l) of subdivision (p) of Section 12955, and Section 12955.2 of the Government Code, in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of Site 4.

19.n.2 Developer for itself and any Permitted Assignee shall not establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy, of tenants, lessees, subtenants, sublessees, or vendees in Site 4.

20. Payment of Previous Obligations
(a) The Parties have previously negotiated regarding the sale and development of Site 4. During the course of that previous negotiation the Parties entered into a Project Study Agreement, dated October 1, 2015 for reference purposes only, which provided for the payment of certain expenses and costs incurred by the City during the review of the proposed development of the Site during the period of November 2015 through December 2016 (“Previous Obligations”). That project did not proceed and certain Previous Obligations were not paid by Developer at the time. The Parties have resolved all disputes related to the payment of those Previous Obligations.
(b) General Release and Waiver. Except as to such rights or claims as may be created by this Agreement, the Parties, and each of them, on behalf of themselves, and their heirs, assigns, and past, present and future officers, directors, employees, owners, shareholders, partners, principals, predecessors, successors, parents, subsidiaries, entities and insurers, hereby release, remise, and forever discharge the other Party and Party’s past, present, future and former officers, directors, employees, owners, shareholders, partners, principals, predecessors, parents, subsidiaries, entities, attorneys, city council members, city managers, assignees/assignors and insurers from any and all claims arising out of and/or related to the Payment of Previous Obligations and the Project Study Agreement dated October 1, 2015, and any and all manner of losses, claims, demands, judgments, damages, penalties, fines, liabilities, costs, attorneys’ fees, disbursements, investigation of any claims or defenses of whatever kind or nature, contingent or otherwise, matured or unmatured, foreseeable or unforeseeable, known or unknown, and causes of action of any kind or description whatsoever (“Claims”) that did or did

99996.00001\41361846.3
14 not exist from the beginning of time through the date of execution of this Agreement and including Claims which may hereafter arise in the future, whether direct or indirect, at law, or in equity, or in tort or contract, and whether arising under any federal or state statute or under the common law which the Parties or any of them, are or may become entitled to allege either personally, representatively or derivatively on behalf of any other person including, but not limited to, those arising out of, touch upon, or relate to any and all Claims and causes of action including, but not limited to, aiding and abetting, intentional or negligent misrepresentation, intentional or negligent interference with contractual relations, intentional or negligent interference with economic advantage, breach of contract, intentional or negligent infliction of emotional distress, defamation, false light, abuse of process and malicious prosecution or any other proceeding. (c) Release of Unknown Claims. California Civil Code §1542 provides that:

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 and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.
________________ ____________________
Developer Initials City Initials
(d) The Parties, and each of them, hereby waive any and all rights and benefits they may have under California Civil Code, section 1542. In connection with this waiver, the Parties, and each of them, acknowledge that they have been advised by their legal counsel, that they are aware of California Civil Code section 1542, and that they are aware that they may hereafter discover Claims presently unknown or unsuspected or facts in addition to or different from those they now know or believe to be true, but still wish to waive their rights under California Civil Code Section 1542.
[remainder of page intentionally left blank]

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15 Signature Page
TO

EXCLUSIVE NEGOTIATING AGREEMENT
IN WITNESS WHEREOF, Developer and the City have signed and entered into this Agreement by and through the signatures of their respective authorized representative(s), as follow:

CITY OF CUDAHY,
a public body, corporate and politic
By: ____________________________

Date: ____________________________
Approved as to form:

By: ____________________________
Stephanie Arechiga
Date: ____________________________

DEVELOPER
Cudahy LF, LLC
By: ____________________________
Its: President / CEO
Date:

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16 EXHIBIT “A”
TO

EXCLUSIVE NEGOTIATING AGREEMENT
Legal Description of Site 4
[Attached behind this cover page]

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17 LEGAL DESCRIPTION
SITE 4
ASSESSOR PARCEL No. 6224-022-900, 6224-022-901, 6224-022-902, 6224-022-903, and 6224-022-904
All that certain real property situated in the County of Los Angeles, State of California, described as follows:

PARCEL A:

THAT PORTION OF LOTS 3 AND 4 IN BLOCK "P" OF TRACT NO, 349. IN THE CITY OF CUDAHY, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14 PAGES 194 AND 195 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:

BEGINNING AT A POINT IN THE EASTERLY LINE OF SAID LOT 4, DISTANT NORTH 15°50' WEST THEREON 100 FEET FROM THE SOUTHEASTERLY CORNER THEREOF; THENCE NORTH 15'50' WEST ALONG THE EASTERLY LINES OF SAID LOTS 3 AND 4, A DISTANCE OF 111.31 FEET, MORE OR LESS, TO A POINT THAT IS DISTANT 15°50' EAST 126.97 FEET FROM THE NORTHEASTERLY CORNER OF SAID LOT 3; THENCE NORTH 82°52' WEST, PARALLEL WITH THE NORTHERLY LINE OF SAID LOT 3, TO A POINT IN A LINE THAT IS PARALLEL WITH THE WESTERLY LINES OF SAID LOTS 3 AND 4, AND BEARING NORTH 7°12'20" EAST 194.56 FEET FROM A POINT IN THE SOUTHERLY LINE OF SAID LOT 4, THAT IS DISTANT EASTERLY THEREON 222.28 FEET FROM THE SOUTHWESTERLY CORNER THEREOF; THENCE SOUTH 7°12'20" WEST ALONG SAID LAST

MENTIONED PARALLEL LINE TO A POINT IN A LINE THAT IS PARALLEL WITH THE SOUTHERLY LINE OF SAID LOT 4 AND PASSING THROUGH THE POINT OF BEGINNING; THENCE SOUTH 82°52' EAST ALONG SAID LAST MENTIONED PARALLEL LINE TO THE POINT OF BEGINNING.

