Agenda packet — Glendora City Council, March 26, 2024 (part 1 of 2)

Updated 3/22/2024
Added Presentation to Items 6 and 7.

Added Staff Report to Item 13.

CITY OF GLENDORA

CITY COUNCIL, SUCCESSOR AGENCY AND HOUSING AUTHORITY
AGENDA
TUESDAY, MARCH 26, 2024
CITY HALL COUNCIL CHAMBER 116 E. FOOTHILL BOULEVARD
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 PM, when scheduled, and general business session will commence at 7:00 PM.

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: 3/26/2024 / Packet Page #: 1

CITY OF GLENDORA

CITY COUNCIL, SUCCESSOR AGENCY AND HOUSING AUTHORITY
AGENDA
TUESDAY, MARCH 26, 2024
CITY HALL COUNCIL CHAMBER 116 E. FOOTHILL BOULEVARD
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 of the City of Glendora, property owner, to receive information from 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.

2. PUBLIC EMPLOYEE APPOINTMENT A closed session will be held, pursuant to Government Code §54957, to consider the ratification of the City Manager’s appointment to the position of Police Chief.

3. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION A closed session will be held, pursuant to Government Code § 54956.9 (d)(2) or (d)(3) & (e)(1) because there is a significant exposure to litigation in 92 cases.

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

4. High School Student Reports
Meeting Date: 3/26/2024 / Packet Page #: 2

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.

5. Public Comments received

MEMBER STATEMENTS/REPORTS

CITY MANAGER AND CITY ATTORNEY STATEMENTS

SPECIAL ITEMS

6. Glendora Police Department Quarterly Update

7. RAVE Alert - New Mass Notification System

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 the Minutes from February 27, 2024 and March 12, 2024 Regular City Council meetings CITY/AGENCY/AUTHORITY RECOMMENDATION: 1. Affirm Minutes as presented.

9. Notice of Completion for Bender Avenue, Carter Drive, Santa Fe Avenue, and Newburgh Street Water and Street Improvement Project – Plan No. 1327
CITY RECOMMENDATION: 1. Approve and Accept the completion of the CDBG Bender Avenue, Carter Drive, Santa Fe Avenue, and Newburgh Street, Water and Street Improvement Project – Plan No. 1327, constructed by Dominguez General Engineering, Inc. of Pomona California; and 2. Authorize the Mayor to sign the Notice of Completion for recordation.

10. Authorize the Purchase of Three Dodge Durango Police Interceptor Units from National Auto Fleet Group in an amount not to exceed $173,260.

CITY RECOMMENDATION: 1. Authorize the Purchase of Three Dodge Durango Police Interceptor Units from National Auto Fleet Group, utilizing the Sourcewell cooperative purchasing agreement #091521-NAF, in an amount not to exceed $173,260.

11. City of Glendora and Glendora Successor Agency Investment Report for February 2024 CITY/AGENCY/AUTHORITY RECOMMENDATION: 1. Receive and file the Monthly Investment Activity Report for February 2024.

Meeting Date: 3/26/2024 / Packet Page #: 3

12. Resolution Approving Acquisition of Permanent Easement Located at 349 East Juanita Avenue CITY RECOMMENDATION: 1. Adopt a City Council Resolution entitled, “A RESOLUTION OF

THE CITY COUNCIL APPROVING AND AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR ACQUISITION OF A PERMANENT EASEMENT LOCATED AT 349 EAST JUANITA AVENUE (ASSESSOR PARCEL NUMBERS 8643-016-055, -056) FROM CHARLES MARTIKAN, JR. AND CATHERINE R. MARTIKAN & FINDING SUCH ACQUISITION

EXEMPT FROM THE REQUIREMENTS OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT;” and 2. Authorize the City Manager to execute the documents necessary to complete the acquisition of the property identified as APN 8643-016-055, -056.

