Agenda packet — Glendora City Council, January 23, 2024

CITY OF GLENDORA

CITY COUNCIL, SUCCESSOR AGENCY AND HOUSING AUTHORITY
AGENDA
TUESDAY, JANUARY 23, 2024
CITY HALL COUNCIL CHAMBER 116 E. FOOTHILL BOUELVARD
As a courtesy to others attending this meeting, please turn off or place in silent mode all cell phones and other communication devices while in the Council Chamber. Thank you.

Glendora regularly scheduled public meetings are conducted utilizing a hybrid format and will take place in accordance with the requirements of the Ralph M. Brown Act. To participate virtually, download Zoom on any phone or computer device and use the following meeting ID: cityofglendora.org/zoom or zoom.us/j/9329247224. The teleconferencing procedures followed relating to elected and/or appointed officials’ participation in public meetings will comply with Government Code §54953 et seq.

MAYOR/CHAIR
Mendell Thompson, District 5

MAYOR PRO TEM/VICE-CHAIR
David Fredendall, District 2

COUNCIL/COMMISSIONERS
Michael Allawos, District 1
Gary Boyer, District 3
Karen Davis, District 4

MEETING SCHEDULE
The regular meetings of the city council shall be held on the second and fourth Tuesday of each month, closed session business will commence as early as 5:00 p.m., when scheduled, and general business session will commence at 7:00 p.m.

BROWN ACT
Agendas are drafted to accurately state what the legislative body is being asked to consider. The legislative body can take action on “all items” listed on the agenda and be in compliance with the open meeting laws.

Pursuant to provisions of the Brown Act, no action may be taken on a matter unless it is listed on the agenda, or unless certain emergency or special circumstances exist. The governing body may direct staff to investigate and/or schedule certain matters for consideration at a future meeting.

COMMUNICATION AND ELECTRONIC DEVICES
To minimize distractions, please be sure all personal communication and electronic devices are turned off or on silent mode.

LIVE BROADCASTING AND REBROADCASTING
Regular City Council meetings are broadcast live every 2nd and 4th Tuesday of the month on City Website www.cityofglendora.org, Channel 3 (Cable) & Channel 31 (Verizon) and are replayed Thursday - Sunday the week following the meeting on Channel 3 (Cable) & Channel 31 (Verizon). All broadcasts can be viewed on Cox Communications Local Access Channel 3 and Verizon/Fios Channel 31.

City Council meetings are also available via live webcast and at any time for replaying through the City's webpage at
cityofglendora.org/citymeetings.

Meeting Date: 1/23/2024 / Packet Page #: 1

CITY OF GLENDORA

CITY COUNCIL, SUCCESSOR AGENCY AND HOUSING AUTHORITY
AGENDA
TUESDAY, JANUARY 23, 2024
CITY HALL COUNCIL CHAMBER 116 E. FOOTHILL BOUELVARD
5:00 PM CLOSED SESSION
7:00 PM GENERAL BUSINESS SESSION
NOTICE IS HEREBY GIVEN that Closed Session business will commence at 5:00 PM, when scheduled, and General Business Session will commence at 7:00 PM.

NOTICE IS FURTHER GIVEN that to participate virtually, download Zoom on any phone or computer device and use the following meeting ID: cityofglendora.org/zoom or https://zoom.us/j/9329247224

CALL TO ORDER

ROLL CALL

CLOSED SESSION
The regular meetings of the city council shall be held on the second and fourth Tuesday of each month, closed session business will commence at 6:00 p.m., when scheduled, and general business session will commence at 7:00 p.m. Closed Session discussions authorized by state law and allow the legislative body to consider/hear any matter which it is authorized by state law to hear or consider in closed session.

1. CONFERENCE WITH REAL PROPERTY NEGOTIATORS A closed session will be held, pursuant to Government Code §54956.8, enable the City Council and Housing Authority to give direction to its negotiator(s) Adam Raymond, Danny Aleshire, Moises Lopez, Jeff Kugel, and Valerie Velasquez regarding that certain real property 1762 Dale Road, APN 8631-013-023. The City’s real property negotiator will seek direction from the City Council regarding the terms.

2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS A closed session will be held pursuant to Government Code §54956.8, enable the City Council of the City of Glendora, property owner, to receive information form negotiator(s) Adam Raymond, Danny Aleshire, Moises Lopez, Jeff Kugel, and Valerie Velasquez regarding certain real properties APN 8655-007-900, APN 8655- 007-901, APN 8655-007-902 and APN 8655-021-900. The City’s real property negotiator will seek direction from the City Council regarding the disposition of the property.

3. CONFERENCE WITH REAL PROPERTY NEGOTIATORS: A closed session will be held, pursuant to Government Code §54956.8, to enable the City Council to give direction to its negotiator(s) Adam Raymond, Danny Aleshire, Moises Lopez, Jeff Kugel, and Steven Mateer regarding that certain real property located at 1535 Heritage Place, Glendora 91740, APN 8643- 016-087. The City’s real property negotiator(s) will seek direction from the City Council regarding the terms for the acquisition of the property.

4. CONFERENCE WITH REAL PROPERTY NEGOTIATORS: A closed session will be held, pursuant to Government Code §54956.8, to enable the City Council to give direction to its negotiator(s) Adam Raymond, Danny Aleshire, Moises Lopez, Jeff Kugel, and Steven Mateer regarding that certain real property located at 349 E. Juanita, Glendora 91740, APN 8643-016-55 and 8643-016-56. The City’s real property negotiator(s) will seek direction from the City Council regarding the terms for the acquisition of the property.

Meeting Date: 1/23/2024 / Packet Page #: 2

5. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION A closed session will be held, pursuant to Government Code § 54956.9(d)(2) and (e)(1) because there is a significant exposure to litigation in one (1) case.

INVOCATION AND PLEDGE OF ALLEGIANCE
In permitting a nonsectarian invocation, the City does not intend to proselytize, advance, or disparage any faith or belief. Neither the City nor the City Council endorses any particular belief or form of invocation.
 Invocation
 Pledge of Allegiance

HIGH SCHOOL STUDENT REPORTS

REORDERING OF AND ADDITIONS TO THE AGENDA

PUBLIC COMMENT
Three (3) Minute speaking time limit, speaking once, unless upon motion, such time is extended by the legislative body.

Any person may request to address a legislative body during a public meeting. Speakers are limited to three (3) minutes, speaking once, on both on- and offagenda items, unless, upon motion, such time is extended by the legislative body. Such statements shall only be allowed during the Public Comment portion of the agenda. If there are any public hearings scheduled, individuals will be given an additional opportunity to comment under said items. Speakers are not permitted to yield their time to another speaker. Public comment is limited to 30 minutes at each meeting, with the ability to extend if the legislative body so chooses by majority vote.

To ensure that the public is able to participate, the City may provide a variety of ways in which the public can submit their comment: in person, virtually, email, phone call, mail and any other method which may become available. Methods of participation may be subject to change during other such times when a State of Emergency, Health Order or State Executive Order limits in-person participation.

6. Public Comment received

MEMBER STATEMENTS/REPORTS

CITY MANAGER AND CITY ATTORNEY STATEMENTS

PUBLIC HEARINGS
Public hearings shall conform to the protocol established to conduct of public meetings, proceedings, and business in the City of Glendora. Following presentation of the staff report, the applicant/appellant will be allowed ten (10) minutes in which to make a presentation. Following the presentation of the applicant/appellant public testimony share be called, each speaker is limited to three (3) minutes, speaking once. The Presiding Officer may permit a five (5) minute rebuttal/summation by a representative of applicant/appellant. The public hearing will then be closed, and no member of the public shall be allowed to speak further unless, upon motion, and the public hearing is reopened by the governing body. Any person desiring to provide testimony during a Public Hearing item shall make his/her presence known to the Presiding officer. Speakers are entitled to submit written or other graphic evidence. All such evidence presented shall be retained by the City Clerk as part of the Clerk’s record.

PLEASE NOTE: If you challenge any of the proposed action(s) in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City Council at, or prior to, the public hearing.

7. A Public Hearing to Establish Preferential Parking District along Dale Road and South Vecino Avenue in accordance with the Ordinance No. 1776 and Glendora Municipal Code, Chapter 10.14 CITY RECOMMENDATION: Open and conduct a public hearing to establish a preferential parking district along Dale Road and Vecino Avenue; 1. Adopt a Categorical Exemption pursuant to §15061(b)(3) of the California Environmental Quality Act Guidelines; 2. Waive full reading, read by title only and adopt a City Council Resolution entitled, “A RESOLUTION OF THE

GLENDORA CITY COUNCIL ESTABLISHING A PREFERENTIAL PARKING DISTRICT ON

DALE ROAD AND SOUTH VECINO AVENUE FROM BONITA AVENUE AND LAXFORD STREET AND A PORTION OF BONITA AVENUE.”; and, 3. Waive fees totaling $2,500 pursuant to the establishment of a preferential parking district along Dale Road and Vecino Avenue.”
Meeting Date: 1/23/2024 / Packet Page #: 3

CONSENT CALENDAR
Items on the Consent Calendar will be enacted by one motion without individual discussion. There will be no separate discussion of these items unless a member of the governing body requests specific item(s) be removed from the Consent Calendar for separate action. Items removed from the Consent Calendar will be considered after the Consent Calendar is approved. Anyone wishing to address a Consent Calendar item should do so during the Public Comment Period.

8. Affirm Minutes from the December 12, 2023 Special City Council meeting CITY/AGENCY/AUTHORITY RECOMMENDATION: 1. Affirm minutes as presented.

9. Grant of Access Easement to Metro Gold Line Foothill Extension Construction Authority at City owned properties (APN 8655-021-910 and APN 8655-021-911) CITY RECOMMENDATION: 1. Authorize the City Manager, the City Clerk and the City Attorney to execute Grant of Access Easement Deed; 2. Waive full reading, read by title only and adopt a City Council Resolution entitled: “A RESOLUTION OF THE GLENDORA CITY COUNCIL

AUTHORIZING THE CITY MANAGER, THE CITY CLERK AND THE CITY ATTORNEY TO

SIGN GRANT OF ACCESS EASEMENT TO CERTAIN PROPERTIES IN THE CITY OF GLENDORA, AS IDENTIFIED BY APN 8655-021-910 AND APN 8655-021-911”; and 3.

Authorize the City Clerk to transmit documents to Metro Gold Line Foothill Extension Construction Authority for acceptance of Easement and recording purposes.

10. Grant of Utility Easement to Metro Gold Line Foothill Extension Construction Authority at CityOwned Property (APN 8655-019-900) CITY RECOMMENDATION: 1. Authorize the City Manager, the City Clerk and the City Attorney to execute Grant of Utility Easement Deed; 2. Waive full reading, read by title only and adopt a City Council Resolution entitled: “A RESOLUTION OF THE GLENDORA CITY COUNCIL

AUTHORIZING THE CITY MANAGER, THE CITY CLERK AND THE CITY ATTORNEY TO

SIGN GRANT OF UTILITY EASEMENT TO CERTAIN PROPERTY IN THE CITY OF GLENDORA, AS IDENTIFIED BY APN 8655-019-900”; and, 3. Authorize the City Clerk to transmit documents to Metro Gold Line Foothill Extension Construction Authority for acceptance of Easement and recording purposes.

11. Award a Contract Agreement to Nobel Systems Inc. to provide Professional Services for Water System Management Software and Implementation in the amount of $164,670 CITY RECOMMENDATION: 1. Award a contract agreement to Nobel Systems to provide professional services for implementation of Geographic Information System in the amount of $149,700 with a 10% contingency in the amount of $14,900 for a total amount of $164,670 with three years contract terms; and 2. Authorize the City Manager or his designee to execute the agreement with Nobel Systems Inc. and extensions including minimal and/or non-substantive changes.

12. Second Reading and Adoption of Ordinance 2084 Adding Section 13.18 of the Glendora Municipal Code Establishing the Safe Streets Program
CITY RECOMMENDATION: 1. Waive full reading, read by title only, and adopt on second reading Ordinance 2084 entitled, “AN ORDINANCE OF THE CITY COUNCIL ESTABLISHING THE SAFE STREETS PROGRAM.”
Meeting Date: 1/23/2024 / Packet Page #: 4

13. City of Glendora and Glendora Successor Agency Investment Report for December 2023 CITY/AGENCY/AUTHORITY RECOMMENDATION: 1. Receive and file the Monthly Investment Activity Report for December 2023.

MEMBER AGENDA ITEMS

14. Discussion of Existing Sister Cities Programs and Possible Moka Delegation (Requested by Council Members Davis and Boyer)
CITY RECOMMENDATION: 1. Discuss the City's Sister City Program; and 2. Provide direction to staff on Moka's 70th Anniversary delegation in October 2024.

NEW BUSINESS

15. Approve Amendment No. 1 to a Contract with Grigolla and Sons Co Inc for Concrete Repair Services in an amount not to exceed $250,000 annually for a Total Three-Year Contract Amount Not to Exceed $604,000
CITY RECOMMENDATION: 1. Approve Amendment No. 1 to a contract with Grigolla and Sons Co Inc for concrete repair services in an amount not to exceed $250,000 annually for a total threeyear contract amount not to exceed $604,000; and 2. Authorize the City Manager or his designee to execute the agreement including minimal and/or non-substantive changes.

MEMBER/STAFF CLOSING COMMENTS

ADJOURNMENT
I hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the Glendora City Hall bulletin board at 116 E. Foothill Boulevard and on the City of Glendora website at www.cityofglendora.org not less than 72 hours prior to the meeting in accordance with Government Code Section 54954.2.

Dated: January 19, 2024
Kathleen R. Sessman, MMC
City Clerk/Communications Director
Meeting Date: 1/23/2024 / Packet Page #: 5

STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: JANUARY 23, 2024
FROM: PUBLIC WORKS DISTRICT(S): 2
SUBJECT: A PUBLIC HEARING TO ESTABLISH PREFERENTIAL PARKING DISTRICT ALONG

DALE ROAD AND SOUTH VECINO AVENUE IN ACCORDANCE WITH THE ORDINANCE NO. 1776 AND GLENDORA MUNICIPAL CODE, CHAPTER 10.14

RECOMMENDATION
That the City Council:

Open and conduct a public hearing to establish a preferential parking district along Dale Road and Vecino Avenue;

1. Adopt a Categorical Exemption pursuant to §15061(b)(3) of the California Environmental Quality Act Guidelines;

2. Waive full reading, read by title only and adopt a City Council Resolution entitled, “A RESOLUTION

OF THE GLENDORA CITY COUNCIL ESTABLISHING A PREFERENTIAL PARKING DISTRICT

ON DALE ROAD AND SOUTH VECINO AVENUE FROM BONITA AVENUE AND LAXFORD STREET AND A PORTION OF BONITA AVENUE.”; and,

3. Waive fees totaling $2,500 pursuant to the establishment of a preferential parking district along Dale Road and Vecino Avenue.”

STRATEGIC FOCUS AREAS
 Goal 7: Enhance Community Engagement and Presence (ECEP)

EXECUTIVE SUMMARY
There are four existing preferential parking districts in Glendora established under Ordinance 1776.

These districts are created in areas which are either close to educational institutes, health care facilities or recreational areas. Preferential parking districts limit the public street parking privilege to the residents.

Ordinance No. 1776 allows residents to improve the parking situation and provide improved access to the limited parking in their neighborhood. The Police Department will administer the Preferential Parking District program and issuance of all permits. Applicants for such permits shall present such proof as may be required and no more than two permits shall be issued for each qualified dwelling unit to any qualified applicant.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
On April 22nd of 2003, Ordinance No. 1776 was passed, approved, and adopted. This ordinance of the City Council of the City of Glendora was created for the administration of Preferential Parking Districts within the City.

DISCUSSION
There are four preferential parking districts established in the City. These districts are as follows:

District 1 - Glendora High School Vicinity
District 2 - Citrus College Vicinity
Item #7. Page 1
Meeting Date: 1/23/2024 / Packet Page #: 6
Staff Report Page 2 of 3
District 3 - Ada Avenue, east of Grand Avenue - Foothill Presbyterian Hospital Vicinity District 4 - Garcia Trail – Yucca Ridge from Leadora Avenue to Hicrest Road The residents of Dale Road and South Vecino Street are having challenges finding parking near their homes. Non-resident vehicles regularly and substantially interfere with the use of available public street parking spaces. There has been a non-availability of convenient residential-related parking spaces, due to the non-resident vehicles parked on Dale Road and Vecino Avenue during the day and night. To address this concern, 23 out of the 29 households that are impacted submitted a petition for the creation of a Preferential Parking District. This will allow residents to park on streets where parking restrictions are in place, and to keep non-residents from parking in their neighborhood.

PREFERENTIAL PARKING DISTRICT MAP

FISCAL IMPACT
Ordinance 1776 allows collection of actual fees incurred for the establishment or modification of the preferential parking district. Typically, these costs would be related to staff time, printing, signage, mailing, Item #7. Page 2
Meeting Date: 1/23/2024 / Packet Page #: 7
Staff Report Page 3 of 3
consultants, etc. Staff estimates these costs would have been approximately $2,500. A request was made by the residents of the proposed preferential parking district that the City Council waive the permit fee and other associated costs to establish the district. Given the need based on the impacts of the commercial activity adjacent to the neighborhood, staff is in agreement with the fee waiver request. As such costs associated with this project will be funded from budgeted maintenance funds (Gas Tax, Measure A or Street Maintenance zones as appropriate).

ENVIRONMENTAL DETERMINATION
The City Council finds that the proposed establishment of a Preferential Parking District is exempt from the California Environmental Quality Act (CEQA) under provisions of the CEQA Guidelines pursuant to (i) Section 15061(b)(3) because there is no possibility that it may have a significant effect upon the environment; and (ii) Section 15378, as the Resolution is not a project under CEQA because it does not cause direct physical change in the environment or a reasonable foreseeable indirect physical change in the environment, because it does not authorize any specific activity.

Prepared By Maliha Fatima Ansari, Principal Civil Engineer Concurs With Not Applicable
Reviewed By William Wittkopf, Public Works Director
Certified to Availability of Funds Kyle Johnson, Finance Director/City Treasurer Approved By Adam Raymond, City Manager
Legal Review Danny Aleshire, City Attorney
CEQA Review Jeff Kugel, Community Development Director
ATTACHMENTS:

A. Notice of Public Hearing
B. CEQA Notice of Exemption
C. Preferential Parking Resolution
D. Petition Letter - Complete
E. Ordinance No. 1176
Item #7. Page 3
Meeting Date: 1/23/2024 / Packet Page #: 8

NOTICE OF PUBLIC HEARING
City Council
YOU MAY BE AFFECTED BY THE FOLLOWING:
_____________________________________________
NOTICE IS HEREBY GIVEN that the City Council will hold a public hearing in the City Council Chamber of City Hall, 116 E. Foothill Boulevard, Glendora, California, on Tuesday, January 23, 2024 at 7:00 p.m. to receive and consider all evidence and reports relative to establishing a Preferential Parking District at Dale Road and South Vecino Avenue from Bonita Avenue and Laxford Street and Bonita Avenue from Vecino Avenue to Dale Road.

All interested parties are invited to attend said hearing and express their views on this matter.

Should you be unable to attend the public hearing, your testimony must be made in writing and delivered prior to the scheduled hearing date as follows: City Clerk Department, 116 E. Foothill Blvd, Glendora, CA, 91741, [email protected].

Further information on this item will be posted to the city’s website at CityofGlendora.org/citymeetings and will be on file for public inspection and copying for the cost of duplication, at the office of the City Clerk, 116 E. Foothill Blvd, Glendora, CA, between the hours of 8:00 a.m. and 5:00 p.m., Monday through Friday, exclusive of holidays, within those hours for agenda posting and public inspection as required by the Ralph M. Brown Act, California Government Code 54950 et seq. as applicable to this meeting.

Staff has determined that the original project is Categorically Exempt from the provisions of the California Environmental Quality Act under Section 15061(b)(3), and 15378 of the CEQA Guidelines.

Further Information on the above application may be obtained or viewed at the Public Works Counter, located at 116 E. Foothill Boulevard or by telephone at 626-914-8246.

If you challenge this action(s) in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City Council at, or prior to, the public hearing.

Kathleen R. Sessman, MMC
City Clerk
Published San Gabriel Valley Examiner (Ad Type (Display or Legal)): January 4, 2024 Item #7. Page 4
Meeting Date: 1/23/2024 / Packet Page #: 9

CERTIFICATION
I, Kathleen R. Sessman, City Clerk of the City of Glendora, hereby certify that I posted a copy of this Notice on the bulletin board outside the City Hall Council Chamber, 116 E. Foothill Boulevard on (Date).

Kathleen R. Sessman, MMC
City Clerk
Item #7. Page 5
Meeting Date: 1/23/2024 / Packet Page #: 10

CITY OF GLENDORA
116 East Foothill Boulevard, Glendora, California 91741

CALIFORNIA ENVIRONMENTAL QUALITY ACT

NOTICE OF EXEMPTION
Project Title: Dale Road and South Vecino Street Preferential Parking District Project Location: City of Glendora portions Dale Road and South Vecino Avenue from Bonita Avenue and Laxford Street and Bonita Avenue from Vecino Avenue to Dale Road.

Project Sponsor: City of Glendora
Mailing Address: 116 E. Foothill Blvd, Glendora, CA 91741 General Plan Land Use Designation: Low/Medium Density Residential Zoning Designation: Residential (R-1)
Project Description: Establish a preferential parking district which limits on street vehicle parking to property owners and residents.

The City Council recommends the following exempt status/findings:

Ministerial (Sec. 15073)
Declared Emergency (Sec. 15071(a))
Emergency Project (Sec. 15071(b) and (c))
Categorical Exemptions - Type:

Statutory Exemption. Code Number: CEQA Guidelines Sections: 15061-2 Reasons for Exemption: The proposed preferential parking district is exempt from the California Environmental Quality Act (CEQA) under provisions of the CEQA Guidelines pursuant to: (i) §15061(b)(3) because there is no possibility that it may have a significant effect upon the environment; and (ii) §15378, as the preferential parking district is not a project under CEQA because it will not cause direct physical change in the environment or a reasonable foreseeable indirect physical change in the environment.

Date:

Jeff Kugel, Director of Community Development
The above recommended exempt status and findings were adopted by the following body:

City Council on
Date:

Maliha Fatima Ansari, Principal Civil Engineer (626) 914-8294 Item #7. Page 6
Meeting Date: 1/23/2024 / Packet Page #: 11
RESOLUTION CC 2024- ____

A RESOLUTION OF THE GLENDORA CITY COUNCIL ESTABLISHING

A PREFERENTIAL PARKING DISTRICT ON DALE ROAD AND SOUTH

VECINO AVENUE FROM BONITA AVENUE AND LAXFORD STREET

AND BONITA AVENUE FROM VECINO AVENUE TO DALE ROAD

THE CITY COUNCIL
City of Glendora, California
WHEREAS, Section 22507 of the California Vehicle Code enables a local authority by ordinance or resolution to prohibit or restrict parking on public streets and authorizes the issuance of preferential parking permits for designated groups; and WHEREAS, Chapter 10.14.010 of the Glendora Municipal Code enables the City Council to designate certain streets as a preferential parking district; and WHEREAS, the City Council conducted a Public Hearing regarding this issue as required by Ordinance 1776; and

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

SECTION 1. That effective January 29, 2024, Dale Road and South Vecino Avenue from Bonita Avenue to Laxford Street and Bonita Avenue from Vecino Avenue to Dale Road be designated as the Preferential Parking District.

SECTION 2. The restricted hours of the district shall be from 5:00 AM to 2:00 AM.

SECTION 3. The fee for the first two permits per qualified residence shall be waived.

SECTION 4. The costs for establishing and maintaining the district and the signing and permit forms, therefore, shall not be passed on to the district members.

SECTION 5. The City Clerk shall certify to the passage and adoption of this resolution and shall enter the same in the Book of Original Resolutions.

APPROVED and PASSED this __ day of ________, 2024.

City Council of Glendora, California
BY: ________________________________
MENDELL L. THOMPSON
Mayor
Item #7. Page 7
Meeting Date: 1/23/2024 / Packet Page #: 12
Resolution 2024- _____ Page 2 of 2
APPROVED AS TO FORM:

Aleshire & Wynder, LLP

DANNY ALESHIRE
City Attorney

CERTIFICATION
I, do hereby certify that the foregoing Resolution was duly adopted by the City Council of the City of Glendora at a regular meeting held on the ___ day of ______, 2024, by the following vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

Dated:

KATHLEEN R. SESSMAN
City Clerk/Communications Director
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AL
ORDINANCE NO. 1776
An Ordinance of the City Council of the City of Glendora re the Creation and Administration of Preferential Parking Districts Within the City The City Council of the City of Glendora hereby ordains as follows:

Section 1:

The Glendora Municipal Code is hereby amended by adding the following provisions:

A. Authority to Establish Preferential Parking Districts Pursuant to applicable provisions of the California Vehicle Code, the City Council may designate, by resolution, certain residential streets or any portion thereof as preferential parking districts for the benefit of residents within the district, in which district vehicles displaying a permit may be exempt from parking prohibitions or restrictions otherwise posted, marked or noticed.

Each preferential parking district shall be designated only upon findings that designation as a preferential parking district is required to enhance or protect the quality of life in the area of the proposed district which is threatened by noise, traffic hazards, environmental pollution, or devaluation of real property resulting from nonresident vehicular parking or traffic, and that designation as a preferential parking district is necessary to provide reasonably available and convenient parking for the benefit of the residents within the proposed district. No resolution creating a preferential parking district shall be enforceable until signs or markings giving adequate notice thereof have been placed
B. Criteria for Findings
The findings set forth in Subsection A of this section shall be based upon the existence of one or more of the following conditions established to the satisfaction of the City Council:

1. Nonresident vehicles regularly and substantially interfere with the use of available public street parking spaces by the residents in the area of the proposed preferential parking district;

2. A shortage of reasonably available and convenient residential-related parking spaces exists in the area of the proposed preferential parking district;

3. Extended parking during the day or night by a substantial number of nonresident vehicles in the area of the proposed preferential parking district; C. Establishment of Preferential Parking Districts
1 Upon receipt and verification of a petition on a form supplied by the city and signed by residents of two-thirds of the dwelling units of the area proposed for designation as a preferential parking district, along with a filing fee as established by resolution of the City Council, the City Manager shall review the petition and submit a report to the City Council concerning the validity thereof.

2. After receipt of the report, the City Council shall conduct a public hearing thereon, for the purpose of determining whether a preferential parking district should be established by resolution.

Item #7. Page 22
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Notice of such public hearing shall be given by the public works director at least ten days prior to the hearing, by publication in a newspaper of general circulation and by mailing to the property owners as shown on the last equalized assessment roll, and to the occupants, of each parcel in the area proposed for designation as a preferential parking district.

3. As an alternative to the petition described in subsection (C)(1) of this section, the City Council may, on its own motion, initiate the public hearing process described in subsection (C)(2) of this section if the City Council finds that a petition by two-thirds of the residents is unnecessary.

Prior to the public hearing, the public works director shall notify the neighborhood residents of the City Council's interest in establishing a preferential parking district and shall conduct neighborhood outreach through a neighborhood meeting or other means, to ascertain the neighborhood residents' interest in the establishment of a preferential parking district. After the neighborhood outreach effort, the public works director shall prepare the report as described in subsection (C)(1) of this section.

D. Issuance of Permits.
1 Permits. The Director of Public Works shall issue permits for preferential parking to qualified applicants who have completed an application form supplied by the Director of Public Works.

Applicants for such permits shall present such proof as may be required by the Director Public Works of residence within the area designated as a preferential parking district. Not more than two permits shall be issued for each qualified dwelling unit to any qualified applicant. The finance department shall collect a fee established by resolution of the City Council for each permit issued.
2 Duration of Permit. Permits issued pursuant to this section shall be effective for a calendar year so long as the applicant continues to reside at the address set forth on the application and so long as the preferential parking district for which the permit was issued remains in effect.

3. Placement. Permits shall be suspended from the interior rear view mirror of each vehicle to be accorded preferential parking privileges.
4 Conditions of Permit. Each permit shall be subject to all conditions and restrictions set forth in this section and of the preferential parking district for which it is issued. The issuance of such a permit shall not be construed to be a permit for, or approval of, any violation of any provision of this code or any other laws or regulations.

5. Fees. Such fees as may be required herein shall be set from time to time by resolution of the City Council. The City Council may waive fees for residents living within a preferential parking district should it elect to do so.

E. Prohibitions

1. No vehicle shall be parked or stopped adjacent to any curb in a preferential parking district in violation of any posted or noticed prohibition or restriction unless:
a. Such vehicle shall have prominently displayed upon the interior rearview mirror thereof a permit indicating the exemption from such restriction or prohibition; b A motor vehicle identified, in a manner prescribed by the Director of Public Works, as being owned by or operated under contract to a utility, whether privately, municipally or publicly owned, when used in the construction, operation, removal, or repair of utility property or facilities or engaged in authorized work in the designated preferential parking district; 2 Item #7. Page 23
Meeting Date: 1/23/2024 / Packet Page #: 28
c. A motor vehicle identified in a manner prescribed by the Director of Public Works, as being owned by or operated under contract to a governmental agency, when used in the course of official government business; or
d. A commercial vehicle or trailer engaged in loading or unloading property, or parked in connection with or in aid of the performance of a service to or on a property located in the block in which such vehicle is parked.
2 It shall be unlawful for any person to sell, rent or lease, or cause to be sold, rented or leased, for any value or consideration, any preferential parking permit. Upon conviction of a violation of this paragraph, all preferential parking permits issued to, or for the benefit of, the dwelling unit to which the sold, rented or leased permit is authorized shall be void.

3. It shall be unlawful for any person to buy or otherwise acquire for value or use any preferential parking permit, except as provided for in this section.

F. Termination of Preferential Parking Zones.
1 Upon receipt and verification of a petition supplied by the city signed by residents living in two-thirds of the dwelling units of an area established as a preferential parking district, the city manager may recommend to the city Council that any preferential parking zone be terminated.
2 Upon such a recommendation by the City Manager, the City Council shall conduct a public hearing thereon, for the purpose of determining whether a proper basis exists for terminating an established preferential parking district. Notice of such public hearing shall be given in the same manner as required for establishment of the district.

3. Termination of an existing preferential parking district shall be based upon a finding that the conditions set forth in Subsection A of this section no longer exist or have diminished in degree to such an extent as to make unnecessary the continuation of the preferential parking district.

4. As an alternative to the petition described in Subsection (F)(1) of this section, the City Council may, on its own motion, initiate the public hearing process described in subsection (F)(2) of this section if the City Council finds that a petition by two-thirds of the residents is unnecessary.

Section 2: Severability
If any section, subsection, sentence, clause, phrase, part, or portion of this Ordinance is for any reason held to be invalid or unconstitutional by any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council declares that it would have adopted this Ordinance and each section, subsection, sentence, clause, phrase, part, or portion thereof, irrespective of the fact that any one or more sections subsections, sentences, clauses, phrases, parts, or portions be declared invalid or unconstitutional. 3 Item #7. Page 24
Meeting Date: 1/23/2024 / Packet Page #: 29
)o-Ann Sharp, City1Clerk
•
PASSED, APPROVED AND ADOPTED this 22nd day of April, 2003

CITY OF GLENDORA
BY '.777,Cdfal
Michael Conway, Maydr
APPROVED AS TO FORM:
0),}cy-e
D. Wayne LeecI/, City Attorney
Item #7. Page 25
Meeting Date: 1/23/2024 / Packet Page #: 30
State of California
County of Los Angeles )
City of Glendora
I, Jo Ann Sharp, City Clerk of the City of Glendora, do hereby certify that the foregoing is a true and correct copy of Ordinance No. 1776 which was regularly introduced and placed upon its first reading at a Regular Meeting of the City Council on the 8th day of April 2003. That, thereafter, said Ordinance was duly adopted and passed at a Regular Meeting of the City Council on the 22' 1 day of April 2003 by the following vote to wit:

AYES:

Conway, Hamlow, Clifford, Herman, Tessitor
, NOES:

None
ABSENT:

None
I do further certify that said Ordinance was published in the Glendora Press, a weekly newspaper of general circulation, in accordance with law.

Dated:

Jo Ann Sharp, City Clerk
City of Glendora
\ GERM \ CERT-ORD
Item #7. Page 26
Meeting Date: 1/23/2024 / Packet Page #: 31

CALL TO ORDER
The Special meeting was called to order at 5:04 p.m.

ROLL CALL
Members Present: Michael Allawos, Karen Davis, David Fredendall, Mayor Pro Tem/Vice-Chair Mendell Thompson, Mayor/Chair Gary Boyer
Members Absent: None
Staff Present: City Manager/Executive Director Adam Raymond, City/Agency Attorney William Wynder, Assistant City Manager Moises Lopez, Recreation and Human Services Director John Aguirre, Information Technology Director Sam Robbin, Captain Chris Stabio, Captain Michael Randazzo, City Clerk/Communications Director Kathleen Sessman, Digital Media Specialist Craig Gill, Senior Digital Media Specialist Greg Morton, Acting Executive Assistant Shantelle Coria, City Clerk Specialist Lorena Cordova, and Deputy City Clerk/Records Manager Roxanne Breceda

CLOSED SESSION
Closed Session titles were read into the record.

There was no one wishing to provide public comment on Closed Session items.

The meeting was convened into Closed Session at 5:06 p.m.

1. CONFERENCE WITH REAL PROPERTY NEGOTIATORS A closed session will be held, pursuant to Government Code §54956.8, enable the City Council and Housing Authority to give direction to its negotiator(s) Adam Raymond, William W. Wynder, Moises Lopez, Jeff Kugel, and Valerie Velasquez regarding that certain real property 1762 Dale Road, APN 8631-013-023.

The City’s real property negotiator will seek direction from the City Council regarding the terms.

2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS A closed session will be held pursuant to Government Code §54956.8, enable the City Council of the City of Glendora, property owner, to receive information form negotiator(s) Adam Raymond, William W. Wynder, Moises Lopez, Jeff Kugel, and Valerie Velasquez regarding certain real properties APN 8655- 007-900, APN 8655-007-901, APN 8655-007-902 and APN 8655-021-900. The City’s real property negotiator will seek direction from the City Council regarding the disposition of the property.

Closed Session was adjourned and reconvened back into Open Session at 6:00 p.m.

City of Glendora Minutes
Special Meeting
Tuesday, December 12, 2023
City Hall Council Chamber
116 E. Foothill Boulevard
Virtually via Zoom ID 9329247224
The City Council also serves as members of the Board of Directors of the Successor Agency, Housing and Financing Authority, which are concurrently convening this evening.

Item #8. Page 1
Meeting Date: 1/23/2024 / Packet Page #: 32
Minutes Tuesday, December 12, 2023 Page 2 of 3
Special Meeting City Council, Successor Agency and Housing Authority City Attorney Wynder reported the following Closed Session actions: Item 1) and 2) privileged and confidential briefing was provided to City Council, questions were asked and answered, and there was no reportable action taken.

PUBLIC COMMENT
There was no one wishing to provide public comment.

SPECIAL ITEMS

3. Recognition of Jessica Chiriboga named Rhodes Scholar at Dartmouth Recognitions were given by Mayor Boyer and the Glendora City Council, Glendora Unified School District Principal Jamie Norell, Superintendent Dominic J. DiGrazia. In closing, Mayor Boyer presented Jessica Chiriboga with a Certificate of Recognition and the City of Glendora’s Medal of Merit award.

UNFINISHED BUSINESS

4. Consideration of a Resolution appointing a new City Attorney and Assistant City Attorney A motion was made by Karen K. Davis, seconded by David J. Fredendall, to adopt a City Council Resolution appointing Danny Aleshire as the successor City Attorney to retiring William W. Wynder and Payam Mostagavi as the new Assistant City Attorney.

An oral roll call vote was conducted, and the motion carried 5 - 0 as follows: AYES: Michael Allawos, Karen K. Davis, David J. Fredendall, Mendell Thompson, Gary Boyer; NOES: None; ABSENT: None; ABSTAIN: None.