EXCEPT THEREFROM ANY PORTION OF THE ABOVE PARCEL LYING WITHIN THE FOLLOWING DESCRIBED LAND:

THOSE PORTIONS OF LOTS 3 AND 4 IN BLOCK 'P' OF TRACT NO. 349, IN THE CITY OF CUDAHY, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14 PAGES 194 AND 195 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT NO. 4 IN BLOCK ‘P’ OF SAID TRACT NO. 349, AS PER MAP RECORDED IN BOOK 14 PAGES 194 AND 195 OF MAPS, IN SAID RECORDER'S OFFICE; THENCE ALONG THE SOUTH LINE OF SAID LOT 4, SAID SOUTH LINE ALSO BEING THE NORTH LINE OF CECELIA STREET, 50 FEET IN WIDTH, AS SHOWN ON SAID MAP OF TRACT NO. 349, N82°52'00"W 338.01 FEET TO A POINT ON SAID SOUTH LINE LYING N82°52'00"E 222.28 FEET EASTERLY THEREON FROM THE SOUTHWEST CORNER OF SAID LOT 4, SAID POINT BEING DESCRIBED AS POINT 'A' FOR PURPOSES OF THIS LEGAL DESCRIPTION; THENCE CONTINUING ALONG SAID SOUTH LINE N82°52'00"W 40.00 FEET; THENCE LEAVING SAID LINE AND STREET ON A LINE PARALLEL WITH THE WEST LINE OF SAID LOT 4 AND OF SAID LOT 3, N7°12'20"E 194.56

FEET TO A POINT ON THE SOUTH LINE OF LAND DESCRIBED PER GRANT DEED RECORDED DECEMBER 31, 1986 AS INSTRUMENT NO. 86-1852515 OF OFFICIAL RECORDS OF LOS ANGELES

COUNTY, IN SAID RECORDER'S OFFICE, SAID LINE BEING PARALLEL WITH THE NORTHERLY LINE OF SAID LOT 3 AND PASSING THROUGH A POINT ON THE EAST LINE OF SAID LOT 3 LYING THEREON S15°50'00"E 126.97 FEET FROM THE NORTHWEST CORNER OF SAID LOT 3; THENCE ALONG SAID PARALLEL LINE S82°52'00"E 40.00 FEET TO A LINE PARALLEL WITH SAID WEST LINE OF SAID LOTS 3 AND 4 THAT PASSES THROUGH HEREIN DESCRIBED POINT 'A', SAID PARALLEL

LINE ALSO BEING THE WEST LINE OF LAND DESCRIBED AS PARCEL 'A' IN QUITCLAIM DEED RECORDED JUNE 16, 2006 AS INSTRUMENT NO. 06-1331347 OF SAID OFFICIAL RECORDS;

THENCE ALONG SAID PARALLEL LINE AND SAID WEST LINE OF LAST MENTIONED DEED

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18 S7°12'20"W 102.49 FEET TO THE SOUTHWEST CORNER OF SAID PARCEL A OF SAID LAST

MENTIONED DEED, SAID CORNER LYING ON A LINE PARALLEL WITH SAID SOUTH LINE OF SAID LOT 4 THAT PASSES THROUGH A POINT LYING ON THE EAST LINE OF SAID LOT 4 N15°50'00"W 100.00 FEET THEREON FROM SAID SOUTHEAST CORNER OF SAID LOT 4; THENCE ALONG SAID LAST PARALLEL LINE AND THE SOUTH LINE OF LAST SAID DEED 582°52'00"E 298.87 FEET TO LAST SAID POINT ON SAID EAST LINE; THENCE ALONG SAID EAST LINE OF SAID LOT 4, SAID LINE ALSO BEING THE WEST LINE OF WRIGHT ROAD, 50 FEET IN WIDTH, AS SHOWN ON SAID MAP OF SAID TRACT NO. 349 (SAID WRIGHT ROAD NOW BEING KNOWN AS ATLANTIC AVENUE) S15°50'00"E 100.00 FEET TO SAID SOUTHEAST CORNER OF SAID LOT 4 AND SAID POINT OF BEGINNING.

PARCEL B:

THOSE PORTIONS OF LOTS 3 AND 4 IN BLOCK 'P' OF TRACT NO. 349, IN THE CITY OF CUDAHY, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14 PAGES 194 AND 195 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER, DESCRIBED AS FOLLOWS:

BEGINNING AT THE SOUTHEAST CORNER OF SAID LOT NO. 4 IN BLOCK 'P' OF SAID TRACT NO. 349, AS PER MAP RECORDED IN BOOK 14 PAGES 194 AND 195 OF MAPS, IN SAID RECORDER'S OFFICE; THENCE ALONG THE SOUTH LINE OF SAID LOT 4, SAID SOUTH LINE ALSO BEING THE NORTH LINE OF CECELIA STREET, 50 FEET IN WIDTH, AS SHOWN ON SAID MAP OF TRACT NO. 349, N82°52'00"W 338.01 FEET TO A POINT ON SAID SOUTH LINE LYING S82°52'00"E 222.28 FEET EASTERLY THEREON FROM THE SOUTHWEST CORNER OF SAID LOT 4, SAID POINT BEING DESCRIBED AS POINT 'A' FOR PURPOSES OF THIS LEGAL DESCRIPTION; THENCE CONTINUING ALONG SAID SOUTH LINE N82°52'00"W 40.00 FEET; THENCE LEAVING SAID LINE AND STREET ON A LINE PARALLEL WITH THE WEST LINE OF SAID LOT 4 AND OF SAID LOT 3, N7°12'20"E 194.56

FEET TO A POINT ON THE SOUTH LINE OF LAND DESCRIBED PER GRANT DEED RECORDED DECEMBER 31, 1986 AS INSTRUMENT NO. 86-1852515 OF OFFICIAL RECORDS OF LOS ANGELES

COUNTY, IN SAID RECORDER'S OFFICE, SAID LINE BEING PARALLEL WITH THE NORTHERLY LINE OF SAID LOT 3 AND PASSING THROUGH A POINT ON THE EAST LINE OF SAID LOT 3 LYING THEREON S15°50'00"E 126.97 FEET FROM THE NORTHWEST CORNER OF SAID LOT 3; THENCE ALONG SAID PARALLEL LINE S82°52'00"E 40.00 FEET TO A LINE PARALLEL WITH SAID WEST LINE OF SAID LOTS 3 AND 4 THAT PASSES THROUGH HEREIN DESCRIBED POINT 'A', SAID PARALLEL

LINE ALSO BEING THE WEST LINE OF LAND DESCRIBED AS PARCEL 'A' IN QUITCLAIM DEED RECORDED JUNE 16, 2006 AS INSTRUMENT NO. 06-1331347 OF SAID OFFICIAL RECORDS;

THENCE ALONG SAID PARALLEL LINE AND SAID WEST LINE OF LAST MENTIONED DEED S7°12'20"W 102.49 FEET TO THE SOUTHWEST CORNER OF SAID PARCEL A OF SAID LAST

MENTIONED DEED, SAID CORNER LYING ON A LINE PARALLEL WITH SAID SOUTH LINE OF SAID LOT 4 THAT PASSES THROUGH A POINT LYING ON THE EAST LINE OF SAID LOT 4 N15°50'00"W 100.00 FEET THEREON FROM SAID SOUTHEAST CORNER OF SAID LOT 4; THENCE ALONG SAID LAST PARALLEL LINE AND THE SOUTH LINE OF LAST SAID DEED S82°52'0"E 298.87 FEET TO LAST SAID POINT ON SAID EAST LINE; THENCE ALONG SAID EAST LINE OF SAID LOT 4, SAID LINE ALSO BEING THE WEST LINE OF WRIGHT ROAD, 50 FEET IN WIDTH, AS SHOWN ON SAID MAP OF SAID TRACT NO. 349 (SAID WRIGHT ROAD NOW BEING KNOWN AS ATLANTIC AVENUE) S15°50'00"E 100.00 FEET TO SAID SOUTHEAST CORNER OF SAID LOT 4 AND SAID POINT OF BEGINNING.