MEMBER AGENDA ITEMS

13. Sister City Update

UNFINISHED BUSINESS

14. Approve a contract with PlaceWorks, Inc. for technical planning assistance to develop a Glendora Station Area Vision Plan to build community consensus towards a preferred development scenario, make code recommendations, and provide model design standards in the form of a vision plan to accommodate housing in the area within the ½ mile radius around the Glendora Metro Station area for an amount not to exceed $179,977 plus a 10% contingency of $17,998 for a total not-to-exceed amount of $197,975 (Project # PLN22-0059)
CITY RECOMMENDATION: 1. Approve a contract with PlaceWorks, Inc. for technical planning assistance to develop a Glendora Station Area Vision Plan to build community consensus towards a preferred development scenario, make code recommendations, and provide model design standards in the form of a vision plan to accommodate housing in the area within the ½ mile radius around the Glendora Metro Station area for an amount not to exceed $179,977 plus a 10% contingency of $17,998 for a total not-to-exceed amount of $197,975 (Project # PLN22-0059); 2. Approve an increase in estimated revenues and supplemental appropriation in the amount of $197,975 to Fund 208 – Grant Funds; and 3. Authorize the City Manager or their designee to execute the agreement, including minimal and non-substantive changes.

NEW BUSINESS

15. Annual Report for the Business Improvement District and Consideration of a Resolution Announcing Intentions to Levy and Collect Assessments for Fiscal Year 2025 for the Glendora Village Business Improvement District
CITY RECOMMENDATION: 1. Approve the FY 2024-2025 Business Improvement District Annual Report; and 2. Adopt a City Council Resolution entitled, "A RESOLUTION OF THE CITY

COUNCIL ANNOUNCING INTENTIONS TO LEVY AND COLLECT ASSESSMENTS FOR THE FISCAL YEAR 2024-2025 FOR THE GLENDORA VILLAGE BUSINESS

IMPROVEMENT DISTRICT AS PERMITTED BY THE PARKING AND BUSINESS IMPROVEMENT AREA LAW OF 1989 (CALIFORNIA STREETS AND HIGHWAYS CODE SECTION 36500 ET SEQ)."
Meeting Date: 3/26/2024 / Packet Page #: 4

16. 2023 General Plan Annual Progress Report and Housing Element Implementation Annual Progress Report
CITY RECOMMENDATION: 1. Receive and file the 2023 General Plan Annual Progress Report and the Housing Element Implementation Annual Progress Report.

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: March 20, 2024
Kathleen R. Sessman, MMC
City Clerk/Communications Director
Meeting Date: 3/26/2024 / Packet Page #: 5
Police Department
Quarterly Update

POLICE DEPARTMENT
City Council Meeting
March 26, 2024
Mike Randazzo, Police Captain CityOfGlendora.org
Item #6. Page 1
Meeting Date: 3/26/2024 / Packet Page #: 6
What’s new at GPD
• Chaplain Program
• Employee Development
• Department Wellness
• Unmanned Aerial System (Drone) Program
Item #6. Page 2
Meeting Date: 3/26/2024 / Packet Page #: 7
Police Chaplain Ron Clark
Item #6. Page 3
Meeting Date: 3/26/2024 / Packet Page #: 8
Police Chaplain Ike Graham
Item #6. Page 4
Meeting Date: 3/26/2024 / Packet Page #: 9
Recruitment, Selection, Hiring, Academy & Training
When a Police Officer passes field training
• Work Autonomously in Patrol
• Respond to Calls
• Investigate Crimes
• Make Arrests
• Engage our Community
Item #6. Page 5
Meeting Date: 3/26/2024 / Packet Page #: 10
Ana Vasquez
Item #6. Page 6
Meeting Date: 3/26/2024 / Packet Page #: 11
Shannon Brewer
Item #6. Page 7
Meeting Date: 3/26/2024 / Packet Page #: 12
Crystal Goins
Item #6. Page 8
Meeting Date: 3/26/2024 / Packet Page #: 13
New Wellness Staff
• Garden Grove PD
• Mono County Sherriff
• Lakeside FD
• US Capital Police
• US Border Patrol
Item #6. Page 9
Meeting Date: 3/26/2024 / Packet Page #: 14
New Wellness Staff
Hired February 19, 2024
• Mother of Three
• Fully Trained
• Four Years Old
• Sweet
• Social
• Great Fit
Item #6. Page 10
Meeting Date: 3/26/2024 / Packet Page #: 15
Sugar
Item #6. Page 11
Meeting Date: 3/26/2024 / Packet Page #: 16
Unmanned Aerial Systems (Drones)
Team Led by Sergeant Jacob Swann
• Corporal Mike Howell
• Corporal Sean Ward
• Corporal Mike Arana
• Detective Mark Reyes
• Detective Amin Khademi
• Officer Dylan Paulson
Item #6. Page 12
Meeting Date: 3/26/2024 / Packet Page #: 17
Unmanned Aerial Systems (Drones)
• Policy
• Procedures
• Training
• Licensing
• Reporting
• Data Storage
Item #6. Page 13
Meeting Date: 3/26/2024 / Packet Page #: 18
Unmanned Aerial Systems (Drones)
• In Progress Crimes
• Missing Persons
• Area Searches
• Crime Scene Investigation
• Homeless Surveys
• Search and Rescue
• Disaster Management
• Critical Facilities Checks
• Wildfire Risk Assessment
• Media / Recruiting
Item #6. Page 14
Meeting Date: 3/26/2024 / Packet Page #: 19
Police Department Quarterly Update
Thank you
Captain Mike Randazzo
Item #6. Page 15
Meeting Date: 3/26/2024 / Packet Page #: 20
RAVE Alert -New Mass
Notification System
Police Department
City Council Meeting
Julie Linger, Management Analyst
March 26, 2024 CityOfGlendora.org
Item #7. Page 1
Meeting Date: 3/26/2024 / Packet Page #: 21
Background
• The City of Glendora has been using Nixle as it’s mass notification system since 2013.
• It was used during the Colby Fire to assist with area specific notifications. • Since this time, the system only has about 20,000 users.