NEW BUSINESS

5. Glendora City Council Reorganization
Selection of Mayor
City Clerk/Communications Director Sessman called for nominations for the position of Mayor. Council Member Allawos nominated Council Member Thompson. Hearing no other nominations, the nomination period was closed and Council Member Thompson was declared Mayor of the Glendora City Council for 2023-2024. City Clerk/Communications Director Sessman turned the meeting over to Mayor Thompson to conduct the remainder of the meeting.

Selection of Mayor Pro Tem
Mayor Thompson called for nominations for the position of Mayor Pro Tem. Council Member Boyer nominated Council Member Fredendall. Hearing no other nominations, the nomination period was closed and Council Member Fredendall was declared Mayor Pro Tem of the Glendora City Council for 2023-2024.

Presentations to Outgoing Mayor Boyer
Item #8. Page 2
Meeting Date: 1/23/2024 / Packet Page #: 33
Minutes Tuesday, December 12, 2023 Page 3 of 3
Special Meeting City Council, Successor Agency and Housing Authority Mayor Thompson recognized outgoing Mayor Boyer achievements during 2023 and presented him with the Mayor’s gavel plaque on behalf of the City Council and the City of Glendora, and invited special presentations from representatives on behalf of Congresswoman Judy Chu, Senator Anthony Portantino, Assembly Member Blanca Rubio, Los Angeles County Supervisor Kathyn Barger and Congress Woman Grace Napolitano.

ADJOURNMENT
Meeting adjourned at 6:58 p.m.

Kathleen R. Sessman, MMC
City Clerk/Communication Director
Minutes were approved on __________________.

Item #8. Page 3
Meeting Date: 1/23/2024 / Packet Page #: 34

STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: JANUARY 23, 2024
FROM: PUBLIC WORKS DISTRICT(S): 4
SUBJECT: GRANT OF ACCESS EASEMENT TO METRO GOLD LINE FOOTHILL EXTENSION CONSTRUCTION AUTHORITY AT CITY OWNED PROPERTIES (APN 8655-021-910 AND APN 8655-021-911)

RECOMMENDATION
That the City Council:

1. Authorize the City Manager, the City Clerk and the City Attorney to execute Grant of Access Easement Deed;

2. Waive full reading, read by title only and adopt a City Council Resolution entitled: “A RESOLUTION

OF THE GLENDORA CITY COUNCIL AUTHORIZING THE CITY MANAGER, THE CITY CLERK

AND THE CITY ATTORNEY TO SIGN GRANT OF ACCESS EASEMENT TO CERTAIN PROPERTIES IN THE CITY OF GLENDORA, AS IDENTIFIED BY APN 8655-021-910 AND APN 8655-021-911”; and

3. Authorize the City Clerk to transmit documents to Metro Gold Line Foothill Extension Construction Authority for acceptance of Easement and recording purposes.

STRATEGIC FOCUS AREAS
 Goal 5: Improve and Maintain the City’s Infrastructure and Facilities (IMCIF)

EXECUTIVE SUMMARY
During construction of Phase 2B of the Metro Gold Line/Future A-Line (Gold Line), it was determined that for future safe operation and maintenance, an access easement is required on the City-owned property at 1250 St. Vladimir Street where the City’s Public Works Department Corporate Yard is located.

Additionally, the Metro Gold Line Foothill Extension Construction Authority (Authority) required two additional easements that are on the Council’s agenda for this evening (1636 Compromise Line Rd).

Based on appraisals, the total value of all three was approximately $250,000 to $300,000.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
In July 2015, the City executed a cooperative agreement with the Authority for the construction of the Gold Line Phase II.

DISCUSSION
Phase II of the Gold Line is a 24-mile stretch whose construction was divided into Phase 2A and Phase 2B. Phase 2A is from Pasadena to Azusa and now in service. Phase 2B starts from Azusa at the western boundary of Glendora and ends at Montclair. Construction of Phase 2B is in progress and has already crossed the east boundary of Glendora.

The public railroad will provide Glendora residents with a safe, smooth and effective means of transportation. In 2015, the City entered into a cooperative agreement with the Authority for the design, construction and maintenance of the railroad extension project. It was agreed between the two parties that Item #9. Page 1
Meeting Date: 1/23/2024 / Packet Page #: 35
Staff Report Page 2 of 2
the City may provide easements or right-of-way as needed for future railroad operation and maintenance.

During construction of Phase 2B of the Gold Line, it was determined that vehicular and pedestrian access through the City-owned property at 1250 St. Vladimir Street is required for the Authority to safely operate and maintain the adjacent railroad right-of-way. The easement is not anticipated to have any impact on City operations at the site.

Staff has reviewed the easement grant and agrees with the accuracy of the documents. Staff recommends that the City Council adopt the attached Resolution, which will grant the access easement to the Metro Railroad Authority.

FISCAL IMPACT
The total value of the easements on the City Council’s agenda this evening are approximately $250,000 to $300,000. In order to provide the best project possible, the Authority is working with staff on several betterments to the projects that will exceed the value of these easements. For example, the Authority will be completing additional amenities along Ada Ave, just West of Glendora Avenue to facilitate better dropoffs and pick-ups.

ENVIRONMENTAL DETERMINATION
The City Council finds that the proposed grant of easement is not a project as defined by Section 21065 of the Public Resources Code or Section 15378 of Title 14, Chapter 3 of the California Code of Regulations.

The Grant of Easement does not cause direct physical changes or reasonably foreseeable indirect physical changes in the environment, because it does not authorize any specific activity.

Prepared By Maliha Fatima Ansari, Principal Civil Engineer Concurs With Not Applicable
Reviewed By William Wittkopf, Public Works Director
Certified to Availability of Funds Kyle Johnson, Finance Director/City Treasurer Approved By Moises Lopez, Assistant City Manager
Adam Raymond, City Manager
Legal Review Danny Aleshire, City Attorney
Payam Mostafavi, Assistant City Attorney
CEQA Review Not Applicable
ATTACHMENTS:

A. Grant of Access Easement Deed
B. Resolution
C. Exhibit A
D. Exhibit B
E. Gold Line Cooperative Agreement
Item #9. Page 2
Meeting Date: 1/23/2024 / Packet Page #: 36
1 60076707.v1

RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:

Metro Gold Line Foothill Extension
Construction Authority
406 East Huntington Drive, Suite 202
Monrovia, California 91016-3633
Attention: Mitchell S. Purcell, Esq
______________________________________________________________________________ Portions of APNs 8655-021-910 & 911 (Space above limited to Recorder’s Use Only) This Access Easement is exempt from Recording Fees pursuant to California Government Code Sections 6103 and 27383 and exempt from Documentary Transfer Tax pursuant to California Revenue and Taxation Code Section 11922. This Access Easement is exempt from fee per California Government Code Section 27388.1(a)(1); expressly exempted from payment of recording fees. [See Senate Bill 2, Chapter

2.5 of the Statutes of 2017, known as the Affordable Housing and Job Acts Fee.] Public Agency – No Tax Statement

GRANT OF ACCESS EASEMENT
FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby acknowledged by the undersigned CITY OF GLENDORA, a municipal corporation (hereinafter referred to as "Grantor"), Grantor does hereby GRANT and CONVEY to the METRO GOLD LINE FOOTHILL EXTENSION CONSTRUCTION AUTHORITY, a public entity of the State of California, TRUSTEE OF THE LOS ANGELES – PASADENA

METRO BLUE LINE GOVERNMENTAL PURPOSE PROPERTY TRUST U/D/T DATED AUGUST 19, 1999 ("Grantee"), and its successors and assigns, a permanent non-exclusive access easement ("Access Easement"), over, above, on, in, across, along and through that certain real property located in the City of Glendora, County of Los Angeles, State of California, more fully described and depicted or illustrated in EXHIBIT "A" and EXHIBIT "B" (consisting of four pages) attached hereto and incorporated herein by reference (hereinafter referred to as the "Access Easement Area"), for the sole purpose of securing vehicular and pedestrian access to the Metro Railroad right of way adjacent to the property to and from Saint Vladimir Street. The grant of this Access Easement is subject to all existing matters of record and without any representation or warranty by Grantor with respect to title to the property.

Grantor covenants, by and for itself, its heirs, successors and assigns, including, without limitation, any voluntary and involuntary successor(s)-in-interest to the real property of which the Access Easement Area is part or any part of it, that Grantor shall not permit or undertake, without the express prior written consent of Grantee (which may be granted or withheld in Grantee’s sole and unfettered discretion), the erection, placement, or maintenance of any improvement, or any other activity, over, above, on, under, in, across, along, through or about the Access Easement Area which may unreasonably interfere with the Access Easement, including without limitation the use of the Access Easement Area.

Item #9. Page 3
Meeting Date: 1/23/2024 / Packet Page #: 37
2 60076707.v1
The Access Easement shall include, without limitation, the right and privilege of Grantee and its agents, representatives, employees, contractors, subcontractors, workmen, service providers, material providers and others similarly situated to (i) perform all activities as may be necessary to facilitate the purposes of the Access Easement, (ii) use, pass through and otherwise occupy the Access Easement Area, and (iii) move, whether by hand, in or upon vehicles or otherwise, tools, equipment, machinery, and materials through, including without limitation on to and then off of, the Access Easement Area.

Grantee shall indemnify and hold harmless Grantor, its employees, agents and offices against all loss, damage, expense and liability resulting from injury to or death of any persons or injury to the property arising out of or in any way connected with the exercise of the rights herein granted or the use of said Access Easement.

As the Access Easement is non-exclusive, Grantor has and retains the right to use the surface or any other part of the Access Easement Area for any purpose which does not unreasonably interfere with the Access Easement. Further, notwithstanding anything contained in this instrument to the contrary, Grantor may grant or dedicate any easement, right or other interest in, to, on, under or over the Access Easement Area which does not unreasonably interfere with the Access Easement without obtaining the consent of or otherwise notifying Grantee. However, no right of access by the general public to any portion of the Access Easement Area is conveyed by this instrument and no vehicles or other objects may block or obstruct the Access Easement Area.

Grantor shall have the right, subject to the terms and provisions set forth in this Instrument, to designate an alternative area and access route for Grantee’s ingress and egress, and to relocate the Access Easement Area (“Alternative Access Easement Area”) with Grantee’s prior written consent which shall not be unreasonably withheld. Any Alternative Access Easement Area designated by Grantor (i) must provide a reasonable route of ingress and egress from the public right of way known as Vladimir Street to the most northerly boundary of the railroad right of way; (ii) must be capable of being utilized in a commercially reasonable manner suitable for access and egress purposes; and (iii) must be at least as wide as the existing Access Easement Area.

In the event Grantor desires to relocate the Access Easement Area and designate an Alternative Access Easement Area and access route, Grantor shall provide to Grantee reasonable advance written notice of at least sixty (60) days that shall include a statement of the proposed Alternative Access Easement Area and the timing and schedule for the same. If Grantee fails to respond within such sixty (60) day period, Grantee shall be deemed to have consented to the relocation and the Alternative Access Easement Area. Should Grantor relocate the Access Easement Area, there will no period during which access for ingress and egress purposes is not available to Grantee.

At Grantor’s request, and upon relocation of the access easement from the Access Easement Area to an Alternative Access Easement Area, Grantor and Grantee shall execute an instrument in recordable form amending the Access Easement for the relocation of the Access Easement Area to the Alternative Access Easement Area.

After any construction by Grantee, Grantee shall, at its own cost and expense, restore the surface of the land in good and safe condition.

Item #9. Page 4
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3 60076707.v1
This instrument, including, without limitation, the grants and other terms and provisions set forth herein, shall inure to the benefit of, and be binding upon, Grantor and Grantee and their respective heirs, successors and assigns, including, without limitation, any involuntary successor(s)-in-interest. Grantee may assign its rights and remedies in, to and/or under this instrument and may do so without obtaining the consent of or providing notice to Grantee but only for the use of the Access Easement related to the operation of the Metro Railway adjacent to the property and a copy of the recorded assignment shall be delivered to Grantor at the address set forth below.

Upon recordation of this instrument, Grantee shall promptly provide a copy to Grantor at the address set forth below.

Subject to the terms of this instrument, the covenants contained in this instrument shall run with the land.

IN WITNESS WHEREOF, Grantor has executed this instrument as of this ____ day of ___________, 2023.

GRANTOR:
116 E. Foothill Blvd.,
CA 91741 Attn: City
Manager
CITY OF GLENDORA, a municipal corporation
By: _______________________________
Adam Raymond, City Manager
_________________, 2024
ATTEST:
_________________________________
Kathleen Sessman, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By: ___________________________
Danny Aleshire, City Attorney
Item #9. Page 5
Meeting Date: 1/23/2024 / Packet Page #: 39
60076707.v1
State of California )
)
County of Los Angeles
On ________________, 202__, before me, __________________, Notary Public, personally appeared, ________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature (Seal)
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

Item #9. Page 6
Meeting Date: 1/23/2024 / Packet Page #: 40
Certificate of Acceptance
60076707.v1

CERTIFICATE OF ACCEPTANCE
(Government Code Section 27281)
This is to certify that the Grant Deed dated __________ __, 2024, from CITY OF GLENDORA, a municipal corporation to the METRO GOLD LINE FOOTHILL EXTENSION CONSTRUCTION AUTHORITY, a public entity of the State of California,

TRUSTEE OF THE LOS ANGELES - PASADENA METRO BLUE LINE
GOVERNMENTAL PURPOSE PROPERTY TRUST U/D/T DATED AUGUST 19, 1999, is hereby accepted by the undersigned agent on behalf of the METRO GOLD LINE FOOTHILL EXTENSION CONSTRUCTION AUTHORITY, a public entity of the State of California, TRUSTEE OF THE LOS ANGELES - PASADENA METRO BLUE

LINE GOVERNMENTAL PURPOSE PROPERTY TRUST U/D/T DATED AUGUST 19, 1999, pursuant to the authority conferred by Resolution of the Board of Directors and Grantee hereby consents to recordation thereof by its duly authorized agent.

Dated this __ day of __________, 2024.

GRANTEE:

METRO GOLD LINE FOOTHILL EXTENSION
CONSTRUCTION AUTHORITY, a public entity of the
State of California, TRUSTEE OF THE LOS

ANGELES - PASADENA METRO BLUE LINE

GOVERNMENTAL PURPOSE PROPERTY TRUST
U/D/T DATED AUGUST 19, 1999
By:

Habib F. Balian
Chief Executive Officer
Item #9. Page 7
Meeting Date: 1/23/2024 / Packet Page #: 41
60076707.v1
State of California )
)
County of Los Angeles
On ________________, 202__, before me, __________________, Notary Public, personally appeared, ________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Item #9. Page 8
Meeting Date: 1/23/2024 / Packet Page #: 42
Exhibit "A"
60076707.v1
EXHIBIT "A"
Legal Description of Access Easement Area
APNs: 8655-021-910 & 911
[attached behind this page]
Item #9. Page 9
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EXHIBIT 'A'

LEGAL DESCRIPTION
(ACCESS EASEMENT)
Item #9. Page 10
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EXHIBIT 'A'

LEGAL DESCRIPTION
(ACCESS EASEMENT)
Item #9. Page 11
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EXHIBIT 'A'

LEGAL DESCRIPTION
(ACCESS EASEMENT)
“ ”
Item #9. Page 12
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Exhibit "B"
60076707.v1
EXHIBIT "B"
Map or Plat of Access Easement Area
APNs: 8655-021-910 & 911
[attached behind this page]
Item #9. Page 13
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LOT 12
BK. 844, PGS 74-75
LOT 15 TRACT NO. 32177
TRACT NO. 32177 LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY LOT 4
LOT 5
TR 537/33-35
TRACT NO. 17909
LOT 116
BK. 18, PG 120
TRACT NO. 1233
(FORMERLY A.T.&S.F. R.R.)
P
B L A
B
A
L
P
Item #9. Page 14
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RESOLUTION CC 2024- ____

A RESOLUTION OF THE GLENDORA CITY COUNCIL AUTHORIZING

THE CITY MANAGER, THE CITY CLERK AND THE CITY ATTORNEY TO

SIGN GRANT OF ACCESSEASEMENT TO CERTAIN PROPERTIES IN THE CITY OF GLENDORA, AS IDENTIFIED BY APN 8655-021-910 AND APN 8655-021-911

THE CITY COUNCIL
City of Glendora, California
WHEREAS, the City has entered into a Cooperative Agreement with Metro Gold Line Foothill Extension Construction Authority (Authority) for the construction of Metro Gold Line (A-Line) Phase II (Phase 2B);
WHEREAS, Cooperative Agreement allows the Authority to request a permanent or temporary easement needed for the construction, maintenance or operation of the A- Line; WHEREAS, the Authority has prepared all required documents for the grant of utility easement and the staff had reviewed and approved the documents; and WHEREAS, it is in the public interest to grant access easement to the Authority for safe and smooth operation and maintenance of A-line.

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

SECTION 1. The City Manager, the City Clerk and the City Attorney are hereby authorized to execute that certain Grant of Access Easement conveying the vehicular and pedestrian access easement to Metro Gold Line Foothill Extension Construction Authority as described in attached Exhibit A and Exhibit B.

SECTION 2. Upon recordation of the Grant of Access Easement Deed, Metro Gold Line Foothill Extension Construction Authority shall send a recorded copy to the City.

SECTION 3. The City Clerk shall certify to the passage and adoption of this resolution and shall enter the same in the Book of Original Resolutions.

APPROVED and PASSED this __ day of ________, 2024.

City Council of Glendora, California
BY: ________________________________
MENDELL L. THOMPSON
Mayor
Item #9. Page 15
Meeting Date: 1/23/2024 / Packet Page #: 49
Resolution No. _____ Page 2 of 2
APPROVED AS TO FORM:

Aleshire & Wynder, LLP

DANNY ALESHIRE
City Attorney

CERTIFICATION
I, Kathleen R. Sessman, City Clerk/Communications Director of the City of Glendora, do hereby certify that the foregoing Resolution was duly adopted by the City Council of the City of Glendora at a regular meeting held on the ___ day of ______, _____, by the following vote:

AYES: MEMBERS:

NOES: MEMBERS:

ABSENT: MEMBERS:

ABSTAIN: MEMBERS:

Dated:

KATHLEEN R. SESSMAN
City Clerk/Communications Director
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STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: JANUARY 23, 2024
FROM: PUBLIC WORKS DISTRICT(S): 4
SUBJECT: GRANT OF UTILITY EASEMENT TO METRO GOLD LINE FOOTHILL EXTENSION CONSTRUCTION AUTHORITY AT CITY-OWNED PROPERTY (APN 8655-019-900)

RECOMMENDATION
That the City Council:

1. Authorize the City Manager, the City Clerk and the City Attorney to execute Grant of Utility Easement Deed;

2. Waive full reading, read by title only and adopt a City Council Resolution entitled: “A RESOLUTION

OF THE GLENDORA CITY COUNCIL AUTHORIZING THE CITY MANAGER, THE CITY CLERK

AND THE CITY ATTORNEY TO SIGN GRANT OF UTILITY EASEMENT TO CERTAIN PROPERTY IN THE CITY OF GLENDORA, AS IDENTIFIED BY APN 8655-019-900”; and

3. Authorize the City Clerk to transmit documents to Metro Gold Line Foothill Extension Construction Authority for acceptance of Easement and recording purposes.

STRATEGIC FOCUS AREAS
 Goal 5: Improve and Maintain the City’s Infrastructure and Facilities (IMCIF)

EXECUTIVE SUMMARY
During construction of Phase 2B of the Metro Gold Line/Future A-Line (Gold Line), it was determined that for future safe operation and maintenance, an access easement is required on the City-owned property at 1636 Compromise Line Rd where the City’s Parks Division Yard is located. Additionally, the Metro Gold Line Foothill Extension Construction Authority (Authority) required an additional easement that is on the Council’s agenda for this evening (1250 St. Vladimir Street). Based on appraisals, the total value of all three was approximately $250,000 to $300,000.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
In July 2015, the City executed a cooperative agreement with the Authority for the construction of the Gold Line Phase II.

The public railroad will provide Glendora residents with a safe, smooth and effective means of transportation. In 2015, the City entered into a cooperative agreement with the Authority for the design, construction and maintenance of the railroad extension project. It was agreed between the two parties that the City may provide easements or right-of-way as needed for future railroad operation and maintenance.

Item #10. Page 1
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Staff Report Page 2 of 2
During construction of Phase 2B of the Gold Line, it was determined that for safe operation and maintenance, a utility easement is required on the City-owned property at 1636 Compromise Line Road where the City Parks Division Yard is located. The easement is not anticipated to have any impact on City operations at the site, and runs immediately parallel to an existing easement with Southern California Edison.

Staff has reviewed the easement grant and agrees with the accuracy of the documents. Staff recommends that the City Council adopt the attached Resolution, which will grant utility easement to the Metro Railroad Authority.

The Grant of Easement does not cause direct physical changes or reasonably foreseeable indirect physical changes in the environment, because it does not authorize any specific activity.

A. Grant of Utility Easement Deed
B. Resolution
C. Exhibit A (of Resolution)
D. Exhibit B (of Resolution)
E. Gold Line Cooperative Agreement
Item #10. Page 2
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1 60443192.v1

RECORDING REQUESTED BY
AND
WHEN RECORDED MAIL TO:

Metro Gold Line Foothill Extension
Construction Authority
406 East Huntington Drive, Suite 202
Monrovia, California 91016-3633
Attention: Mitchell S. Purcell, Esq
______________________________________________________________________________ Portions of APN 8655-019-900 (Space above limited to Recorder’s Use Only) This Utility Easement is exempt from Recording Fees pursuant to California Government Code Sections 6103 and 27383 and exempt from Documentary Transfer Tax pursuant to California Revenue and Taxation Code Section 11922. This Utility Easement is exempt from fee per California Government Code Section 27388.1(a)(1); expressly exempted from payment of recording fees. [See Senate Bill 2, Chapter

2.5 of the Statutes of 2017, known as the Affordable Housing and Job Acts Fee.] Public Agency – No Tax Statement

GRANT OF UTILITY EASEMENT
FOR GOOD AND VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby acknowledged by the undersigned CITY OF GLENDORA, a municipal corporation (hereinafter referred to as "Grantor"), Grantor does hereby GRANT and CONVEY to the METRO GOLD LINE FOOTHILL EXTENSION CONSTRUCTION AUTHORITY, a public entity of the State of California, TRUSTEE OF THE LOS ANGELES – PASADENA

METRO BLUE LINE GOVERNMENTAL PURPOSE PROPERTY TRUST U/D/T DATED AUGUST 19, 1999 ("Grantee"), and its successors and assigns, a permanent non-exclusive utility easement ("Utility Easement"), over, above, on, in, under, across, along and through that certain real property located in the City of Glendora, County of Los Angeles, State of California, more fully described and depicted or illustrated in EXHIBIT "A" and EXHIBIT "B" (consisting of two pages) attached hereto and incorporated herein by reference (hereinafter referred to as the "Utility Easement Area"), to excavate for, lay, construct, reconstruct, relocate, reconfigure, use, inspect, maintain, operate, repair, replace, patrol, change the size of, add to, or remove from time to time, a subsurface utility line and related appurtenances and uses solely related to the support and operation of the Metro Railway adjacent to the property (“Facilities”), and including the reasonable right of ingress and egress to and from the Utility Easement Area from and to Compromise Line Road to access the Facilities. The grant of the Utility Easement is subject to all existing matters of record and without any representation or warranty by Grantor.

Grantor covenants, by and for itself, its heirs, successors and assigns, including, without limitation, any voluntary and involuntary successor(s)-in-interest to the real property of which the Utility Easement Area is part or any part of it, that Grantor shall not permit or undertake, without the express prior written consent of Grantee (which shall not be unreasonably withheld, conditioned or delayed), the erection, placement, or maintenance of any improvement, or any other activity, over, above, on, under, in, across, along, through or about the Utility Easement Area Item #10. Page 3
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2 60443192.v1
which may interfere with the Utility Easement, including without limitation the use of the Utility Easement Area.

The Utility Easement shall include, without limitation, the right and privilege of Grantee and its agents, representatives, employees, contractors, subcontractors, workmen, service providers, material providers and others similarly situated to (i) perform all activities as may be necessary to facilitate the purposes of the Utility Easement, (ii) use, pass through and otherwise occupy the Utility Easement Area, (iii) move, whether by hand, in or upon vehicles or otherwise, tools, equipment, machinery, and materials through, including without limitation on to and then off of, the Utility Easement Area, and (iv) the right to use all necessary and convenient means of ingress to and egress from said Utility Easement Area across the Utility Easement Area. After any construction by Grantee, Grantee shall, at its own cost and expense, restore the surface of the land in good and safe condition.

As the Utility Easement is non-exclusive, Grantor has and retains the right to use the surface or any other part of the Utility Easement Area for any purpose which does not interfere with the Utility Easement. Further, notwithstanding anything contained in this instrument to the contrary, Grantor may grant or dedicate any easement, right or other interest in, to, on, under or over the Utility Easement Area which does not interfere with the Utility Easement without obtaining the consent of Grantee (which consent shall not be unreasonably withheld). However, no right of access by the general public to any portion of the Utility Easement Area is conveyed by this instrument, and no vehicles or other objects may block or obstruct the Utility Easement Area.

This instrument, including, without limitation, the grants and other terms and provisions set forth herein, shall inure to the benefit of, and be binding upon, Grantor and Grantee and their respective heirs, successors and assigns, including, without limitation, any involuntary successor(s)-in-interest. Grantee may assign its rights and remedies in, to and/or under this instrument and may do so without obtaining the consent of or providing notice to Grantee but only for the use of the Utility Easement related to the operation of the Metro Railway adjacent to the property.

Upon recordation of this instrument, Grantee shall send a recorded copy to Grantor at the address below.

Subject to the terms of this instrument, the covenants contained in this instrument shall run with the land.
[SIGNATURES ON FOLLOWING PAGE]
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3 60443192.v1
IN WITNESS WHEREOF, Grantor has executed this instrument as of this ____ day of ___________, 2024.

GRANTOR:
116 E. Foothill Blvd.

Glendora, CA 91741
Attn: City Manager
CITY OF GLENDORA, a municipal corporation
By: _______________________________
Adam Raymond, City Manager
_________________, 2024
ATTEST:

By: ______________________________
Kathleen Sessman, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
By: ___________________________
Danny Aleshire, City Attorney
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60443192.v1
State of California )
)
County of Los Angeles
On ________________, 202__, before me, __________________, Notary Public, personally appeared, ________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

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Certificate of Acceptance
60443192.v1

CERTIFICATE OF ACCEPTANCE
(Government Code Section 27281)
This is to certify that the Grant of Utility Easement dated __________ __, 2024, from CITY OF GLENDORA, a municipal corporation to the METRO GOLD LINE FOOTHILL EXTENSION CONSTRUCTION AUTHORITY, a public entity of the State of California,

TRUSTEE OF THE LOS ANGELES - PASADENA METRO BLUE LINE
GOVERNMENTAL PURPOSE PROPERTY TRUST U/D/T DATED AUGUST 19, 1999, pursuant to the authority conferred by Resolution of the Board of Directors and Grantee hereby consents to recordation thereof by its duly authorized agent.

Dated this __ day of __________, 2024.

GRANTEE:

METRO GOLD LINE FOOTHILL EXTENSION
CONSTRUCTION AUTHORITY, a public entity of the
State of California, TRUSTEE OF THE LOS

ANGELES - PASADENA METRO BLUE LINE

GOVERNMENTAL PURPOSE PROPERTY TRUST
U/D/T DATED AUGUST 19, 1999
By:

Habib F. Balian
Chief Executive Officer
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60443192.v1
State of California )
)
County of Los Angeles
On ________________, 202__, before me, __________________, Notary Public, personally appeared, ________________________________________, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

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Exhibit "B"
60443192.v1
EXHIBIT "A"
Legal Description of Utility Easement
APN: 8655-019-900
[attached behind this page]
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Exhibit "B"
60443192.v1
EXHIBIT "B"
Map or Plat of Utility Easement Area
APN: 8655-019-900
[attached behind this page]
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RESOLUTION CC 2024-

A RESOLUTION OF THE GLENDORA CITY COUNCIL

AUTHORIZING THE CITY MANAGER, THE CITY CLERK AND

THE CITY ATTORNEY TO SIGN GRANT OF UTILITY EASEMENT

TO CERTAIN PROPERTY IN THE CITY OF GLENDORA, AS
IDENTIFIED BY APN 8655-019-900

THE CITY COUNCIL
City of Glendora, California
WHEREAS, the City has entered into a Cooperative Agreement with Metro Gold Line Foothill Extension Construction Authority (Authority) for the construction of Metro Gold Line (ALine) Phase II (Phase 2B); WHEREAS, Cooperative Agreement allows the Authority to request a permanent or temporary easement needed for the construction, maintenance or operation of the A- Line; WHEREAS, the Authority has prepared all required documents for the grant of utility easement and the staff had reviewed and approved the documents; and WHEREAS, it is in the public interest to grant utility easement to the Authority for safe and smooth operation and maintenance of A-line.

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

SECTION 1. The City Manager, the City Clerk and the City Attorney are hereby authorized to execute that certain Grant of Utility Easement conveying the utility easement to Metro Gold Line Foothill Extension Construction Authority as described in attached Exhibit A and Exhibit B.

SECTION 2. Upon recordation of the Grant of Utility Easement Deed, Metro Gold Line Foothill Extension Construction Authority shall send a recorded copy to the City.

SECTION 3. The City Clerk shall certify to the passage and adoption of this resolution and shall enter the same in the Book of Original Resolutions.

APPROVED and PASSED this day of , 2024.

City Council of Glendora, California
BY:

MENDELL L. THOMPSON
Mayor
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APPROVED AS TO FORM:

Aleshire & Wynder, LLP

DANNY ALESHIRE
City Attorney

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

Dated:

KATHLEEN R. SESSMAN
City Clerk/Communications Director
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Resolution No. _____ Page 2 of 2
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STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: JANUARY 23, 2024
FROM: PUBLIC WORKS DISTRICT(S): CITYWIDE
SUBJECT: AWARD A CONTRACT AGREEMENT TO NOBEL SYSTEMS INC. TO PROVIDE

PROFESSIONAL SERVICES FOR WATER SYSTEM MANAGEMENT SOFTWARE AND IMPLEMENTATION IN THE AMOUNT OF $164,670

RECOMMENDATION
That the City Council:

1. Award a contract agreement to Nobel Systems to provide professional services for implementation of Geographic Information System in the amount of $149,700 with a 10% contingency in the amount of $14,900 for a total amount of $164,670 with three years contract terms; and

2. Authorize the City Manager or his designee to execute the agreement with Nobel Systems Inc. and extensions including minimal and/or non-substantive changes.

STRATEGIC FOCUS AREAS
 Goal 5: Improve and Maintain the City’s Infrastructure and Facilities (IMCIF)  Goal 4: Enhance and Modernize the Organization (EMO)

EXECUTIVE SUMMARY
The City of Glendora Public Works Water Division manages the maintenance and operations of water infrastructure within the City. The Water Division field staff maintain and address necessary repairs to the water distribution system to ensure that a high level of water services is adequately provided to the City’s residents and businesses. A utility system management software widely known as Geographic Information Systems (GIS) provides data management tools to allow for informed and data driven decisions for making the necessary repairs and provides for improved continuous monitoring and maintaining of the City’s water distribution system. Additionally, it supports staff in maintaining the necessary state mandated regulations, regional compliance, and reporting to ensure public safety.

To move toward using GIS and update the City’s tools for monitoring the water distribution system staff presented to Council an agreement with Sedaru, Inc. (Sedaru) to implement a GIS system in June of 2022. On August 25, 2023, the system went live and then on September 5, 2023, staff received notice from Sedaru that all services would be terminated, immediately ending all support and management of the software. The Water Division quickly searched for alternative options with various firms offering equal GIS system services that best suit the needs of the Water Division resulting in the recommendation of the 3- year services agreement with Nobel Systems, Inc. in the amount of $149,700.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
In June 2022, a Service Agreement with Sedaru. was established for geographic information system (GIS) services to implement a new software system that would assist with managing required system repairs.

Sedaru’s GIS system went live on August 25, 2023, then on September 5, 2023, staff received notice from Sedaru that all services would be terminated, immediately ending all support and management of the software. The abrupt halt of services has created significant implications causing staff to redirect priorities to locate similar services to avoid any derailment of the strategic goal.

Item #11. Page 1
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Staff Report Page 2 of 3

DISCUSSION
A utility system management software widely known as Geographic Information Systems (GIS) provides data management tools that utilize geographic data. The data created from the software provides vital information to supervisory staff creating cost-effective and data-driven decisions solutions while permitting the best use of financial resources. With the use of GIS, the Water Division can attain a certain level of precision of the location of their infrastructure in repairs and construction. This initiative will bring the City one step closer to building a foundation for a centralized GIS system that will allow members of every City department to access GIS data and tools.

The Water Division brought an agreement before Council in June of 2022, with Sedaru to implement a GIS that would assist with managing required system repairs. The system went live on August 25, 2023, then on September 5, 2023, staff received notice from Sedaru that all services would be terminated, immediately ending all support and management of the software. Given the complexities and potential ramifications of this situation, the Water Division quickly searched for alternative options with various firms that had the ability to offer equal GIS system services that best suit the needs of the Water Division. After concluding comprehensive demonstrations from three (3) companies that included WaterTap, Nobel Systems and WebSoft Systems, the Water Division chose to proceed with Nobel Systems.

Nobel Systems offers a comprehensive solution that aligns closely with the City of Glendora Water Division’s specific needs and requirements. Nobel Systems is an industry leader in all aspects of GIS intelligence cycle, deployment of real-time asset management, and field mobility solutions for municipalities and the private sector. The transition to Nobel Systems will offer the following improvements:

Enhanced Efficiency: Nobel Systems’ advanced work order management, real-time monitoring, and predictive analytics will streamline our workflow, making us more efficient in asset management and service delivery. Nobel Systems’ web and mobile (SaaS) solutions incorporates Google Street View functionality as well as operational and maintenance friendly inventory/labor tracking, work orders, inspections, preventive maintenance, and dynamic dashboards for greater data insight.

Improved Data Management: GIS spatial data, mapping tools, Google maps (street view, satellite, routing, search), custom reporting, self-service, and analytical dashboards to view and manage asset information. The system's capabilities for data visualization, reporting, and analytics will allow us to make more informed decisions and enhance our data management processes.

Cost-Effectiveness: The Nobel Systems offers a cost-effective solution, helping the City better manage its budget while expanding capabilities. The terms of the contract include GIS hosting with unlimited users, unlimited GIS updates ($10k value), Lead and Copper Rule Revisions, (a $2,500 value), training & technical support ($2,500 value), reduced costs and waived Implementation fees ($10k value).

FISCAL IMPACT
The professional service agreement sets annual subscription fees of $49,900 over a three-year period totaling $149,700. Sufficient funds are available and budgeted for years 1 and 2 of the annual subscription included in the services agreement in the project budget in the Water Capital Projects Fund (Fund 530). For year 3 the annual subscription will be included with the Water Operations Fund (Fund 531) operating budget during the related fiscal year budget process.

ENVIRONMENTAL DETERMINATION
Not applicable.

Item #11. Page 2
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Staff Report Page 3 of 3
Prepared By Myla DeCastro, Management Analyst
Concurs With Not Applicable
Reviewed By William Wittkopf, Public Works Director
Certified to Availability of Funds Kyle Johnson, Finance Director/City Treasurer Approved By Adam Raymond, City Manager
Legal Review Danny Aleshire, Assistant City Attorney
CEQA Review Not Applicable
ATTACHMENTS:

A. Nobel Professional Service Agreement
B. Nobel Software Licensing Agreement
Item #11. Page 3
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1 yePROFESSIONAL SERVICES AGREEMENT FOR GEOVIEWER

SOFTWARE SUBSCRIPTION AND SUPPORT SERVICES FOR THE

CITY OF GLENDORA
This Agreement is entered into by and between the City of Glendora, a California general law city & municipal corporation (hereinafter the “CITY”) and Nobel Systems, Inc., a California corporation organized and operating in the State of California (hereinafter “CONSULTANT”).