SAID LEGAL DESCRIPTION IS SHOWN AS PER CERTIFICATE OF COMPLIANCE RECORDED MAY 11, 2012 AS INSTRUMENT NO. 20120707279, OF OFFICIAL RECORDS.

PARCEL C:

THAT PORTION OF LOT 3, IN BLOCK "P" OF TRACT NO. 349, IN THE CITY OF CUDAHY, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGES 194 AND 195 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:

99996.00001\41361846.3
19 BEGINNING AT THE NORTHEAST CORNER OF LOT 3;
THENCE SOUTH 15° 50' EAST ALONG THE LINE OF SAID LOT 3, 126.97 FEET; THENCE NORTH 82° 52' WEST ON A LINE PARALLEL WITH THE NORTHERLY LINE OF LOT 3, A DISTANCE OF 353.9 FEET;
THENCE NORTH 7° 12' 20" EAST ON A LINE PARALLEL WITH THE WEST LINE OF SAID LOT 3, A DISTANCE OF 116.9 FEET TO A POINT ON THE NORTHERLY LINE OF SAID LOT 3; THENCE ALONG THE LAST MENTIONED LINE SOUTH 82° 52' EAST 304.4 FEET TO THE POINT OF BEGINNING.

PARCEL D:

THOSE PORTIONS OF LOTS 3 AND 4 IN BLOCK 'P' OF TRACT NO. 349, IN THE CITY OF CUDAHY, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 14, PAGES 194 AND 195 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLOWS:

COMMENCING AT THE SOUTHEAST CORNER OF SAID LOT 4, IN BLOCK 'P' OF SAID TRACT NO. 349, AS PER MAP RECORDED IN BOOK 14, PAGES 194 AND 195 OF MAPS, IN SAID RECORDER'S OFFICE;
THENCE ALONG THE SOUTH LINE OF SAID LOT 4, SAID SOUTH LINE ALSO BEING THE NORTH LINE OF CECELIA STREET, 50 FEET IN WIDTH, AS SHOWN ON SAID MAP OF TRACT NO. 349, NORTH 82° 52' 00" WEST
338.01 FEET TO A POINT ON SAID SOUTH LINE LYING SOUTH 82° 52' 00" EAST 222.28 FEET EASTERLY THEREON FROM THE SOUTHWEST CORNER OF SAID LOT 4; THENCE CONTINUING ALONG SAID SOUTH LINE NORTH 82° 52' 00" WEST 40.00 FEET TO THE TRUE POINT OF BEGINNING OF THE HEREON DESCRIBED PARCEL OF LAND; THENCE CONTINUING ALONG SAID SOUTH LINE NORTH 82° 52' 00" WEST 58.78 FEET TO THE SOUTHEAST CORNER OF LAND DESCRIBED IN QUITCLAIM DEED RECORDED FEBRUARY 27, 1995, AS INSTRUMENT NO. 95-308907, OF OFFICIAL RECORDS OF LOS ANGELES COUNTY, IN

SAID RECORDER'S OFFICE, SAID SOUTHEAST CORNER OF SAID DEED BEING THE SOUTHEAST CORNER OF THE WEST 123.50 FEET OF SAID LOTS 3 AND 4;
THENCE LEAVING SOUTH LINE AND STREET, ALONG THE EAST LINE OF SAID WEST 123.50 FEET OF SAID LOTS 3 AND 4 NORTH 7° 12' 20" EAST 194.56 FEET TO THE SOUTHWEST CORNER OF LAND DESCRIBED PER GRANT DEED RECORDED DECEMBER 31, 1986, AS INSTRUMENT NO. 86- 1852515, OF SAID OFFICIAL RECORDS, THE SOUTH LINE OF LAND DESCRIBED PER LAST SAID DEED BEING PARALLEL WITH THE NORTHERLY LINE OF SAID LOT 3 AND PASSING THROUGH A POINT ON THE EAST LINE OF SAID LOT 3 LYING THEREON SOUTH 15° 50' 00" EAST 126.97 FEET FROM THE NORTHWEST CORNER OF SAID LOT 3; THENCE ALONG SAID PARALLEL LINE SOUTH 82° 52' 00" EAST 58.78 FEET TO A LINE PARALLEL WITH THE WEST LINE OF SAID LOTS 3 AND 4 THAT PASSES THROUGH HEREIN DESCRIBED SAID TRUE POINT OF BEGINNING; THENCE ALONG SAID PARALLEL LINE SOUTH 7° 12' 20" WEST 194.56 FEET TO THE TRUE POINT OF BEGINNING.

SAID DESCRIPTION IS MADE PURSUANT TO THAT CERTAIN CERTIFICATE OF COMPLIANCE RECORDED MAY 11, 2012, AS INSTRUMENT NO. 20120707280, OF OFFICIAL RECORDS.

ASSESSORS PARCEL NUMBER: 6224-022-002, 6224-022-003, 6224-022-012, 6224-022-001 AND 6224- 022-004 (OLD), 6224-022-901, 6224-022-902, 6224-022-903, 6224-022-900 AND 6224-022-904 (NEW)

99996.00001\41361846.3
20 EXHIBIT “B”
TO

EXCLUSIVE NEGOTIATING AGREEMENT

DEVELOPER PROPOSAL
[PENDING]

99996.00001\41361846.3
21 EXHIBIT “C”
TO

EXCLUSIVE NEGOTIATING AGREEMENT
Schedule of Performance
[Attached behind this cover page]

99996.00001\41361846.3
22 Schedule of Performance

DATE ITEM OF PERFORMANCE
Within 180 days of the Effective Date of ENA
Project Entitlement Submittal • Developer shall submit entitlement application including the environmental
checklist form, and application fees to the
Planning Division.
• Developer shall retain environmental
consultant for the preparation of an Initial
Study and any required environmental
technical studies.

Project Development Schedule Developer to submit a projected construction schedule for the proposed
development.

Within 360 Days of the Effective Date of ENA
Public Outreach and Community Meeting Developer shall host at least one (1) community meeting soliciting public feedback on the
proposed project.

Public Hearings and Presentations Applicant shall conduct:
1) At least one preliminary presentation of the
proposed project at a Planning Commission or
City Council meeting; and
2) A presentation of the proposed project at a
duly noticed Planning Commission hearing
(subject to completion of EIR); and
3) A presentation of the proposed project at a
duly noticed City Council hearing (subject to
completion of EIR).