Item #7. Page 2
Meeting Date: 3/26/2024 / Packet Page #: 22
Background
• In 2022, RAVE Mobile Safety (Rave) was contracted to be the Next Generation 911 (NG911) Alert and Warning System platform for the state of California. • Included in the state contract is Rave Alert, a mass notification system being offered to all California cities for FREE.
• We already have 14,500 users in the system.

Item #7. Page 3
Meeting Date: 3/26/2024 / Packet Page #: 23
How Rave Works
• Residents or employees text “Glendora” to 67283.
• This automatically signs them up to receive emergency alerts and will also provide a link to complete their profile setup.
• This profile allows them to create safety profiles for their entire family through Smart911.

Item #7. Page 4
Meeting Date: 3/26/2024 / Packet Page #: 24
Implementation
• All current Nixle users will receive notification regarding the switch with the link to sign up for Rave.
• All Nixle information will be replaced on the City website with the Rave information. • Social media opt-in campaign will be promoted.

Item #7. Page 5
Meeting Date: 3/26/2024 / Packet Page #: 25

CALL TO ORDER
The City Council, Successor Agency and Housing Authority meeting was called to order at 6:00 PM.

ROLL CALL
Members Present: Michael Allawos, Gary Boyer, Karen Davis, Mayor Pro Tem David J.

Fredendall, and Mayor Mendell L. Thompson
Members Absent: None
Also Present: City Manager/Executive Director Adam Raymond, City/Agency Attorney Danny Aleshire, Assistant City Manager Moises Lopez, Deputy City Manager Marie Ricci, Police Chief Matt Egan, Captain Chris Stabio, Captain Michael Randazzo, Public Works Director William Wittkopf, Finance Director/City Treasurer Kyle Johnson, Community Development Director Jeff Kugel, Housing and Economic Development Manager Valerie Velasquez, Library Director Janet Stone, Information Technology Director Sam Robbin (via Zoom), City Clerk/Communications Director Kathleen Sessman, City Planner Mark Carnahan, Management Analyst Alycia Suniga, Maliha Ansari Principal Civil Engineer Digital Media Specialist Craig Gill, Senior Digital Media Specialist Greg Morton, and Senior Office Specialist Jesus Escobedo

CLOSED SESSION
Closed Session titles were read into the record.

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 LABOR NEGOTIATOR A closed session will be held, pursuant to Government Code § 54957.6, with the Mayor and Mayor Pro Tem, as the city negotiators, regarding labor negotiations with an unrepresented employee – the Glendora City Manager.