R-E-C-I-T-A-L-S

1. The City is a public agency which provides Water service within City of Glendora boundary.

2. The City requires the services of Nobels GeoViewer SaaS software, a Geographic Information System (GIS) to provide maintenance and management of the City’s Water GIS database and update other landabase datasets integrated with Geoviewer.

3. CONSULTANT is a GIS SaaS applications company providing enterprise level access to the City’s Water GIS database hosted by CONSULTANT. CONSULTANT is licensed to do business in the State of California.

4. The City desires to retain CONSULTANT to provide, maintain and manage the GeoViewer SaaS application and datasets that have been integrated with Geoviewer and provide technical support and training to the City.

C-O-V-E-N-A-N-T-S

1. Services to Be Performed. CONSULTANT agrees to perform all work and services in strict accordance with the work described here below and are more particular. Described in the Scope and Cost Proposal attached hereto as Exhibits “A” through “G” and incorporated herein by reference. All work performed by CONSULTANT shall be subject to review and approval by the City. The City shall have no obligation to approve any work found defective by the City, in its sole discretion.

1.1 Hardware. CONSULTANT shall procure and maintain all necessary computer hardware to always provide the City with access to all City data on the GeoViewer cloud applications during the Agreement, except during the mutually agreed-upon time frame for system maintenance as described in Exhibit “F”.

At all times during this Agreement, CONSULTANT shall provide the City with DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 4
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2 complete redundancy for all hardware being provided by CONSULTANT, including a secure tier 4 colocation facility with an application hardware uptime of 99.99%.

1.2 Software. CONSULTANT shall provide the appropriate licenses to the City to access all City datasets in the GeoViewer cloud SaaS applications for GeoViewer Online and GeoViewer Mobile twenty-four (24) hours a day and seven (7) days a week with the exception of the mutually agreed-upon time frame for system maintenance as described in Exhibit “F”; and
As a material term of this Agreement, CONSULTANT agrees that the software and applications provided to the City will meet all of the functionality of all of the features contained in Exhibit “B”; and

1.3 Technical Support and Training. CONSULTANT shall provide the City with all required technical support and training on the use of all GeoViewer applications in accordance with the requirements contained in Exhibit “C”; and

1.4 Performance Requirements. CONSULTANT shall always maintain the GeoViewer system to meet the performance specification contained in Exhibit “F”.

2. Correction of Defective Work. CONSULTANT agrees to correct all labor or materials found defective by the City at its sole cost and expense. All work found defective by the City shall be corrected in the time specified by the City by written notice to CONSULTANT.

3. Subscription Fees and Price for Work. CONSULTANT agrees to perform all work described in Exhibits “A” through “G” for an annual subscription fee per the following schedule: $49,900 per year 1 effective December 01, 2023, and $49,900 per year 2 and 3.

No increase in this price shall be allowed without the express written consent of the City. The City shall have no obligation to grant this consent and may deny consent to any price increase, in its sole discretion.

4. Payment for Work. Other than the annual subscription fee, which will be invoiced in November for payment in December, CONSULTANT shall bill the City monthly for all labor DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 5
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3 and materials provided during the previous month. All billings shall include a complete description of all work completed during the previous month, including hours and costs of each person performing time and materials work and shall also include a detailed description of progress to date on each task of work described in Exhibits “D” and “H”. All bills shall be subject to review and approval by the City. Invoices approved by the City will be paid on a monthly basis forty-five (45) days after the invoice has been approved by the City. The City shall have no obligation to pay for any work not expressly approved by the City. The City’s approval shall not be unreasonably withheld. CONSULTANT shall provide the City with any additional information requested by the City from time to time to support any item contained on an invoice no later than seven (7) days after a written request for this information from the City.

5. Extra Work. The City may request additional work or services from the CONSULTANT from time to time, as the City shall determine, in its sole discretion. The CONSULTANT shall not commence any extra work without a written change order expressly approved by the City, in writing. Work performed by the CONSULTANT without an approved change order signed by the City will not be paid for by the City. In the event the City determines that additional work is justified, the parties shall agree on the additional work to be performed and the price to be paid for this additional work prior to commencement of any additional work by the CONSULTANT. It is understood by the parties that CONSULTANT shall not be entitled to any payment for extra work unless the City determines that it desires extra work to be performed and a written change order has been executed by the parties.

6. Software Licenses. It shall be the sole responsibility of CONSULTANT to ensure that all appropriate hardware and software licenses have been obtained by CONSULTANT for the GeoViewer system at CONSULTANT’s sole cost and expense with the exception of any API, which shall be the responsibility of the City to obtain. CONSULTANT agrees to hold harmless, indemnify, and defend the City and its directors, officers, employees, agents, and independent contractors from and against any and all liability, claims, causes of action, suits, actions, damages, losses, costs, fees, expenses, fines, and penalties, of whatever type or nature, including all costs of defense and attorney fees, based upon any claim that CONSULTANT has misappropriated or engaged in the unlawful use of any intellectual property, trade secret, patent, trademark, hardware, or software for the GeoViewer system belonging to any other person or entity, except claims and causes of action caused by the sole active negligence or intentional misconduct of the City or its directors, officers, DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 6
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4 employees or agents. In the event that any administrative proceeding, litigation or arbitration is instituted naming the City or any other indemnified parties as a defendant, the City and such other indemnified party shall be entitled to appoint their own independent counsel to represent them, and CONSULTANT agrees to pay all reasonable attorney’s fees, expert fees and costs, City staff time and litigation costs associated with this defense within thirty (30) days of any billing.

7. Use of CONSULTANT’s Software by the City. As part of this Agreement, CONSULTANT may create software applications that are specifically designed by CONSULTANT for the City’s use. Except in the case of any breach of this contract by CONSULTANT, CONSULTANT shall retain all proprietary rights to this software. However, in the event that CONSULTANT, its successors or assigns breaches any terms, covenant, or condition of this Agreement, all proprietary software created by CONSULTANT, its successors or assigns for the City in accessing any City data on the GeoViewer system shall become the sole property of the City and the City shall have the express right to the use and transfer of all such proprietary software as determined appropriate by the City in its sole discretion.

8. Database Backup Copies and Updates to be Provided to the City. As a material term of this Agreement, CONSULTANT shall provide a complete set of up-to-date data for mapping, imaging, and database systems on an annual basis every July 1.

9. Product Updates and New Releases. CONSULTANT, its successors, or assigns shall promptly notify the City, in writing or via e-mail, of any new updates or releases pertaining to the GeoViewer system that has been developed by CONSULTANT, its successors or assigns.

10. Standard of Care. In performing all work and services required by this Agreement, CONSULTANT agrees to use the highest degree of skill and expertise ordinarily exercised, under similar circumstances, by GIS design, integration, and data conversion experts with expertise in design, operation, integration, and maintenance of a GIS system and the other services described in the Scope and Cost Proposal attached as Exhibits “A” through “H” including project management and administration. As a material term of this Agreement, CONSULTANT warrants and represents that it has secured all licenses required by federal or California law to perform all work and services required by this Agreement. CONSULTANT agrees to perform all work required by this Agreement DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 7
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5 at all times in strict accordance with all applicable federal, state, and local laws and regulations which apply to the labor or materials being provided.

11. Work Performance Standards. CONSULTANT agrees to perform all work and services required by this Agreement in a manner which complies with all federal and state health and safety standards and in a manner which avoids damage or injury to any real or personal property of any person or entity, including any real or personal property of the City. CONSULTANT agrees to perform the work at all times in a manner which avoids the creation of any trespass or private or public nuisance during conduct of the work.

12. Liability for Work of Agents, Independent Contractors, and Subcontractors.

CONSULTANT shall be solely liable and responsible for all labor and materials provided by any director, officer, agent, employee, subcontractor, supplier, or independent contractor hired or retained by CONSULTANT to perform any work or to provide any materials or supplies. The City shall have no liability whatsoever for any work or services performed or any materials or supplies provided by CONSULTANT or its directors, officers, agents, employees, subcontractors, suppliers, or independent contractors.

13. Terms of Agreements. This agreement shall commence on _______________, and shall continue for a term of Three (3) years from the date the contract is fully executed. The City shall have the right to extend the contract term by exercising up to three (3) one- year options to extend the term of this Agreement. The City election to extend the Agreement shall be via written notice to CONSULTANT of its election to extend the term of the Agreement on or before the expiration of the prior term.

At the end of the agreement and should the City exercise its right to termination after three (3) years, CONSULTANT shall provide all City owned historical data in a usable CSV and shapefile format and ensure that all data is deleted from CONSULTANT’S servers and workstations.

14. City Termination Right.

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6 15. Independent Contractor. As a material term of this Agreement, it is expressly agreed between the parties that CONSULTANT is performing all work and services for the City pursuant to this Agreement as an independent contractor and not as an agent or employee of the City. The parties further agree and acknowledge that the City expects CONSULTANT to make its own independent determination of the means and methods to perform all work required by this Agreement and will not be directed as to any of these means or methods by the City.

16. Conflicts of Interest Prohibited. As a material term of this Agreement, CONSULTANT shall not in any way attempt to use its position to influence any decision of the City in which it knows, or has reason to know, it has a financial interest other than the compensation provided in this agreement. As a material term of this Agreement, CONSULTANT warrants and represents that it does not, to the best of its knowledge, have any economic interests which would conflict with any of its duties under this Agreement. CONSULTANT agrees not to secure any economic interest during the performance of this Agreement which conflicts with its duties to the City under this Agreement.

17. Insurance. At all times during the term of this Agreement, CONSULTANT must maintain a commercial liability insurance policy, workers’ compensation insurance, and professional liability insurance in strict accordance with all terms of this paragraph. The insurance required by this paragraph shall be provided as follows:

17.1 Liability Insurance. Following execution of this Agreement, and prior to commencement of any work, CONSULTANT shall provide the City with proof of liability insurance coverage with an insurance company licensed to do business in the State of California and acceptable to the City, providing $1,000,000 of coverage per occurrence and $2,000,000 minimum aggregate. The liability insurance coverage shall include each of the following types of insurance:

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7 A. General Liability:

1. Comprehensive Form 6. Contractual Insurance

2. Premises-Operations 7. Broad form Property Damage, Including

3. Explosion and Collapse Hazard Completed Operations

4. Underground Hazard 8. Independent Contractors

5. Projects/Completed Operations Hazard 9. Personal Liability B. Auto Liability

1. Comprehensive Form

2. Owned

3. Hired
The policy shall include contractual coverage sufficiently broad to insure the matters set forth in the section entitled “Indemnity” in this Agreement. The deductible amount shall not exceed $5,000.00. Also included in such insurance shall be a “cross-liability” or “severability of interest” clause.

17.2 Workers’ Compensation Insurance. Following execution of this Agreement and prior to commencement of any work, CONSULTANT shall submit proof of insurance showing they have obtained, for the period of the agreement, full workers’ compensation insurance coverage for no less than the statutory limits covering all persons whom CONSULTANT employs or may employ in carrying out the work under this agreement.

17.3 Professional Liability Insurance. Following execution of this Agreement, and prior to commencement of any work, CONSULTANT shall provide the City with proof of professional liability insurance with an insurance provider licensed to do business in the State of California, providing $1,000,000 of coverage per occurrence and $2,000,000 minimum aggregate.

This insurance shall have a deductible not to exceed $5,000.

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8 17.4 ACORD Certificate of Liability Insurance and Additional Insured Endorsements. All insurance required by Paragraph 16.1, 16.2, and 16.3 of this agreement shall be submitted on an ACORD Certificate of Liability Insurance. Insurers must be authorized to do business and have an agent for service of process in the State of California and have an ‘A’ financial strength rating and a financial size rating of at least Class VI in accordance with the most current A.M. Best’s Rating Guide. Additional Insured Endorsements must be provided for the Liability Insurance called out in Paragraph 16.1 with the City of Glendora (City), the City’s Engineer/Architect, the City’s Representatives, CONSULTANT s, and each of the City’s Directors, Officers, Agents, and Employees named as additional insureds. The insurance must include a Waiver of Subrogation and must be Primary and non-Contributory. The additional insured endorsements must be provided on Form CG 20 10 10 01. The insurance certificate and endorsements shall be cancelable with notice delivered to the City in accordance with the policy provisions.

18. Job Site Safety. CONSULTANT shall be solely liable and responsible for complying with all federal, state and local laws, rules and regulations pertaining to job safety for all agents, employees, subcontractors, suppliers, and independent contractors retained by CONSULTANT to perform any work or services or to provide any materials required by this Agreement. However, CONSULTANT shall not be liable or responsible for overall job site safety or the job site safety for any workers or agents employed by any construction contractor performing any work for the City on any construction project.

19. Indemnity. As a material term of this Agreement, CONSULTANT agrees to hold harmless, indemnify, and defend the City and its directors, officers, employees, agents, and representatives from and against any and all demands, liability, claims, suits, actions, damages, costs, fees, expenses, fines, and penalties, of whatever type or nature, including, but not limited to, reasonable attorney fees, to the extent arising out of, pertaining to, or relating to the willful misconduct, recklessness, or negligence of CONSULTANT, including its directors, officers, employees, agents, subcontractors, sub-consultants, suppliers, independent contractors, or other persons and entities employed or utilized by CONSULTANT in the performance of this Agreement.

In the event that any administrative proceeding, litigation or arbitration is instituted naming the City or any other indemnified parties as a defendant, the City and such other indemnified parties shall be entitled to appoint their own independent counsel to represent them, and CONSULTANT agrees to DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 11
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9 pay all reasonable attorney’s fees, expert fees and costs, and litigation costs associated with this defense within thirty (30) days of any billing; provided however, that the CONSULTANT ’s obligation shall be limited as provided by Civil Code Section 2782.8 to the extent that the CONSULTANT establishes its proportionate percentage of fault by stipulation of all the parties to the proceeding or a final adjudicatory determination.

20. Miscellaneous Provisions.

20.1 Non-liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

20.2 Conflict of Interest.

Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement.

Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

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

20.3 Covenant Against Discrimination.

Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 12
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10 marital status, national origin, ancestry or other protected class in the performance of this Agreement.

Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class.

20.4 Unauthorized Aliens.

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

20.5 Warranty & Representation of Non-Collusion.

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

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

20.1 California Law Governs. This Agreement shall by governed by California law.

20.2 Jurisdiction and Venue. In the event of any legal or equitable proceeding to enforce or interpret the terms and conditions of this Agreement, the parties agree that jurisdiction and venue shall lie only in the federal or state courts in or nearest to the County offof Riverside, State of California.

20.3 Modification. This Agreement may not be altered in whole or in part except by a written modification approved by the City and executed by all the parties to this Agreement.

20.4 Attorneys’ Fees. In the event any arbitration, action or proceeding is initiated to challenge, invalidate, enforce or interpret any of the terms of this Agreement, the prevailing party shall be entitled to all attorneys’ fees, all expert fees and costs, and all litigation fees, costs, and expenses in addition to any other relief granted by law. This provision shall apply to the entire Agreement.

20.5 Entire Agreement. This Agreement, together with all exhibits attached hereto, contains all representations and the entire understanding between the parties with respect to the subject matter of this Agreement. Any prior correspondence, memoranda, or agreements, whether or not such correspondence, memoranda or agreements are in conflict with this Agreement, are intended to be replaced in total by this Agreement and its exhibits. CONSULTANT warrants and represents that no City representative has made any oral representations or oral agreements not contained in this Agreement. CONSULTANT further warrants and represents that CONSULTANT has not relied upon any oral statements or promises made by any City representative or agent in executing this Agreement. The parties mutually declare that this Agreement and its exhibits constitute a final, complete and integrated agreement between the parties.

20.6 Prohibition on Assignment. CONSULTANT shall not be entitled to assign or DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 14
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12 transfer all or any portion of its rights or obligations in this Agreement without obtaining the express prior written consent of the City. The City shall have no obligation to give its consent to any assignment and may deny any requested assignment, in its sole discretion.

20.7 Binding Effect. This Agreement shall inure to the benefit of and be binding upon the parties and on their respective purchasers, successors, heirs, and assigns.

20.8 Unenforceable Provisions. The terms, conditions, and covenants of this Agreement shall be construed whenever possible as consistent with all applicable laws and regulations. To the extent that any provision of this Agreement, as so interpreted, is held to violate any applicable law or regulation, the remaining provisions shall nevertheless be carried into full force and effect and remain enforceable.

20.9 Representation of Capacity to Contract. Each party to this Agreement represents and warrants that he or she has the authority to execute this Agreement on behalf of the entity represented by that individual. This representation is a material term of this Agreement.

20.10 Opportunity to be Represented by Independent Counsel. Each of the parties to this Agreement warrants and represents that it has been advised to consult independent counsel of its own choosing and has had a reasonable opportunity to do so prior to executing this Agreement.

20.11 No Waiver. The failure of either party to enforce any term, covenant or condition of this Agreement on the date it is to be performed shall not be construed as a waiver of that party’s right to enforce this, or any other, term, covenant, or condition of this Agreement at any later date or as a waiver of any term, covenant, or condition of this Agreement. No waiver shall occur unless the waiver is expressly stated in writing and signed by the person for the party having the authority to expressly waive the benefit or provision, in writing. No oral waivers shall be effective against either party.

20.12 No Joint Venture and No Third-Party Beneficiaries. Nothing in this Agreement is intended to create a joint venture, partnership or common enterprise relationship of DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 15
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13 any kind between the City and CONSULTANT. No third parties shall be construed as beneficiaries of any term, covenant or provision of this Agreement.

20.13 Time of Essence. The parties agree that time is of the essence as to all matters specified in this Agreement. The parties mutually declare that this is a material term of this Agreement.

20.14 Notices. All letters, statements, or notices required pursuant to this Agreement shall be deemed effective upon receipt when personally served, transmitted by facsimile machine, or sent certified mail, return receipt requested, to the following addresses or facsimile numbers:

To: “CONSULTANT” To: “City”
Nobel Systems, Inc. City of Glendora
Attn: Michael Samuel
President
Attn: Chisom Obegolu
Public Works Assistant Director
1030 Nevada St, Ste 202 Public Works Water Division
Redlands, CA 92374 1051 E Sierra Madre Ave.

Glendora, CA 91741

20.15 Effective Date. The effective date of this Agreement executed in counterparts in City of Glendora, County of Los Angeles, State of California, is _______________.

SIGNATURES ON FOLLOWING PAGE
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14 NOBEL SYSTEMS, INC.

Michael Samuel
President
Date:

CITY:

City of Glendora, a municipal corporation
Adam Raymond
City Manager
Date:

APPROVED AS TO FORM: CERTIFY AVAILABILITY OF FUNDS:

ALESHIRE & WYNDER, LLP
William W. Wynder
City Attorney
Kyle Johnson
Finance Director/City Treasurer
Date: Date:

ATTEST:

Kathleen R. Sessman
City Clerk/Communications Director
Date:

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15 Exhibit A
Minimum Hardware:

The GeoViewer cloud applications do not require any server infrastructure. Since the GeoViewer Mobile application only works on iOS at this time, field crews will require Apple iPhones or iPads.

GeoViewer Desktop application will require Internet Explorer version 11+ at the minimum, and will work on all major browsers, including IE Edge, Google Chrome, Mozilla Firefox.

Nobel has always researched and sought to use the latest and greatest technologies to provide better service to our customers. For this reason, Nobel Systems set out on an extensive R&D effort and decided to shift to the MapBox to host the data. Nobel Systems uses powerful NodeJS servers and utilizes the technologies of top cloud service providers (AWS and Google) and has branched out into the new Internet of Things Space. All these efforts resulted in a dramatic improvement of speed, performance, and overall efficiency of our applications. We are constantly researching and will develop newer tools every month.

The City will have unlimited licenses/usersto access GeoViewer Online and GeoViewer Mobile as a part of this agreement.

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16 Exhibit B
Nobel will provide the appropriate licenses to City to access its data using the following software:

Base GIS application (GeoViewer Online and GeoViewer Mobile) – See description below.

The GeoViewer cloud platform utilizes NoSQL asits primary data store to manage big data quickly and efficiently. Most utilities have changing needs as they grow with their enterprise software.

They need to add new fields to run reports, modify their business intelligence dashboards, etc. Our NoSQL database allows for these changes to be made quickly and easily. The system shall be capable of allowing public access but shall not allow public access except as directed by the City.

GeoViewer Online:

Nobel’s cloud solution, GeoViewer Online, is hosted on servers in a secure tier-4 colocation data facility with an application availability uptime rating of 99.99%. GeoViewer supports the use of several browsers including Google Chrome, Internet Explorer (Version 11+), Firefox, andSafari.

Nobel will provide enterprise level access to the City with individual secure user ID’s to manage and distribute to department employees for accessing the GeoViewer Online service. Based upon user ID and associated Groups the end-users will have access to departmental spatial datasets, Google imagery, Google street view and other local government geospatial data through a userfriendly interface. Each user will have unlimited use of GeoViewer Online for as long as the contract remains in force.

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17 • Interface: The system is intuitive, user friendly and graphically oriented so that it could be used by anyone without prior training in GIS
• Performance: Quick load of data that averages to less than 5 seconds load and/or refresh time for large datasets such as aerial photographs
• Flexibility & Scalability: The system could be easily customized to accommodate the present and future needs of any client
• Reliability: Our hosting services and application (GeoViewer Online) are available 24 hours a day and seven days a week (24/7)
• Accessibility Control: Assess to the application and user rights are protected by password; public (password-free) access to selected or all GIS data layers could be provided, if desirable • IT Friendly: Our GeoViewer Online requires basic IT knowledge and computer technical specifications to install, maintain and update –if hosted in client’s servers • Free of Proprietary or Third-Party Software: It does not require any third party or proprietary software on the client–end (user).

Industry Best practices and platform:

The GeoViewer approach to this objective is quite simple. GeoViewer offer an easy-to-use, intuitive interface to Geographic Information Systems that provides the casual user with the ability to access the information they need with little or no formal training.

The main objectives of the system include,
• Ability for non-GIS staff to use the system effectively with less than four hours of training. • Provide access to interactive Water atlas maps from staff desktops through web browser. • Locate and view an area of interest anywhere within the service area. • Provide secured access to only authorized users.
• Map updates are seamlessly delivered to system users without any lag time. • Provide an extensible system that can be enhanced to provide broader functionality and adapt to future software and functionality enhancements.
• Enable direct integration with geographic data repositories, asset management information, linked image libraries, and other information associated with water system infrastructures.

The GeoViewer was designed with the following assumptions in mind:
• Casual GIS users want fast, easy access to relevant information. • Casual GIS users do not have the time or desire to learn about topology, Shapefiles, ARC/INFO, theories of GIS, etc.
• Casual GIS users do not want to have to add themes, assign colors, change theme properties, etc.

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18 • Casual GIS users do not want to be bothered with the task of doing map composition. They would much rather print their maps with a standardized template. • Casual GIS users do not typically need to make large maps themselves and are perfectly happy printing an 8 1/2 by 11 map on a laser or ink jet printer. For the more advanced users, GeoViewer Online Supports multiple paper sizes that is only restriction is the clients printing device.
• Casual GIS users’ needs are simple -- They need GeoViewer. • GeoViewer is a robust and easy to use Enterprise Geographic Information Interface.

GeoViewer is extremely flexible and can be tailored to any dataset.

We at Nobel Systems strongly believe that the functionality provided by GeoViewer will satisfy the needs of the City. The list of features provided by GeoViewer includes but not limited to:

Standard GeoViewer Features:
• Standard map navigation includes pan, zoom in and zoom out, full extent. • Layer Display
• Creation of Spatial Bookmark
• Google Street View
• Vicinity map that can be used to set the extent of main map, pan the main map, and display the current extent of the main map.
• Property Search. Search by parcel number, situs address, or owner name. • Supports ESRI Shapefiles, Coverages, Geodatabases, and CAD Drawings • Also supports a wide variety of images including MrSid. • Intuitive Select Toolbar. Select multiple features in multiple themes and:
• Find features within a specified distance and generate mailing labels. • Measure area and length
• Display contents of the selected set in a table format. • Print map with a title, scale, and neat line.
• Link any number of layers to unlimited number of external databases. • Hyperlink scanned documents to features for easy retrieval. • GPS location
• Legend and Search Option for Parcels, Valve Number etc.

Nobel Systems has customized the application to include the following:
• Water facilities
• Sewer facilities
• Recycled Water facilities
• Storm facilities
• Electric facilities
• Easement GIS database
• Parcel and Street Landbase
• Other Glendora GIS layers
• Scanned Asbuilt Maps linked to Assets.

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19 GeoViewer Mobile:

By leveraging the latest smart-map and synchronization technology, Nobel’s GeoViewer Mobile’ is easy to use and was designed to streamline field workflow processes to help manage day-to-day operations. GeoViewer Mobile’s advanced technology allows field staff to view, analyze and collect data, online or offline without ever having to worry about impractical syncing procedures.

GeoViewer Mobile extends smart map technology beyond the office and provides staff with realtime data to make accurate decisions and collaborate in both office and field environments. Nobel understands the value of mobile mapping to organizations needing immediate access to real-time information, regardless of location, and offers a range of tools that help your staff make informed decisions in the field. GeoViewer is accessible on any device, providing unparalleled service to staff on the go or working in the field. GeoViewer Mobile integrates with existing ERP business systems, SCADA, CMMS, CIS, GPS, LIMS, CCTV, and other enterprise systems. Manage information ranging from open work orders from CMMS to viewing latest SCADA measurements on telemetry equipment.

Powerful Functionality:
• Online/Offline Work Modes
• Search, Display, Redlining, Bookmarks, Pan, Zoom
• Identify & View Object Locations & Asset Data
• View Customer Data, Work History, Service Calls, As-Built De-sign Drawings, and more. • Process Driven Modules for Daily Field Work Order, Inspections and Condition Assessment data collection.
• Integrated GPS & Camera for Field Data Collection & Stream-lined GIS Updates DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 22
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20 • Custom GeoViewer Modules available for USA Dig Alert, Work/Service Order Management, Valve Isolation Analysis, Leak Data Collection and Hydrant Flushing data collection.
• City can view the data that were collected in the field through iPad and generate the reports by using GeoViewer online application.

Exhibit C
Nobel will provide tech support in accordance with Exhibit C 1) Types of support
a) Phone – From 7 AM to 7 PM Monday through Friday
b) On-Site – upon request at no charge.
c) Email - Nobel shall respond to email requests for information within 24 hours. d) Problem Resolution System - Nobel shall provide a problem and resolution (PAR) tracking mechanism, which documents issues or data content anomalies, which require review and resolution by Nobel. Typically, PAR forms are generated as needed, reviewed by the project manager, and then forwarded to Nobel.
2) The amount of support shall be unlimited.
3) Communication support and configuration - Nobel, while not strictly liable for communication system performance, shall provide a good faith effort to assist the City in configuring a communication system that will interface with Nobel’s system and achieve maximum speed of data transfers.
4) Training –Periodically, Nobel will provide a two-day in-person training seminar upon request at the City’s office at no extra charge.

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21 Exhibit D
Nobel will provide map update and data conversion services in accordance with the following:
1) Annual base map update – Nobel will update the base map data provided by Los Angeles County within 60 days of receipt of this data on an annual basis. All required database adjustments shall be included in this update process. This annual update shall be performed at no cost to the City.
2) Hourly Costs for time & materials-based work
a) Project Director - $250 per hour
b) Project Manager - $180 per hour
c) Network Systems Architect - $160 per hour
d) Senior Applications Developer - $150 per hour
e) Senior GIS Analyst - $100 per hour
f) GIS support services - $60 per hour
All direct costs are included.

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22 Exhibit E
Nobel will provide Data updates in accordance with the following:
1) Digital Images - Nobel will provide a system that City staff can use to link digital images to various features in the GIS system. We would expect that approximately 250 JPEG images of 5 MB size per each would be uploaded to the system. An indexing system shall be devised so that these images can be retrieved in an orderly manner. The images will be emailed to Nobel Systems, to a predetermined email address, dedicated to receiving image files. 2) Database copies - Nobel shall provide a complete set of up-to-date data for mapping, imaging, and database systems on an annual basis. This data shall be provided on Box.com or any other shared link and shall be labeled with the nature of the data and the date.

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23 Exhibit F
Performance Requirements:
1) System Uptime – the City shall always have access to the GIS data except during allowable maintenance time periods set forth below:
a) Weekdays – 12:00 AM to 2:00 AM
b) Weekends, holidays – 10:00 PM to 2:00 AM
2) Emergency restart – If the City has an emergency need for data during one of the allowable maintenance periods, Nobel shall restart the system and provide access within 30 minutes of notification by telephone.
3) Liquidated damages – Nobel shall not be held liable for any liquidated damage caused by the system being out of service.
4) All data on the remote system shall be encrypted. All communication from device to data center shall be encrypted.
5) The remote system should provide for multiple backups or checkpoints of City data.

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24 EXHIBIT G

1. SUBSCRIPTION FEES:

YEARLY SUBSCRIPTION FEES: $49,900.00 per year with effect from _______________.

Notes:

1. The above subscription fee includes the below listed items. City will be invoiced year one (1) subscription fee for execution date.

Project Setup (Implementation & GIS Data Migration) Fee Project Execution – Project Management (Kick-Off Meeting) $0 GIS Data Acquisition and migration $0
Knowledge Discovery $0
System Configuration and testing $0
Project Setup Total (One-time cost) $0
Professional Discount -$10,000
Nobel Systems Product Description (Software) Units Annual Fee GeoViewer Online (Web/Desktop) GIS hosting – Unlimited Users $0 GeoViewer Mobile – Field Mobility GIS hosting – Unlimited Users $0 Geoviewer connect to valve exercising apparatus (Does not include Bluetooth chip) 1 $0 Work Orders 1 $0
811 Ticket Management Line Locating (USA 811) 1 $0
Valve Isolation Tracing, and Property Notification 1 $0 LCRR Inspection 1 $0
Hydrant Flushing 1 $0
Water Pump Inspection 1 $0
Air VAC Maintenance Inspection 1 $0
Backflow Inspection 1 $0
Field Asset GPS Field Data Collection 1 $0
Unlimited GIS Updates (Water System) 1 $0
Total Annual Subscription Fee Year 1 $49,900
Total Annual Subscription Fee Year 2 $49,900
Total Annual Subscription Fee Year 3 $49,900
Education & Support Program
Education/Training Included in annual fee (Onsite and Virtual) 1 $0 Technical Support in included in annual fee (24/7) 1 $0 Optional Products
GeoViewer Network Pressure Monitoring (Device Hardware) Onetime Fee 1 $1,200 GeoViewer Real-time Network Pressure Monitoring – Annual Fee 1 $800 DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Item #11. Page 27
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25 Note: City of Glendora to keep pricing confidential and will not disclose such information to any third parties without prior written consent, from Nobel Systems.

Thank you for considering our proposal, we look forward to the opportunity to contribute to the growth and success of the water divisions operational and asset management program.

Sincerely,
David Manuwa, Vice President Customer Success
[email protected] | (909) 677-5431 m
Valve Exercising Bluetooth Chip (Onetime fee) 1 $1,500
GeoViewer Mobile – iPad/iPhone iOS App for real-time field data collection, O&M workflow optimization, network monitoring, inspections, document management, and custom reporting.

GeoViewer Online – Web App with Google map functionality + Street View, alert notification, task management, property information, organization collaboration, analytics for task prioritization and response.

Includes configurable application Dashboards for optimal user-experience, business intelligence/maintenance AI statistics and predictive analytics, data-driven forecasting.

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1 HOSTING AGREEMENT
Nobel Systems Inc. - Terms and Conditions

1. LICENSE, SUBSCRIPTION, AND PAYMENT

1.1 License. Subject to the terms of this Agreement, Nobel Systems grants to Customer a limited, non-exclusive, non-transferable, and non-assignable license to access and use the Provided Content for a period of Sixty (60) months. In GeoViewer, customer's access and use of the Provided Content shall be solely for its normal internal business activities, free of charge, by its employees and consistent with Customer's representations to NOBEL.

1.2 Payment for the License and Subscription. In exchange for the license or services granted, the Customer agrees to pay all the fees listed in this order. All invoices are due upon receipt and are payable in accordance with the payment schedule. Any invoice not paid within thirty (45) days of its scheduled payment date shall be considered past due.

1.3 Non-Payment or Failure to Pay. A charge of one and one-half percent (1.5%) per month may be assessed on any outstanding and past due invoices until paid in full. If NOBEL does not receive from Customer payment for the invoiced amount within thirty (45) days of its due date,

2. TERM AND TERMINATION.
i) Term. This agreement is valid for Three (3) years. This agreement shall commence on _______________, and shall continue for a term of three (3) years from the date the City issues its written notice to proceed.

Renewal and Termination Without Cause. The City shall have the right to extend the contract term by exercising up to three (3) one- year options to extend the term of this Agreement. The City election to extend the Agreement shall be via written notice to CONSULTANT of its election to extend the term of the Agreement on or before the expiration of the prior term.

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2 Termination for Cause. Either party, as applicable, shall have the right, in addition, and without prejudice to any other rights or remedies, to terminate this Agreement as follows:

In the event CONSULTANT fails to comply with the contractual & performance requirements set forth in this Agreement & Exhibits, as determined by the City, the City shall have the right to terminate this Agreement. In addition, City shall have the right to terminate this Agreement for its convenience, and without cause, upon the giving of ninety (90) days’ advance written notice.
ii) By either party for any material breach of this Agreement by the other party that is not cured within ten (10) days of written notice to the defaulting party specifying the breach and requiring its cure; or
iii) By either party, immediately upon written notice, if the breach cannot be cured. Breach of the confidentiality terms presumptively cannot be cured. iv) A party does not need to wait the 10 days under subparagraph (i) before initiating legal action to obtain injunctive relief.

Rights and Duties on Termination.
v) Customer shall cease using the Software, and Software Documentation without demand or notice from Nobel Systems.
vi) Nobel Systems may disable Customer's access to Customer's Data Nobel Systems Web Subscription.
vii) Customer shall return to Nobel Systems all Documents and media containing and all copies of any Software, Software Documentation and/or Nobel Systems’ Confidential Information. Customer shall delete and erase all copies of such materials from its hardware and date storage media including hard drives, DVDs, and CDs. Customer shall certify to Nobel Systems it has complied with this section within 10 days after this Agreement terminates.
viii) Nobel Systems shall return to Customer all Documents and media containing Customer’s Data. Unless customer requests otherwise in writing, Nobel Systems shall delete and erase all copies of Customer's Data from its hardware and data storage media including hard drives, DVDs and CDs. Nobel Systems shall certify to Customer it has complied with this section within 10 days after this Agreement terminates.

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3 ix) The provisions re: intellectual property, confidentiality return of Documents, licensing the Software, and duties on termination survive termination of this Agreement.

3. WARRANTY & LIMITATION OF LIABILITY

3.1 Limited Warranty. Each party represents and warrants that it has full power and authority to enter into this Agreement. Each party will indemnify and defend the other and its officers, directors, and employees from third party claims arising out of or related to a breach of such party's representation or warranty in this Agreement.

3.2 Disclaimed Warranties. Except for any express warranties, NOBEL and each contributor to the Provided Content disclaims all warranties, including but not limited to any warranty of design, merchantability, fitness for a particular purpose, and against infringement. NOBEL and each contributor make no representation or warranties that the Provided Content is accurate and free of errors and/or omissions. As such the Provided Content is not suitable for use in emergencies. Customer accepts the Provided Content on an “as is”, “as available” basis.

The information contained in this document is proprietary and confidential.

SIGNATURES ON FOLLOWING PAGE
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4 NOBEL SYSTEMS, INC.