Funding Partners and Structure Applicant shall submit letter identifying lenders and proof of ability to obtain project financing.

Market Study Developer shall submit a market study
containing a forecast of regional and local real
estate market conditions and the anticipated
performance of proposed project.

Draft DDA City and Developer to complete DDA
negotiations and draft Purchase and Sale
Agreement.

Within 390 days of the Effective Date of ENA
Building Plan Check Applicant shall submit construction plans to the City, including Community Development and
Public Works departments (subject to date of
certification of the EIR).

Blank Page

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 1 of 3

STAFF REPORT
Date: November 7, 2023
To: Honorable Mayor/Chair and City Council/Agency Members From: From: Alfonso Noyola, City Manager/Executive Director By: Victor Maria Santiago, Parks and Recreation Manager Subject: Approval of a Second Amendment Willdan Engineering to Provide Design Phase Engineering Services for the Cudahy Park Renovation Project

RECOMMENDATION
The City Council is requested to approve a second amendment to Professional Services Agreement (PSA) with Willdan Engineering Inc. to provide additional design services for the preparation of PS&E (Plan, Specifications, and Estimates) for the Cudahy Park Renovation Project, not to exceed $96,400.00.

BACKGROUND

1. On February 15, 2022, the City approved a sub-recipient agreement with the State Department of Parks and Recreation after securing funds from Proposition 68’s Statewide Park Development and Community Revitalization Program.

2. On October 6, 2022, The City issued an RFP to solicit design engineering services for this project.

3. On December 6, 2022, the City Council awarded a Professional Services Agreement for Design Engineering Services to Willdan Engineering Inc.

4. On June 8, 2023, the City requested additional services to the Cudahy Renovation Project.

5. On July 18, 2023, The City Council approved a first amendment to the Professional Services Agreement to the PS&E for the Cudahy Park Renovations.

6. On August 15, 2023, Willdan presented the concept design for the Cudahy Park Renovations for Council and staff feedback and recommendations.

7. On October 16, 2023, Willdan Engineering provided pricing for said additional services, pending Council approval.

Item Number
14D

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 2 of 3

ANALYSIS
The City was awarded $6.9 million to renovate Cudahy Park. The scope of work included in the grant includes the following items:
• Construct a new walking path around the park
• Construct a new splash pad with shade
• Construct a new fitness area with shade
• Construct a new community stage
• Renovate the baseball field
• Renovate the playground
• Renovate the skate park
• Renovate the small basketball courts
• Renovate the tennis courts
• New lighting throughout the park
• Landscaping and Irrigation throughout the park
Additionally, the City would like to expand on this original scope of work by adding the following features to the park design:
• Nighttime lighting for the playground and fitness stations • Flag Poles
• Storage Building
• Courtyard Water Feature
Additional features to the park would increase the overall quality of the project and be within the project’s design budget that was initially allocated for design engineering services.

CONCLUSION
The City recommends approving the second amendment to the Professional Services Agreement (PSA) to Willdan Engineering Inc, to provide additional design phase engineering services for preparing PS&E (Plan, Specifications, and Estimates) for the Cudahy Park Renovation Project.

STRATEGIC PLAN CORRELATION
Goal A: Community Services, Programs, and Activities for all Objective:

3. Ensure arks are safe, clean, welcoming, and accessible to all.

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
11/7/2023 Page 3 of 3

FINANCIAL IMPACT
The total cost for the second amendment is $96,400 for a new not to exceed contract cos of $400,632, funded by Proposition 68

ATTACHMENTS
A. Draft Second Amendment to Professional Services Agreement between the City of Cudahy and Willdan Engineering, Inc.

B. Willdan Fee Proposal

1 2023

SECOND AMENDMENT TO CONTRACT SERVICES AGREEMENT
(Engagement: Design Engineering Services)
(Parties: City of Cudahy and Willdan Engineering)
THIS SECOND AMENDMENT (hereinafter, “Second Amendment”) to that certain agreement entitled, “Contract Services Agreement” and dated December 6, 2022 (hereinafter, the “Master Agreement”), is hereby made and entered into this 7th day of November 2023 (hereinafter, “Effective Date”) by and between the City of Cudahy, a municipal corporation (hereinafter, “City”) and Willdan Engineering, (hereinafter, “Consultant”). For purposes of this Second Amendment, the capitalized term “Parties” shall be a collective reference to both City and Consultant. The capitalized term “Party” may refer to either City or Consultant, interchangeably as appropriate.

RECITALS
This Second Amendment is made and entered into with respect to the following facts:

WHEREAS, on December 6, 2022, the Parties executed and entered into the Master Agreement for Consultant to provide design engineering services for the Cudahy Park Renovation Project services for the City; and
WHEREAS, the Parties wish to amend the Scope of Work to provide additional design engineering services set forth in EXHIBIT A; and
NOW, THEREFORE, in consideration of the mutual agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Parties agree as follows:

SECTION 1. Exhibit A-Scope of Work of the Master Agreement is amended to include the attached “Fee Proposal” dated October 16, 2023.

SECTION 2. Except as otherwise set forth in this Second Amendment, the Master Agreement shall remain binding, controlling, and in full force and effect. The Second Amendment and Master Agreement shall constitute the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed in both documents.

SECTION 3. The provisions of this Second Amendment shall be deemed a part of the Master Agreement and except, as otherwise provided under this Second Amendment, the Master Agreement and all provisions contained therein shall remain binding and enforceable. In the event of any conflict or inconsistency between the provisions of this Second Amendment and the provisions of the Master Agreement, the provisions of this Second Amendment shall control, but only in so far as such provisions conflict with the Master Agreement and no further.

Attachment A Page 120 of 616
2 (SIGNATURES ON NEXT PAGE)

3 IN WITNESS WHEREOF, the Parties hereto have caused this Second Amendment to be executed on the day and year first appearing above.

CITY:

CITY OF CUDAHY
By: __________________________________
Alfonso Noyola, ICMA-CM
City Manager

Date:

APPROVED AS TO FORM:

By:

Stephanie Arechiga
City Attorney
Date:

CONSULTANT:

WILLDAN ENGINEERING
By: _______________________________

Date:

4 EXHIBIT A

MASTER AGREEMENT

1 2022

PROFESSIONAL SERVICES AGREEMENT
(Engagement: DESIGN PHASE ENGINEERING SERVICES)
(Parties: Willdan Engineering Inc. and City of Cudahy)

THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter, “Agreement”) is made and entered into this 6th day of December 2022 (hereinafter, the “Effective Date”) by and between the CITY OF CUDAHY, a municipal corporation (hereinafter, “CITY”) and Willdan Engineering Inc., (hereinafter, “CONSULTANT”). For the purposes of this Agreement, CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably, as appropriate.