There was no one wishing to provide public comment on the Closed Session items. The meeting was convened into Closed Session at 5:02 PM, Closed Session was adjourned at 6:58 PM and the meeting was reconvened back into Open Session at 7:00 PM with all members present. City/Agency Attorney Aleshire reported the following Closed Session actions: 1) A privileged and confidential briefing was given regarding real property negotiations. There was no reportable action taken; and 2) Council deliberated and preliminary terms were reached for a potential contract that will be agendized for the next meeting for approval with terms outlined for the public.

City of Glendora Minutes
Regular Meeting
Tuesday, February 27, 2024
Bidwell Forum, 140 Glendora Avenue
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: 3/26/2024 / Packet Page #: 26
Minutes Tuesday, February 27, 2024 Page 2 of 5
City Council Meeting City Council, Successor Agency and Housing Authority

INVOCATION AND PLEDGE OF ALLEGIANCE
The Invocation was given by Pastor Alan DeVries of Glendora Community Church.

The Pledge of Allegiance was led by Debbie Lopez.

HIGH SCHOOL STUDENT REPORTS

3. High School Student Reports
Student reports were presented by Charter Oak Student Representative Caroline Riggs, Glendora High School Representative Aiden Garcia, Saint Lucy’s Priory Representative Alexa Straite, and Whitcomb Student Representative Sylvan Ho.

REORDERING OF AND ADDITIONS TO THE AGENDA
City Manager Raymond requested that the agenda be reordered as follows, New Business item #10 Award a Professional Services Agreement to Transtech Engineers, Inc. for Municipal Engineering Services be discussed prior to item #5 Present the Site Feasiblity Analysis for City owned property at 1762 Dale Road and that a separate Public Comment period be added and conducted associated with item #5. There were no objections.

PUBLIC COMMENT

4. Public Comments received
Public comments were received from the following: Joan Twohey-Jacobs, John Martinez, and Ann (Zoom).

MEMBER STATEMENTS/REPORTS
Council Member/Commissioner Allawos and Mayor Pro Tem/Vice Chair Fredendall commented and congratulated John Aguirre, Glendora’s Recreation and Human Services Director for being name Distinguished Citizen of the Year by Boy Scout Troop 483.

Council Member/Commissioner Davis and Mayor/Chair Thompson announced two upcoming events in Glendora that will help with food and security, Empty Bowls on March 8 and the “Crop Walk” on March 10; and thanked the public on attending the meeting.

Council Member/Commissioner Boyer announced that the Glendora Library Friends Foundation Great Trivia Challenge 32 event is scheduled for March 8 and encourage the community to participate.

CITY MANAGER AND CITY ATTORNEY STATEMENTS
There were no statements or reports given.

SPECIAL ITEMS
Item #8. Page 2
Meeting Date: 3/26/2024 / Packet Page #: 27
Minutes Tuesday, February 27, 2024 Page 3 of 5
City Council Meeting City Council, Successor Agency and Housing Authority

5. Present the Site Feasibility Analysis for City owned property at 1762 Dale Road Staff report and PowerPoint was presented, which included the following three affordability levels and rent by scenario options: Scenario 1: Affordable for larger families, Scenario 2: Affordable for Special Needs or Seniors, and Scenario 3: Transitional Housing; and providing direction for staff to 1. Develop an RFP to solicit developer proposals for a (Family or Special needs) permanent affordable housing project at the site; 2. Consult with the Regional Housing Trust and other partners to create plan for transitional housing project at the site; or 3. Pursue a different direction than the options laid out in the presentation.

Public comments were received from the following: Michael Baron, Lisa Cipres, Mike Lancy, Shaunna Elias, Peter Gasparrelli, and Tina Gonzalez.

City Council discussion included support of Scenario 2 with the option of adjustment to funding sources, an interest in opting for a hybrid approach, subsidized City costs versus grant funding, affordable housing financial analysis and tools, evaluation of development costs, prioritizing community members, cliental progress and quality assurance through Los Angeles regional services, affordable housing financial analysis and tools, applicant screening process, on-site management, traffic control, emergency services and sheltering, community safety and crime rates, targeting income level vs. age population, transitional housing maintenance and local grant funding operations support if the City maintained ownership, City’s financial and operational costs.

Following a lengthy discussion, the City Council directed staff to explore the subsequent options which include immediate and ongoing on-site services, possible use of a hybrid approach, flexibility of adjusting funding services options, and site elevation height and density and bring back at a later date.

There were no objections.