David Manuwa
Vice President, Customer Success
Date:

CITY:

City of Glendora, a municipal corporation
Adam Raymond
City Manager
Date:

APPROVED AS TO FORM: CERTIFY AVAILABILITY OF FUNDS:

ALESHIRE & WYNDER, LLP
William W. Wynder
City Attorney
Kyle Johnson
Finance Director/City Treasurer
Date: Date:

ATTEST:

Kathleen R. Sessman
City Clerk/Communications Director
Date:

DocuSign Envelope ID: 013ACCF0-DC4B-4A35-8E84-0D4DA590DA1E Dec 19, 2023 | 11:49 AM PST
Dec 19, 2023 | 12:27 PM PST Dec 19, 2023 | 12:46 PM PST Item #11. Page 32
Meeting Date: 1/23/2024 / Packet Page #: 203

STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: JANUARY 23, 2024
FROM: COMMUNITY DEVELOPMENT DISTRICT(S): CITYWIDE
SUBJECT: SECOND READING AND ADOPTION OF ORDINANCE 2084 ADDING SECTION 13.18 OF

THE GLENDORA MUNICIPAL CODE ESTABLISHING THE SAFE STREETS PROGRAM

RECOMMENDATION
That the City Council:

1. Waive full reading, read by title only, and adopt on second reading Ordinance 2084 entitled, “AN ORDINANCE OF THE CITY COUNCIL ESTABLISHING THE SAFE STREETS PROGRAM.”

STRATEGIC FOCUS AREAS
 Goal 4: Enhance and Modernize the Organization (EMO)
 Goal 5: Improve and Maintain the City’s Infrastructure and Facilities (IMCIF)

EXECUTIVE SUMMARY
A Safe or Slow Streets ordinance and policy are tools local governments can use to improve road safety through signage, demonstration projects, quick-build projects, and street closures. This ordinance and policy is intended to supplement the abilities of the Traffic Safety Advisory Committee and the City Council to respond to concerns like vehicular speeding and unsafe crosswalks.

This ordinance and policy allows the City to designate non-arterial streets as safe streets subject to certain criteria such as linking to the bicycle or walking network, near major destinations like schools, and after public outreach and stakeholder involvement.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
Assembly Bill 773 (Nazarian) from 2021 allows cities by resolution or ordinance to close or reduce speeds of streets with the goals of improving safety and supporting economic development. On January 10, 2023 the City Council adopted Resolution 2023-03 which declared the permanent closure of Meda Avenue within the Glendora Village. This allowed the City to construct the Meda Avenue and Bus Plaza improvements projects which provided economic, recreational, and social benefits to the Glendora Village.

The first reading and introduction of this Ordinance was approved by City Council on January 9, 2024.

DISCUSSION
Over the past five years, the City of Glendora has deployed a variety of safe streets programs and projects including five demonstration projects and parklets in the Glendora Village. The most prominent project is the Meda Avenue and Bus Plaza Improvements project which closed Meda Avenue on both sides of Glendora Avenue.

Given the success of the demonstration projects, parklets, and Meda Avenue Plazas and in conjunction with the People Movement Project, staff is recommending the adoption of a Safe Streets Ordinance which would codify the policy structure as opposed to individual resolutions.

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In addition, the Traffic Safety Advisory Committee routinely fields requests for calming traffic on neighborhood streets. By policy and practice, the Committee is limited to the types of interventions it can approve without more expensive and formal studies. This ordinance and policy would allow the Committee to review and recommended additional measures in response to community concerns.

Ordinance Policy Structure
It is important to note, only non-arterial streets can receive a slow streets designation. For example, Route 66, Grand Avenue, and parts of Lone Hill Avenue would be ineligible for slow streets designation. Arterial streets are meant to move vehicles, transit, and trucks through the region. By contrast, neighborhood streets and collectors are eligible. This recognizes that most bicycle and pedestrian activity occurs in these areas and that speeding has negative impacts on quality of life and safety.

Under this ordinance and policy, the City Manager would have the authority to designate such streets as slow streets which can include signage and striping to delineate crossings and slow vehicular speeds.

Such interventions may include educational signage as well as more formal Manual on Uniform Traffic Control Devices (MUTCD) signage as required at crosswalks.

The ordinance and policy would permit a higher level of safety countermeasures including repurposing curb lanes and parking stalls for outdoor dining and parklets, reducing speed limits, and restricting vehicular access to residents of a particular street.

Any physical changes such as demonstration projects, quick-build projects, and street closures are also permitted. However, these physical changes would need City Council approval before implementation.

The intent of this requirement is to strategically identify areas which may benefit from a higher level of intervention and ensure community consensus.

Streets designated as a safe street requires notification and outreach to neighbors, residents, and other stakeholders along the street before any changes are made. This is similar to the process for establishing preferred parking districts, which requires neighborhood approval. The City is also required to publish the information on the City’s website and include the designated streets, program structure, and how to participate or ask any questions.

The City Manager is required to provide an annual update on the program to the City Council including evaluation of the treatments. This process would also inform future grant opportunities such as the SGVCOG Slow Streets grant. The report would also document any negative impacts to surrounding streets or neighborhoods if any.

FISCAL IMPACT
There is no fiscal impact associated with the ordinance adoption. Should the City Council approve, staff will develop a formal policy for residents and stakeholders to make requests as well as develop cost estimates for implementation. The adoption of this ordinance would potentially attract grants from regional and state agencies to fund the program. Any budget requests will occur during the budget development process or as needed for urgent requests.

ENVIRONMENTAL DETERMINATION
Not applicable.

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Staff Report Page 3 of 3
Prepared By Steven Mateer, Transportation Manager
Concurs With Not Applicable
Reviewed By Jeff Kugel, Community Development Director
Certified to Availability of Funds Kyle Johnson, Finance Director/City Treasurer Approved By Adam Raymond, City Manager
Legal Review Danny Aleshire, City Attorney
CEQA Review Not Applicable
ATTACHMENTS:

A. Final Safe Streets Ordinance 2084
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ORDINANCE NO. 2084

AN ORDINANCE ESTABLISHING THE SAFE STREETS

PROGRAM

THE CITY COUNCIL
City of Glendora, California
WHEREAS, the California Vehicle Code Section 21101 authorizes local authorities by ordinance or resolution to implement a safe or slow streets program.

WHEREAS, a “safe streets program” may include traffic calming interventions and closures to vehicular traffic or through vehicular traffic of neighborhood local streets with connections to citywide bicycle networks; destinations, such as a business district, that are within walking distance; or green space, as defined in state law.

WHEREAS, safe or slow streets programs have been implemented across the State of California, including in the cities of Beverly Hills, Culver City, Los Angeles, Oakland, Sacramento and San Francisco.

WHEREAS, the City of Glendora (“City”) is committed to the creation and establishment of the People Movement Project, which is intended to include over ten miles of active transportation infrastructure to create a viable active transportation network that provides efficient and safe transportation options for families, commuters, and people of all abilities to access recreation, services, and other major destinations within the Glendora community.

WHEREAS, the City supports walking, cycling, and other active transportation through programs such as the Meda Avenue and Bus Plaza Improvements in Glendora Village, the First/Last Mile Corridor Concepts to support connections to the Los Angeles Metropolitan Transportation Authority’s Metro Gold Line extension to Glendora, and outdoor dining with parklets.

WHEREAS, the City seeks to offer children, families, and constituents the opportunity to play, exercise, and socialize through safer and more accessible streets that promote healthy neighborhood recreation.

WHEREAS, the City seeks to create a connected, citywide active transportation network; ensure the safety and protection of persons who use public streets; encourage people to choose sustainable ways to travel for their daily trips; and support a growing, connected network of streets that are safe and welcoming places to walk, bike, and use other methods of person-propelled transportation for people of all ages and abilities.

WHEREAS, the City is committed to providing spaces for physical activity within the Glendora community without impeding essential street functions including access for local traffic, deliveries, and emergency vehicles.

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Ordinance 2084 Page 2 of 4

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GLENDORA, CALIFORNIA, DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. A new Section 13.18 of the Glendora Municipal Code (“GMC”) is hereby added to Title 13 of the GMC, which shall be amended to read as follows:

Chapter 13.18 Safe Streets Program
Pursuant to Vehicle Code Section 21101(f), the City of Glendora hereby establishes the Safe Streets Program.

Chapter 13.18.010 Definition - A “Safe Street” shall be defined as a non-arterial roadway as defined in the General Plan with connections to (i) citywide bicycle networks, (ii) destinations that are within walking distance, (iii) or green space; in accordance with state law.

Chapter 13.18.020 Authority - The City Manager, shall have authority to designate a street, or street segment, as “Safe Street” for closure to vehicular traffic or to limit access and speed on a street using roadway design features, including, but not limited to, islands, curbs, or traffic barriers, as outlined in Section 13.18.030.

Chapter 13.18.030 Safe Street Interventions - Upon designation of a Safe Street, the City Manager, shall be permitted to:
a. Fully close a street to vehicular traffic;
b. Repurpose curb lanes to public space in accordance with permit rules established for outdoor dining, street vending, sidewalk vending, and other public uses as prescribed in Chapter 10 of the Municipal Code;
c. Restrict vehicular traffic through regulatory changes, such as:
i. Permitting only local traffic and restricting through traffic, ii. Instituting advisory speed limits,
iii. Requiring vehicles to yield to pedestrians, bicyclists, and users of small automated devices, such as electric bicycles, scooters, mobility assistance devices, and neighborhood electric vehicles;
d. Install temporary roadway treatments, such as signage; parabolic vertical traffic calming devices, such as speed bumps and speed humps; and other traffic control devices, to evaluate roadway user behavior and active transportation user safety and comfort, prior to installing permanent roadway engineering changes; i. The implementation period of each temporary treatment shall be determined by the City Manager or their designee, depending on the scope and impact of the roadway change, subject to approval by the City Council.

Chapter 13.18.040 Required Outreach - To designate a Safe Street, the City Manager, or their designee, shall, in accordance with state law:
a. Conduct an outreach and engagement process that includes notification to residents and owners of property abutting any street being considered for inclusion in the Safe Streets Program;
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Ordinance 2084 Page 3 of 4
b. Determine that the closure or traffic restriction leaves a sufficient portion of the streets in the surrounding area for other public uses, including vehicular, pedestrian, and bicycle traffic;
c. Provide advance notice of the closure or traffic restriction to residents and owners of property abutting the street;
d. Clearly designate the street closure or traffic restriction with signage in compliance with the California Manual on Uniform Traffic Control Devices; e. Determine that the closure or traffic restriction is necessary for the safety and protection of persons who are to use that portion of the street during the closure or traffic restriction;
f. Maintain a publicly available internet website with information about the Safe Streets program, a list of streets that are included in the program or are being evaluated for inclusion in the program, and instructions for participating in the public engagement process; and
g. Prohibit entry to, or exit from, or both, from any street by means of islands, curbs, traffic barriers, or other roadway design features to implement the Circulation Element of the City’s General Plan.

Chapter 13.18.050 Required Reporting - The City Manager, or their designee, shall provide an annual report to the City Council on the status of the Safe Streets program, including evaluation of changes to pedestrian, bicyclist, and vehicular traffic on designated Safe Streets and abutting streets.

SECTION 2. If any section, subsection, sentence, clause, phrase, or portion of this Ordinance is for any reason held to be invalid or unenforceable by a court of competent jurisdiction, the remaining portions of this Ordinance shall nonetheless remain in full force and effect. The people of the City of Glendora hereby declare that they would have adopted each section, subsection, sentence, clause, phrase, or portion of this Ordinance, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions of this Ordinance be declared invalid or unenforceable.

SECTION 3. The Mayor shall sign this Ordinance and the City Clerk shall attest and certify to the passage and adoption thereof and cause same to be published at least once in the San Gabriel Valley Examiner, a weekly newspaper of general circulation, published in the City of Glendora, which newspaper is hereby designated for that purpose (Govt. Code § 40806); and thereupon, and thirty (30) days after its passage, this Ordinance shall take effect and be in force.

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Ordinance 2084 Page 4 of 4
PASSED, APPROVED and ADOPTED this ___ day of ____, 20__.

City Council of Glendora, California
BY: __________________________________

MENDELL THOMPSON
Mayor
APPROVED AS TO FORM:

Aleshire & Wynder, LLP

DANNY ALESHIRE
City Attorney

CERTIFICATION
I, Kathleen R. Sessman, City Clerk of the City of Glendora, do hereby certify that the foregoing Ordinance was introduced for first reading on the 9th day of January, 2024. Thereafter, said Ordinance was duly approved and adopted at a regular meeting of the City Council on the __ day of __________, 2024, by the following roll call vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:

ABSTAIN: COUNCIL MEMBERS:

I further certify that said Ordinance was published as required by law in a newspaper of general circulation in the City of Glendora, California on the _____ day of ______, 20__.

Dated:

KATHLEEN R. SESSMAN
City Clerk/Communications Director
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Financial Advisor

CHEN/GIORDANO/CRAWFORD
213-972-1457
UBS Client Review
As of December 31, 2023
251 South Lake Avenue10th FloorPasadena, CA 911013003Branch office Report Prepared for: City of Glendora* excluded from performance exhibits Type
AccountName
AccountNumberSX XX180 City of Glendora Business Service Account@SX XXX279* CITY OF GL Non UBS Investment LAIF@SX XXX283* CITY OF GL Non UBS Investment Bank of America What's insideAsset Allocation Review. . . . . . . . . . . . . . . . . . . . . . 2Sources of Portfolio Value. . . . . . . . . . . . . . . . . . . . 3Bond Summary. . . . . . . . . . . . . . . . . . . . . . . . . . . . 4Portfolio Holdings. . . . . . . . . . . . . . . . . . . . . . . . . . 5Bond Holdings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20Important Information About This Report. . . . . . . . 35

Page 1 of 40 ends

Item #13. Page 2
Meeting Date: 1/23/2024 / Packet Page #: 212
Consolidated report prepared for City of Glendora
Asset Allocation Reviewas of December 31, 2023
Summary of Asset Allocation
Market
value ($)
% of
Portfolio
Cash 5,646,193.27 5.12
Cash 5,646,193.27 5.12 US 5,646,193.27 5.12
Fixed Income 104,556,524.76 94.88
US 104,556,524.76 94.88 US Fixed Income 18,234,387.79 16.55 Government 57,605,964.34 52.27 Municipals 254,433.33 0.23 Corporate IG Credit 28,461,739.30 25.83 Equity 0.00 0.00Commodities 0.00 0.00Non-Traditional 0.00 0.00Other 0.00 0.00Total Portfolio $110,202,718.03 100%Balanced mutual funds and Insurance & Annuity products are allocated in the 'Other' category Cash 5.12%US Fixed Income 94.88%
Total Value: $110,202,718.03
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 2 of 40 Item #13. Page 3
Meeting Date: 1/23/2024 / Packet Page #: 213
Consolidated report prepared for City of Glendora
Sources of Portfolio Valueas of December 31, 2023
Market Value Net amount you invested (net of fees)
02/22 12/22 12/23
5075
100125150
$ Millions
MTD
11/30/2023 to
12/31/2023
QTD
09/30/2023 to
12/31/2023
ITD
02/23/2022 to
12/31/2023
YTD
12/31/2022 to
12/31/2023
Opening value 107,247,966.06 107,407,544.63 96,238,141.84 40,589,214.16 Net deposits/withdrawals -3,204,096.32 -4,939,495.01 3,975,757.44 64,313,690.51Div./interest income 102,890.42 389,141.95 1,818,537.78 2,871,280.91Change in accr. interest 68,698.22 119,363.63 188,888.42 437,518.31Change in value 950,861.82 2,189,765.00 2,944,994.72 -3,045,383.70Closing value 105,166,320.20 105,166,320.20 105,166,320.20 105,166,320.20Net Time-weighted ROR 1.06 2.55 4.81 -0.17Performance returns are annualized after 1 year. Net deposits and withdrawals include program and account fees.Benchmarks - Annualized time-weighted returnsUS Treasury Bill - 3 Mos 0.47 1.38 5.14 3.58BofA Corp/Gov 1-5Y 1.56 3.34 4.88 0.53BBG Agg Bond 3.83 6.82 5.53 -2.29Past performance does not guarantee future results and current performance may be lower/higher than past data presented.Report created on: January 02, 2024 Page 3 of 40 Item #13. Page 4
Meeting Date: 1/23/2024 / Packet Page #: 214
Consolidated report prepared for City of Glendora
Bond Summaryas of December 31, 2023Bond OverviewTotal quantity 109,297,000Total market value $104,051,738.95Total accrued interest $504,785.81Total market value plus accrued interest $104,556,524.76Total estimated annual bond interest $1,948,380.75Average yield to maturityAverage coupon 1.82%

4.84%1.87%4.84%
Average current yieldAverage yield to worstAverage modified duration 1.71Average effective maturity 1.88 Investment Type AllocationInvestment type Taxable ($) Total ($) Tax-exempt /
deferred ($)
% of
bond
port.

Certificates of deposit 18,234,387.79 0.00 18,234,387.79 17.44Municipals 254,433.33 0.00 254,433.33 0.24U.S. corporates 28,461,739.30 0.00 28,461,739.30 27.22U.S. federal agencies 54,219,312.79 0.00 54,219,312.79 51.86U.S. treasuries 3,386,651.55 0.00 3,386,651.55 3.24Total $104,556,524.76 $0.00 $104,556,524.76 100% Credit Quality of Bond HoldingsA Aaa/AAA/AAA 16 26,447,538.44 25.25B Aa/AA/AA 23 35,300,997.58 33.78C A/A/A 16 24,573,600.97 23.50D Baa/BBB/BBB 0 0.00 0.00E Non-investment grade 0 0.00 0.00F Certificate of deposit 78 18,234,387.79 17.47G Not rated 0 0.00 0.00Total 133 $104,556,524.76 100%Effective credit rating % of
port.

Value on
Issues 12/31/2023 ($)
Bond Maturity Schedule
Effective maturity schedule
2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2034 + Other 0 1020304050

0.0%

19.0%

40.2%

25.4%

8.7% 6.4%

0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0%
Cash, mutual funds and some preferred securities are not included.$ Millions Includes all fixed income securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 4 of 40 Item #13. Page 5
Meeting Date: 1/23/2024 / Packet Page #: 215
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023Summary of Portfolio Holdings Unrealized
Cost basis ($) gain/loss (%)
Est. annual
income ($)
Unrealized
gain/loss ($)
Value on
12/31/2023 ($)
Current
yield (%)
% of
portfolio
A Cash 5,045,121.10 5,646,193.27 0.00 0.00% 31,483.76 0.56% 5.12% Cash 5,045,121.10 5,646,193.27 0.00 0.00% 31,483.76 0.56% 5.12% US 5,045,121.10 5,646,193.27 0.00 0.00% 31,483.76 0.56% 5.12% B Fixed Income 109,328,580.2 104,556,524.76 -4,772,055.45 -4.36% 1,948,380.75 1.86% 94.88% US 109,328,580.21 104,556,524.76 -4,772,055.45 -4.36% 1,948,380.75 1.86% 94.88% US Fixed Income 18,948,562.94 18,234,387.79 -714,175.15 -3.77% 414,393.50 2.27% 16.55% Government 60,135,047.24 57,605,964.34 -2,529,082.90 -4.21% 1,007,306.50 1.75% 52.27% Municipals 250,000.00 254,433.33 4,433.33 1.77% 12,872.50 5.06% 0.23% Corporate IG Credit 29,994,970.03 28,461,739.30 -1,533,230.73 -5.11% 513,808.25 1.81% 25.83% C Equity 0.00 0.00 0.00 0.00% NA NA 0.00%D Commodities 0.00 0.00 0.00 0.00% NA NA 0.00%E Non-Traditional 0.00 0.00 0.00 0.00% NA NA 0.00%F Other 0.00 0.00 0.00 0.00% NA NA 0.00%Total Portfolio $114,373,701.31 $110,202,718.03 $-4,772,055.45 -4.17% $1,979,864.51 1.80% 100% Balanced mutual funds and Insurance & Annuity products are allocated in the 'Other' category B
A
Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 5 of 40 Item #13. Page 6
Meeting Date: 1/23/2024 / Packet Page #: 216
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Details of Portfolio Holdings
% of
asset
class
Est. annual
Cost basis ($) income ($)
Unrealized
gain/loss
(%)
Unrealized
Market value ($) gain/loss ($)
Current
yield (%)
Total Portfolio $110,202,718.03 $-4,772,055.45 -4.17% $1,979,864.51 1.80% 100% $114,373,701.31 100% % of
portfolio
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) / Cash Avg Price Market value ($)
Price on
12/31/2023
($)
% of
Cash
% of
portfolio
Cash
US
Outside ASSET (1) 1.00 323,793.41 323,793.41 0.00 0.00% NA NA 5.73% 0.29%[Outside Account @SXXXX279]

1.00 Outside ASSET (1) 1.00 4,712,604.42 4,712,604.42 0.00 0.00% NA NA 83.47% 4.28%[Outside Account @SXXXX283]

1.00 UBS INSURED SWEEP 107,794.59 1.00 107,794.59 107,794.59 0.00 0.00% 107.79 0.10% 0.10%PROGRAM

1.00 1.91%
UBS SELECT TREASURY 601,072.17 0.00 0.00 601,072.17 0.00 0.00% 31,375.97 5.22% 0.55%INSTITUTIONAL FUND

1.00 10.65%
USD CASH -99,071.32 1.00 1.00 -99,071.32 -99,071.32 0.00 0.00% NA NA -1.75% -0.09% Total US $5,045,121.10 $5,646,193.27 $0.00 0.00% $31,483.76 0.56% 100% 5.12% Total Cash $5,045,121.10 $5,646,193.27 $0.00 0.00% $31,483.76 0.56% 100% 5.12% Total Cash $5,045,121.10 $5,646,193.27 $0.00 0.00% $31,483.76 0.56% 100% 5.12% Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 6 of 40 Item #13. Page 7
Meeting Date: 1/23/2024 / Packet Page #: 217
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
AFFINITY PLUS MN US RT 245,000.00 100.00 245,000.00 246,634.62 0.00 1,634.62 0.67% 12,372.50 5.02% 0.22%05.0500% MAT 03/20/26LICU SHARE CERTIFICATE 100.52 0.24%
ALLY BK UT US RT 245,000.00 100.00 245,000.00 241,970.79 0.00 -3,029.21 -1.24% 8,697.50 3.59% 0.22%03.5500% MAT 06/30/26FIXED RATE CD

96.97 0.23%
AMERICAN COMM BK GA 245,000.00 100.00 245,000.00 226,850.06 0.00 -18,149.94 -7.41% 980.00 0.43% 0.21%US RT 00.4000% MAT09/22/25 FIXED RATE CD

92.58 0.22%
ARBOR FINL CREDIT MI US 245,000.00 100.00 245,000.00 247,970.78 0.00 2,970.78 1.21% 12,250.00 4.94% 0.23%RT 05.0000% MAT 04/03/28FIXED RATE CD 100.83 0.24%
BANK OF NEW ENGLAN NH 245,000.00 100.00 245,000.00 244,561.28 0.00 -438.72 -0.18% 6,982.50 2.86% 0.22%US RT 02.8500% MAT02/15/24 FIXED RATE CD

99.70 0.23%
BANK3 TENNESSEE TN US RT 245,000.00 100.00 245,000.00 227,407.25 0.00 -17,592.75 -7.18% 980.00 0.43% 0.21%00.4000% MAT 08/28/25FIXED RATE CD

92.82 0.22%
BANKUNITED NA FLOR FL US 245,000.00 100.00 245,000.00 225,048.88 0.00 -19,951.12 -8.14% 2,327.50 1.03% 0.20%RT 00.9500% MAT 03/31/26FIXED RATE CD

91.78 0.22%
BEAL BANK - PLANO TX US 245,000.00 100.00 245,000.00 243,853.33 0.00 -1,146.67 -0.47% 5,390.00 2.21% 0.22%RT 02.2000% MAT 04/17/24FIXED RATE CD

99.10 0.23%
BELL ST B&T ND US RT 245,000.00 100.00 245,000.00 235,399.76 0.00 -9,600.24 -3.92% 3,920.00 1.67% 0.21%01.6000% MAT 02/27/25FIXED RATE CD

96.06 0.23%
BK HAPOALIM BM NY US RT 245,000.00 100.00 245,000.00 225,552.60 0.00 -19,447.40 -7.94% 1,225.00 0.54% 0.20%00.5000% MAT 12/15/25FIXED RATE CD

92.04 0.22%
BMO HARRIS BK NA IL US RT 245,000.00 100.00 245,000.00 224,531.46 0.00 -20,468.54 -8.35% 1,960.00 0.87% 0.20%00.8000% MAT 03/18/26FIXED RATE CD

91.62 0.21%
BMW BANK NORTH AME UT 245,000.00 100.05 245,125.79 237,274.95 -188.09 -7,850.84 -3.20% 4,410.00 1.86% 0.22%US RT 01.8000% MAT03/04/25 FIXED RATE CD

96.27 0.23%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 7 of 40 Item #13. Page 8
Meeting Date: 1/23/2024 / Packet Page #: 218
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
BOKF NA OK US RT 245,000.00 100.00 245,000.00 245,469.43 0.00 469.43 0.19% 11,637.50 4.74% 0.22%04.7500% MAT 02/17/27FIXED RATE CD

99.62 0.23%
CADENCE BANK MS US RT 245,000.00 100.00 245,000.00 245,794.24 0.00 794.24 0.32% 13,107.50 5.33% 0.22%05.3500% MAT 07/05/24FIXED RATE CD 100.08 0.24%
CAPITAL ONE BK USA VA US 245,000.00 100.00 245,000.00 220,717.01 0.00 -24,282.99 -9.91% 2,817.50 1.28% 0.20%RT 01.1500% MAT 11/24/26FIXED RATE CD

89.97 0.21%
CAPITAL ONE NA VA US RT 245,000.00 100.00 245,000.00 220,717.01 0.00 -24,282.99 -9.91% 2,817.50 1.28% 0.20%01.1500% MAT 11/24/26FIXED RATE CD

89.97 0.21%
CENTERSTATE BK NA FL US 245,000.00 100.00 245,000.00 232,759.46 0.00 -12,240.54 -5.00% 2,450.00 1.05% 0.21%RT 01.0000% MAT 04/30/25FIXED RATE CD

94.83 0.22%
CFG COMMUNITY BANK 245,000.00 100.00 245,000.00 243,560.27 0.00 -1,439.73 -0.59% 9,310.00 3.82% 0.22%MD US RT 03.8000% MAT03/11/26 FIXED RATE CD

97.93 0.23%
CHAMBERS BANK AK US RT 108,000.00 100.00 108,000.00 100,166.64 0.00 -7,833.36 -7.25% 378.00 0.38% 0.09%00.3500% MAT 09/22/25FIXED RATE CD

92.65 0.10%
CIBC BANK ILLINOIS IL US RT 245,000.00 100.00 245,000.00 249,227.39 0.00 4,227.39 1.73% 12,250.00 4.92% 0.23%05.0000% MAT 03/24/26FIXED RATE CD 100.38 0.24%
CITADEL FED CREDIT PA US 245,000.00 100.00 245,000.00 235,538.30 0.00 -9,461.70 -3.86% 4,042.50 1.72% 0.21%RT 01.6500% MAT 02/27/25CREDIT UNION SHARE CERT

96.12 0.23%
CITIZENS ST BK CLA WI US 219,000.00 100.00 219,000.00 213,168.87 0.00 -5,831.13 -2.66% 3,723.00 1.75% 0.19%RT 01.7000% MAT 10/31/24FIXED RATE CD

97.19 0.20%
COMMUNITY BK TN US RT 245,000.00 100.00 245,000.00 227,459.17 0.00 -17,540.83 -7.16% 980.00 0.43% 0.21%00.4000% MAT 08/26/25FIXED RATE CD

92.84 0.22%
COMMUNITYWIDE FED IN 245,000.00 100.00 245,000.00 243,904.82 0.00 -1,095.18 -0.45% 5,512.50 2.26% 0.22%US RT 02.2500% MAT06/28/24 FIXED RATE CD

98.62 0.23%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 8 of 40 Item #13. Page 9
Meeting Date: 1/23/2024 / Packet Page #: 219
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
CONNEXUS CREDIT UN WI 245,000.00 100.00 245,000.00 240,240.82 0.00 -4,759.18 -1.94% 735.00 0.31% 0.22%US RT 00.3000% MAT05/28/24 CREDIT UNIONSHARE CERT

98.03 0.23%
CY-FAIR FED CREDIT TX US 245,000.00 100.00 245,000.00 248,454.13 0.00 3,454.13 1.41% 12,985.00 5.23% 0.23%RT 05.3000% MAT 07/14/28FIXED RATE CD 101.16 0.24%
DISCOVER BANK DE US RT 245,000.00 100.00 245,000.00 233,409.99 0.00 -11,590.01 -4.73% 7,840.00 3.36% 0.21%03.2000% MAT 05/24/27FIXED RATE CD

94.95 0.22%
EAGLEMARK SVGS BK NV 245,000.00 100.29 245,712.11 226,138.76 -390.99 -19,573.35 -7.97% 4,900.00 2.17% 0.21%US RT 02.0000% MAT03/02/27 FIXED RATE CD

91.64 0.22%
ENCORE BANK AR US RT 245,000.00 100.00 245,000.00 231,361.02 0.00 -13,638.98 -5.57% 1,960.00 0.85% 0.21%00.8000% MAT 05/15/25FIXED RATE CD

94.40 0.22%
ENERBANK UT US RT 245,000.00 100.00 245,000.00 230,379.31 0.00 -14,620.69 -5.97% 1,592.50 0.69% 0.21%00.6500% MAT 06/19/25FIXED RATE CD

94.01 0.22%
ESSENTIAL FED CRED LA US 245,000.00 100.00 245,000.00 244,635.02 0.00 -364.98 -0.15% 11,515.00 4.71% 0.22%RT 04.7000% MAT 06/15/27LICU SHARE CERTIFICATE

99.65 0.23%
FIRST CAROLINA BK NC US 245,000.00 100.00 245,000.00 230,180.49 0.00 -14,819.51 -6.05% 1,470.00 0.64% 0.21%RT 00.6000% MAT 06/26/25FIXED RATE CD

93.94 0.22%
FIRST N/B MCGREG TX US 245,000.00 100.00 245,000.00 244,387.23 0.00 -612.77 -0.25% 6,982.50 2.86% 0.22%RT 02.8500% MAT 02/21/24FIXED RATE CD

99.66 0.23%
FIRST NATL BK KS US RT 245,000.00 100.00 245,000.00 240,178.70 0.00 -4,821.30 -1.97% 4,532.50 1.89% 0.22%01.8500% MAT 08/30/24FIXED RATE CD

97.88 0.23%
FIRST ST BK AR US RT 245,000.00 100.00 245,000.00 240,087.45 0.00 -4,912.55 -2.01% 4,410.00 1.84% 0.22%01.8000% MAT 08/30/24FIXED RATE CD

97.84 0.23%
FLAGSTAR BANK, FSB MI US 245,000.00 100.00 245,000.00 232,937.07 0.00 -12,062.93 -4.92% 2,572.50 1.10% 0.21%RT 01.0500% MAT 04/30/25FIXED RATE CD

94.90 0.22%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 9 of 40 Item #13. Page 10
Meeting Date: 1/23/2024 / Packet Page #: 220
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
GREAT STHN BK MO US RT 245,000.00 100.00 245,000.00 243,852.46 0.00 -1,147.54 -0.47% 11,025.00 4.52% 0.22%04.5000% MAT 10/20/25FIXED RATE CD

99.40 0.23%
GREENSTATE CREDIT IA US 245,000.00 100.00 245,000.00 224,638.25 0.00 -20,361.75 -8.31% 2,327.50 1.04% 0.20%RT 00.9500% MAT 04/16/26FIXED RATE CD

91.61 0.21%
HOME LN INVT BK RI US RT 245,000.00 100.00 245,000.00 227,482.20 0.00 -17,517.80 -7.15% 980.00 0.43% 0.21%00.4000% MAT 08/29/25FIXED RATE CD

92.82 0.22%
HOME SAVINGS BANK UT 245,000.00 100.00 245,000.00 246,925.60 0.00 1,925.60 0.79% 6,982.50 2.83% 0.22%US RT 02.8500% MAT02/12/24 FIXED RATE CD

99.69 0.24%
HORIZON BK NE US RT 245,000.00 100.00 245,000.00 233,654.02 0.00 -11,345.98 -4.63% 3,185.00 1.36% 0.21%01.3000% MAT 04/15/25FIXED RATE CD

95.31 0.22%
JPMORGAN CHASE BK OH 245,000.00 100.00 245,000.00 228,424.37 0.00 -16,575.63 -6.77% 1,715.00 0.75% 0.21%US RT 00.7000% MAT09/30/25 FIXED RATE CD

93.06 0.22%
LAFAYETTE FED CRED MD 245,000.00 100.00 245,000.00 233,174.99 0.00 -11,825.01 -4.83% 7,962.50 3.41% 0.21%US RT 03.2500% MAT06/15/27 LICU SHARECERTIFICATE

95.03 0.22%
LIBERTY FED CREDIT IN US 245,000.00 100.00 245,000.00 245,884.89 0.00 884.89 0.36% 12,495.00 5.08% 0.22%RT 05.1000% MAT 03/08/24LICU SHARE CERTIFICATE

99.94 0.24%
LIVE OAK BKG CO NC US RT 245,000.00 100.00 245,000.00 220,749.30 0.00 -24,250.70 -9.90% 1,960.00 0.89% 0.20%00.8000% MAT 08/13/26FIXED RATE CD

90.04 0.21%
MCHENRY SVGS BK IL US RT 245,000.00 100.00 245,000.00 237,614.69 0.00 -7,385.31 -3.01% 4,287.50 1.80% 0.22%01.7500% MAT 11/29/24FIXED RATE CD

96.98 0.23%
MEDALLION BK UT US RT 245,000.00 100.00 245,000.00 228,785.20 0.00 -16,214.80 -6.62% 1,347.50 0.59% 0.21%00.5500% MAT 07/30/25FIXED RATE CD

93.34 0.22%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 10 of 40 Item #13. Page 11
Meeting Date: 1/23/2024 / Packet Page #: 221
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
METRO CREDIT UNION MA 245,000.00 100.00 245,000.00 222,721.48 0.00 -22,278.52 -9.09% 4,165.00 1.87% 0.20%US RT 01.7000% MAT02/18/27 LICU SHARECERTIFICATE

90.77 0.21%
MONEY ONE FED CRED MD 248,000.00 101.10 250,725.04 243,824.84 -11,540.11 -6,900.20 -2.75% 4,960.00 2.03% 0.22%US RT 02.0000% MAT09/23/24 FIXED RATE CD

97.77 0.23%
MORGAN STANLEY BK UT 245,000.00 100.00 245,000.00 246,607.74 0.00 1,607.74 0.66% 10,412.50 4.22% 0.22%US RT 04.2500% MAT02/02/26 FIXED RATE CD

98.90 0.24%
MORGAN STANLEY PRV NY 245,000.00 100.00 245,000.00 241,910.08 0.00 -3,089.92 -1.26% 4,900.00 2.03% 0.22%US RT 02.0000% MAT08/22/24 FIXED RATE CD

98.02 0.23%
MORTON CMNTY BK IL US 245,000.00 100.00 245,000.00 230,372.83 0.00 -14,627.17 -5.97% 1,470.00 0.64% 0.21%RT 00.6000% MAT 06/19/25FIXED RATE CD

94.01 0.22%
NEW ORLEANS FIREME LA 245,000.00 100.00 245,000.00 250,406.61 0.00 5,406.61 2.21% 12,250.00 4.89% 0.23%US RT 05.0000% MAT07/17/28 FIXED RATE CD 102.02 0.24%
NEW YORK CMNTY BK NY 245,000.00 100.00 245,000.00 222,217.15 0.00 -22,782.85 -9.30% 1,715.00 0.77% 0.20%US RT 00.7000% MAT07/01/26 FIXED RATE CD