RECITALS
WHEREAS, CITY requires design phase engineering services; and WHEREAS, CITY staff has determined that CONSULTANT possesses the experience, skills and training necessary to competently provide such services to CITY; and
WHEREAS, the execution of this Agreement was approved by the Cudahy City Council at its Regular Meeting of December 6, 2022.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:

I.

ENGAGEMENT TERMS

1.1 TERM: This Agreement shall have a term commencing from the Effective Date through completion of this project (hereinafter, the “Term”). Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause as provided under Article V (Termination), below.

1.2 SCOPE OF SERVICES:

A. Subject to the terms and conditions of this Agreement, CONSULTANT agrees to provide the services and tasks described in that certain Request for Proposals of CITY entitled “Request for Proposal Translation Services” (hereinafter, “CITY RFP”) and the written proposal of CONSULTANT entitled “Design Phase Engineering Services for the preparation of PS&E (Plan, Specifications, and Estimates) for the Cudahy Park Renovation Project” (hereinafter, the “CONSULTANT Proposal”). The CITY RFP and the CONSULTANT Proposal are attached and incorporated hereto as

2 Exhibit “A” and “B” respectively. The term “Scope of Work” shall be a collective reference to the CITY RFP and the CONSULTANT Proposal. The capitalized term “Work” shall be a collective reference to all the various services and tasks referenced in the Scope of Work. In the event of any conflict or inconsistency between the provisions of the document entitled CITY RFP and the provisions of the document entitled CONSULTANT Proposal, the requirements of the document entitled CITY RFP shall govern and control but only to the extent of the conflict or inconsistency and no further. In the event of any conflict or inconsistency between the provisions of the Scope of Work and the provisions of this Agreement to which the Scope of Work is attached, the provisions of this Agreement shall govern and control.”

1.3 PROSECUTION OF WORK:

A. CONSULTANT shall perform the Work contemplated under this Agreement on an on-call, as-needed basis. Nothing in this Agreement shall be construed to grant CONSULTANT the exclusive right to perform any of the types of services or tasks contemplated under this Agreement nor shall anything in this Agreement be construed to entitle CONSULTANT to the receipt of any sums under this Agreement, except to the extent CITY requests the performance of any Work in the manner described below and such Work is in fact performed and completed by CONSULTANT and accepted by CITY. CITY requests for the performance of specific services or tasks contemplated under this Agreement shall be made in the form of a written work order(s) issued by the City Representative (each such written request hereinafter referred to as a “Work Order”). Each Work Order shall include the following information:

1. A detailed description of the specific services or tasks requested;

2. The location of where the particular services or tasks are to be performed, if applicable;

3. A not-to-exceed budget for performing the services or tasks;

4. A timeline for completing the requested services or tasks;

5. Any other information CITY deems necessary and relevant to the requested services or tasks; and

6. The signature of the City Representative, confirming that the services or tasks have been authorized by the City Representative.

B. CONSULTANT shall perform no Work under this Agreement without a written request from the City Representative, containing the information set forth in Section 1.3(A) above;
C. CONSULTANT shall perform the Work continuously and with due diligence so as to complete the Work by the completion date indicated in each Work Order. CONSULTANT shall cooperate with CITY and in no manner interfere with the work of CITY, its employees or other consultants, contractors or agents;

3 D. CONSULTANT shall not claim or be entitled to receive any compensation or damage because of the failure of CONSULTANT, or its subconsultants, to have related services or tasks completed in a timely manner; E. CONSULTANT shall at all times enforce strict discipline and good order among CONSULTANT’s employees; and
F. CONSULTANT, at its sole expense, shall pay all sales, consumer, use or other similar taxes required by law.

1.4 COMPENSATION: CONSULTANT shall perform the Work in accordance with the “Fee Estimate Proposal” which is attached and incorporated hereto as Exhibit “C” (hereinafter, the “COMPENSATION RATE”). The foregoing notwithstanding, CONSULTANT’s total compensation for the performance of all Work contemplated under this Agreement, will not exceed the aggregate budgeted sum of THREE HUNDRED EIGHTEEN THOUSAND NINE HUNDRED DOLLARS ($318,900) (hereinafter, the “Not-to-Exceed Sum”) during the Term of this Agreement, unless such added expenditure is first approved by the City Council. In the event CONSULTANT’s charges are projected to exceed the Aggregate Not-to-Exceed Sum prior to the expiration of this Agreement, CITY may suspend CONSULTANT’s performance pending CITY approval of any anticipated expenditures in excess of the Aggregate Not-to-Exceed Sum or any other CITY approved amendment to the compensation terms of this Agreement.

1.5 PAYMENT OF COMPENSATION: The Not-to-Exceed Sum will be paid to CONSULTANT in monthly increments as the Work is completed. Following the conclusion of each calendar month, CONSULTANT will submit to CITY an itemized invoice indicating the services performed and tasks completed during the recently concluded calendar month, including services and tasks performed and the reimbursable out-of-pocket expenses incurred. If the amount of CONSULTANT’s monthly compensation is a function of hours worked by CONSULTANT’s personnel, the invoice should indicate the number of hours worked in the recently concluded calendar month, the persons responsible for performing the Work, the rate of compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed. Within thirty (30) calendar days of receipt of each invoice, CITY will notify CONSULTANT in writing of any disputed amounts included in the invoice.

Within forty-five (45) calendar days of receipt of each invoice, CITY will pay all undisputed amounts included on the invoice. CITY will not withhold applicable taxes or other authorized deductions from payments made to CONSULTANT.

1.6 ACCOUNTING RECORDS: CONSULTANT will maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement. CITY will have the right to access and examine such records, without charge, during normal business hours. CITY will further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

4 1.7 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Work agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONSULTANT will deliver to CITY immediately and without delay, all materials, records and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT will only be compensated for the reasonable value of the services, tasks and other Work performed up to the time of cessation or abandonment, less a deduction for any damages, costs or additional expenses which CITY may incur as a result of CONSULTANT’s cessation or abandonment.

II.

PERFORMANCE OF AGREEMENT

2.1 CITY’S REPRESENTATIVE: The CITY hereby designates Alfonso Noyola, City Manager (hereinafter, the “CITY Representative”) to act as its representative for the performance of this Agreement. The CITY Representative or their designee will act on behalf of the CITY for all purposes under this Agreement.

CONSULTANT will not accept directions or orders from any person other than the CITY Representative or their designee.

