10 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: OFFICE OF THE CITY MANAGER
BY: MATTHEW BAUMGARDNER, DIRECTOR OF PUBLIC WORKS/CITY
ENGINEER
DATE: JUNE 24, 2025
SUBJECT: AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT WITH F.M. THOMAS AIR CONDITIONING, INC.
EXECUTIVE SUMMARY
The City Council will consider approving an amendment to the professional services agreement with F.M. Thomas Air Conditioning, Inc. The amendment is needed to update the total compensation of the original agreement to address unanticipated and extraordinary maintenance expenses related to various City facility Heating, Ventilation and Air Conditioning (HVAC) equipment systems. The City's HVAC units vary in age from a few years to over 30 years and facility hours of operation vary from 5 days to 7 days a week. The combination of older equipment, hours of operation, and facility size has resulted in more frequent maintenance and repair services to maintain a comfortable, controlled climate for visitors and staff.
RECOMMENDATION
That the City Council:
1. Approve the Amendment No 1. with F.M. Thomas Air Conditioning, Inc., Inc. in the amount of $320,176 for HVAC maintenance and repair services; and
2. Authorize the Mayor to execute Amendment No. 1 in a form approved by the City Attorney.
BACKGROUND
In early 2024, City staff conducted a request for proposals (RFP) process for on -call HVAC maintenance and repair services. On June 25, 2024 the City Council approved a professional services agreement with F.M. Thomas Air Conditioning, Inc., in the amount of $39,912 per fiscal year. The current contract is set to expire on June 30, 2026. F.M.
Thomas Air Conditioning Services, Inc. has provided air conditioning maintenance services to the City since January 2014.
As part of the on -call HVAC maintenance services, F.M. Thomas Air Conditioning, Inc. inspects all HVAC units monthly, submits monthly reports details the maintenance performed for each HVAC unit, calls attention to any operational problems encountered,
AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT WITH F.M. THOMAS AIR CONDITIONING SERVICES, INC.
JUNE 24, 2025
PAGE 2
and performs repairs to maintain the HVAC systems in operational condition. In addition, as part of the routine maintenance, filters were changed quarterly; condensers and evaporator coils were cleaned as needed; refrigerant oil was analyzed for possible wear of moving parts as needed; and cooling towers were drained, refilled, and water treated as needed.
ANALYSIS
The City has over 120 air conditioning units installed at 22 City facilities. The units vary in age from 1 year to over 30 years. As part of normal City business operations, some facilities provide public services for longer hours and are open on weekends requiring cooling and heating over extended periods. When equipment operates for longer periods, they require more maintenance services including adjustments or extraordinary repairs.
The older the equipment or the larger the facility, the more frequent these services are needed.
The City will need to amend the contract budget to meet the demand for these non -routine services that are a result of various factors including aging equipment, extended hours of operation at impacted facilities, resulting in more frequent maintenance and repair services. To continue to maintain HVAC units at the current level of service, the contract with F.M. Thomas Air Conditioning, Inc., Inc. will need to be amended total of $360,088 The City has been replacing the aging HVAC systems at our most heavily -used facilities over the last year, including the Barbara J. Riley Community Center and the Police Department facility. The HVAC units at the McCaughan Gym will be addressed in Fiscal Year 2025-2026. Staff will continue to identify priority units for replacement. As a result, the non -routine repair costs will decline going into future years.
CITY COUNCIL PRIORITIES
Quality of Life, Safety & Infrastructure
Economic Vibrancy
FISCAL IMPACT
Approval of the recommended action will result in an additional expenditure of up to $320,176 for a total expenditure of up to $360,088 in FY 2024-2025.
The City's approved Fiscal Year 2024-2025 CIP budget includes adequate funds under the following account numbers below to cover the F.M. Thomas Air Conditioning, Inc.
Amendment No. 1 expenses for FY 2024-2025.
Account No.
Funding Source
Amount
10-4-2620-0360
Fire Suppression
$5,760
AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT WITH F.M. THOMAS AIR CONDITIONING SERVICES, INC.
JUNE 24, 2025
PAGE 3
10-4-3120-0360
Facility Maintenance
$326,018
10-4-3122-0360
Apollo Senior Center Maintenance
$3,197
10-4-3123-0360
Apollo Gym Maintenance
$1,766
10-4-4380-0360
Theatre
$3,632
24-4-3125-0360
Columbia Bldg. Maintenance
$4,263
51-4-3540-0360
Water Operations Support
$574
52-4-4420-0360
Golf Course Maintenance
$5,487
55-4-6225-0360
Transit Center Maintenance
$456
65-4-3121-0360
Civic Center Maintenance
$8,935
Total Funding:
$360,088
ATTACHMENTS
Attachment A: Amendment No. 1 to the Professional Services Agreement with F.M.
Thomas Air Conditioning Services, Inc.
AMENDMENT NO. 1 TO PROFESSIONAL SERVICES
AGREEMENT WITH F.M. THOMAS AIR CONDITIONING
FOR HVAC MAINTENANCE AND REPAIR SERVICES
THIS AMENDMENT No. 1 ("Amendment") is entered into this 241h day of June, 2025, by and between the City of Downey, a California municipal corporation and charter city ("City") with its principal place of business at 11111 Brookshire Avenue, Downey, CA 90241 and F.M.
THOMAS AIR CONDITIONING, a California corporation, with its principal place of business at 231 Gemini Avenue, Brea, CA 92821 ("Contractor"). City and Contractor are sometimes individually referred to as the "Party" and collectively as the "Parties".
WHEREAS, City and Contractor entered into a Professional Services Agreement ("Agreement") on June 25, 2024 for professional HVAC maintenance and repair services; and WHEREAS, the parties desire to make certain amendments to the Agreement as set forth herein; and
WHEREAS, the Parties intend to be bound by the terms and provisions of the Agreement as it is amended herein.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, the Parties agree as follows:
Section 1. AMENDMENTS.
A. City and Contractor hereby amend Section 3.3 ("Fees and Payments") Subsection 3.3.1 to read as follows:
"3.3.1 Compensation. Contractor shall receive compensation, including authorized reimbursements, forallServices rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Four Hundred Thousand and 001100 Dollars ($400,000.00) without written approval of the City. Extra Work may be authorized, as described below, and if authorized, said Extra Work will be compensated at the rates and manner set forth in this Agreement." Section 2. The rights, obligations and fees of the Parties under the Agreement shall not otherwise be amended, altered or revised except as expressly provided for herein and all other terms of the Agreement shall remain in full force and effect.
Section 3. This Amendment may be executed in counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument.
TO EFFECTUATE THIS AMENDMENT, the Parties have caused their duly authorized representatives to execute this Amendment on the dates set forth below.
CITY OF DOWNEY,
a California municipal corporation
and charter City
By:
Dorothy Pemberton, Mayor Pro Tem
Date:
ATTEST:
0 Maria Alicia Duarte, CMC, City Clerk
APPROVED AS TO FORM:
By: -
TA
___ _ Joh _M._Funk,-City Attorney_
F.M. THOMAS AIR CONDITIONING,
a California Corporiltion
By:
Thom6ylt!a,
Date:
2