90.35 0.21%
OCEANFIRST BK NA NJ US 245,000.00 100.00 245,000.00 242,828.83 0.00 -2,171.17 -0.89% 7,962.50 3.28% 0.22%RT 03.2500% MAT 07/01/24FIXED RATE CD

99.10 0.23%
PACIFIC CREST SVGS WA US 245,000.00 100.00 245,000.00 233,173.65 0.00 -11,826.35 -4.83% 2,940.00 1.26% 0.21%RT 01.2000% MAT 04/30/25FIXED RATE CD

95.07 0.22%
PACIFIC WSTN BK CA US RT 245,000.00 100.00 245,000.00 234,403.98 0.00 -10,596.02 -4.32% 3,307.50 1.41% 0.21%01.3500% MAT 04/16/25FIXED RATE CD

95.39 0.22%
PENTAGON FED CREDI VA 245,000.00 100.00 245,000.00 222,561.79 0.00 -22,438.21 -9.16% 4,165.00 1.87% 0.20%US RT 01.7000% MAT02/18/27 CREDIT UNIONSHARE CERT

90.78 0.21%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 11 of 40 Item #13. Page 12
Meeting Date: 1/23/2024 / Packet Page #: 222
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
PREMIER CMNTY BK WI US 245,000.00 100.00 245,000.00 246,118.88 0.00 1,118.88 0.46% 12,740.00 5.18% 0.22%RT 05.2000% MAT 12/13/27FIXED RATE CD 100.19 0.24%
RAYMOND JAMES BK N FL 245,000.00 100.00 245,000.00 238,814.66 0.00 -6,185.34 -2.52% 4,410.00 1.85% 0.22%US RT 01.8000% MAT11/08/24 FIXED RATE CD

97.21 0.23%
SALLIE MAE BANK UT US RT 245,000.00 100.00 245,000.00 245,832.30 0.00 832.30 0.34% 8,207.50 3.34% 0.22%03.3500% MAT 08/05/24FIXED RATE CD

98.96 0.24%
SAN FRANCISCO FED CA US 245,000.00 100.00 245,000.00 233,325.88 0.00 -11,674.12 -4.76% 2,695.00 1.16% 0.21%RT 01.1000% MAT 03/27/25LICU SHARE CERTIFICATE

95.22 0.22%
SAVOY BK NY US RT 245,000.00 100.00 245,000.00 231,418.31 0.00 -13,581.69 -5.54% 1,960.00 0.85% 0.21%00.8000% MAT 05/13/25FIXED RATE CD

94.42 0.22%
SOMERSET TRUST CO PA US 245,000.00 100.00 245,000.00 233,266.65 0.00 -11,733.35 -4.79% 2,450.00 1.05% 0.21%RT 01.0000% MAT 03/19/25FIXED RATE CD

95.18 0.22%
STATE BANK OF INDI NY US 245,000.00 100.00 245,000.00 225,486.19 0.00 -19,513.81 -7.96% 2,205.00 0.98% 0.20%RT 00.9000% MAT 03/25/26FIXED RATE CD

91.80 0.22%
STOCKMAN BK MT US RT 245,000.00 100.00 245,000.00 231,592.43 0.00 -13,407.57 -5.47% 1,470.00 0.63% 0.21%00.6000% MAT 06/10/25FIXED RATE CD

94.49 0.22%
SYNCHRONY BANK UT US 245,000.00 100.00 245,000.00 237,354.79 0.00 -7,645.21 -3.12% 4,900.00 2.06% 0.22%RT 02.0000% MAT 03/25/25FIXED RATE CD

96.35 0.23%
TECHNOLOGY CREDIT CA 245,000.00 100.00 245,000.00 247,028.50 0.00 2,028.50 0.83% 12,250.00 4.96% 0.22%US RT 05.0000% MAT03/23/26 CREDIT UNIONSHARE CERT 100.42 0.24%
TEXAS EXCHANGE BK TX US 245,000.00 100.00 245,000.00 226,240.72 0.00 -18,759.28 -7.66% 1,470.00 0.65% 0.21%RT 00.6000% MAT 10/23/25FIXED RATE CD

92.33 0.22%
THIRD FED S&L ASSN OH US 245,000.00 100.00 245,000.00 238,584.26 0.00 -6,415.74 -2.62% 4,777.50 2.00% 0.22%RT 01.9500% MAT 11/25/24FIXED RATE CD

97.19 0.23%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 12 of 40 Item #13. Page 13
Meeting Date: 1/23/2024 / Packet Page #: 223
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
TOYOTA FINL SVG BK NV US 245,000.00 100.00 245,000.00 224,607.68 0.00 -20,392.32 -8.32% 2,205.00 0.98% 0.20%RT 00.9000% MAT 04/22/26FIXED RATE CD

91.50 0.21%
UBS BANK UT US RT 245,000.00 100.00 245,000.00 222,445.13 0.00 -22,554.87 -9.21% 2,082.50 0.94% 0.20%00.8500% MAT 06/16/26FIXED RATE CD

90.76 0.21%
USALLIANCE FED CRE NY US 245,000.00 100.00 245,000.00 227,175.61 0.00 -17,824.39 -7.28% 1,225.00 0.54% 0.21%RT 00.5000% MAT 09/29/25FIXED RATE CD

92.72 0.22%
VALLEY STRONG CRED CA 240,000.00 100.00 240,000.00 237,655.40 0.00 -2,344.60 -0.98% 6,840.00 2.88% 0.22%US RT 02.8500% MAT06/21/24 FIXED RATE CD

98.95 0.23%
VALLEYSTAR CR UN M VA 245,000.00 100.00 245,000.00 246,371.23 0.00 1,371.23 0.56% 12,250.00 4.97% 0.22%US RT 05.0000% MAT03/20/26 LICU SHARECERTIFICATE 100.41 0.24%
VIGO CNTY FED CR U IN US 245,000.00 100.00 245,000.00 245,587.40 0.00 587.40 0.24% 12,862.50 5.24% 0.22%RT 05.2500% MAT 07/16/24LICU SHARE CERTIFICATE 100.02 0.23%
WEBBANK UT US RT 245,000.00 100.00 245,000.00 240,290.23 0.00 -4,709.77 -1.92% 857.50 0.36% 0.22%00.3500% MAT 05/28/24FIXED RATE CD

98.05 0.23%
WORKERS CREDIT UNI MA 245,000.00 100.00 245,000.00 245,048.26 0.00 48.26 0.02% 12,005.00 4.90% 0.22%US RT 04.9000% MAT01/26/24 LICU SHARECERTIFICATE

99.97 0.23%
Total US Fixed Income $18,948,562.94 $18,234,387.79 $-12,119.19 $-714,175.15 -3.77% $414,393.50 2.27% 17.44% 16.55% Government
FEDERAL FARM CREDIT 2,000,000.00 100.00 2,000,000.00 1,928,625.56 0.00 -71,374.44 -3.57% 19,400.00 1.01% 1.75%BANK 00.970 % DUE120924 DTD 120921 FC06092022

96.37 1.84%
FFCB BOND 00.440 % DUE 2,000,000.00 100.00 2,000,000.00 1,936,735.56 0.00 -63,264.44 -3.16% 8,800.00 0.45% 1.76%092324 DTD 092321 FC03232022

96.72 1.85%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 13 of 40 Item #13. Page 14
Meeting Date: 1/23/2024 / Packet Page #: 224
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
Government
FFCB BOND 00.600 % DUE 2,000,000.00 100.00 2,000,000.00 1,887,180.00 0.00 -112,820.00 -5.64% 12,000.00 0.64% 1.71%061625 DTD 061621 FC12162021

94.33 1.80%
FFCB BOND 00.600 % DUE 2,000,000.00 100.00 2,000,000.00 1,853,833.33 0.00 -146,166.67 -7.31% 12,000.00 0.65% 1.68%112425 DTD 112420 FC05242021

92.63 1.77%
FFCB BOND 00.610 % DUE 2,000,000.00 100.00 2,000,000.00 1,892,127.78 0.00 -107,872.22 -5.39% 12,200.00 0.64% 1.72%052325 DTD 082321 FC11232021

94.54 1.81%
FFCB BOND 00.660 % DUE 2,000,000.00 100.00 2,000,000.00 1,880,126.67 0.00 -119,873.33 -5.99% 13,200.00 0.70% 1.71%091525 DTD 091521 FC03152022

93.81 1.80%
FFCB BOND 00.680 % DUE 2,000,000.00 100.00 2,000,000.00 1,895,386.67 0.00 -104,613.33 -5.23% 13,600.00 0.72% 1.72%051925 DTD 051921 FC11192021

94.69 1.81%
FFCB BOND 00.710 % DUE 2,000,000.00 100.00 2,000,000.00 1,900,001.11 0.00 -99,998.89 -5.00% 14,200.00 0.75% 1.72%042125 DTD 042121 FC10212021

94.86 1.82%
FFCB BOND 01.840 % DUE 2,000,000.00 100.00 2,000,000.00 1,880,324.44 0.00 -119,675.56 -5.98% 36,800.00 1.96% 1.71%012627 DTD 012622 FC07262022

93.22 1.80%
FFCB NTS 00.940 % DUE 2,000,000.00 100.00 2,000,000.00 1,830,776.67 0.00 -169,223.33 -8.46% 18,800.00 1.03% 1.66%092826 DTD 092821 FC03282022

91.30 1.75%
FHLB BOND 00.625 % DUE 2,000,000.00 100.00 2,000,000.00 1,898,090.00 0.00 -101,910.00 -5.10% 12,500.00 0.66% 1.72%063025 DTD 063021 FC12302021

94.59 1.82%
FHLB BOND 01.050 % DUE 1,000,000.00 96.84 968,385.25 923,595.00 0.00 -44,790.25 -4.63% 10,500.00 1.14% 0.84%081326 DTD 081321 FC02132022

91.96 0.88%
FHLB BOND 01.780 % DUE 2,000,000.00 100.00 2,000,000.00 1,872,963.33 0.00 -127,036.67 -6.35% 35,600.00 1.90% 1.70%021027 DTD 021022 FC08102022

92.95 1.79%
FHLB BOND 02.010 % DUE 3,215,000.00 95.65 3,075,098.40 3,029,607.03 0.00 -45,491.38 -1.48% 64,621.50 2.13% 2.75%022527 DTD 022522 FC08252022

93.53 2.90%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 14 of 40 Item #13. Page 15
Meeting Date: 1/23/2024 / Packet Page #: 225
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
Government
FHLB BOND 05.400 % DUE 2,000,000.00 100.00 2,000,004.45 2,026,840.00 -0.80 26,835.55 1.34% 108,000.00 5.33% 1.84%022428 DTD 022423 FC08242023

99.44 1.94%
FHLB BOND 05.450 % DUE 490,000.00 100.00 490,000.00 495,770.16 0.00 5,770.16 1.18% 26,705.00 5.39% 0.45%031627 DTD 121622 FC03162023

99.59 0.47%
FHLB BOND 05.650 % DUE 2,000,000.00 100.00 2,000,004.63 2,013,795.00 -0.63 13,790.37 0.69% 113,000.00 5.61% 1.83%042828 DTD 042823 FC10282023

99.70 1.93%
FHLB BOND STEP-UP 2,000,000.00 100.00 2,000,000.00 1,878,090.00 0.00 -121,910.00 -6.10% 17,500.00 0.93% 1.70%0.875% DUE 063026 DTD063021 FC 12302021

93.47 1.80%
FHLB NTS 1.0500% DUE 2,000,000.00 100.00 2,000,000.00 1,872,990.00 0.00 -127,010.00 -6.35% 21,000.00 1.12% 1.70%033026 DTD 033021 FC09302021

93.39 1.79%
FHLB NTS 1.1500% DUE 2,000,000.00 100.00 2,000,000.00 1,855,786.11 0.00 -144,213.89 -7.21% 23,000.00 1.24% 1.68%082626 DTD 082621 FC02262022

92.39 1.77%
FHLB NTS 1.5000% DUE 2,000,000.00 100.00 2,000,000.00 1,890,000.00 0.00 -110,000.00 -5.50% 30,000.00 1.59% 1.72%063026 DTD 063021 FC12302021

93.75 1.81%
FHLMC MED TERM NTS 1,000,000.00 99.85 998,500.00 942,664.44 0.00 -55,835.56 -5.59% 5,000.00 0.53% 0.86%00.500 % DUE 072325 DTD072320 FC 01232021

94.05 0.90%
FHLMC MED TERM NTS 2,000,000.00 100.00 2,000,000.00 1,903,018.33 0.00 -96,981.67 -4.85% 14,600.00 0.77% 1.73%00.730 % DUE 052825 DTD052820 FC 11282020

95.08 1.82%
FHLMC MED TERM NTS 2,000,000.00 100.00 2,000,000.00 1,980,048.33 0.00 -19,951.67 -1.00% 61,000.00 3.08% 1.80%03.050 % DUE 062824 DTD062822 FC 12282022

98.98 1.89%
FHLMC MED TERM NTS 1,000,000.00 100.00 1,000,000.00 1,013,796.67 0.00 13,796.67 1.38% 51,000.00 5.03% 0.92%05.100 % DUE 012728 DTD013023 FC 07272023

99.20 0.97%
FHLMC MED TERM NTS 1,000,000.00 100.00 1,000,000.00 1,014,735.00 0.00 14,735.00 1.47% 51,000.00 5.03% 0.92%05.100 % DUE 022828 DTD022823 FC 08282023

99.73 0.97%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 15 of 40 Item #13. Page 16
Meeting Date: 1/23/2024 / Packet Page #: 226
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
Government
FHLMC MED TERM NTS 1,175,000.00 100.00 1,175,000.00 1,198,749.36 0.00 23,749.36 2.02% 62,275.00 5.19% 1.09%05.300 % DUE 012726 DTD012723 FC 07272023

99.75 1.15%
FNMA NTS 00.500 % DUE 1,000,000.00 100.00 999,950.00 941,212.78 0.00 -58,737.22 -5.87% 5,000.00 0.53% 0.85%081425 DTD 081420 FC02142021

93.93 0.90%
FNMA NTS 00.540 % DUE 2,000,000.00 100.00 2,000,000.00 1,863,780.00 0.00 -136,220.00 -6.81% 10,800.00 0.58% 1.69%102725 DTD 102720 FC04272021

93.09 1.78%
FNMA NTS 00.560 % DUE 2,000,000.00 100.00 2,000,000.00 1,859,508.89 0.00 -140,491.11 -7.02% 11,200.00 0.60% 1.69%111725 DTD 111720 FC05172021

92.91 1.78%
FNMA NTS 04.125 % DUE 988,000.00 99.59 983,948.13 996,496.80 0.00 12,548.67 1.28% 40,755.00 4.09% 0.90%082825 DTD 083022 FC02282023

99.49 0.95%
INTL FIN CORP NTS 00.500 2,000,000.00 100.00 2,000,000.00 1,862,657.78 0.00 -137,342.22 -6.87% 10,000.00 0.54% 1.69%% DUE 051526 DTD 052821FC 11152021

93.07 1.78%
US TSY NOTE 01.125 % DUE 1,000,000.00 98.21 982,052.13 925,125.30 0.00 -56,926.83 -5.80% 11,250.00 1.22% 0.84%10/31/26 DTD 10/31/21 FC04/30/22

92.32 0.88%
US TSY NOTE 01.750 % DUE 1,500,000.00 97.67 1,465,036.50 1,468,950.00 0.00 3,913.50 0.27% 26,250.00 1.79% 1.33%12/31/24 DTD 12/31/19 FC06/30/20

97.06 1.40%
US TSY NOTE 02.375 % DUE 1,000,000.00 99.71 997,067.75 992,576.25 0.00 -4,491.50 -0.45% 23,750.00 2.39% 0.90%08/15/24 DTD 08/15/14 FC02/15/15

98.37 0.95%
Total Government $60,135,047.24 $57,605,964.34 $-1.43 $-2,529,082.90 -4.21% $1,007,306.50 1.75% 55.10% 52.27% Municipals
SULPHUR SPRINGS CAL UNI 250,000.00 100.00 250,000.00 254,433.33 0.00 4,433.33 1.77% 12,872.50 5.06% 0.23%TAX SR F BE/R/ 5.149090124 DTD 110322 100.06 0.24%
Total Municipals $250,000.00 $254,433.33 $0.00 $4,433.33 1.77% $12,872.50 5.06% 0.24% 0.23% Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 16 of 40 Item #13. Page 17
Meeting Date: 1/23/2024 / Packet Page #: 227
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
Corporate IG Credit
AMAZON COM INC NTS B/E 1,000,000.00 100.14 1,001,393.54 948,112.22 -3,429.16 -53,281.32 -5.32% 8,000.00 0.84% 0.86%00.800% 060325DTD060320CALL@MW+10BP

94.75 0.91%
CATERPILLAR FINL SERVICE 2,026,000.00 101.03 2,046,766.81 1,939,738.55 -49,678.40 -107,028.26 -5.23% 29,377.00 1.51% 1.76%01.450% 051525DTD051520 FC111520CALL@MW+20BP

95.56 1.86%
CHARLES SCHWAB CORP 2,000,000.00 99.49 1,989,860.00 1,839,520.00 0.00 -150,340.00 -7.56% 18,000.00 0.98% 1.67%NTS 00.900% 031126DTD121120 FC031121CALL@MW+10BP

91.70 1.76%
COMCAST CORP NEW B/E 1,000,000.00 104.21 1,042,060.98 989,410.00 -77,080.29 -52,650.98 -5.05% 33,750.00 3.41% 0.90%03.375% 081525DTD052715 FC081515CALL@MW+20BP

97.67 0.95%
E I DU PONT DE NEMOURS 2,141,000.00 101.15 2,165,654.64 2,047,671.43 -41,139.41 -117,983.21 -5.45% 36,397.00 1.78% 1.86%01.700% 071525DTD051520 FC011521CALL@MW+25BP

94.86 1.96%
HONEYWELL INTL NTS B/E 1,122,000.00 100.78 1,130,781.82 1,111,710.01 -50,262.85 -19,071.81 -1.69% 25,806.00 2.32% 1.01%02.300% 081524DTD080819CALL@MW+10BP

98.21 1.06%
IBM CORP NTS B/E 03.000% 1,664,000.00 100.82 1,677,672.12 1,655,336.11 -125,156.09 -22,336.01 -1.33% 49,920.00 3.02% 1.50%051524 DTD051519FC111519CALL@MW+15BP

99.10 1.58%
INTEL CORP NTS B/E 1,054,000.00 103.50 1,090,867.37 1,045,701.51 -96,820.05 -45,165.86 -4.14% 35,836.00 3.43% 0.95%03.400% 032525DTD032520CALL@MW+45BP

98.31 1.00%
JOHN DEERE CAPITAL CORP 1,124,000.00 101.56 1,141,579.92 1,104,582.28 -51,436.05 -36,997.64 -3.24% 23,042.00 2.09% 1.00%02.050% 010925DTD010920 FC070920 NTSB/E

97.29 1.06%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 17 of 40 Item #13. Page 18
Meeting Date: 1/23/2024 / Packet Page #: 228
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
Corporate IG Credit
JOHN DEERE CPTL CORP 2,000,000.00 100.08 2,001,618.99 1,860,775.56 -2,283.19 -140,843.43 -7.04% 14,000.00 0.75% 1.69%00.700% 011526DTD010721 FC071521 MEDTERM NTS

92.72 1.78%
JPMORGAN CHASE & CO 1,200,000.00 100.00 1,200,000.00 1,088,925.33 0.00 -111,074.67 -9.26% 9,600.00 0.88% 0.99%00.800% 022626DTD022621 FC082621 MEDTERM NTS

90.47 1.04%
JPMORGAN CHASE & CO 1,017,000.00 102.17 1,039,028.08 1,009,693.14 -70,880.95 -29,334.94 -2.82% 31,781.25 3.15% 0.92%B/E 03.125% 012325DTD012315 FC072315

97.91 0.97%
MASTERCARD INC NTS B/E 2,000,000.00 101.02 2,020,397.66 1,950,931.11 -62,290.10 -69,466.55 -3.44% 40,000.00 2.05% 1.77%02.000% 030325DTD120319 FC030320CALL@MW+10BP

96.89 1.87%
MICROSOFT CORP B/E 1,000,000.00 102.39 1,023,911.79 989,095.00 -70,517.33 -34,816.79 -3.40% 27,000.00 2.73% 0.90%02.700% 021225DTD021215 FC081215CALL@MW+12.5BP

97.87 0.95%
MORGAN STANLEY FIN LLC 2,000,000.00 100.00 2,000,000.00 1,789,493.33 0.00 -210,506.67 -10.53% 21,000.00 1.17% 1.62%01.050% 082726DTD082721 FC022722 MEDTERM NTS

89.11 1.71%
TARGET CORP NTS B/E 2,000,000.00 101.78 2,035,585.60 1,947,920.00 -96,790.38 -87,665.60 -4.31% 45,000.00 2.31% 1.77%02.250% 041525DTD033120 FC101520CALL@MW+30BP

96.92 1.86%
TOYOTA MOTOR CRDT 2,000,000.00 99.45 1,988,920.00 1,940,610.00 0.00 -48,310.00 -2.43% 12,500.00 0.64% 1.76%CORP 00.625% 091324DTD091321 FC031322 NTSB/E

96.84 1.86%
TRUIST BANK NTS B/E 1,386,000.00 100.76 1,396,569.75 1,347,334.84 -41,810.73 -49,234.91 -3.53% 29,799.00 2.21% 1.22%02.150% 120624DTD120619 FC060620

97.06 1.29%
UNITED HEALTH GROUP INC 2,000,000.00 100.12 2,002,300.96 1,855,178.89 -2,461.70 -147,122.07 -7.35% 23,000.00 1.24% 1.68%01.150% 051526DTD051921 FC111521CALL@MW+07.50BP

92.61 1.77%
Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 18 of 40 Item #13. Page 19
Meeting Date: 1/23/2024 / Packet Page #: 229
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of December 31, 2023 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 12/29/2023
Price on
12/31/2023
($)
% of
Fixed
Income
% of
portfolio
US
Corporate IG CreditTotal Corporate IG Credit $29,994,970.03 $28,461,739.30 $-842,036.68 $-1,533,230.73 -5.11% $513,808.25 1.81% 27.22% 25.83% Total US $104,556,524.76 $-854,157.30 94.88% $109,328,580.21 $-4,772,055.45 -4.36% $1,948,380.75 1.86% 100% $104,556,524.76 $-854,157.30 94.88% $109,328,580.21 Total Fixed Income $-4,772,055.45 -4.36% $1,948,380.75 1.86% 100% Total Portfolio $110,202,718.03 $-4,772,055.45 -4.17% $1,979,864.51 1.80% 100% $114,373,701.31 100% Unrealized
gain/loss
(%)
Unrealized
gain/loss ($)
% of
asset
class
Est. annual
Cost basis ($) income ($)
Current
Market value ($) yield (%)
% of
portfolio
Total accrued interest (included in market values): $504,785.81 Balanced mutual funds represented in multiple asset classes based on Morningstar allocations.

Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 19 of 40 Item #13. Page 20
Meeting Date: 1/23/2024 / Packet Page #: 230
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023Summary of Bond HoldingsMaturityYear Yield to
maturity (%)
Yield to
worst (%)
Unrealized
Issues gain/loss ($) Mkt. value ($)
Est. annual
income ($)
Adjusted
cost basis ($)
Modified
duration
Current
Quantity yield (%) % of bond portfolio maturing
2023 0 0 N/A N/A N/A2024 32 20,284,000 413,020.50 2.08% 5.15% 5.15% 0.64 20,270,772.98 -417,722.31 19,923,338.14

19.08%
2025 51 44,073,000 556,338.75 1.33% 4.72% 4.72% 1.43 44,312,770.31 -2,420,421.93 42,040,071.23

40.26%
2026 31 28,540,000 389,885.00 1.47% 4.79% 4.79% 2.30 28,484,217.33 -1,981,629.38 26,624,221.92

25.47%
2027 12 9,665,000 228,651.50 2.52% 4.43% 4.42% 2.91 9,525,810.51 -438,925.71 9,152,895.29

8.73%
2028 7 6,735,000 360,485.00 5.37% 5.43% 5.40% 3.54 6,735,009.08 -18,141.93 6,815,998.19

6.46%
2029 0 0 N/A N/A N/A2030 0 0 N/A N/A N/A2031 0 0 N/A N/A N/A2032 0 0 N/A N/A N/A2033 0 0 N/A N/A N/A2034 0 0 N/A N/A N/A2035 0 0 N/A N/A N/A2036 0 0 N/A N/A N/A2037 0 0 N/A N/A N/A2038 0 0 N/A N/A N/A2039 0 0 N/A N/A N/A2040 0 0 N/A N/A N/A2041 0 0 N/A N/A N/A2042 0 0 N/A N/A N/A2043 0 0 N/A N/A N/A2044 0 0 N/A N/A N/A2045 0 0 N/A N/A N/A2046 0 0 N/A N/A N/A2047 0 0 N/A N/A N/A2048 0 0 N/A N/A N/A2048 + 0 0 N/A N/A N/AOther 0 0 N/A N/A N/ATotal 133 109,297,000 $1,948,380.75 1.87% 4.84% 4.84% 1.71 $109,328,580.21 $-5,276,841.26 $104,556,524.76Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 20 of 40 Item #13. Page 21
Meeting Date: 1/23/2024 / Packet Page #: 231
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)
Effective rating/
Underlying rating
(Mdy/Fitch/S&P)
Mkt. value ($)/
Accr. interest ($)
Adjusted
cost basis ($)/
Unreal. g/l ($)
Call date/
Coupon Call price ($)
Modified
duration
YTM (%)/
Quantity YTW (%)
Effective
maturity
% of
bond
port.

Market
price ($)

4.84%4.84%
11/17/2025 N/A 1.71$109,328,580.2 N/A $104,051,738.95
$-5,276,841.26
109,297,000

1.87% $504,785.81

1.82% $1,948,380.75 100%
$104,556,524.76
Total Bond Portfolio
Details of Bond Holdings
Est. annual
income ($)/
Curr. yield (%)
Maturing 2024
Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 99.966
131.56

4.90%

4.90% -83.30
01/26/2024 0.08 244,916.70 0.24%

5.34%
WORKERS CREDIT UNI MA 12,005.00 5.34%US RT 04.9000% MAT01/26/24 LICU SHARECERTIFICATE /MA CD
245,000 245,000.00 99.685
2,697.35

2.85%

2.86% -771.75
02/12/2024 0.12 244,228.25 0.23%

5.37%
HOME SAVINGS BANK UT US 6,982.50 5.37%RT 02.8500% MAT 02/12/24FIXED RATE CD /UT CD
245,000 245,000.00 99.696
306.08

2.85%

2.86% -744.80
02/15/2024 0.13 244,255.20 0.23%

5.18%
BANK OF NEW ENGLAN NH 6,982.50 5.18%US RT 02.8500% MAT02/15/24 FIXED RATE CD /NH CD
245,000 245,000.00 99.664
210.43

2.85%

2.86% -823.20
02/21/2024 0.15 244,176.80 0.23%

5.14%
FIRST N/B MCGREG TX US RT 6,982.50 5.14%02.8500% MAT 02/21/24FIXED RATE CD /TX CD
245,000 245,000.00 99.942
1,026.99

5.10%

5.10% -142.10
03/08/2024 0.19 244,857.90 0.24%

5.40%
LIBERTY FED CREDIT IN US RT 12,495.00 5.40%05.1000% MAT 03/08/24LICU SHARE CERTIFICATE /IN CD
245,000 245,000.00 99.098
1,063.23

2.20%

2.22% -2,209.90
04/17/2024 0.30 242,790.10 0.23%

5.23%
BEAL BANK - PLANO TX US 5,390.00 5.23%RT 02.2000% MAT 04/17/24FIXED RATE CD /TX CD
1,664,000 1,677,672.12 99.096
6,378.67

3.00%

3.03% -28,714.68
05/15/2024 0.37 1,648,957.44 1.58%

5.42%
49,920.00 5.42%

NR/NR/NR
A3/A-/A- IBM CORP NTS B/E 03.000%
051524 DTD051519FC111519 CALL@MW+15BP
245,000 245,000.00 98.032

62.42 0.30%

0.31% -4,821.60
05/28/2024 0.41 240,178.40 0.23%

5.12%
CONNEXUS CREDIT UN WI 735.00 5.12%US RT 00.3000% MAT05/28/24 CREDIT UNIONSHARE CERT /WI CD
Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 21 of 40 Item #13. Page 22
Meeting Date: 1/23/2024 / Packet Page #: 232
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2024 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 98.046

77.53 0.35%

0.36% -4,787.30
05/28/2024 01/28/2024 0.40 240,212.70 0.23%

5.19%5.19%
100.00
WEBBANK UT US RT 857.5000.3500% MAT 05/28/24FIXED RATE CD /UT CD
240,000 240,000.00 98.945
187.40

2.85%

2.88% -2,532.00
06/21/2024 01/21/2024 0.47 237,468.00 0.23%

5.08%5.08%
100.00
VALLEY STRONG CRED CA 6,840.00US RT 02.8500% MAT06/21/24 FIXED RATE CD /CA CD
245,000 245,000.00 98.616
2,295.62

2.25%

2.28% -3,390.80
06/28/2024 0.48 241,609.20 0.23%

5.08%
COMMUNITYWIDE FED IN US 5,512.50 5.08%RT 02.2500% MAT 06/28/24FIXED RATE CD /IN CD
2,000,000 2,000,000.00 98.977
508.33

3.05%

3.08% -20,460.00
06/28/2024 03/28/2024 0.48 1,979,540.00 1.90%

5.16%5.16%
100.00
61,000.00

NR/NR/NR
FHLMC MED TERM NTS Aaa/AA+/AA+03.050 % DUE 062824 DTD062822 FC 12282022 245,000 245,000.00 99.096

43.63 3.25%

3.28% -2,214.80
07/01/2024 0.49 242,785.20 0.23%

5.08%
OCEANFIRST BK NA NJ US RT 7,962.50 5.08%03.2500% MAT 07/01/24FIXED RATE CD /NJ CD
245,000 245,000.00 100.075
610.49

5.35%

5.35% 183.75
07/05/2024 0.49 245,183.75 0.24%

5.19%
CADENCE BANK MS US RT 13,107.50 5.19%05.3500% MAT 07/05/24FIXED RATE CD /MS CD
245,000 245,000.00 100.024
528.60

5.25%

5.25% 58.80
07/16/2024 0.54 245,058.80 0.24%

5.20%
VIGO CNTY FED CR U IN US 12,862.50 5.20%RT 05.2500% MAT 07/16/24LICU SHARE CERTIFICATE /IN CD
245,000 245,000.00 98.963
3,372.95

3.35%

3.39% -2,540.65
08/05/2024 0.58 242,459.35 0.23%

5.11%
SALLIE MAE BANK UT US RT 8,207.50 5.11%03.3500% MAT 08/05/24FIXED RATE CD /UT CD
1,122,000 1,130,781.82 98.214
9,748.93

2.30%

2.34% -28,820.74
08/15/2024 07/15/2024 0.61 1,101,961.08 1.06%

5.22%5.22%
100.00
25,806.00

NR/NR/NR
HONEYWELL INTL NTS B/E A2/A/A02.300% 081524DTD080819CALL@MW+10BP 1,000,000 997,067.75 98.367
8,906.25

2.38%

2.41% -13,397.75
08/15/2024 0.61 983,670.00 0.95%

5.03%
23,750.00 5.03%

NR/NR/NR
US TSY NOTE 02.375 % DUE Aaa/AA+/NR08/15/24 DTD 08/15/14 FC02/15/15 245,000 245,000.00 98.021
1,758.63

2.00%

2.04% -4,848.55
08/22/2024 0.63 240,151.45 0.23%

5.13%
MORGAN STANLEY PRV NY 4,900.00 5.13%US RT 02.0000% MAT08/22/24 FIXED RATE CD /NY CD
Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 22 of 40 Item #13. Page 23
Meeting Date: 1/23/2024 / Packet Page #: 233
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2024 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 97.875
384.95

1.85%

1.89% -5,206.25
08/30/2024 0.66 239,793.75 0.23%

5.08%
FIRST NATL BK KS US RT 4,532.50 5.08%01.8500% MAT 08/30/24FIXED RATE CD /KS CD
245,000 245,000.00 97.842
374.55

1.80%

1.84% -5,287.10
08/30/2024 0.66 239,712.90 0.23%

5.08%
FIRST ST BK AR US RT 4,410.00 5.08%01.8000% MAT 08/30/24FIXED RATE CD /AR CD
250,000 250,000.00 100.057
4,290.83

5.15%

5.15% 142.50
09/01/2024 0.64 250,142.50 0.24%

5.05%
12,872.50 5.05%

NR/NR/NR
SULPHUR SPRINGS CAL UNI NR/NR/AATAX SR F BE/R/ 5.149 090124DTD 110322 /CA 2,000,000 1,988,920.00 96.843
3,750.00

0.63%

0.65% -52,060.00
09/13/2024 0.69 1,936,860.00 1.86%

5.24%
12,500.00 5.24%

NR/NR/NR
TOYOTA MOTOR CRDT A1/A+/A+CORP 00.625% 091324DTD091321 FC031322 NTSB/E 2,000,000 2,000,000.00 96.717
2,395.56

0.44%

0.45% -65,660.00
09/23/2024 0.71 1,934,340.00 1.86%

5.06%
8,800.00 5.06%

NR/NR/NR
FFCB BOND 00.440 % DUE Aaa/AA+/AA+092324 DTD 092321 FC03232022 248,000 250,725.04 97.774
1,345.32

2.00%

2.05% -8,245.52
09/23/2024 0.72 242,479.52 0.23%

5.10%
MONEY ONE FED CRED MD 4,960.00 5.10%US RT 02.0000% MAT09/23/24 FIXED RATE CD/MD CD
219,000 219,000.00 97.193
316.20

1.70%

1.75% -6,147.33
10/31/2024 N/A 212,852.67 0.20%
N/A
CITIZENS ST BK CLA WI US 3,723.00 N/ART 01.7000% MAT 10/31/24FIXED RATE CD /WI CD
245,000 245,000.00 97.214
640.36

1.80%

1.85% -6,825.70
11/08/2024 0.84 238,174.30 0.23%

5.14%
RAYMOND JAMES BK N FL 4,410.00 5.14%US RT 01.8000% MAT11/08/24 FIXED RATE CD /FL CD
245,000 245,000.00 97.189
471.21

1.95%

2.01% -6,886.95
11/25/2024 0.88 238,113.05 0.23%

5.15%
THIRD FED S&L ASSN OH US 4,777.50 5.15%RT 01.9500% MAT 11/25/24FIXED RATE CD /OH CD
245,000 245,000.00 96.976

23.49 1.75%

1.80% -7,408.80
11/29/2024 0.91 237,591.20 0.23%

5.12%
MCHENRY SVGS BK IL US RT 4,287.50 5.12%01.7500% MAT 11/29/24FIXED RATE CD /IL CD
1,386,000 1,396,569.75 97.061
2,069.38

2.15%

2.22% -51,304.29
12/06/2024 11/06/2024 0.91 1,345,265.46 1.29%

5.41%5.41%
100.00
29,799.00

NR/NR/NR
TRUIST BANK NTS B/E A2/A+/A02.150% 120624DTD120619 FC060620Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 23 of 40 Item #13. Page 24
Meeting Date: 1/23/2024 / Packet Page #: 234
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2024 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
2,000,000 2,000,000.00 96.372
1,185.56

0.97%

1.01% -72,560.00
12/09/2024 0.92 1,927,440.00 1.85%

4.95%
19,400.00 4.95%

NR/NR/NR
FEDERAL FARM CREDIT Aaa/AA+/AA+BANK 00.970 % DUE120924 DTD 120921 FC06092022 1,500,000 1,465,036.50 97.055
13,125.00

1.75%

1.80% -9,211.50
12/31/2024 0.97 1,455,825.00 1.40%

4.78%
26,250.00 4.78%

NR/NR/NR
US TSY NOTE 01.750 % DUE NR/AA+/NR12/31/24 DTD 12/31/19 FC06/30/20 Total 2024 20,284,000 2.05% 08/27/2024 $413,020.50