2.2 CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates Tyrone Peter to act as its representative for the performance of this Agreement (hereinafter, “CONSULTANT Representative”). CONSULTANT Representative will have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. CONSULTANT Representative or His/Her designee will supervise and direct the performance of the Work, using his best skill and attention, and will be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Agreement. Notice to the CONSULTANT Representative will constitute notice to CONSULTANT.

2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:

CONSULTANT agrees to work closely with CITY staff in the performance of the Work and this Agreement and will be available to CITY staff and the CITY Representative at all reasonable times. All work prepared by CONSULTANT will be subject to inspection and approval by CITY Representative or his or her designees.

2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT represents, acknowledges and agrees to the following:

A. CONSULTANT will perform all Work skillfully, competently and to the highest standards of CONSULTANT’s profession;
B. CONSULTANT shall at all times employ such force, plant, materials, and tools as will be sufficient in the opinion of the CITY to perform the Services

5 within the time limits established, and as provided herein. It is understood and agreed that said tools, equipment, apparatus, facilities, labor, and material shall be furnished and said Services performed and completed as required by the Agreement, and subject to the approval of the CITY’s authorized representative.

C. CONSULTANT will perform all Work in a manner reasonably satisfactory to the CITY;
D. CONSULTANT will comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.) CONSULTANT shall be liable for all violations of such laws and regulations in connection with Services. If CONSULTANT performs any work knowing it to be contrary to such laws, rules and regulations, CONSULTANT shall be solely responsible for all costs arising therefrom; E. CONSULTANT understands the nature and scope of the Work to be performed under this Agreement as well as any and all schedules of performance;
F. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training and experience to perform those services and tasks assigned to them by CONSULTANT; and
G. All of CONSULTANT’s employees and agents (including, but not limited to, subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals will be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.

The Parties acknowledge and agree that CONSULTANT will perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULTANT to correct any errors or omissions will be commenced immediately upon their discovery by either Party and will be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the CITY Representative in writing and in her sole and absolute discretion. The Parties acknowledge and agree that CITY’s acceptance of any work performed by CONSULTANT or on CONSULTANT’s behalf will not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge and experience necessary to perform the

6 Work skillfully, competently and to the highest standards of CONSULTANT’s profession.

2.5 ASSIGNMENT: The skills, training, knowledge and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it will not assign or transfer, either directly or indirectly or by operation of law, this Agreement or the performance of any of CONSULTANT’s duties or obligations under this Agreement without the prior written consent of the CITY. In the absence of CITY’s prior written consent, any attempted assignment or transfer will be ineffective, null and void and will constitute a material breach of this Agreement.

2.6 SUBSTITUTION OF KEY PERSONNEL: CONSULTANT has represented to CITY that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, CONSULTANT may substitute other personnel of at least equal competence upon written approval of CITY. In the event that CITY and CONSULTANT cannot agree as to the substitution of key personnel, CITY shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the CITY, or who are determined by the CITY to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the CONSULTANT at the request of the CITY.

2.7 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Work will be performed by CONSULTANT or under CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods and details of performing the Work subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely performance of the Work contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Work under this Agreement on behalf of CONSULTANT are not employees of CITY and will at all times be under CONSULTANT’s exclusive direction and control. CONSULTANT will pay all wages, salaries and other amounts due such personnel and will assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONSULTANT will be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation insurance and the like.

7 2.8 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the CITY Representative to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants fail or refuse to perform the Work in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant will be promptly removed by CONSULTANT and will not be reassigned to perform any of the Work.

2.9 COMPLIANCE WITH LAWS: CONSULTANT will keep itself informed of and in compliance with all applicable federal, state or local laws to the extent such laws control or otherwise govern the performance of the Work. CONSULTANT’s compliance with applicable laws will include, without limitation, compliance with all applicable Cal/OSHA requirements and applicable regulations of the U.S.

Department of Housing and Urbanization.

2.10 NON-DISCRIMINATION: CONSULTANT represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

2.11 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and will at all times remain, wholly independent contractors and are not officials, officers, employees, departments or subdivisions of CITY.

CONSULTANT will be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants.

CONSULTANT and all persons retained or employed by CONSULTANT will have no authority, express or implied, to bind CITY in any manner, nor 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 to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.

III.

INSURANCE

3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Prior to the beginning of and throughout the duration of the Work, CONSULTANT will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT will procure and maintain the following insurance coverage, at its own expense:

A. Commercial General Liability Insurance: CONSULTANT will procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage

8 (occurrence Form CG 0001) or its equivalent. Such CGL Coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.

B. Automobile Liability Insurance: CONSULTANT will procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance will have minimum limits of no less than Two Million Dollars ($2,000,000.00) per accident for bodily injury and property damage.

C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which will indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Work contemplated in this Agreement.

D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT will procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage will have minimum limits of no less than Two Million Dollars ($2,000,000.00) per claim.

3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance will contain an endorsement naming the CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers as additional insureds.

3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement will be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance will be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide. As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the CITY Representative is authorized to authorize lower ratings than those set forth in this Section.

3.4 PRIMACY OF CONSULTANT’S INSURANCE: All policies of insurance provided by CONSULTANT will be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers. Any insurance or self-insurance maintained by CITY or CITY’s elected or appointed

9 officials, officers, employees, agents or volunteers will be in excess of CONSULTANT’s insurance and will not contribute with it.

3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement will not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY, its officials, officers, employees, agents and volunteers.

3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is critical to safeguarding CITY’s financial well-being and, indirectly, the collective well-being of the residents of the CITY.

Accordingly, CONSULTANT warrants, represents and agrees that it will furnish CITY with original certificates of insurance and endorsements evidencing the coverage required under this Article on forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy will be signed by a person authorized by that insurer to bind coverage on its behalf, and will be on forms provided by the CITY if requested. All certificates of insurance and endorsements will be received and approved by CITY as a condition precedent to CONSULTANT’s commencement of any Work or any of the Work. Upon CITY’s written request, CONSULTANT will also provide CITY with certified copies of all required insurance policies and endorsements.

3.7 FAILURE TO MAINTAIN COVERAGE: In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, CITY has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by CITY will be promptly reimbursed by CONTRACTOR or CITY will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, CITY may cancel this Agreement effective upon notice.

3.8 SPECIAL RISKS OR CIRCUMSTANCES. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

IV.

INDEMNIFICATION

4.1 The Parties agree that CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers (hereinafter, the “CITY Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the CITY Indemnitees

10 with the fullest protection possible under the law. CONSULTANT acknowledges that CITY would not enter into this Agreement in the absence of CONSULTANT’s commitment to indemnify, defend and protect CITY as set forth herein Notwithstanding the foregoing, to the extent CONSULTANT’s services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to Claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT.

CONSULTANT’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the CITY, its officials, officers, employees, agents or volunteers.