6. Award the Agreement to Horizons Construction Co. Int’l, Inc. for Abatement and Demolition at the City-Owned Property at 1762 Dale Rd. in the Amount of $1,289,373.94 A motion was made by Karen K. Davis, seconded by David J. Fredendall, to 1. Adopted a Categorical Exemption pursuant to Section 15532 of the California Environmental Quality Act (CEQA) Guidelines;

2. Awarded the Agreement to Horizons Construction Co. Int’l, Inc. for Abatement and Demolition at the City-Owned Property at 1762 Dale Rd. in the amount of $1,289,373.94; 3. Authorized the City Manager or his designee to execute the agreement including minimal and/or non-substantive changes; and 4. Authorized the Public Works Director to execute any necessary change orders in an amount not to exceed 10% of the original contract amount; and 5. Authorized the supplemental appropriations in the Capital Projects Fund 301 in the amount of $500,000 and Housing Authority Fund 229 in the amount of $300,000.

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

PUBLIC HEARINGS

7. Consideration of a Resolution authorizing the City Manager to submit an application to the California Department of Housing and Community Development for Permanent Local Housing Allocation (PLHA) funding and approving a five-year PLHA Plan.

Item #8. Page 3
Meeting Date: 3/26/2024 / Packet Page #: 28
Minutes Tuesday, February 27, 2024 Page 4 of 5
City Council Meeting City Council, Successor Agency and Housing Authority Item title was read into the record and the public hearing was declared opened.

Staff report and PowerPoint was presented, with a correction to slide #9 in the amount of $202,461 to the City’s allocation for 2020.

There was no one wishing to provide public testimony.

City Council discussion included use of funds and permanent housing support.

Public Hearing was declared closed.

A motion was made by Karen K. Davis, seconded by David J. Fredendall, to 1. Adopt Resolution CC 2024-06 entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GLENDORA

AUTHORIZING THE SUBMITTAL OF AN APPLICATION AND ADOPTION OF THE PLHA PLAN FOR THE PERMANENT LOCAL HOUSING ALLOCATION PROGRAM,” and 2.

Authorizing the City Manager to submit an application to the California Department of Housing and Community Development (HCD) for Permanent Local Housing Allocation (PLHA) funding and approving a five-year PLHA Plan.

CONSENT CALENDAR
A motion was made by Michael Allawos, seconded by David J. Fredendall, to approve Consent Calendar Items #8 and #9 as presented affirming the actions appropriate to each item.

8. City of Glendora and Glendora Successor Agency Investment Report for January 2024 The City Council, Successor Agency and Housing Authority received and filed the Monthly Investment Activity Report for January 2024.

9. Review and Affirm Disbursement for January 2024 in the amount of $5,463,864.88 The City Council, Successor Agency, and Housing Authority reviewed and affirmed Disbursement for January 2024 in the amount of $5,463,864.88.

NEW BUSINESS

10. Award a Professional Services Agreement to Transtech Engineers, Inc. for Municipal Engineering Services
A motion was made by Michael Allawos, seconded by David J. Fredendall, to 1. Award a three (3) year Professional Services Agreement to Transtech Engineers, Inc. in an amount not to exceed $1,000,000 Item #8. Page 4
Meeting Date: 3/26/2024 / Packet Page #: 29
Minutes Tuesday, February 27, 2024 Page 5 of 5
City Council Meeting City Council, Successor Agency and Housing Authority per year; and 2. Authorize the City Manager to execute the agreement including minimal and/or nonsubstantive changes.

MEMBER/STAFF CLOSING COMMENTS
Council Member/Commissioner Boyer and Mayor/Chair Thompson thanked the community for the feedback and discussions.

ADJOURNMENT
Meeting adjourned at 9:50 PM.

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

Item #8. Page 5
Meeting Date: 3/26/2024 / Packet Page #: 30

CALL TO ORDER
The City Council, Successor Agency and Housing Authority meeting was called to order at 5:00 PM.