2.08%

5.15%5.15%

0.64$20,270,772.98
$-417,722.31
$19,853,050.67
$70,287.47

19.08%
Maturing 2025
Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
1,124,000 1,141,579.92 97.293
11,008.96

2.05%

2.11% -48,006.60
01/09/2025 0.99 1,093,573.32 1.05%

4.78%
23,042.00 4.78%

NR/NR/NR
JOHN DEERE CAPITAL CORP A2/A+/A02.050% 010925DTD010920 FC070920 NTSB/E 1,017,000 1,039,028.08 97.910
13,948.44

3.13%

3.19% -43,283.38
01/23/2025 10/23/2024 1.02 995,744.70 0.96%

5.16%5.16%
100.00
31,781.25

NR/NR/NR
A1/AA-/A- JPMORGAN CHASE & CO B/E

03.125% 012325DTD012315 FC072315
1,000,000 1,023,911.79 97.867
10,425.00

2.70%

2.76% -45,241.79
02/12/2025 11/12/2024 1.07 978,670.00 0.94%

4.68%4.68%
100.00
27,000.00

NR/NR/NR
MICROSOFT CORP B/E Aaa/WD/AAA02.700% 021225DTD021215 FC081215CALL@MW+12.5BP 245,000 245,000.00 96.064

42.96 1.60%

1.67% -9,643.20
02/27/2025 1.15 235,356.80 0.23%

5.08%
BELL ST B&T ND US RT 3,920.00 5.08%01.6000% MAT 02/27/25FIXED RATE CD /ND CD
245,000 245,000.00 96.120

44.30 1.65%

1.72% -9,506.00
02/27/2025 1.15 235,494.00 0.23%

5.08%
CITADEL FED CREDIT PA US 4,042.50 5.08%RT 01.6500% MAT 02/27/25CREDIT UNION SHARE CERT/PA CD
2,000,000 2,020,397.66 96.891
13,111.11

2.00%

2.06% -82,577.66
03/03/2025 02/03/2025 1.14 1,937,820.00 1.86%

4.74%4.74%
100.00
40,000.00

NR/NR/NR
MASTERCARD INC NTS B/E Aa3/NR/A+02.000% 030325DTD120319 FC030320CALL@MW+10BPIncludes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 24 of 40 Item #13. Page 25
Meeting Date: 1/23/2024 / Packet Page #: 235
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2025 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,125.79 96.265
1,425.70

1.80%

1.87% -9,276.54
03/04/2025 1.14 235,849.25 0.23%

5.09%
BMW BANK NORTH AME UT 4,410.00 5.09%US RT 01.8000% MAT03/04/25 FIXED RATE CD /UT CD
245,000 245,000.00 95.178

80.55 1.00%

1.05% -11,813.90
03/19/2025 1.21 233,186.10 0.22%

5.08%
SOMERSET TRUST CO PA US 2,450.00 5.08%RT 01.0000% MAT 03/19/25FIXED RATE CD /PA CD
1,054,000 1,090,867.37 98.306
9,556.27

3.40%

3.46% -54,722.13
03/25/2025 02/25/2025 1.19 1,036,145.24 1.00%

4.82%4.82%
100.00
35,836.00

NR/NR/NR
INTEL CORP NTS B/E A2/A-/A03.400% 032525DTD032520CALL@MW+45BP 245,000 245,000.00 96.348
1,302.19

2.00%

2.08% -8,947.40
03/25/2025 1.20 236,052.60 0.23%

5.07%
SYNCHRONY BANK UT US RT 4,900.00 5.07%02.0000% MAT 03/25/25FIXED RATE CD /UT CD
245,000 245,000.00 95.223

29.53 1.10%

1.16% -11,703.65
03/27/2025 1.23 233,296.35 0.22%

5.07%
SAN FRANCISCO FED CA US 2,695.00 5.07%RT 01.1000% MAT 03/27/25LICU SHARE CERTIFICATE/CA CD
245,000 245,000.00 95.312
139.62

1.30%

1.36% -11,485.60
04/15/2025 1.28 233,514.40 0.22%

5.05%
HORIZON BK NE US RT 3,185.00 5.05%01.3000% MAT 04/15/25FIXED RATE CD /NE CD
2,000,000 2,035,585.60 96.921
9,500.00

2.25%

2.32% -97,165.60
04/15/2025 03/15/2025 1.25 1,938,420.00 1.86%

4.73%4.73%
100.00
45,000.00

NR/NR/NR
TARGET CORP NTS B/E A2/A/A02.250% 041525DTD033120 FC101520CALL@MW+30BP 245,000 245,000.00 95.394
688.68

1.35%

1.42% -11,284.70
04/16/2025 1.26 233,715.30 0.22%

5.05%
PACIFIC WSTN BK CA US RT 3,307.50 5.05%01.3500% MAT 04/16/25FIXED RATE CD /CA CD
2,000,000 2,000,000.00 94.862
2,761.11

0.71%

0.75% -102,760.00
04/21/2025 1.28 1,897,240.00 1.82%

4.80%
14,200.00 4.80%

NR/NR/NR
FFCB BOND 00.710 % DUE Aaa/AA+/AA+042125 DTD 042121 FC10212021 245,000 245,000.00 94.834
416.16

1.00%

1.05% -12,656.70
04/30/2025 1.30 232,343.30 0.22%

5.04%
CENTERSTATE BK NA FL US 2,450.00 5.04%RT 01.0000% MAT 04/30/25FIXED RATE CD /FL CD
245,000 245,000.00 94.898
436.97

1.05%

1.11% -12,499.90
04/30/2025 1.30 232,500.10 0.22%

5.04%
FLAGSTAR BANK, FSB MI US 2,572.50 5.04%RT 01.0500% MAT 04/30/25FIXED RATE CD /MI CD
Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 25 of 40 Item #13. Page 26
Meeting Date: 1/23/2024 / Packet Page #: 236
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2025 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 95.071
249.70

1.20%

1.26% -12,076.05
04/30/2025 1.32 232,923.95 0.22%

5.02%
PACIFIC CREST SVGS WA US 2,940.00 5.02%RT 01.2000% MAT 04/30/25FIXED RATE CD /WA CD
245,000 245,000.00 94.417

96.66 0.80%

0.85% -13,678.35
05/13/2025 1.36 231,321.65 0.22%

5.02%
SAVOY BK NY US RT 1,960.00 5.02%00.8000% MAT 05/13/25FIXED RATE CD /NY CD
2,026,000 2,046,766.81 95.557
3,753.73

1.45%

1.52% -110,781.99
05/15/2025 1.33 1,935,984.82 1.86%

4.82%
29,377.00 4.82%

NR/NR/NR
CATERPILLAR FINL SERVICE A2/A+/A01.450% 051525DTD051520 FC111520CALL@MW+20BP 245,000 245,000.00 94.398

85.92 0.80%

0.85% -13,724.90
05/15/2025 1.36 231,275.10 0.22%

5.02%
ENCORE BANK AR US RT 1,960.00 5.02%00.8000% MAT 05/15/25FIXED RATE CD /AR CD
2,000,000 2,000,000.00 94.690
1,586.67

0.68%

0.72% -106,200.00
05/19/2025 1.35 1,893,800.00 1.82%

4.67%
13,600.00 4.67%

NR/NR/NR
FFCB BOND 00.680 % DUE Aaa/AA+/AA+051925 DTD 051921 FC11192021 2,000,000 2,000,000.00 94.542
1,287.78

0.61%

0.65% -109,160.00
05/23/2025 1.36 1,890,840.00 1.82%

4.68%
12,200.00 4.68%

NR/NR/NR
FFCB BOND 00.610 % DUE Aaa/AA+/AA+052325 DTD 082321 FC11232021 2,000,000 2,000,000.00 95.084
1,338.33

0.73%

0.77% -98,320.00
05/28/2025 02/28/2024 1.38 1,901,680.00 1.83%

4.35%4.35%
100.00
14,600.00

NR/NR/NR
FHLMC MED TERM NTS Aaa/AA+/NR00.730 % DUE 052825 DTD052820 FC 11282020 1,000,000 1,001,393.54 94.749
622.22

0.80%

0.84% -53,903.54
06/03/2025 05/03/2025 1.39 947,490.00 0.91%

4.64%4.64%
100.00
8,000.00

NR/NR/NR
AMAZON COM INC NTS B/E A1/AA-/AA00.800% 060325DTD060320CALL@MW+10BP 245,000 245,000.00 94.493

84.58 0.60%

0.63% -13,492.15
06/10/2025 1.41 231,507.85 0.22%

4.57%
STOCKMAN BK MT US RT 1,470.00 4.57%00.6000% MAT 06/10/25FIXED RATE CD /MT CD
2,000,000 2,000,000.00 94.334
500.00

0.60%

0.64% -113,320.00
06/16/2025 1.43 1,886,680.00 1.81%

4.65%
12,000.00 4.65%

NR/NR/NR
FFCB BOND 00.600 % DUE Aaa/AA+/AA+061625 DTD 061621 FC12162021 245,000 245,000.00 94.011

52.36 0.65%

0.69% -14,673.05
06/19/2025 1.46 230,326.95 0.22%

4.87%
ENERBANK UT US RT 1,592.50 4.87%00.6500% MAT 06/19/25FIXED RATE CD /UT CD
Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 26 of 40 Item #13. Page 27
Meeting Date: 1/23/2024 / Packet Page #: 237
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2025 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 94.010

48.33 0.60%

0.64% -14,675.50
06/19/2025 1.46 230,324.50 0.22%

4.82%
MORTON CMNTY BK IL US 1,470.00 4.82%RT 00.6000% MAT 06/19/25FIXED RATE CD /IL CD
245,000 245,000.00 93.943

20.14 0.60%

0.64% -14,839.65
06/26/2025 1.48 230,160.35 0.22%

4.81%
FIRST CAROLINA BK NC US 1,470.00 4.81%RT 00.6000% MAT 06/26/25FIXED RATE CD /NC CD
2,000,000 2,000,000.00 94.592
6,250.00

0.63%

0.66% -108,160.00
06/30/2025 06/30/2024 1.46 1,891,840.00 1.82%

4.38%4.38%
100.00
12,500.00

NR/NR/NR
FHLB BOND 00.625 % DUE Aaa/NR/AA+063025 DTD 063021 FC12302021 2,141,000 2,165,654.64 94.857
16,783.06

1.70%

1.79% -134,766.27
07/15/2025 06/15/2025 1.48 2,030,888.37 1.95%

5.21%5.21%
100.00
36,397.00

NR/NR/NR
E I DU PONT DE NEMOURS A3/A/A01.700% 071525DTD051520 FC011521CALL@MW+25BP 1,000,000 998,500.00 94.047
2,194.44

0.50%

0.53% -58,030.00
07/23/2025 1.52 940,470.00 0.90%

4.48%
5,000.00 4.48%

NR/NR/NR
FHLMC MED TERM NTS Aaa/AA+/NR00.500 % DUE 072325 DTD072320 FC 01232021 245,000 245,000.00 93.335
114.45

0.55%

0.59% -16,329.25
07/30/2025 1.57 228,670.75 0.22%

4.93%
MEDALLION BK UT US RT 1,347.50 4.93%00.5500% MAT 07/30/25FIXED RATE CD /UT CD
1,000,000 999,950.00 93.931
1,902.78

0.50%

0.53% -60,640.00
08/14/2025 02/14/2024 1.58 939,310.00 0.90%

4.41%4.41%
100.00
5,000.00

NR/NR/NR
FNMA NTS 00.500 % DUE Aaa/AA+/AA+081425 DTD 081420 FC02142021 1,000,000 1,042,060.98 97.666
12,750.00

3.38%

3.46% -65,400.98
08/15/2025 05/15/2025 1.54 976,660.00 0.94%

4.88%4.88%
100.00
33,750.00

NR/NR/NR
COMCAST CORP NEW B/E A3/A-/A03.375% 081525DTD052715 FC081515CALL@MW+20BP 245,000 245,000.00 92.835

13.42 0.40%

0.43% -17,554.25
08/26/2025 1.65 227,445.75 0.22%

4.90%
COMMUNITY BK TN US RT 980.00 4.90%00.4000% MAT 08/26/25FIXED RATE CD /TN CD
245,000 245,000.00 92.816

8.05 0.40%

0.43% -17,600.80
08/28/2025 1.65 227,399.20 0.22%

4.90%
BANK3 TENNESSEE TN US RT 980.00 4.90%00.4000% MAT 08/28/25FIXED RATE CD /TN CD
988,000 983,948.13 99.485
13,585.00

4.13%

4.15% -1,036.33
08/28/2025 02/28/2024 1.57 982,911.80 0.94%

4.45%4.45%
100.00
40,755.00

NR/NR/NR
FNMA NTS 04.125 % DUE Aaa/AA+/AA+082825 DTD 083022 FC02282023Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 27 of 40 Item #13. Page 28
Meeting Date: 1/23/2024 / Packet Page #: 238
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2025 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 92.817

80.55 0.40%

0.43% -17,598.35
08/29/2025 1.66 227,401.65 0.22%

4.89%
HOME LN INVT BK RI US RT 980.00 4.89%00.4000% MAT 08/29/25FIXED RATE CD /RI CD
2,000,000 2,000,000.00 93.812
3,886.67

0.66%

0.70% -123,760.00
09/15/2025 1.66 1,876,240.00 1.80%

4.46%
13,200.00 4.46%

NR/NR/NR
FFCB BOND 00.660 % DUE Aaa/AA+/AA+091525 DTD 091521 FC03152022 245,000 245,000.00 92.582

24.16 0.40%

0.43% -18,174.10
09/22/2025 03/22/2024 1.72 226,825.90 0.22%

4.87%4.87%
100.00
AMERICAN COMM BK GA 980.00US RT 00.4000% MAT09/22/25 FIXED RATE CD /GA CD
108,000 108,000.00 92.651
103.56

0.35%

0.38% -7,936.92
09/22/2025 1.69 100,063.08 0.10%

4.82%
CHAMBERS BANK AK US RT 378.00 4.82%00.3500% MAT 09/22/25FIXED RATE CD /AK CD
245,000 245,000.00 92.722

6.71 0.50%

0.54% -17,831.10
09/29/2025 12/29/2023 1.72 227,168.90 0.22%

4.86%4.86%
100.00
USALLIANCE FED CRE NY US 1,225.00RT 00.5000% MAT 09/29/25FIXED RATE CD /NY CD
245,000 245,000.00 93.058
432.27

0.70%

0.75% -17,007.90
09/30/2025 03/31/2024 1.71 227,992.10 0.22%

4.87%4.87%
100.00
JPMORGAN CHASE BK OH 1,715.00US RT 00.7000% MAT09/30/25 FIXED RATE CD /OH CD
245,000 245,000.00 99.396
332.26

4.50%

4.53% -1,479.80
10/20/2025 01/20/2024 1.73 243,520.20 0.23%

4.85%4.85%
100.00
GREAT STHN BK MO US RT 11,025.0004.5000% MAT 10/20/25FIXED RATE CD /MO CD
245,000 245,000.00 92.330

32.22 0.60%

0.65% -18,791.50
10/23/2025 01/23/2024 1.80 226,208.50 0.22%

5.02%5.02%
100.00
TEXAS EXCHANGE BK TX US 1,470.00RT 00.6000% MAT 10/23/25FIXED RATE CD /TX CD
2,000,000 2,000,000.00 93.093
1,920.00

0.54%

0.58% -138,140.00
10/27/2025 10/27/2024 1.78 1,861,860.00 1.79%

4.52%4.52%
100.00
10,800.00

NR/NR/NR
FNMA NTS 00.540 % DUE Aaa/AA+/AA+102725 DTD 102720 FC04272021 2,000,000 2,000,000.00 92.907
1,368.89

0.56%

0.60% -141,860.00
11/17/2025 11/17/2024 1.83 1,858,140.00 1.79%

4.53%4.53%
100.00
11,200.00

NR/NR/NR
FNMA NTS 00.560 % DUE Aaa/AA+/AA+111725 DTD 111720 FC05172021 2,000,000 2,000,000.00 92.630
1,233.33

0.60%

0.65% -147,400.00
11/24/2025 1.85 1,852,600.00 1.78%

4.69%
12,000.00 4.69%

NR/NR/NR
FFCB BOND 00.600 % DUE Aaa/AA+/AA+112425 DTD 112420 FC05242021Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 28 of 40 Item #13. Page 29
Meeting Date: 1/23/2024 / Packet Page #: 239
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2025 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 92.039

57.05 0.50%

0.54% -19,504.45
12/15/2025 1.91 225,495.55 0.22%

4.80%
BK HAPOALIM BM NY US RT 1,225.00 4.80%00.5000% MAT 12/15/25FIXED RATE CD /NY CD
Total 2025 44,073,000 1.28% 06/21/2025 $556,338.75

1.33%

4.72%4.72%

1.43$44,312,770.31
$-2,420,421.93
$41,892,348.38
$147,722.85

40.26%
Maturing 2026
Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
2,000,000 2,001,618.99 92.716
6,455.56

0.70%

0.75% -147,298.99
01/15/2026 1.98 1,854,320.00 1.78%

4.47%
14,000.00 4.47%

NR/NR/NR
JOHN DEERE CPTL CORP A2/A+/A00.700% 011526DTD010721 FC071521 MEDTERM NTS 1,175,000 1,175,000.00 99.754
26,639.86

5.30%

5.31% -2,890.50
01/27/2026 01/27/2024 1.90 1,172,109.50 1.13%

5.42%5.42%
100.00
62,275.00

NR/NR/NR
FHLMC MED TERM NTS Aaa/AA+/AA+05.300 % DUE 012726 DTD012723 FC 07272023 245,000 245,000.00 98.898
4,307.64

4.25%

4.30% -2,699.90
02/02/2026 1.95 242,300.10 0.23%

4.80%
MORGAN STANLEY BK UT US 10,412.50 4.80%RT 04.2500% MAT 02/02/26FIXED RATE CD /UT CD
1,200,000 1,200,000.00 90.466
3,333.33

0.80%

0.88% -114,408.00
02/26/2026 02/26/2024 2.08 1,085,592.00 1.04%

5.55%5.55%
100.00
9,600.00

NR/NR/NR
A1/AA-/A- JPMORGAN CHASE & CO

00.800% 022626DTD022621 FC082621 MEDTERM NTS
245,000 245,000.00 97.934
3,621.97

3.80%

3.88% -5,061.70
03/11/2026 01/11/2024 2.06 239,938.30 0.23%

4.80%4.80%
100.00
CFG COMMUNITY BANK MD 9,310.00US RT 03.8000% MAT03/11/26 FIXED RATE CD/MD CD
2,000,000 1,989,860.00 91.701
5,500.00

0.90%

0.98% -155,840.00
03/11/2026 02/11/2026 2.12 1,834,020.00 1.76%

4.93%4.93%
100.00
18,000.00

NR/NR/NR
CHARLES SCHWAB CORP A2/A/ANTS 00.900% 031126DTD121120 FC031121CALL@MW+10BP 245,000 245,000.00 91.617

69.81 0.80%

0.87% -20,538.35
03/18/2026 03/18/2024 2.17 224,461.65 0.22%

4.81%4.81%
100.00
BMO HARRIS BK NA IL US RT 1,960.0000.8000% MAT 03/18/26FIXED RATE CD /IL CD
Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 29 of 40 Item #13. Page 30
Meeting Date: 1/23/2024 / Packet Page #: 240
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2026 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 100.515
372.87

5.05%

5.02% 1,261.75
03/20/2026 2.10 246,261.75 0.24%

4.81%
AFFINITY PLUS MN US RT 12,372.50 4.81%05.0500% MAT 03/20/26LICU SHARE CERTIFICATE/MN CD
245,000 245,000.00 100.409
369.18

5.00%

4.98% 1,002.05
03/20/2026 2.10 246,002.05 0.24%

4.81%
VALLEYSTAR CR UN M VA 12,250.00 4.81%US RT 05.0000% MAT03/20/26 LICU SHARECERTIFICATE /VA CD
245,000 245,000.00 100.417
1,006.85

5.00%

4.98% 1,021.65
03/23/2026 2.11 246,021.65 0.24%

4.80%
TECHNOLOGY CREDIT CA US 12,250.00 4.80%RT 05.0000% MAT 03/23/26CREDIT UNION SHARE CERT/CA CD
245,000 245,000.00 100.383
3,289.04

5.00%

4.98% 938.35
03/24/2026 2.07 245,938.35 0.24%

4.81%
CIBC BANK ILLINOIS IL US RT 12,250.00 4.81%05.0000% MAT 03/24/26FIXED RATE CD /IL CD
245,000 245,000.00 91.796
585.99

0.90%

0.98% -20,099.80
03/25/2026 2.17 224,900.20 0.22%

4.81%
STATE BANK OF INDI NY US 2,205.00 4.81%RT 00.9000% MAT 03/25/26FIXED RATE CD /NY CD
2,000,000 2,000,000.00 93.387
5,250.00

1.05%

1.12% -132,260.00
03/30/2026 N/A 1,867,740.00 1.80%
N/A
21,000.00 N/A

NR/NR/NR
FHLB NTS 1.0500% DUE Aaa/NR/AA+033026 DTD 033021 FC09302021 245,000 245,000.00 91.776
197.68

0.95%

1.04% -20,148.80
03/31/2026 12/31/2023 N/A 224,851.20 0.22%
N/AN/A
100.00
BANKUNITED NA FLOR FL US 2,327.50RT 00.9500% MAT 03/31/26FIXED RATE CD /FL CD
245,000 245,000.00 91.611
191.30

0.95%

1.04% -20,553.05
04/16/2026 2.26 224,446.95 0.22%

4.81%
GREENSTATE CREDIT IA US 2,327.50 4.81%RT 00.9500% MAT 04/16/26FIXED RATE CD /IA CD
245,000 245,000.00 91.504
422.88

0.90%

0.98% -20,815.20
04/22/2026 2.24 224,184.80 0.22%

4.82%
TOYOTA FINL SVG BK NV US 2,205.00 4.82%RT 00.9000% MAT 04/22/26FIXED RATE CD /NV CD
2,000,000 2,000,000.00 93.069
1,277.78

0.50%

0.54% -138,620.00
05/15/2026 05/15/2024 N/A 1,861,380.00 1.79%
N/AN/A
100.00
10,000.00

NR/NR/NR
INTL FIN CORP NTS 00.500 % Aaa/NR/AAADUE 051526 DTD 052821 FC11152021Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 30 of 40 Item #13. Page 31
Meeting Date: 1/23/2024 / Packet Page #: 241
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2026 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
2,000,000 2,002,300.96 92.612
2,938.89

1.15%

1.24% -150,060.96
05/15/2026 04/15/2026 2.30 1,852,240.00 1.78%

4.46%4.46%
100.00
23,000.00

NR/NR/NR
UNITED HEALTH GROUP INC A2/A/A+01.150% 051526DTD051921 FC111521CALL@MW+07.50BP 245,000 245,000.00 90.759

85.58 0.85%

0.94% -22,640.45
06/16/2026 06/16/2024 2.43 222,359.55 0.21%

4.83%4.83%
100.00
UBS BANK UT US RT 2,082.5000.8500% MAT 06/16/26FIXED RATE CD /UT CD
245,000 245,000.00 96.974
4,384.49

3.55%

3.66% -7,413.70
06/30/2026 12/30/2023 2.32 237,586.30 0.23%

4.85%4.85%
100.00
ALLY BK UT US RT 03.5500% 8,697.50MAT 06/30/26 FIXED RATECD /UT CD
2,000,000 2,000,000.00 93.467
8,750.00

0.88%

0.94% -130,660.00
06/30/2026 12/30/2023 N/A 1,869,340.00 1.80%
N/AN/A
100.00
17,500.00

NR/NR/NR
FHLB BOND STEP-UP 0.875% Aaa/NR/AA+DUE 063026 DTD 063021 FC12302021 2,000,000 2,000,000.00 93.750
15,000.00

1.50%

1.60% -125,000.00
06/30/2026 N/A 1,875,000.00 1.80%
N/A
30,000.00 N/A

NR/NR/NR
FHLB NTS 1.5000% DUE Aaa/NR/AA+063026 DTD 063021 FC12302021 245,000 245,000.00 90.348
864.55

0.70%

0.77% -23,647.40
07/01/2026 2.42 221,352.60 0.21%

4.84%
NEW YORK CMNTY BK NY 1,715.00 4.84%US RT 00.7000% MAT07/01/26 FIXED RATE CD /NY CD
1,000,000 968,385.25 91.957
4,025.00

1.05%

1.14% -48,815.25
08/13/2026 01/13/2024 2.53 919,570.00 0.88%

4.33%4.33%
100.00
10,500.00

NR/NR/NR
FHLB BOND 01.050 % DUE Aaa/NR/AA+081326 DTD 081321 FC02132022 245,000 245,000.00 90.036
161.10

0.80%

0.89% -24,411.80
08/13/2026 2.58 220,588.20 0.21%

4.85%
LIVE OAK BKG CO NC US RT 1,960.00 4.85%00.8000% MAT 08/13/26FIXED RATE CD /NC CD
2,000,000 2,000,000.00 92.390
7,986.11

1.15%

1.24% -152,200.00
08/26/2026 N/A 1,847,800.00 1.78%
N/A
23,000.00 N/A

NR/NR/NR
FHLB NTS 1.1500% DUE Aaa/NR/AA+082626 DTD 082621 FC02262022 2,000,000 2,000,000.00 89.113
7,233.33

1.05%

1.18% -217,740.00
08/27/2026 08/27/2025 2.55 1,782,260.00 1.71%

5.50%5.50%
100.00
21,000.00

NR/NR/NR
MORGAN STANLEY FIN LLC A1/A+/A01.050% 082726DTD082721 FC022722 MEDTERM NTS 2,000,000 2,000,000.00 91.296
4,856.67

0.94%

1.03% -174,080.00
09/28/2026 2.65 1,825,920.00 1.75%

4.33%
18,800.00 4.33%

NR/NR/NR
FFCB NTS 00.940 % DUE Aaa/AA+/AA+092826 DTD 092821 FC03282022Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 31 of 40 Item #13. Page 32
Meeting Date: 1/23/2024 / Packet Page #: 242
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2026 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
1,000,000 982,052.13 92.324
1,885.30

1.13%

1.22% -58,812.13
10/31/2026 2.74 923,240.00 0.89%

4.01%
11,250.00 4.01%

NR/NR/NR
US TSY NOTE 01.125 % DUE NR/AA+/NR10/31/26 DTD 10/31/21 FC04/30/22 245,000 245,000.00 89.972
285.61

1.15%

1.28% -24,568.60
11/24/2026 2.79 220,431.40 0.21%

4.89%
CAPITAL ONE BK USA VA US 2,817.50 4.89%RT 01.1500% MAT 11/24/26FIXED RATE CD /VA CD
245,000 245,000.00 89.972
285.61

1.15%

1.28% -24,568.60
11/24/2026 2.79 220,431.40 0.21%

4.89%
CAPITAL ONE NA VA US RT 2,817.50 4.89%01.1500% MAT 11/24/26FIXED RATE CD /VA CD
Total 2026 28,540,000 1.40% 05/30/2026 $389,885.00

1.47%

4.79%4.79%

2.30$28,484,217.33
$-1,981,629.38
$26,502,587.95
$121,633.97

25.47%
Maturing 2027
Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
2,000,000 2,000,000.00 93.224
15,844.44

1.84%

1.97% -135,520.00
01/26/2027 2.91 1,864,480.00 1.79%

4.21%
36,800.00 4.21%

NR/NR/NR
FFCB BOND 01.840 % DUE Aaa/AA+/AA+012627 DTD 012622 FC07262022 2,000,000 2,000,000.00 92.951
13,943.33

1.78%

1.91% -140,980.00
02/10/2027 02/10/2024 2.96 1,859,020.00 1.79%

4.22%4.22%
100.00
35,600.00

NR/NR/NR
FHLB BOND 01.780 % DUE Aaa/NR/AA+021027 DTD 021022 FC08102022 245,000 245,000.00 99.619
1,402.88

4.75%

4.77% -933.45
02/17/2027 02/17/2024 2.88 244,066.55 0.23%

4.88%4.88%
100.00
BOKF NA OK US RT 11,637.5004.7500% MAT 02/17/27FIXED RATE CD /OK CD
245,000 245,000.00 90.767
342.33

1.70%

1.87% -22,620.85
02/18/2027 3.04 222,379.15 0.21%

4.88%
METRO CREDIT UNION MA 4,165.00 4.88%US RT 01.7000% MAT02/18/27 LICU SHARECERTIFICATE /MA CD
245,000 245,000.00 90.781
148.34

1.70%

1.87% -22,586.55
02/18/2027 3.04 222,413.45 0.21%

4.87%
PENTAGON FED CREDI VA US 4,165.00 4.87%RT 01.7000% MAT 02/18/27CREDIT UNION SHARE CERT/VA CD
3,215,000 3,075,098.40 93.530
22,617.53

2.01%

2.15% -68,108.90
02/25/2027 02/25/2024 2.99 3,006,989.50 2.89%

4.22%4.22%
100.00
64,621.50

NR/NR/NR
FHLB BOND 02.010 % DUE Aaa/NR/AA+022527 DTD 022522 FC08252022Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 32 of 40 Item #13. Page 33
Meeting Date: 1/23/2024 / Packet Page #: 243
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2027 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,712.11 91.644
1,610.96

2.00%

2.18% -21,184.31
03/02/2027 3.00 224,527.80 0.22%

4.87%
EAGLEMARK SVGS BK NV US 4,900.00 4.87%RT 02.0000% MAT 03/02/27FIXED RATE CD /NV CD
490,000 490,000.00 99.588
7,788.96

5.45%

5.47% -2,018.80
03/16/2027 03/16/2024 2.87 487,981.20 0.47%

5.59%5.59%
100.00
26,705.00

NR/NR/NR
FHLB BOND 05.450 % DUE Aaa/NR/AA+031627 DTD 121622 FC03162023 245,000 245,000.00 94.945
794.74

3.20%

3.37% -12,384.75
05/24/2027 3.16 232,615.25 0.22%

4.83%
DISCOVER BANK DE US RT 7,840.00 4.83%03.2000% MAT 05/24/27FIXED RATE CD /DE CD
245,000 245,000.00 99.645
504.77

4.70%

4.72% -869.75
06/15/2027 3.18 244,130.25 0.23%

4.81%
ESSENTIAL FED CRED LA US 11,515.00 4.81%RT 04.7000% MAT 06/15/27LICU SHARE CERTIFICATE /LA CD
245,000 245,000.00 95.031
349.04

3.25%

3.42% -12,174.05
06/15/2027 3.26 232,825.95 0.22%

4.81%
LAFAYETTE FED CRED MD US 7,962.50 4.81%RT 03.2500% MAT 06/15/27LICU SHARE CERTIFICATE/MD CD
245,000 245,000.00 100.186
663.18

5.20%

5.19% 455.70
12/13/2027 06/12/2024 0.45 245,455.70 0.24%

4.79%5.15%
100.00
PREMIER CMNTY BK WI US 12,740.00RT 05.2000% MAT 12/13/27FIXED RATE CD /WI CD
Total 2027 9,665,000 2.39% 03/05/2027 $228,651.50

2.52%

4.43%4.42%

2.91 $9,525,810.51
$-438,925.71
$9,086,884.80
$66,010.49

8.73%
Maturing 2028
Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
1,000,000 1,000,000.00 99.198
21,816.67

5.10%

5.14% -8,020.00
01/27/2028 01/27/2024 3.56 991,980.00 0.95%

5.32%5.32%
100.00
51,000.00

NR/NR/NR
FHLMC MED TERM NTS NR/AA+/AA+05.100 % DUE 012728 DTD013023 FC 07272023 2,000,000 2,000,004.45 99.437
38,100.00

5.40%

5.43% -11,264.45
02/24/2028 02/24/2024 3.61 1,988,740.00 1.91%

5.55%5.55%
100.00
108,000.00

NR/NR/NR
FHLB BOND 05.400 % DUE Aaa/NR/AA+022428 DTD 022423 FC08242023 1,000,000 1,000,000.00 99.731
17,425.00

5.10%

5.11% -2,690.00
02/28/2028 02/28/2024 3.65 997,310.00 0.96%

5.17%5.17%
100.00
51,000.00

NR/NR/NR
FHLMC MED TERM NTS Aaa/AA+/AA+05.100 % DUE 022828 DTD022823 FC 08282023Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 33 of 40 Item #13. Page 34
Meeting Date: 1/23/2024 / Packet Page #: 244
Consolidated report prepared for City of Glendora
Bond Holdingsas of December 31, 2023 (continued)Maturing 2028 Effective rating/
Underlying rating
(Mdy/Fitch/S&P) Quantity Coupon
Effective
maturity
Call date/
Call price ($)
Est. annual
income ($)/
Curr. yield (%)
YTM (%)/
YTW (%)
Modified
duration
Market
price ($)
Mkt. value ($)/
Accr. interest ($)
% of
bond
port.

Adjusted
cost basis ($)/
Unreal. g/l ($)
245,000 245,000.00 100.829
939.73

5.00%

4.96% 2,031.05
04/03/2028 04/03/2026 2.13 247,031.05 0.24%

4.61%4.78%
100.00
ARBOR FINL CREDIT MI US RT 12,250.0005.0000% MAT 04/03/28FIXED RATE CD /MI CD
2,000,000 2,000,004.63 99.701
19,775.00

5.65%

5.67% -5,984.63
04/28/2028 01/28/2024 3.76 1,994,020.00 1.92%

5.73%5.73%
100.00
113,000.00

NR/NR/NR
FHLB BOND 05.650 % DUE Aaa/NR/AA+042828 DTD 042823 FC10282023 245,000 245,000.00 101.163
604.78

5.30%

5.24% 2,849.35
07/14/2028 07/14/2025 1.48 247,849.35 0.24%

4.52%5.01%
100.00
CY-FAIR FED CREDIT TX US 12,985.00RT 05.3000% MAT 07/14/28FIXED RATE CD /TX CD
245,000 245,000.00 102.015
469.86

5.00%

4.90% 4,936.75
07/17/2028 4.06 249,936.75 0.24%

4.51%
NEW ORLEANS FIREME LA US 12,250.00 4.51%RT 05.0000% MAT 07/17/28FIXED RATE CD /LA CD
Total 2028 6,735,000 5.35% 03/23/2028 $360,485.00

5.37%

5.43%5.40%

3.54 $6,735,009.08
$-18,141.93
$6,716,867.15
$99,131.04

6.46%
Effective rating/
Underlying rating
(Mdy/Fitch/S&P)
Mkt. value ($)/
Accr. interest ($)
Adjusted
cost basis ($)/
Unreal. g/l ($)
Call date/
Coupon Call price ($)
Modified
duration
YTM (%)/
YTW (%)
Est. annual
income ($)/
Quantity Curr. yield (%)
Effective
maturity
% of
bond
port.

Market
price ($)

4.84%4.84%
11/17/2025 N/A 1.71$109,328,580.2 N/A $104,051,738.95
$-5,276,841.26
109,297,000

1.87% $504,785.81 Total Bond Portfolio 1.82% $1,948,380.75 100% $104,556,524.76
Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: January 02, 2024 Page 34 of 40 Item #13. Page 35
Meeting Date: 1/23/2024 / Packet Page #: 245
Important Information About This Report Disclosures Applicable to Accounts at UBS Financial Services Inc.