4.2 To the fullest extent permitted by law, CONSULTANT shall indemnify, hold harmless and defend the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs, and fees of litigation) of every nature arising out of or in connection with CONSULTANT’s performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.

4.3 CITY shall have the right to offset against the amount of any compensation due to CONSULTANT under this Agreement, any amount due to CITY from CONSULTANT as a result of CONSULTANT’s failure to either pay CITY promptly for any costs associated with CONSULTANT’s obligations to indemnify the CITY Indemnitees under this Article, or related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.

4.4 The obligations of CONSULTANT under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers.

4.5 CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth herein this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations from others as required herein, CONSULTANT agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT’s subcontractors or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’s choice.

11 4.6 CITY does not, and shall not waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost, or expense.

4.7 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend, and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.

V.

TERMINATION

5.1 TERMINATION WITHOUT CAUSE: CITY may immediately terminate this Agreement at any time for convenience and without cause by giving prior written notice of CITY’s intent to terminate this Agreement which notice shall specify the effective date of such termination. Upon such termination for convenience, CONSULTANT will be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination.

CONSULTANT may not terminate this Agreement except for cause as provided under Section 5.2, below. If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in section 6.1 below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Work.

CONSULTANT will be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, will operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.

5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:

A. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) will occur. For all Events of Default, the Party alleging an Event of Default will give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which will specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default will be cured, which will not be less than the applicable cure period set forth under Sections 5.2B and 5.2C below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default will constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.

12 B. CONSULTANT will cure the following Events of Defaults within the following time periods:
i. Within ten (10) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement.

Prior to the expiration of the 10-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 10-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.i. that exceeds seven (7) calendar days from the end of the initial 10-day cure period; or ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.

In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT will include, but will not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks called for under the Scope of Work; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; (v) CONSULTANT’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.

C. CITY will cure any Event of Default asserted by CONSULTANT within fortyfive (45) calendar days of CONSULTANT’s issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 45-day

13 cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.5, above, will be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.

D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT will be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY will operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.

E. No waiver of any Event of Default or breach under this Agreement will constitute a waiver of any other or subsequent Event of Default or breach.

No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.

F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder will be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or
iv. The CITY may exercise any other available and lawful right or remedy.

CONSULTANT will be liable for all legal fees plus other costs and expenses

14 that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.

G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy will be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.

5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement will constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.

5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto will not operate to terminate any Article, Section or provision contained herein which provides that it will survive the termination or normal expiration of this Agreement.

VI.

MISCELLANEOUS PROVISIONS

6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data will be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, designs, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT will require all subcontractors and subconsultants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY will be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.

6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and will not be disclosed by CONSULTANT without prior written consent by CITY. CITY will grant such consent of disclosure as legally required. Upon request, all CITY data will be returned to CITY upon the termination or expiration of this Agreement. CONSULTANT will not use CITY’s

15 name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.

6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., Section 3789 et seq. and the California False Claims Act, Government Code Section 12650 et seq.

6.4 NOTICES: All notices permitted or required under this Agreement will be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:

CONSULTANT: CITY:

Willdan Engineering Inc.
13191 Crossroads Parkway
North, Suite 405
Industry, CA 91746-3443
Attn: Tyrone Peter
Phone: 562-908-6200
City of Cudahy
Administrative Services Department
5220 Santa Ana Street
Phone: 323-773-5143
Attn: Brenda Rodriguez
Such notices will be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.

6.5 COOPERATION; FURTHER ACTS: The Parties will fully cooperate with one another, and will take any additional acts or sign any additional documents as are reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.

6.6 SUBCONTRACTING: CONSULTANT will not subcontract any portion of the Work required by this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, will contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.

6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other contractors in connection with the various projects worked upon by CONSULTANT.

6.8 PROHIBITED INTERESTS: CONSULTANT warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement. Further, CONSULTANT warrants and represents that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee

16 working solely for CONSULTANT, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY will have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of CITY, during the term of his or her service with CITY, will have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

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

6.10 GOVERNING LAW AND VENUE: This Agreement will be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, will be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, will be in the Central District of California located in the City of Los Angeles, California.

6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation will be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.

6.12 SUCCESSORS AND ASSIGNS: This Agreement will be binding on the successors and assigns of the Parties.

6.13 NO THIRD-PARTY BENEFIT: There are no intended third-party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.

6.14 CONSTRUCTION OF AGREEMENT: This Agreement will not be construed in favor of, or against, either Party but will be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.

6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions will continue in full force and effect.

6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement will be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void and invalid.

6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or

17 describe the scope, content, or intent of this Agreement.

6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement will control.

6.19 ENTIRE AGREEMENT: This Agreement, including all attached exhibits, constitutes the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, which may have been entered into between CITY and CONSULTANT prior to the execution of this Agreement. Any statements, representations, or other agreements, whether oral or written, made by either Party that is not embodied herein will not be valid or binding on the Parties. No amendment, modification or supplement to this Agreement will be valid and binding unless in writing and duly executed by the Parties pursuant to Section

6.16, above.

6.20 COUNTERPARTS: This Agreement will be executed in three (3) original counterparts each of which will be of equal force and effect. No handwritten or typewritten amendment, modification or supplement to any one counterpart will be valid or binding unless made to all three counterparts in conformity with Section

6.16, above. One fully executed original counterpart will be delivered to CONSULTANT and the remaining two original counterparts will be retained by CITY.
(SIGNATURES ON NEXT PAGE)

lN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.

CITY OF CUDAHY: Willdan Engineering lnc.

Noyola, Manager Vanessa Munoz
Date tl Title President
Date: 12t21t2022
APPROVED AS TO FORM:

City Attorney
Date
18 January 17, 2023

19 EXHIBIT “A”

CITY RFP

REQUEST FOR PROPOSALS (RFP)

TO PROVIDE DESIGN PHASE ENGINEERING SERVICES

FOR THE PREPARATION OF PS&E (PLAN, SPECIFICATIONS AND ESTIMATES)

FOR THE CUDAHY PARK RENOVATION PROJECT

IN THE CITY OF CUDAHY, CALIFORNIA
October 6, 2022

DELIVERY ADDRESS
City of Cudahy
5220 Santa Ana St,
Cudahy, CA 90201
Attn: Victor Maria Santiago
Parks and Recreation Manager

REQUIRED NUMBER OF PROPOSALS
Three (3) hard copies and one (1) electronic
copy (pdf)

CONTACT INFORMATION FOR INQUIRIES
contact via e-mail only, no telephone calls
Victor Maria Santiago
Parks and Recreation Manager
[email protected]

PRE-PROPOSAL MEETING
None

PROPOSAL DUE DATE
November 3, 2022; 3:00 PM

RFP to Provide Design Phase Engineering Services for The Preparation of PS&E (Plan, Specifications and Estimates) For the Cudahy Park Renovation Project
City of Cudahy, California Table of Contents
Table of Contents

1. Introduction 1

2. Project Description 1

3. RFP Schedule 2

4. Scope of Services 2

5. Key Personnel 3

6. City’s Standard Professional Services Agreement 4

7. Insurance Coverage Limits and Requirements 4

8. Consultant Selection Methodology 4

9. Contract Award 5

10. Required Format for Technical Proposal Submittal 5

11. Fee Estimate Proposal Submittal 6

12. Questions Regarding This RFP 8

13. Proposal Submittal Protocol 8

14. Pre-Contractual Expenses In Responding To The RFP Preparation 8 Attachments:

Attachment A – Affidavit of Non-Collusion
Attachment B – Claims History
Attachment C – Sample Professional Services Agreement
Attachment D – Insurance Requirements
Attachment E - Project Conceptual Scope

RFP to Provide Design Phase Engineering Services for The Preparation of PS&E (Plan, Specifications and Estimates) For the Cudahy Park Renovation Project
City of Cudahy, California Cover Page

REQUEST FOR PROPOSALS (RFP)

TO PROVIDE DESIGN PHASE ENGINEERING SERVICES

FOR THE PREPARATION OF PS&E
(PLAN, SPECIFICATIONS AND ESTIMATES)

FOR THE CUDAHY PARK RENOVATION PROJECT

IN THE CITY OF CUDAHY, CALIFORNIA
November 3, 2022
To interested and qualified Consultants:

The City of Cudahy is soliciting Proposals from qualified firms TO PROVIDE DESIGN PHASE

ENGINEERING SERVICES FOR THE PREPARATION OF PS&E (PLAN, SPECIFICATIONS AND ESTIMATES) FOR THE CUDAHY PARK RENOVATION PROJECT.

Requirements for this RFP are enclosed.

In order to be considered in the selection process, interested parties shall submit three (3) hard copies and one (1) electronic copy (pdf) of their Proposals no later than 3:00 PM, November 3, 2022, to:

Victor Maria Santiago
Parks and Recreation Manager
5220 Santa Ana St,
Cudahy, CA 90201
If you have any questions, please contact via email (no telephone calls):

Victor Maria Santiago
Parks and Recreation Manager
[email protected]
Late proposals will not be accepted.

Sincerely,
Victor Maria Santiago
Parks and Recreation Manager
City of Cudahy

RFP to Provide Design Phase Engineering Services for The Preparation of PS&E (Plan, Specifications and Estimates) For the Cudahy Park Renovation Project
City of Cudahy, California RFP, Page 1

REQUEST FOR PROPOSALS (RFP)

TO PROVIDE DESIGN PHASE ENGINEERING SERVICES

FOR THE PREPARATION OF PS&E (PLAN, SPECIFICATIONS AND ESTIMATES)

FOR THE CUDAHY PARK RENOVATION PROJECT

IN THE CITY OF CUDAHY, CALIFORNIA
November 3, 2022

1. INTRODUCTION
The City of Cudahy is soliciting Proposals from qualified firms TO PROVIDE DESIGN PHASE

ENGINEERING SERVICES FOR THE PREPARATION OF PS&E (PLAN, SPECIFICATIONS AND ESTIMATES) FOR THE CUDAHY PARK RENOVATION PROJECT.

2. PROJECT DESCRIPTION
The city has received a $6,902,951 Proposition 68 Statewide Park Development and Community Revitalization Program to renovate Cudahy Park. Total grant amount includes costs for pre-construction, design, construction, and construction management costs. The project focuses on parkwide renovation improvements such as renovating basketball, baseball, tennis courts, as well as the playground and skate park. Additions to the park include a community stage, splash pad, exercise equipment, picnic area, and shade structures. A copy of the concept designs is included in Attachment D.

The project is located in the City of Cudahy, adjacent to the Los Angeles River between Wilcox Avenue and River Road in Cudahy.

3. RFP SCHEDULE
Below is the RFP schedule. Below tentative schedule is subject to change by the City:

Request for Proposals Posted and Issued Thursday, October 6, 2022 Deadline for Receipt of Questions Thursday, October 20, 2022, 4:00 PM Addendum (if necessary) to Respond to
Questions
Monday, October 24, 2022
Deadline for Receipt of Proposals (RFP Due
Date)
Thursday, November 3, 2022, 3:00
PM
Contract Awarded by City Council (tentative) December 2022

RFP to Provide Design Phase Engineering Services for The Preparation of PS&E (Plan, Specifications and Estimates) For the Cudahy Park Renovation Project
City of Cudahy, California RFP, Page 2

4. SCOPE OF SERVICES
The project scope includes preparation of all necessary plans and to provide to the City a complete PS&E Bid Package ready for bidding. The following description of work defines the general project requirements. Associated tasks and provisions necessary for a complete project, but not specifically defined herein are to be addressed in the proposal and undertaken within the proposed “Not to Exceed” contract fee.

The following scope of services is provided as a general guidance.

The proposers shall provide a detailed scope of services to provide all necessary services to complete the project in compliance with applicable, standards and requirements and provide the City a complete set of plans, specifications and estimates ready for bidding and provide necessary support services during bidding and construction phases.

Phase 1. PS&E Phase Services:
▪ Kickoff and Ongoing Meetings: Meet with City staff at the beginning of project and routinely during this phase to review design components and ensure milestones are being met. Discuss exploring different options for skate park design (Pre-manufactured vs. in-ground skate park).
▪ Assemble Existing Data: Assemble and review available information pertaining to the project, including existing survey data, as-built improvement plans, City map, aerial photographs, utility information, and other available record data. ▪ Field Surveys: Field reviews will be performed to identify and/or verify existing conditions such as potential utility conflicts, etc.
▪ Utility Coordination/Notices: Coordinate with the utility companies in order to identify all existing underground and overhead utility lines which may interfere with the installation of proposed park equipment/amenities. For electrical services, coordinate with Southern California Edison Company. Consultant shall be responsible to send out preliminary utility notices to all utility companies, obtaining utility maps and plans, showing all utilities on the plans and sending final utility notices when the plans are approved.
▪ PA & ED (Environmental Studies and Permits): Prepare project approval and environmental documents to comply with applicable regulatory agencies (NEPA/CEQA requirements, etc).
▪ PS&E (plans, specifications, estimates): Prepare complete Plans, Specifications, and Estimates (PS&E). Include architectural renderings of proposed improvements. Submittals include 30%, 60%, 90% and 100% submittals. Plans must meet all project requirements and limitations, include those