This section contains important disclosures regarding the information and valuations presented here. Allinformation presented is subject to change at any time and is provided only as of the date indicated. Theinformation in this report is for informational purposes only and should not be relied upon as the basis of aninvestment or liquidation decision. UBS FS account statements and official tax documents are the only officialrecord of your accounts and are not replaced, amended or superseded by any of the information presented inthese reports. You should not rely on this information in making purchase or sell decisions, for tax purposes orotherwise.UBS FS offers a number of investment advisory programs to clients, acting in our capacity as an investmentadviser, including fee-based financial planning, discretionary account management, non-discretionary investmentadvisory programs, and advice on the selection of investment managers and mutual funds offered through ourinvestment advisory programs. When we act as your investment adviser, we will have a written agreement withyou expressly acknowledging our investment advisory relationship with you and describing our obligations toyou. At the beginning of our advisory relationship, we will give you our Form ADV brochure(s) for the program(s)you selected that provides detailed information about, among other things, the advisory services we provide, ourfees, our personnel, our other business activities and financial industry affiliations and conflicts between ourinterests and your interests.In our attempt to provide you with the highest quality information available, we have compiled this report usingdata obtained from recognized statistical sources and authorities in the financial industry. While we believe thisinformation to be reliable, we cannot make any representations regarding its accuracy or completeness. Pleasekeep this guide as your Advisory Review.Please keep in mind that most investment objectives are long term. Although it is important to evaluate yourportfolio's performance over multiple time periods, we believe the greatest emphasis should be placed on thelonger period returns.Please review the report content carefully and contact your Financial Advisor with any questions.Client Accounts: This report may include all assets in the accounts listed and may include eligible and ineligibleassets in a fee-based program. Since ineligible assets are not considered fee-based program assets, the inclusionof such securities will distort the actual performance of your accounts and does not reflect the performance ofyour accounts in the fee-based program. As a result, the performance reflected in this report can varysubstantially from the individual account performance reflected in the performance reports provided to you aspart of those programs. For fee-based programs, fees are charged on the market value of eligible assets in theaccounts and assessed quarterly in advance, prorated according to the number of calendar days in the billingperiod. When shown on a report, the risk profile and return objectives describe your overall goals for theseaccounts. For each account you maintain, you choose one return objective and a primary risk profile. If you havequestions regarding these objectives or wish to change them, please contact your Financial Advisor to updateyour account records.Performance: This report presents account activity and performance depending on which inception type you'vechosen. The two options are: (1) All Assets (Since Performance Start): This presents performance for all assetssince the earliest possible date; (2) Advisory Assets (Advisory Strategy Start) for individual advisory accounts: Thispresents Advisory level performance since the Latest Strategy Start date; If an account that has never beenmanaged is included in the consolidated report, the total performance of that unmanaged account will beincluded since inception.

Time-weighted Returns for accounts / SWP/AAP sleeves (Monthly periods): The report displays a timeweighted rate of return (TWR) that is calculated using the Modified Dietz Method. This calculation uses thebeginning and ending portfolio values for the month and weighs each contribution/withdrawal based upon theday the cash flow occurred. Periods greater than one month are calculated by linking the monthly returns. TheTWR gives equal weighting to every return regardless of amount of money invested, so it is an effective measurefor returns on a fee based account. All periods shown which are greater than 12 months are annualized. Thisapplies to all performance for all assets before 09/30/2010, Advisory assets before 12/31/2010 and SWP sleevesbefore 04/30/2018.Time-weighted Returns for accounts / SWP/AAP sleeves (Daily periods): The report displays a timeweighted rate of return (TWR) that is calculated by dividing the portfolio's daily gain/loss by the previous day'sclosing market value plus the net value of cash flows that occurred during the day, if it was positive. The TWRgives equal weighting to every return regardless of amount of money invested, so it is an effective measure forreturns on a fee based account. Periods greater than one day are calculated by linking the daily returns. Allperiods shown which are greater than 12 months are annualized. For reports generated prior to 01/26/2018, theperformance calculations used the account's end of day value on the performance inception (listed in the reportunder the column "ITD") and all cash flows were posted at end of day. As a result of the change, the overallrate of return (TWR) and beginning market value displayed can vary from prior generated reports. This applies toall performance for all assets on or after 09/30/2010, Advisory assets on or after 12/31/2010, SWP/AAP sleeveson or after 04/30/2018 as well as all Asset Class and Security level returns.Money-weighted returns: Money-weighted return (MWR) is a measure of the rate of return for an asset orportfolio of assets. It is calculated by finding the daily Internal Rate of Return (IRR) for the period and thencompounding this return by the number of days in the period being measured. The MWR incorporates the sizeand timing of cash flows, so it is an effective measure of returns on a portfolio.Annualized Performance: All performance periods greater than one year are calculated (unless otherwisestated) on an annualized basis, which represents the return on an investment multiplied or divided to give acomparable one year return.Cumulative Performance: A cumulative return is the aggregate amount that an investment has gained or lostover time, independent of the period of time involved.Net of Fees and Gross of Fees Performance: Performance is presented on a "net of fees" and "gross offees" basis, where indicated. Net returns do not reflect Program and wrap fees prior to 10/31/10 for accountsthat are billed separately via invoice through a separate account billing arrangement. Gross returns do not reflectthe deduction of fees, commissions or other charges. The payment of actual fees and expenses will reduce aclient's return. The compound effect of such fees and expenses should be considered when reviewing returns.For example, the net effect of the deduction of fees on annualized performance, including the compoundedeffect over time, is determined by the relative size of the fee and the account's investment performance. Itshould also be noted that where gross returns are compared to an index, the index performance also does notreflect any transaction costs, which would lower the performance results. Market index data maybe subject toreview and revision.Benchmark/Major Indices: The past performance of an index is not a guarantee of future results. Anybenchmark is shown for informational purposes only and relates to historical performance of market indices andnot the performance of actual investments. Although most portfolios use indices as benchmarks, portfolios areactively managed and generally are not restricted to investing only in securities in the index. As a result, your Report created on: January 02, 2024 Page 35 of 40
Item #13. Page 36
Meeting Date: 1/23/2024 / Packet Page #: 246
Disclosures Applicable to Accounts at UBS Financial Services Inc. (continued) portfolio holdings and performance may vary substantially from the index. Each index reflects an unmanageduniverse of securities without any deduction for advisory fees or other expenses that would reduce actualreturns, as well as the reinvestment of all income and dividends. An actual investment in the securities includedin the index would require an investor to incur transaction costs, which would lower the performance results.Indices are not actively managed and investors cannot invest directly in the indices. Market index data maybesubject to review and revision. Further, there is no guarantee that an investor's account will meet or exceed thestated benchmark. Index performance information has been obtained from third parties deemed to be reliable.We have not independently verified this information, nor do we make any representations or warranties to theaccuracy or completeness of this information.Blended Index - For Advisory accounts, Blended Index is designed to reflect the asset categories in which youraccount is invested. For Brokerage accounts, you have the option to select any benchmark from the list.For certain products, the blended index represents the investment style corresponding to your client targetallocation. If you change your client target allocation, your blended index will change in step with your changeto your client target allocation.Blended Index 2 - 8 - are optional indices selected by you which may consist of a blend of indexes. For advisoryaccounts, these indices are for informational purposes only. Depending on the selection, the benchmark selectedmay not be an appropriate basis for comparison of your portfolio based on it's holdings.For strategies that are highly customized, such as Concentrated Equity Solutions (CES), benchmarks are broadmarket indices included for general reference and are not intended to show comparative market performance orpotential portfolios with risk or return profiles similar to your account. Benchmark indices are shown forillustrative purposes only.Custom Time Periods: If represented on this report, the performance start date and the performance end datehave been selected by your Financial Advisor in order to provide performance and account activity informationfor your account for the specified period of time only. As a result, only a portion of your account's activity andperformance information is presented in the performance report, and, therefore, presents a distortedrepresentation of your account's activity and performance.Net Deposits/Withdrawals: When shown on a report, this information represents the net value of all cash andsecurities contributions and withdrawals, program fees (including wrap fees) and other fees added to orsubtracted from your accounts from the first day to the last day of the period. When fees are shown separately,net deposits / withdrawals does not include program fees (including wrap fees). When investment return isdisplayed net deposits / withdrawals does not include program fees (including wrap fees). For securitycontributions and withdrawals, securities are calculated using the end of day UBS FS price on the day securitiesare delivered in or out of the accounts. Wrap fees will be included in this calculation except when paid via aninvoice or through a separate accounts billing arrangement. When shown on Client summary and/or Portfolioreview report, program fees (including wrap fees) may not be included in net deposits/withdrawals. PACEProgram fees paid from sources other than your PACE account are treated as a contribution. A PACE ProgramFee rebate that is not reinvested is treated as a withdrawal.Deposits: When shown on a report, this information represents the net value of all cash and securitiescontributions added to your accounts from the first day to the last day of the period. On Client Summary Reportand/or Portfolio Review Report, this may exclude the Opening balance. For security contributions, securities arecalculated using the end of day UBS FS price on the day securities are delivered in or out of the accounts.

Withdrawals: When shown on a report, this information represents the net value of all cash and securitieswithdrawals subtracted from your accounts from the first day to the last day of the period. On Client summaryand/or portfolio review report Withdrawals may not include program fees (including wrap fees). For securitywithdrawals, securities are calculated using the end of day UBS FS price on the day securities are delivered in orout of the accounts.Dividends/Interest: Dividend and interest earned, when shown on a report, does not include income onsecurities that have been lent out & does not reflect your account's tax status or reporting requirements. Useonly official tax reporting documents (i.e. 1099) for tax reporting purposes. The classification of privateinvestment distributions can only be determined by referring to the official year-end tax-reporting documentprovided by the issuer.Change in Accrued Interest: When shown on a report, this information represents the difference between theaccrued interest at the beginning of the period from the accrued interest at the end of the period.Change in Value: Represents the change in value of the portfolio during the reporting period, excludingadditions/withdrawals, dividend and interest income earned and accrued interest. Change in Value may includeprograms fees (including wrap fees) and other fees.Fees: Fees represented in this report include program and wrap fees. Program and wrap fees prior to October 1,2010 for accounts that are billed separately via invoice through a separate account billing arrangement are notincluded in this report.Performance Start Date Changes: The Performance Start Date for accounts marked with a '^' have changed.Performance figures of an account with a changed Performance Start Date may not include the entire history ofthe account. The new Performance Start Date will generate performance returns and activity information for ashorter period than is available at UBS FS. As a result, the overall performance of these accounts may generatebetter performance than the period of time that would be included if the report used the inception date of theaccount. UBS FS recommends reviewing performance reports that use the inception date of the account becausereports with longer time frames are usually more helpful when evaluating investment programs and strategies.Performance reports may include accounts with inception dates that precede the new Performance Start Dateand will show performance and activity information from the earliest available inception date.The change in Performance Start Date may be the result of a performance gap due to a zero-balance thatprevents the calculation of continuous returns from the inception of the account. The Performance Start Datemay also change if an account has failed one of our performance data integrity tests. In such instances, theaccount will be labeled as 'Review Required' and performance prior to that failure will be restricted. Finally, thePerformance Start Date will change if you have explicitly requested a performance restart. Please contact yourFinancial Advisor for additional details regarding your new Performance Start Date.Closed Account Performance: Accounts that have been closed may be included in the consolidatedperformance report. When closed accounts are included in the consolidated report, the performance report willonly include information for the time period the account was active during the consolidated performancereporting time period.Important information on options-based strategies: Options involve risk and are not suitable for everyone.Prior to buying or selling an option investors must read a copy of the Characteristics & Risks of StandardizedOptions, also known as the options disclosure document (ODD). It explains the characteristics and risks of Report created on: January 02, 2024 Page 36 of 40
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Disclosures Applicable to Accounts at UBS Financial Services Inc. (continued) exchange traded options. The options risk disclosure document can be accessed at the following web address:www.optionsclearing.com/about/publications/character-risks.Concentrated Equity Solutions (CES) managers are not involved in the selection of the underlying stock positions.The Manager will advise only on the options selection in order to pursue the strategy in connection with theunderlying stock position(s) deposited in the account. It is important to keep this in mind when evaluating themanager's performance since the account's performance will include the performance of the underlying equityposition that is not being managed. CES use options to seek to achieve your investment objectives regardingyour concentration stock position. Options strategies change the potential return profile of your stock. In certainscenarios, such as call writing, the call position will limit your ability to participate in any potential increase in theunderlying equity position upon which the call was written. Therefore, in some market conditions, particularlyduring periods of significant appreciation of the underlying equity position(s), the CES account will decrease theperformance that would have been achieved had the stock been held long without implementing the CESstrategy.Portfolio: For purposes of this report "portfolio" is defined as all of the accounts presented on the cover pageor the header of this report and does not necessarily include all of the client's accounts held at UBS FS orelsewhere.Percentage: Portfolio (in the "% Portfolio / Total" column) includes all holdings held in the account(s) selectedwhen this report was generated. Broad asset class (in the "% broad asset class" column) includes all holdingsheld in that broad asset class in the account(s) selected when this report was generated.Tax lots: This report displays security tax lots as either one line item (i.e., lumped tax lots) or as separate tax lotlevel information. If you choose to display security tax lots as one line item, the total cost equals the total valueof all tax lots. The unit cost is an average of the total cost divided by the total number of shares. If the shareswere purchased in different lots, the unit price listed does not represent the actual cost paid for each lot. Theunrealized gain/loss value is calculated by combining the total value of all tax lots plus or minus the total marketvalue of the security.If you choose to display tax lot level information as separate line items on the Portfolio Holdings report, the taxlot information may include information from sources other than UBS FS. The Firm does not independently verifyor guarantee the accuracy or validity of any information provided by sources other than UBS FS. As a result thisinformation may not be accurate and is provided for informational purposes only. Clients should not rely on thisinformation in making purchase or sell decisions, for tax purposes or otherwise. See your monthly statement foradditional information.Pricing: All securities are priced using the closing price reported on the last business day preceding the date ofthis report. Every reasonable attempt has been made to accurately price securities; however, we make nowarranty with respect to any security's price. Please refer to the back of the first page of your UBS FS accountstatement for important information regarding the pricing used for certain types of securities, the sources ofpricing data and other qualifications concerning the pricing of securities. To determine the value of securities inyour account, we generally rely on third party quotation services. If a price is unavailable or believed to beunreliable, we may determine the price in good faith and may use other sources such as the last recordedtransaction. When securities are held at another custodian or if you hold illiquid or restricted securities for whichthere is no published price, we will generally rely on the value provided by the custodian or issuer of thatsecurity.

Cash: Cash on deposit at UBS Bank USA is protected by the Federal Deposit Insurance Corporation (FDIC) up to$250,000 in principal and accrued interest per depositor for each ownership type. Deposits made in anindividual's own name, joint name, or individual retirement account are each held in a separate type ofownership. Such deposits are not guaranteed by UBS FS. More information is available upon request.Margin: The quantity value may indicate that all or part of this position is held on margin or held in the shortaccount. When an account holds a debit balance, this debit balance is incorporated into the account's totalmarket value and deducted from the total value. When calculating the percent of portfolio on each security, thepercentage will be impacted by the total market value of the account. Therefore, if the account's market value isreduced by a debit value of a holding the percent of portfolio will be greater and if the account's market value isincreased by a holding then the percent of portfolio will be less.Asset Allocation: Your allocation analysis is based on your current portfolio. The Asset Allocation portion ofthis report shows the mix of various investment classes in your account. An asset allocation that shows asignificantly higher percentage of equity investments may be more appropriate for an investor with a moreaggressive investment strategy and higher tolerance for risk. Similarly, the asset allocation of a more conservativeinvestor may show a higher percentage of fixed income investments.Separately Managed Accounts and Pooled Investment Vehicles (such as mutual funds, closed end fundsand exchanged traded funds): The asset classification displayed is based on firm's proprietary methodology forclassifying assets. Please note that the asset classification assigned to rolled up strategies may include individualinvestments that provide exposure to other asset classes. For example, an International Developed Marketsstrategy may include exposure to Emerging Markets, and a US Large Cap strategy may include exposure to MidCap and Small Cap, etc.Mutual Fund Asset Allocation: If the option to unbundle balanced mutual funds is selected and if a fund'sholdings data is available, mutual funds will be classified by the asset class, subclass, and style breakdown oftheir underlying holdings. Where a mutual fund or ETF contains equity holdings from multiple equity sectors, thisreport will proportionately allocate the underlying holdings of the fund to those sectors measured as apercentage of the total fund's asset value as of the date shown.This information is supplied by Morningstar, Inc. on a daily basis to UBS FS based on data supplied by the fundwhich may not be current. Mutual funds change their portfolio holdings on a regular (often daily) basis.Accordingly, any analysis that includes mutual funds may not accurately reflect the current composition of thesefunds. If a fund's underlying holding data is not available, it will be classified based on its corresponding overallMorningstar classification. All data is as of the date indicated in the report.All pooled investment vehicles (such as mutual funds, closed end mutual funds, and exchange traded funds)incorporate internal management and operation expenses, which are reflected in the performance returns.Please see relevant fund prospectus for more information. Please note, performance for mutual funds is inclusiveof multiple share classes.Ineligible Assets: We require that you hold and purchase only eligible managed assets in your advisoryaccounts. Please contact your Financial Advisor for a list of the eligible assets in your program. These reports mayprovide performance information for eligible and ineligible assets in a fee-based program. Since ineligible assetsare not considered fee-based program assets, the inclusion of such securities will distort the actual performanceof your advisory assets. As a result, the performance reflected in this report can vary substantially from theindividual account performance reflected in the performance reports provided to you as part of those programs.

Report created on: January 02, 2024 Page 37 of 40
Item #13. Page 38
Meeting Date: 1/23/2024 / Packet Page #: 248
Disclosures Applicable to Accounts at UBS Financial Services Inc. (continued) For fee-based programs, fees are charged on the market value of eligible assets in the accounts and assessedquarterly in advance, prorated according to the number of calendar days in the billing period. Neither UBS noryour Financial Advisor will act as your investment adviser with respect to Ineligible Assets.Variable Annuity Asset Allocation: If the option to unbundle a variable annuity is selected and if a variableannuity's holdings data is available, variable annuities will be classified by the asset class, subclass, and stylebreakdown for their underlying holdings. Where a variable annuity contains equity holdings from multiple equitysectors, this report will proportionately allocate the underlying holdings of the variable annuity to those sectorsmeasured as a percentage of the total variable annuity's asset value as of the date shown.This information is supplied by Morningstar, Inc. on a weekly basis to UBS FS based on data supplied by thevariable annuity which may not be current. Portfolio holdings of variable annuities change on a regular (oftendaily) basis. Accordingly, any analysis that includes variable annuities may not accurately reflect the currentcomposition of these variable annuities. If a variable annuity's underlying holding data is not available, it willremain classified as an annuity. All data is as of the date indicated in the report.Equity Style: The Growth, Value and Core labels are determined by Morningstar. If an Equity Style isunclassified, it is due to non-availability of data required by Morningstar to assign it a particular style.Equity Capitalization: Market Capitalization is determined by Morningstar. Equity securities are classified asLarge Cap, Mid Cap or Small Cap by Morningstar. Unclassified securities are those for which no capitalization isavailable on Morningstar.Equity Sectors: The Equity sector analysis may include a variety of accounts, each with different investment andrisk parameters. As a result, the overweighting or underweighting in a particular sector or asset class should notbe viewed as an isolated factor in making investment/liquidation decisions; but should be assessed on anaccount by account basis to determine the overall impact on the account's portfolio.Classified Equity: Classified equities are defined as those equities for which the firm can confirm the specificindustry and sector of the underlying equity instrument.Estimated Annual Income: The Estimated Annual Income is the dividend/interest rate paid by the investmentsolely as of the date of this report, annualized yearly per share and multiplied by the quantity of shares held inthe selected account(s). For Expected Cash Flow and Portfolio Holdings reports prior to June 23, 2023, savingsproducts & sweep funds do not display such calculations and instead, values are displayed as N/A. For all otherreports, Estimated Annual Income for savings products & sweep funds is not calculated or factored intoaggregate calculations and will be displayed as 0.Current Yield: Current yield calculations display the current yield of the investment solely as of the date of thisreport, is defined as the estimated annual income divided by the total market value. For Portfolio Holdings reportgenerated prior to June 23, 2023, savings products & sweep funds do not include such information and instead,values are displayed as N/A. For all other reports, Current Yield for savings products & sweep funds is notcalculated or factored into aggregate calculations and will be displayed as 0.YTM (at Market): Yield to Maturity (at Market) is the expected return of an interest-bearing security from thereport date, assuming that it is held to maturity with all coupon payments paid. For displays at the tax lot level,the Yield to Maturity is calculated based on the cost basis of that specific tax lot. For position level displays(consisting of multiple tax lots), Yield to Maturity is derived by using the weighted average cost basis of all the underlying tax lots.YTW (at Market): Yield to Worst (at Market) is the expected return of an interest-bearing security from thereport date, assuming that it is held to the next call date or until maturity (if no next call date) with all couponpayments paid. For displays at the tax lot level, the Yield to Worst is calculated based on the cost basis of thatspecific tax lot. For position level displays (consisting of multiple tax lots), Yield to Worst is derived by using theweighted average cost basis of all the underlying tax lots.Bond Rating: These ratings are obtained from independent industry sources and are not verified by UBS FS.Securities without rating information are left blank. Rating agencies may discontinue ratings on high yieldsecurities.NR: When NR is displayed under bond rating column, no ratings are currently available from that rating agency.High Yield: This report may designate a security as a high yield fixed income security even though one or morerating agencies rate the security as an investment grade security. Further, this report may incorporate a ratingthat is no longer current with the rating agency. For more information about the rating for any high yield fixedincome security, or to consider whether to hold or sell a high yield fixed income security, please contact yourfinancial advisor or representative and do not make any investment decision based on this report.Credit/Event Risk: Investments are subject to event risk and changes in credit quality of the issuer. Issuers canexperience economic situations that may have adverse effects on the market value of their securities.Interest Rate Risk: Bonds are subject to market value fluctuations as interest rates rise and fall. If sold prior tomaturity, the price received for an issue may be less than the original purchase price.Reinvestment Risk: Since most corporate issues pay interest semiannually, the coupon payments over the lifeof the bond can have a major impact on the bond's total return.Call Provisions: When evaluating the purchase of a corporate bond, one should be aware of any features thatmay allow the issuer to call the security. This is particularly important when considering an issue that is trading ata premium to its call price, since the return may be negatively impacted if the issue is redeemed. Should an issuebe called, investors may be faced with an earlier than anticipated reinvestment decision, and may be unable toreinvest their principal at equally favorable rates.Effective Maturity: Effective maturity is the expected redemption due to pre-refunding, puts, or maturity anddoes not reflect any sinking fund activity, optional or extraordinary calls. Securities without a maturity date areleft blank and typically include Preferred Securities, Mutual Funds and Fixed Income UITs.Yields: Yield to Maturity and Yield to Worst are calculated to the worst call.Accrued Interest: Interest that has accumulated between the most recent payment and the report date may bereflected in market values for interest bearing securities.Bond Averages: All averages are weighted averages calculated based on market value of the holding, notincluding accrued interest.Tax Status: "Taxable" includes all securities held in a taxable account that are subject to federal and/or state or Report created on: January 02, 2024 Page 38 of 40
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Disclosures Applicable to Accounts at UBS Financial Services Inc. (continued) local taxation. "Tax-exempt" includes all securities held in a taxable account that are exempt from federal, stateand local taxation. "Tax-deferred" includes all securities held in a tax-deferred account, regardless of the statusof the security.Bond sensitivity analysis: This analysis uses Modified Duration which approximates the percentage pricechange of a security for a given change in yield. The higher the modified duration of a security, the higher itsrisk.Â For callable securities, modified duration does not address the impact of changing interest rates on abond's expected cash flow as a result of a call or prepayment.Amortization and Accretion: Prior to March 2008, amortization was calculated using the straight line methodfor tax exempt securities and was not calculated for taxable securities. Post March 2008, amortization iscalculated using the constant yield method. Prior to October 2008, accretion due to original issue discount wasnot calculated. Post October 2008, accretion due to original issue discount is calculated using the constant yieldmethod. Â Prior to January 2015, accretion due to market discount was calculated using the straight linemethod. Post January 2015, accretion due to market discount is calculated using the constant yield method.Â We assume the securities are held to par and premiums are calculated to call date. Amortization and accretionvalues may be incorrect due to adjustments related to cost basis. You may hold additional fixed income securitiesthat may not appear on this report. Please refer to your account statements for information regarding all of yourholdings.Gain/Loss: The gain/loss information may include calculations based upon non-UBS FS cost basis information.The Firm does not independently verify or guarantee the accuracy or validity of any information provided bysources other than UBS FS. In addition, if this report contains positions with unavailable cost basis, the gain/(loss)for these positions are excluded in the calculation for the Gain/(Loss). As a result these figures may not beaccurate and are provided for informational purposes only. Clients should not rely on this information in makingpurchase or sell decisions, for tax purposes or otherwise. Rely only on year-end tax forms when preparing yourtax return. See your monthly statement for additional information.Accounts Included in this Report: The account listing may or may not include all of your accounts with UBSFS. The accounts included in this report are listed under the "Accounts included in this review" shown on thefirst page or listed at the top of each page. If the account is a donor advised fund account, the assets in thoseaccounts are owned by the Sponsoring Charitable Organization, and not the donor. You and your financialadvisor have procured the appropriate authorization to view the assets in the donor advised fund account. If anaccount number begins with "@" this denotes assets or liabilities held at other financial institutions. Informationabout these assets, including valuation, account type and cost basis, is based on the information you provided tous, or provided to us by third party data aggregators or custodians at your direction. We have not verified, andare not responsible for, the accuracy or completeness of this information.Account name(s) displayed in this report and labels used for groupings of accounts can be customizable"nicknames" chosen by you to assist you with your recordkeeping or may have been included by your financialadvisor for reference purposes only. The names used have no legal effect, are not intended to reflect anystrategy, product, recommendation, investment objective or risk profile associated with your accounts or anygroup of accounts, and are not a promise or guarantee that wealth, or any financial results, can or will beachieved. All investments involve the risk of loss, including the risk of loss of the entire investment.For more information about account or group names, or to make changes, contact your Financial Advisor.

Account changes: At UBS, we are committed to helping you work toward your financial goals. So that we maycontinue providing you with financial advice that is consistent with your investment objectives, please considerthe following two questions:1) Have there been any changes to your financial situation or investment objectives?2) Would you like to implement or modify any restrictions regarding the management of your account?If the answer to either question is "yes," it is important that you contact your Financial Advisor as soon aspossible to discuss these changes. For MAC advisory accounts, please contact your investment manager directlyif you would like to impose or change any investment restrictions on your account.ADV disclosure: A complimentary copy of our current Form ADV Disclosure Brochure that describes theadvisory program and related fees is available through your Financial Advisor. Please contact your FinancialAdvisor if you have any questions.Important information for former Piper Jaffray and McDonald Investments clients: As anaccommodation to former Piper Jaffray and McDonald Investments clients, these reports include performancehistory for their Piper Jaffray accounts prior to August 12, 2006 and McDonald Investments accounts prior toFebruary 9, 2007, the date the respective accounts were converted to UBS FS. UBS FS has not independentlyverified this information nor do we make any representations or warranties as to the accuracy or completenessof that information and will not be liable to you if any such information is unavailable, delayed or inaccurate.For insurance, annuities, and 529 Plans, UBS FS relies on information obtained from third party services itbelieves to be reliable. UBS FS does not independently verify or guarantee the accuracy or validity of anyinformation provided by third parties. Information for insurance, annuities, and 529 Plans that has been providedby a third party service may not reflect the quantity and market value as of the previous business day. Whenavailable, an "as of" date is included in the description.Investors outside the U.S. are subject to securities and tax regulations within their applicable jurisdiction that arenot addressed in this report. Nothing in this report shall be construed to be a solicitation to buy or offer to sellany security, product or service to any non-U.S. investor, nor shall any such security, product or service besolicited, offered or sold in any jurisdiction where such activity would be contrary to the securities laws or otherlocal laws and regulations or would subject UBS to any registration requirement within such jurisdiction.Performance History prior to the account's inception at UBS Financial Services, Inc. may have been included inthis report and is based on data provided by third party sources. UBS Financial Services Inc. has notindependently verified this information nor does UBS Financial Services Inc. guarantee the accuracy or validity ofthe information.Important information about brokerage and advisory services. As a firm providing wealth managementservices to clients, UBS Financial Services Inc. offers investment advisory services in its capacity as an SECregistered investment adviser and brokerage services in its capacity as an SEC-registered broker-dealer.Investment advisory services and brokerage services are separate and distinct, differ in material ways and aregoverned by different laws and separate arrangements. It is important that clients understand the ways in whichwe conduct business, that they carefully read the agreements and disclosures that we provide to them about theproducts or services we offer. For more information, please review client relationship summary provided at ubs.com/relationshipsummary. UBS Financial Services account protectionThe Firm is a member of the Securities Investor Protection Corporation (SIPC), which protects securities Report created on: January 02, 2024 Page 39 of 40
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Disclosures Applicable to Accounts at UBS Financial Services Inc. (continued) customers of its members up to $500,000 (including $250,000 for claims for cash). Explanatory brochureavailable upon request or at www.sipc.org. The SIPC asset protection limits apply to all accounts that you hold ina particular capacity.The Firm, together with certain affiliates, has also purchased supplemental insurance. The maximum amountpayable to all eligible clients, collectively under this protection is $500 million as of December 10, 2019. Subjectto the policy conditions and limitations, cash at the Firm is further protected for up to $1.9 million in theaggregate for all your accounts held in a particular capacity. A full copy of the policy wording is available uponrequest.Neither the SIPC protection nor the supplemental protection apply to:
• Certain financial assets controlled by (and included in your account value) but held away from UBS Financial Services. For example certain (i) insurance products, including variable annuities,and (ii) shares of mutual funds registered in the name of the account holder on the books ofthe issuer or transfer agent); • Investment contracts or investment interests (e.g., limited partnerships and private placements) that are not registered under the Securities Act of 1933; • Commodities contracts (e.g., foreign exchange and precious metal contracts), including futures contracts and commodity option contracts;
• Securities on loan to UBS Financial Services; and• Deposit accounts (except certificates of deposit) at UBS Bank USA, UBS AG U.S. branches and banks in the FDIC Insured Deposit Program.

The SIPC protection and the supplemental protection do not apply to these assets even if they otherwise appearon your statements. The SIPC protection and the supplemental protection do not protect against changes in themarket value of your investments (whether as a result of market movement, issuer bankruptcy or otherwise).Non-UBS Assets and Liabilities: This report is not intended to provide you with consolidated information orreporting regarding your holdings at other firms. However, at your request, this report may include informationregarding assets that you hold at other financial institutions so that you may review your asset allocation and/orinvestment strategy in the context of your overall holdings. You should review and maintain the originaldocuments for these assets, such as the statements for individual accounts held away from UBS. Thosedocuments may contain notices, disclosures and other information important to you, and may also serve as areference should questions arise regarding the accuracy of that information as presented in this report.The information presented for accounts held at other financial institutions has been provided to UBS at yourdirection through your agreement with an Outside Asset Data Aggregation Service. These accounts have beenadded to this report at your request and are automatically updated to reflect the most recent data received fromthe custodian. Information may have also been provided based on documents and valuation you provided toyour Financial Advisor. These accounts have been added to this report at your request and may not reflect thecurrent valuation.If an account number begins with "@" this denotes assets or liabilities held at other financial institutions.Information about these assets, including valuation, account type and cost basis, is based on the information youprovided to us, or provided to us by third party data aggregators or custodians at your direction. We have notverified, and are not responsible for, the accuracy or completeness of this information.

If the information you or your custodians provided to us is not current, inclusion of these assets will impact theaccuracy of the current asset allocation and other analysis presented. We do not provide purchase, sale or holdrecommendations or advice with respect to your assets at other firms and do not assume responsibility foractivity you conduct at other financial institutions.UBS’s SIPC coverage applies to assets held at UBS. If you maintain assets at other firms that may be SIPCmembers, you should contact their financial representative or the other entity or refer to the other entitysstatement regarding SIPC membership. Your UBS Financial Services Inc. account statements are the only officialrecord of your UBS holdings and account and are not replaced, amended or superseded by any of theinformation presented in this report.Assets that you hold at other financial institutions are priced using the closing price reported on the last businessday preceding the date of this report. Every reasonable attempt has been made to accurately price securities;however, we make no warranty with respect to any security’s price. To determine the value of securities in youraccount, we generally rely on third party quotation services. If a price is unavailable or believed to be unreliable,we may determine the price in good faith and may use other sources such as the last recorded transaction.When securities are held at another custodian or if you hold illiquid or restricted securities for which there is nopublished price, we will generally rely on the value provided by the custodian or issuer of that security.The value of assets held at other financial institutions is based on the "Last Refresh Date" displayed. Up todate valuation and information can be obtained directly from the custodian of your assets. The accountstatements you receive from your third party custodian regarding the assets you hold with them are the officialrecord of your holdings and accounts and are not impacted or superseded by the information in this report.Account balances and security pricing will always display in U.S. Dollars even if assets in your Outside Accountsare denominated in other currencies. UBS will convert any values received in the Outside Account Information toU.S. Dollars using foreign exchange rates from UBS as of the previous business.

Report created on: January 02, 2024 Page 40 of 40
Item #13. Page 41
Meeting Date: 1/23/2024 / Packet Page #: 251

STAFF REPORT
TO: Mayor and Council Members DATE: January 23, 2024
FROM: City Manager DISTRICT(S): City-Wide
SUBJECT: Discussion of Existing Sister Cities Programs and Possible Moka Delegation (Requested by Council Members Davis and Boyer)

RECOMMENDATION
That the City Council:

1. Discuss the City's Sister City Program; and,

2. Provide direction to staff on Moka's 70th Anniversary delegation in October 2024.

STRATEGIC FOCUS AREAS
 Goal 7: Enhance Community Engagement and Presence (ECEP)

EXECUTIVE SUMMARY
The City of Glendora has two sister cities: Merida, Mexico and Moka, Japan. The City’s relationship with Merida dates back to 1966 and its relationship with Moka to 1984. Recently, Moka has invited the City to participate in their 70th Anniversary celebration. Staff is requesting City Council direction for the size and scope of the City’s delegation for Moka’s Anniversary.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
Attachment A (Merida) and Attachment B (Moka) provide a history of City Council actions taken with respect to its sister city program. In late 2023, Councilmembers Davis and Boyer requested an update on the City’s sister city programs and for a future discussion on the City’s delegation for Moka’s 70th Anniversary.

DISCUSSION
The City’s relationship with Merida, Mexico dates back to 1966. The City’s relationship with Merdia has not been active since late 1991, when a delegation of Merida visited Glendora and accepted some surplussed computers.

The City’s relationship with Moka, Japan dates back to 1984, with both cities solidifying their relationship as sister cities in 1988. The City’s relationship with Moka, which is strengthened through Glendora Unified School District’s (GUSD) relationship with Moka, remains active. Over the last five years, various delegations from the City and GUSD have visited Moka and similarly, delegations from Moka have visited the City and GUSD. Aside from student study abroad programs, the most recent City delegation visited Moka in 2018; Moka also visited Glendora the same year to honor the 30th anniversary of the two cities’ sister city relationship. More recently, a school centric Moka delegation visited GUSD and the City in November 2023.

The City has been invited to participate in Moka’s 70th Anniversary celebration alongside its other sister cities in Taiwan and Australia. Staff needs direction on the City’s participation, including the size and Item #14. Page 1
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duration of thereof.

FISCAL IMPACT
The fiscal impact will be dependent on the direction of the City Council. As it relates to Moka’s 70th Anniversary delegation, the cost will largely be associated with the size of the delegation duration of the trip. Based on City Council direction, staff will include the appropriate funding in the FY 2024-2025 budget.

ENVIRONMENTAL DETERMINATION
Not applicable.

Prepared By Adam Raymond, City Manager
Concurs With Not Applicable
Reviewed By Kathleen R. Sessman, City Clerk/Communications Director Certified to Availability of Funds Kyle Johnson, Finance Director/City Treasurer Approved By Moises Lopez, Assistant City Manager
Adam Raymond, City Manager
Legal Review Danny Aleshire, City Attorney
CEQA Review Not Applicable
ATTACHMENTS:

A. Merida, Mexico
B. Moka, Japan
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STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: JANUARY 23, 2024
FROM: CITY CLERK DISTRICT(S): CITYWIDE
SUBJECT: APPROVE AMENDMENT NO. 1 TO A CONTRACT WITH GRIGOLLA AND SONS CO INC FOR CONCRETE REPAIR SERVICES IN AN AMOUNT NOT TO EXCEED $250,000

ANNUALLY FOR A TOTAL THREE-YEAR CONTRACT AMOUNT NOT TO EXCEED $604,000

RECOMMENDATION
That the City Council:

1. Approve Amendment No. 1 to a contract with Grigolla and Sons Co Inc for concrete repair services in an amount not to exceed $250,000 annually for a total three-year contract amount not to exceed $604,000; and, 2. Authorize the City Manager or his designee to execute the agreement including minimal and/or non-substantive changes.

STRATEGIC FOCUS AREAS
 Goal 5: Improve and Maintain the City’s Infrastructure and Facilities (IMCIF)

EXECUTIVE SUMMARY
Grigolla and Sons is currently the contractor the City uses for concrete repair and replacement.

Specifically, they assist the City in addressing lifted and damaged sidewalks, curbs and gutter, driveway approaches, and other areas of the right of way as necessary. The contract was originally awarded in the amount of $104,000, however repairs were used and completed by the summer.

Staff are making efforts to put together a program that takes a proactive approach to identify and repair potential hazards in the public walkway. Therefore, staff is recommending increasing the contract amount from $104,000 to $250,000 annually for the remaining term of the agreement.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
On January 10, 2023, the City Council approved a three-year agreement with Grigolla and Sons Co Inc in the amount of $104,000 per year. Grigolla and Sons are nearing the end of the first year of their contract.

DISCUSSION
Concrete infrastructure that is damaged can become unsafe, create barriers to pedestrian accessibility, and lead to increased liability for the City. Lifted and broken sidewalks can become trip hazards for pedestrians and damaged gutters can affect drainage flow, cause ponding, and lead to vector breeding.

The purpose of this contract would be to expand the City’s capacity to perform needed concrete repairs around the City to address the previously listed areas of concern (including but not limited to sidewalk, curb and gutter, cross gutters, and curb ramps), enhance response times when staff resources are reduced or preoccupied, as well as better enable more proactive identification of issues by staff.

The City is not required to maintain its sidewalks in a perfectly flush condition. Deviations are expected to and will occur as concrete expands and contracts, soils settle and swell with moisture absorption. As long as the variations do not exceed one inch, they are considered minor, trivial or insignificant and the City may not be liable for any resulting injury. However, it is important to have a preventive maintenance Item #15. Page 1
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Staff Report Page 2 of 2
program that shows the City is making efforts to mitigate dangerous conditions. Over the past year, the City has paid out nearly $600,000 in trip and fall claims.

FISCAL IMPACT
Sufficient funds for the contract were approved as part of the adopted FY2023-25 Budget and are available in the Streets Division’s Contract Services for Gas Tax and Measure R.

ENVIRONMENTAL DETERMINATION
There is no impact associated with the recommendation of this report.

Prepared By Anthony Ricci, Maintenance & Operations Supervisor Concurs With Not Applicable
Reviewed By William Wittkopf, Public Works Director
Certified to Availability of Funds Kyle Johnson, Finance Director/City Treasurer Approved By Adam Raymond, City Manager
Legal Review Danny Aleshire, City Attorney
CEQA Review Not Applicable
ATTACHMENTS:

A. Amendment No. 1
B. Agreement
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AMENDMENT NO. 1

TO PUBLIC WORKS AGREEMENT
THIS AMENDMENT TO THE PUBLIC WORKS AGREEMENT (“Amendment No. 1”) is made by and between the CITY OF GLENDORA, a California municipal corporation (“City”) and GRIGOLLA & SONS CONSTRUCTION CO. INC., a California Corporation (“Contractor”) to be effective as of the ____ day of _______, 2024.

RECITALS
A. City and Contractor entered into that certain Agreement for Contractual Services dated January 10th 2023 (“Agreement”) whereby Contractor agreed to provide Concrete Maintenance and Repair Services.

B. City and Contractor now desire to amend the Agreement to increase the compensation due to Contractor under the Agreement.

TERMS

1. Contract Changes. Section 2.1 (Contract Sum) of the Agreement is amended as provided below. Deleted text is indicated in strikethrough and added text in bold italics. “2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $312,000 (Three Hundred Twelve Thousand Dollars) $604,000 (Six Hundred Four Thousand Dollars) over the Term of this Agreement, but and also shall not to exceed $104,000 (One Hundred Four Thousand Dollars) $250,000 (Two Hundred Fifty Thousand) in any one year during years two and three of the Term of this Agreement (each such maximum sums, are referred to herein as the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.10.”

2. Continuing Effect of Agreement. Except as amended by this Amendment No. 1, the provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment No. 1, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by this Amendment No. 1 to the Agreement.

3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Contractor each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement.

Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

Contractor represents and warrants to City that, as of the date of this Amendment No. 1, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

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City represents and warrants to Contractor that, as of the date of this Amendment No. 1, Contractor is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1.

5. Authority. The persons executing this Amendment No. 1 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said party, (iii) by so executing this Amendment No. 1, such party is formally bound to the provisions of this Amendment , and (iv) the entering into this Amendment No. 1 does not violate any provision of any other agreement to which said party is bound. [SIGNATURES ON FOLLOWING PAGE]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

City of Glendora, a municipal corporation
Adam Raymond
City Manager
APPROVED AS TO FORM: CERTIFY AVAILABILITY OF FUNDS:

ALESHIRE & WYNDER, LLP
Danny Aleshire
City Attorney
Kyle Johnson
Finance Director/City Treasurer
ATTEST:

Kathleen R. Sessman
City Clerk/Communications Director
CONTRACTOR:

Grigolla & Sons Construction Co. Inc.

Name: John Grigolla
Title: President
Email: [email protected]
Name: David Grigolla
Title: Corporate Secretary
Email: [email protected]
Address: 627 W Allen Ave, San Dimas, CA 91773
Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer.

DocuSign Envelope ID: B9804654-0EC8-4AF1-B8B5-77EBF60739D2 Jan 10, 2024 | 3:51 PM PST
Jan 11, 2024 | 11:45 AM PST
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PUBLIC WORKS AGREEMENT
By and Between

CITY OF GLENDORA
and
GRIGOLLA & SONS CONSTRUCTION CO. INC.

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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 1

PUBLIC WORKS AGREEMENT

BETWEEN THE CITY OF GLENDORA AND
GRIGOLLA & SONS CONSTRUCTION CO. INC.

THIS PUBLIC WORKS AGREEMENT (herein “Agreement”) is made and entered into this _____ day of _______________ by and between the City of Glendora, a California municipal corporation (“City”) and Grigolla & Sons Construction Co. Inc., a California Corporation (“Contractor”). City and Contractor may be referred to, individually or collectively, as “Party” or “Parties.”

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

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

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

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

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

ARTICLE 1. WORK OF CONTRACTOR

1.1 Scope of Work.

In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the “Scope of Work” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the work required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein.

Contractor shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances.

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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 2

1.2 Bid Documents.

The Scope of Work shall include the “General Provisions” and “Special Provisions” in the bid documents for the project entitled Concrete Maintenance and Repair Services FY 2021- 22 Through FY 2024-25, including any documents or exhibits referenced therein (collectively, “bid documents”), all of which are incorporated herein by this reference. In the event of any inconsistency between the terms of the bid documents and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

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

1.4 Compliance with California Labor Law.
(a) Public Work. The Parties acknowledge that the work to be performed under this Agreement is a “public work” as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Contractor shall post job site notices, as prescribed by regulation.
(b) Prevailing Wages. Contractor shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Contractor acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages, and Contractor shall post a copy of the same at each job site where work is performed under this Agreement.
(c) Penalty for Failure to Pay Prevailing Wages. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor. (d) Payroll Records. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records.

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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 3 (e) Apprentices. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects.

Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program.

Within sixty (60) days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement.
(f) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810.
(g) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay.
(h) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Contractor certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”
Contractor’s Authorized Initials _______________
John Grigolla
President
(i) Contractor’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or upon becoming aware of the failure of the subcontractor to DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 9
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 4 pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.5 Licenses, Permits, Fees and Assessments.

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

1.6 Familiarity with Work.
(a) By executing this Agreement, Contractor warrants that Contractor (i) has thoroughly investigated and considered the scope of work to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder.
(b) Contractor shall promptly, and before the following conditions are disturbed, notify the City, in writing, of any: (i) material Contractor believes may be hazardous waste as defined in Section 25117 of the Health & Safety Code required to be removed to a Class I, II, or III disposal site in accordance with existing law; (ii) subsurface, unknown or latent conditions, materially different from those indicated; or (iii) unknown physical conditions at the site of any unusual nature, different from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Agreement, and will materially affect the performance of the services hereunder.
(c) City shall promptly investigate the conditions, and if it finds that the conditions do materially differ, or do involve hazardous waste, and cause a decrease or increase in Contractor's cost of, or the time required for, performance of any part of the work, shall issue a change order per Section 1.10 of this Agreement.
(d) In the event that a dispute arises between City and Contractor whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor's cost of, or time required for, performance of any part of the work, Contractor shall not be excused from any scheduled completion date set, but shall proceed with all work to be performed under the Agreement. Contractor shall retain any and all rights provided either by contract or by law, which pertain to the resolution of disputes and protests between the contracting parties.
(e) City will compensate Contractor to the extent required by Government Code Section 4215 by issuing a change order per Section 1.10 of this Agreement.

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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 5

1.7 Protection and Care of Work and Materials.

The Contractor shall adopt reasonable methods, including providing and maintaining storage facilities, during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as caused by City’s own negligence. Stored materials shall be reasonably accessible for inspection. Contractor shall not, without City’s consent, assign, sell, mortgage, hypothecate, or remove equipment or materials which have been installed or delivered and which may be necessary for the completion of the work.

1.8 Warranty.

Contractor warrants all work under the Agreement (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Agreement or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the work or non-conformance of the work to the Agreement, commence and prosecute with due diligence all work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act as soon as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair, remove and replace any portions of the work (or work of other contractors) damaged by its defective work or which becomes damaged in the course of repairing or replacing defective work. For any work so corrected, Contractor's obligation hereunder to correct defective work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected work.

Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Agreement. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of the Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Agreement, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming work and any work damaged by such work or the replacement or correction thereof at Contractor's sole expense.

Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand.

1.9 Further Responsibilities of Parties.

Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 11
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 6 of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other.

1.10 Additional Work and Change Orders.
(a) City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Work or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written change order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor (“Change Order”). All Change Orders must be signed by the Contractor and Contract Officer prior to commencing the extra work thereunder.
(b) Any increase in compensation of up to ten percent (10%) of the Contract Sum or $25,000, whichever is less; or any increase in the time to perform of up to one hundred eighty (180) days; and does not materially affect the Work and which are not detrimental to the Work or to the interest of the City, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. (c) Any adjustment in the Contract Sum for a Change Order must be in accordance with the rates set forth in the Schedule of Compensation in Exhibit “C”. If the rates in the Schedule of Compensation do not cover the type of work in the Change Order, the cost of such work shall not exceed an amount agreed upon in writing and signed by Contractor and Contract Officer. If the cost of the Change Order cannot be agreed upon, the City will pay for actual work of the Change Order completed, to the satisfaction of the City, as follows:
(i) Labor: the cost of labor shall be the actual cost for wages of workers and subcontractors performing the work for the Change Order at the time such work is done. The use of labor classifications that would increase the cost of such work shall not be permitted.
(ii) Materials and Equipment: the cost of materials and equipment shall be at cost to Contractor or lowest current price which such materials and equipment are reasonably available at the time the work is done, whichever is lower. (iii) If the cost of the extra work cannot be agreed upon, the Contractor must provide a daily report that includes invoices for labor, materials and equipment costs for the work under the Change Order. The daily report must include: list of names of workers, classifications, and hours worked; description and list of quantities of materials used; type of equipment, size, identification number, and hours of operation, including loading and transportation, if applicable; description of other City authorized services and expenditures in such detail as the City may require. Failure to submit a daily report by the close of the next working day may, at the City’s sole and absolute discretion, waive the Contractor’s rights for that day. (d) It is expressly understood by Contractor that the provisions of this Section 1.10 shall not apply to services specifically set forth in the Scope of Work. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Work may be more costly or time consuming than Contractor anticipates and that Contractor DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 12
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 7 shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. (e) No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.11 Special Requirements.

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

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Contractor the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $312,000 (Three Hundred Twelve Thousand Dollars) over the Term of this Agreement, but not to exceed $104,000 (One Hundred Four Thousand Dollars) in any one year of the Term of this Agreement (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.10.

2.2 Method of Compensation.

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

2.3 Reimbursable Expenses.

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

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

2.4 Invoices.

Each month Contractor shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Contractor is DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 13
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 8 certifying compliance with all provisions of the Agreement. The invoice shall contain all information specified in Exhibit “C”, and shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be detailed by such categories.

Contractor shall not invoice City for any duplicate services performed by more than one person.

City shall, as soon as practicable, independently review each invoice submitted by the Contractor to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Contractor which are disputed by City, or as provided in Section 7.3, City will cause Contractor to be paid within thirty (30) days of receipt of Contractor’s correct and undisputed invoice; however, Contractor acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event that City does not cause Contractor to be paid within thirty (30) days of receipt of an undisputed and properly submitted invoice, Contractor shall be entitled to the payment of interest to the extent allowed under Public Contract Code Section 20104.50. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Contractor, not later than seven (7) days after receipt by the City, for correction and resubmission. Returned invoices shall be accompanied by a document setting forth in writing the reasons why the payment request was rejected. Review and payment by the City of any invoice provided by the Contractor shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.5 Waiver.

Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Contractor.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

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

3.2 Schedule of Performance.

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

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 14
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 9 ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor’s sole remedy being extension of the Agreement pursuant to this Section.

3.4 Inspection and Final Acceptance.

City may inspect and accept or reject any of Contractor’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Contractor’s work within forty-five (45) days after submitted to City. City shall accept work by a timely written acceptance, otherwise work shall be deemed to have been rejected. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as to amount to fraud. Acceptance of any work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Articles 1 and 5, pertaining to warranty and indemnification and insurance, respectively.

3.5 Term & Extended Term(s).

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding three (3) years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit “D”). The City Manager may, at his/her sole discretion, extend the Agreement for two (2) additional one-year Extended Terms by giving advance written notice thereof no later than sixty (60) calendar days prior to the expiration of the Term or any Extended Term(s).

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Contractor.

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

John Grigolla, President
David Grigolla, Corporate Secretary
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing Principals were a substantial inducement for City to enter into this Agreement.

Therefore, the Principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder.

All personnel of Contractor, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the Principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. Additionally, Contractor shall make every reasonable effort to maintain the stability and continuity of Contractor’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Contractor shall notify City of any changes in DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 15
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 10 Contractor’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Contractor.

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

4.3 Contract Officer.

The Contract Officer shall be Assistant Public Works Director, or such person as may be designated by the City Manager. It shall be the Contractor’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Contractor.

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

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. All subcontractors shall obtain, at its or Contractor’s expense, such licenses, permits, registrations and approvals (including from the City) as may be required by law for the performance of any services or work under this Agreement. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 16
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 11 the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE, INDEMNIFICATION AND BONDS

5.1 Insurance Coverages.

Without limiting Contractor’s indemnification of City, and prior to commencement of any services under this Agreement, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
(a) General liability insurance. Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
(b) Automobile liability insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. (c) Professional liability (errors & omissions) insurance. Contractor shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Contractor agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement. (d) Workers’ compensation insurance. Contractor shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
(e) Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”.

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5.2 General Insurance Requirements.
(a) Proof of insurance. Contractor shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
(b) Duration of coverage. Contractor shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Contractor, its agents, representatives, employees or subcontractors. (c) Primary/noncontributing. Coverage provided by Contractor shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
(d) City’s rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may cancel this Agreement. (e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager.
(f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors.
(g) Enforcement of contract provisions (non-estoppel). Contractor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Contractor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.

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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 13 (h) Requirements not limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
(i) Notice of cancellation. Contractor agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.
(j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
(k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (l) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Contractor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (m) Pass through clause. Contractor agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Contractor, provide the same minimum insurance coverage and endorsements required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review. (n) Agency’s right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City and Contractor may renegotiate Contractor’s compensation.
(o) Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City.
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 14 under this Agreement, and that involve or may involve coverage under any of the required liability policies.
(q) Additional insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.

5.3 Indemnification.

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

In addition, Contractor agrees to indemnify, defend and hold harmless the Indemnified Parties from, any and all claims and liabilities for any infringement of patent rights, copyrights or trademark on any person or persons in consequence of the use by the Indemnified Parties of articles to be supplied by Contractor under this Agreement, and of which the Contractor is not the patentee or assignee or has not the lawful right to sell the same.

Contractor shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Contractor shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 20
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 15 omission, or reckless or willful misconduct of Contractor in the performance of professional services and work hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Contractor and shall survive termination of this Agreement.

5.4 Notification of Third-Party Claims.

City shall timely notify Contractor of the receipt of any third-party claim relating to the work under this Agreement. City shall be entitled to recover from Contractor its reasonable costs incurred in providing such notification.

5.5 Performance and Labor Bonds.

Concurrently with execution of this Agreement Contractor shall deliver to the City, the following:
(a) A performance bond in the amount of the Contract Sum of this Agreement, in the form provided by the City Clerk, which secures the faithful performance of this Agreement.
(b) A labor and materials bond in the amount of the Contract Sum of this Agreement, in the form provided by the City Clerk, which secures the payment of all persons furnishing labor and/or materials in connection with the work under this Agreement.

Both the performance and labors bonds required under this Section 5.5 shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bond shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement and pays all labor and materials for work and services under this Agreement.

5.6 Sufficiency of Insurer or Surety.

Insurance and bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best’s Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City (“Risk Manager”) due to unique circumstances. If this Agreement continues for more than 3 years duration, or in the event the Risk Manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the performance bond required by Section 5.5 may be changed accordingly upon receipt of written notice from the Risk Manager.

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5.7 Substitution of Securities.

Pursuant to Public Contract Code Section 22300, substitution of eligible equivalent securities for any funds withheld to ensure performance under this Agreement may be permitted at the request and sole expense of the Contractor. Alternatively, the Contractor may, pursuant to an escrow agreement in a form prescribed by Public Contract Code Section 22300, request payment of retentions funds earned directly to the escrow agent at the sole expense of the Contractor.

5.8 Release of Securities.

City shall release the Performance and Labor Bonds when the following have occurred:
(a) Contractor has made a written request for release and provided evidence of satisfaction of all other requirements under Article 5 of this Agreement; (b) the Work has been accepted; and
(c) after passage of the time within which lien claims are required to be made pursuant to applicable laws; if lien claims have been timely filed, City shall hold the Labor Bond until such claims have been resolved, Contractor has provided statutory bond, or otherwise as required by applicable law.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

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

6.2 Reports.

Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 22
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 17 may or will materially increase or decrease the cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “documents and materials”) prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Contractor will be at the City’s sole risk and without liability to Contractor, and Contractor’s guarantee and warranties shall not extend to such use, reuse or assignment. Contractor may retain copies of such documents for its own use.

Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. Moreover, Contractor with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City.

6.4 Confidentiality and Release of Information.
(a) information gained or work product produced by Contractor in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Contractor. Contractor shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer.
(b) Contractor, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Contractor gives City notice of such court order or subpoena. (c) If Contractor, or any officer, employee, agent or subcontractor of Contractor, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Contractor for any damages, costs and fees, including attorneys’ fees, caused by or incurred as a result of Contractor’s conduct. (d) Contractor shall promptly notify City should Contractor, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 23
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 18 there under. City retains the right, but has no obligation, to represent Contractor or be present at any deposition, hearing or similar proceeding. Contractor agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Contractor. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

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

7.2 Disputes.
(a) Default; Cure. In the event that Contractor is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Contractor for any work performed after the date of default. Instead, the City may give notice to Contractor of the default and the reasons for the default. The notice shall include the timeframe in which Contractor may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Contractor is in default, the City shall hold all invoices and shall proceed with payment on the invoices only when the default is cured. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Contractor does not cure the default, the City may take necessary steps to terminate this Agreement under this Article.

Any failure on the part of the City to give notice of the Contractor’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.
(b) Dispute Resolution. This contract is subject to the provisions of Article 1.5 (commencing at Section 20104) of Division 2, Part 3 of the California Public Contract Code regarding the resolution of public works claims of less than $375,000. Article 1.5 mandates certain procedures for the filing of claims and supporting documentation by the Contractor, for the response to such claims by the City, for a mandatory meet and confer conference upon the request of the Contractor, for mandatory non-binding mediation in the event litigation is commenced, and for mandatory judicial arbitration upon the failure to resolve the dispute through mediation. This Agreement hereby incorporates the provisions of Article 1.5 as though fully set forth herein.

7.3 Retention of Funds.

Contractor hereby authorizes City to deduct from any amount payable to Contractor (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 24
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 19 reason of Contractor’s acts or omissions in performing or failing to perform Contractor’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Contractor, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Contractor to insure, indemnify, and protect City as elsewhere provided herein.

7.4 Waiver.

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

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

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

7.5 Rights and Remedies are Cumulative.

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

7.6 Legal Action.

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

7.7 Liquidated Damages.

Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of $______ (__________ Dollars) as liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Schedule of Performance (Exhibit “D”). The City may withhold from any monies payable on account of services performed by the Contractor any accrued liquidated damages. Pursuant to Government Code Section 4215, Contractor shall not be assessed liquidated damages for delay in completion of the project when such delay was caused by the failure of the public agency or owner of the utility to provide for removal or relocation of utility facilities.

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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 20

7.8 Termination Prior to Expiration of Term.

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

7.9 Termination for Default of Contractor.

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

7.10 Attorneys’ Fees.

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

7.11 Unfair Business Practices Claims.

In entering into this Agreement, Contractor offers and agrees to assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2, (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services or materials related to this Agreement. This assignment shall be made and become DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 26
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 21 effective at the time the City renders final payment to the Contractor without further acknowledgment of the Parties.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest.

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

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

8.3 Covenant Against Discrimination.

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

8.4 Unauthorized Aliens.

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

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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 22 ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Glendora, 116 E. Foothill Blvd., Glendora, California 91741-3380, and in the case of the Contractor, to the person at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing.

Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section. All correspondence relating to this Agreement shall be serialized consecutively.

9.2 Interpretation.

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

9.3 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

9.4 Integration; Amendment.

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

9.5 Severability.

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

9.6 Warranty & Representation of Non-Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 28
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 23 relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Contractor warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement.

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

Contractor’s Authorized Initials ___________________
John Grigolla
President

9.7 Corporate Authority.

The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE]
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Concrete Maintenance and Repair Services FY 2021-22 Through FY 2024-25 24 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written.

CITY:

City of Glendora, a municipal corporation
Adam Raymond
City Manager
APPROVED AS TO FORM: CERTIFY AVAILABILITY OF FUNDS:

ALESHIRE & WYNDER, LLP
William W. Wynder
City Attorney
Marie Ricci
Administrative Services Director/City Treasurer
ATTEST:

Kathleen R. Sessman
City Clerk/Communications Director
CONTRACTOR:

Grigolla & Sons Construction Co. Inc.,
Name: John Grigolla
Title: President
[email protected]
Name: David Grigolla
Title: Corporate Secretary
[email protected]
Address: 627 W Allen Ave, San Dimas, CA 91773
Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR’S SIGNATURES

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

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY.

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01240.0001/535311.1 A-1
EXHIBIT “A”

SCOPE OF WORK
I. Contractor shall perform all of the work and comply with all of the specifications and requirements in the “General Provisions” and “Special Provisions” included in the bid documents for the project entitled Concrete Maintenance and Repair Services FY 2021- 22 Through FY 2024-25, including any documents or exhibits referenced therein.

II. Brief description of the work to be performed:

The Scope of Work entails removing existing sidewalk, curbs, gutter, and curb ramps and constructing PCC sidewalk, curbs, gutter, and curb ramps on an as-requested basis.

III. In addition to the requirements of Section 6.2, during performance of the work, Contractor will keep the City apprised of the status of performance by delivering the following status reports:

A. Monthly reports of work completed.

IV. All work is subject to review and acceptance by the City, and must be revised by the Contractor without additional charge to the City until found satisfactory and accepted by City.

V. Contractor shall provide safe and continuous passage for pedestrian and vehicular traffic in accordance with the Work Area Traffic Control Handbook (WATCH), latest edition.

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01240.0001/535311.1 B-1
EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
Added text is indicated in bold italics, deleted text is indicated in strikethrough.

I. ARTICLE 5. INSURANCE, INDEMNIFICATION AND BONDS
Section 5.1 (c) - Professional liability (errors & omissions) insurance is hereby deleted from the Agreement.

Section 7.7 – Liquidated Damages is hereby amended to read as follows:
“Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of $______ (__________ Dollars) 10% (ten percent) of the task amounts set forth in Exhibit “C” for which there has been an unapproved delay in performance as liquidated damages for each working day of delay in the performance of any service required hereunder, as specified in the Schedule of Performance (Exhibit “D”). The City may withhold from any monies payable on account of services performed by the Contractor any accrued liquidated damages. Pursuant to Government Code Section 4215, Contractor shall not be assessed liquidated damages for delay in completion of the project any one task set forth in Exhibit “C” when such delay was caused by the failure of the public agency or owner of the utility to provide for removal or relocation of utility facilities.”
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01240.0001/535311.1 C-1
EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Contractor shall perform all work at the rates on the Bid Sheet submitted as part of Contractor’s Proposal, and listed below:

Line
Item
Item Description
Unit of
Measure
Estimated
Annual
Quantity
Unit Price Extension
1 Remove and Construct 4-Inch
Thick PCC Sidewalk per City of
Glendora SD&S 1.02
SF 3,000 $12 $36,000
2 Remove and Construct Curb and
Gutter per City of Glendora SD&S

1.02 LF 500 $72 $36,000
3 Remove and Construct Cross
Gutter and Spandrel per City of
Glendora SD&S 1.01
SF 1,000 $16 $16,000
4 Remove Existing Curb, Gutter, and
Sidewalk and Construct Curb
Ramp per SPPWC Std Plan 111-5,
Case A, B, C, or D, including
retaining curb
SF 1,000 $16 $16,000
Total Annual Bid Cost $104,000
 Quantity may be changed or item may be deleted
II. Within the budgeted amounts for each item on the Bid Sheet, and with the approval of the Contract Officer, funds may be shifted from one item’s subbudget to another so long as the Contract Sum is not exceeded per Section 2.1, unless Additional Work is approved per Section 1.10.

III. The City will compensate Contractor for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

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01240.0001/535311.1 C-2
D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

V. The total compensation for the Services shall not exceed the Contract Sum, as provided in Section 2.1 of this Agreement.

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EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Contractor shall perform all work timely in accordance with the following schedule:

Contractor shall respond to individual calls for services within three (3) working days. The work will then be scheduled by mutual agreement and be completed within 5 working days or time agreed upon for each specific item of work.

II. Contractor shall deliver the following tangible work products to the City by the following dates.

A. City’s Contract Officer will identify the same concurrently with the issuance of the notice to proceed.

III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2.

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01240.0001/535311.1

WORKERS COMPENSATION INSURANCE CERTIFICATE
Description of Contract: City of Glendora
Project: Concrete Maintenance and Repair Services FY 2021- 22 Through FY 2024-25
Type of Insurance: Workers' Compensation and
Employers' Liability Insurance
THIS IS TO CERTIFY that the following policy has been issued by the below-stated company in conformance with the requirements of Article 5 of the Contract and is in force at this time, and is in a form approved by the Insurance Commissioner.

The Company will give at least 30 days' written notice to the City and Engineer/Architect prior to any cancellation of said policy.

POLICY NUMBER EXPIRATION DATE LIMITS OF LIABILITY
Workers' Compensation:

Statutory Limits Under the Laws
of the State of California
Employers' Liability:
$_________________ Each Accident
$_________________ Disease - Policy Limit
$_________________ Disease - Each Employee
Named Insured (Contractor) Insurance Company
Street Number Street Number
City and State City and State
By
(Company Representative)
(SEE NOTICE ON NEXT PAGE)
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01240.0001/535311.1
Insurance Company Agent for Service
of Process in California:

Name
Agency
Street Number
City and State
Telephone Number
This certificate is issued as a matter of information only and confers no rights upon the certificate holder. This certificate does not amend, extend, or alter the coverage afforded by the policy listed herein.

This is to certify that the policy has been issued to the named insured for the policy period indicated, notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate may be issued or may pertain, the insurance afforded by the policy described herein is subject to all the terms, exclusions, and conditions of such policy.

NOTICE:

No substitution or revision to the above certificate form will be accepted. If the insurance called for is provided by more than one insurance company, a separate certificate in the exact above form shall be provided for each insurance company.

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01240.0001/535311.1

ADDITIONAL INSURED ENDORSEMENT

COMPREHENSIVE GENERAL LIABILITY
Name and address of named insured (“Named Insured”)
Name and address of Insurance Company (“Company”)
General description of agreement(s), permit(s), license(s), and/or activity(ies) insured Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

1. The
(“Public Agency”), its elected officials, officers, attorneys, agents, employees, and volunteers are additional insureds (the above named additional insureds are hereafter referred to as the “Additional Insureds”) under the Policy in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured. The Additional Insureds have no liability for the payment of any premiums or assessments under the Policy.

2. The insurance coverages afforded the Additional Insureds under the Policy shall be primary insurance, and no other insurance maintained by the Additional Insureds shall be called upon to contribute with the insurance coverages provided by the Policy.

3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought except with respect to the limits of the Company's liability.

4. Nothing in this contract of insurance shall be construed to preclude coverage of a claim by one insured under the policy against another insured under the policy. All such claims shall be covered as third-party claims, i.e., in the same manner as if separate policies had been issued to each insured. Nothing contained in this provision shall operate to increase or replicate the Company's limits of liability as provided under the policy.

5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained in or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to Public Agency, by certified mail, return receipt requested, not less than thirty (30) days prior to the effective date thereof. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 38
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01240.0001/535311.1
to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to Public Agency at:

City Manager, City of Glendora, 116 E. Foothill Blvd., Glendora, California 91741-3380.

10. Except as stated above and not in conflict with this endorsement, nothing contained herein shall be held to waive, alter or extend any of the limits, agreements, or exclusions of the policy to which this endorsement is attached.

TYPE OF COVERAGES TO WHICH POLICY PERIOD LIMITS OF

THIS ENDORSEMENT ATTACHES FROM/TO LIABILITY

11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes:
□ Contractual Liability □ Explosion Hazard
□ Owners/Landlords/Tenants □ Collapse Hazard
□ Manufacturers/Contractors □ Underground Property Damage □ Products/Completed Operations □ Pollution Liability
□ Broad Form Property Damage □ Liquor Liability
□ Extended Bodily Injury □
□ Broad Form Comprehensive □
General Liability Endorsement □

12. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except:
(if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one).

13. This is an □ occurrence or □ claims made policy (check one).

14. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number .
(signatures on following page)
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01240.0001/535311.1
I, (print name), hereby
declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company.

Executed , 20
Signature of Authorized Representative
(Original signature only; no facsimile signature
Telephone No.: ( ) or initialed signature accepted)
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01240.0001/535311.1

ADDITIONAL INSURED ENDORSEMENT

AUTOMOBILE LIABILITY
Name and address of named insured (“Named Insured”)
Name and address of Insurance Company (“Company”)
General description of agreement(s), permit(s), license(s), and/or activity(ies) insured Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

5. The insurance afforded by the Policy for contractual liability insurance (subject to the terms, conditions and exclusions applicable to such insurance) includes liability assumed by the Named Insured under the indemnification and/or hold harmless provision(s) contained or executed in conjunction with the written agreement(s) or permit(s) designated above, between the Named Insured and the Additional Insureds.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to Public Agency, by certified mail, return receipt requested, not less than thirty (30) days prior to the effective date thereto. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 41
Meeting Date: 1/23/2024 / Packet Page #: 300
01240.0001/535311.1
to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to Public Agency at:

City Manager
City of Glendora
116 E. Foothill Blvd.

Glendora, California 91741-3380

TYPE OF COVERAGES TO WHICH POLICY PERIOD LIMITS OF

THIS ENDORSEMENT ATTACHES FROM/TO LIABILITY

11. Scheduled items or locations are to be identified on an attached sheet. The following inclusions relate to the above coverages. Includes:
□ Any Automobiles □ Truckers Coverage
□ All Owned Automobiles □ Motor Carrier Act
□ Non-owned Automobiles □ Bus Regulatory Reform Act
□ Hired Automobiles □ Public Livery Coverage
□ Scheduled Automobiles □
□ Garage Coverage □

12. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except: (if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one).

13. This is an □ occurrence or □ claims made policy (check one).

14. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number .
(signatures on following page)
DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 42
Meeting Date: 1/23/2024 / Packet Page #: 301
01240.0001/535311.1
I, (print name), hereby
declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company.

Executed , 20
Signature of Authorized Representative
(Original signature only; no facsimile signature
Telephone No.: ( ) or initialed signature accepted)
DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 43
Meeting Date: 1/23/2024 / Packet Page #: 302
01240.0001/535311.1

ADDITIONAL INSURED ENDORSEMENT

EXCESS LIABILITY
Name and address of named insured (“Named Insured”)
Name and address of Insurance Company (“Company”)
General description of agreement(s), permit(s), license(s), and/or activity(ies) insured Notwithstanding any inconsistent statement in the policy to which this endorsement is attached (the “Policy”) or in any endorsement now or hereafter attached thereto, it is agreed as follows:

3. Each insurance coverage under the Policy shall apply separately to each Additional Insured against whom claim is made or suit is brought, except with respect to the limits of the Company's liability.

6. The policy to which this endorsement is attached shall not be subject to cancellation, change in coverage, reduction of limits (except as the result of the payment of claims), or non-renewal except after written notice to Public Agency, by certified mail, return receipt requested, not less than thirty (30) days prior to the effective date thereto. In the event of Company's failure to comply with this notice provision, the policy as initially drafted will continue in full force and effect until compliance with this notice requirement.

7. Company hereby waives all rights of subrogation and contribution against the Additional Insureds, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to the perils insured against in relation to those activities described generally above with regard to operations performed by or on behalf of the Named Insured regardless of any prior, concurrent, or subsequent active or passive negligence by the Additional Insureds.

DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 44
Meeting Date: 1/23/2024 / Packet Page #: 303
01240.0001/535311.1

8. It is hereby agreed that the laws of the State of California shall apply to and govern the validity, construction, interpretation, and enforcement of this contract of insurance.

9. This endorsement and all notices given hereunder shall be sent to Public Agency at:

City Manager
City of Glendora
116 E. Foothill Blvd.

Glendora, California 91741-3380

TYPE OF COVERAGES TO WHICH POLICY PERIOD LIMITS OF

THIS ENDORSEMENT ATTACHES FROM/TO LIABILITY
□ Following Form
□ Umbrella Liability
□

11. Applicable underlying coverages:

INSURANCE COMPANY POLICY NO. AMOUNT

12. The following inclusions, exclusions, extensions or specific provisions relate to the above coverages:

13. A □ deductible or □ self-insured retention (check one) of $ applies to all coverage(s) except:
(if none, so state). The deductible is applicable □ per claim or □ per occurrence (check one).

14. This is an □ occurrence or □ claims made policy (check one).

15. This endorsement is effective on at 12:01 a.m. and forms a part of Policy Number .

DocuSign Envelope ID: 46642973-2926-42CF-A773-6385D7E71B8B Item #15. Page 45
Meeting Date: 1/23/2024 / Packet Page #: 304
01240.0001/535311.1
(signatures on following page)
I, (print name), hereby
declare under penalty of perjury under the laws of the State of California, that I have the authority to bind the Company to this endorsement and that by my execution hereof, I do so bind the Company.

Glendora City CouncilJanuary 23, 2024

Glendora City Council
January 23, 2024