ROLL CALL
Members Present: Michael Allawos, Gary Boyer, Karen K. Davis, Mayor Pro Tem/Vice-Chair David Fredendall, and Mayor/Chair Mendell Thompson
Members Absent: None
Staff Present: City Manager/Executive Director Adam Raymond, City/Agency Attorney Danny Aleshire, Assistant City Manager Moises Lopez, Deputy City Manager Marie Ricci, Police Chief Matt Egan, Captain Chris Stabio, Captain Michael Randazzo, Public Works Director William Wittkopf, Finance Director/City Treasurer Kyle Johnson, Community Development Director Jeff Kugel, Housing and Economic Development Manager Valerie Velasquez, Library Director Janet (via Zoom), Information Technology Director Sam Robbin, Engineering Technician Lelani Gnaster, Digital Media Specialist Craig Gill, Senior Digital Media Specialist Greg Morton, City Clerk Specialist Lorena Cordova, and Deputy City Clerk/Records Manager Roxanne Breceda

CLOSED SESSION
Closed Session titles were read into the record.

1. CONFERENCE WITH REAL PROPERTY NEGOTIATORS A closed session will be held, pursuant to Government Code § 54956.8, to enable the City Council to consider negotiations with Azusa Unified School District, with whom City is negotiating, and to give direction to its negotiator(s) Adam Raymond, Danny Aleshire, Jeff Kugel, and Moises Lopez regarding that certain real property 1134 S. Barranca Avenue, APN 832-001-900 (approx. 9.07 acres). The City’s real property negotiators will seek direction from the City Council regarding the terms of sale for the property.

2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS A closed session will be held, pursuant to Government Code § 54956.8, to enable the City Council to consider negotiations with Glendora Unified School District, with whom City is negotiating, and to give direction to its negotiator(s) Adam Raymond, Danny Aleshire, Jeff Kugel, and Moises Lopez regarding that certain real properties Glendora Unified School District APN 8646-021-901 (Approx. 1.04 acres); APN 8661-001-900 (Approx. 10.44 acres); and APN 8640-006-901 (Approx. 9.44 acres).

The City’s real property negotiators will seek direction from the City Council regarding these properties.

City of Glendora Minutes
Regular Meeting
Tuesday, March 12, 2024
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 6
Meeting Date: 3/26/2024 / Packet Page #: 31
Minutes Tuesday, March 12, 2024 Page 2 of 6
City Council Meeting City Council, Successor Agency and Housing Authority There was no one wishing to provide public comment on Closed Session items. The meeting was convened into Closed Session at 5:01 PM. Closed Session was adjourned at 6:15 PM and the meeting was reconvened back into Open Session at 7:00 PM with all members present. City/Agency Attorney Aleshire reported the following Closed Session actions: 1) and 2) A privilege and confidential briefing was given regarding real property negotiations. There was no reportable action taken.

INVOCATION AND PLEDGE OF ALLEGIANCE
The Invocation was given by Chair Marlene Carney of Shepherd’s Pantry.

The Pledge of Allegiance was led by Finance Director Johnson.

REORDERING OF AND ADDITIONS TO THE AGENDA
There were no requests received for reordering of and additions to the agenda.

PUBLIC COMMENT

3. Public Comments received
Public Comments were received from the following: Erica Landmann and Joe Cina.

MEMBER STATEMENTS/REPORTS
Council Member/Commissioner Allawos commented on the San Gabriel Valley Council of Governments meeting; Assembly Bill 205 and 1999; and the San Gabriel Valley Municipal Water District redeemable voucher program.

Council Member/Commissioner Boyer announced that Glendoran Christina Keener was recipient of Assembly Woman Blanca Rubio’s Woman of the Year awardee; upcoming Glendora Wine Walk; on the Southern California Association of Governments Region 33 Connect So Cal 2024 program which assists Californians with growing job centers, housing development, and assist the next generation work force, plan available on scag.ca.gov.

Council Member/Commissioner Davis commented on the grand opening of Krak Boba; and the Crop Walk and Empty Bowls programs.

Mayor Pro Tem/Vice-Chair Fredendall commented on the Arrow Highway corridor; and thanked the Sheriff’s Department for their continued efforts on improving the quality of life in Glendora.

Mayor/Chair Thompson commented on success of the Crop Walk and Empty Bowls programs; Public Work’s Department efforts during the rainstorms; that the Mayor’s Prayer Breakfast will be held on April 24, 2024 at 7:00 AM, tickets available for purchase at glendoramayorspb.com; and that the 74th Glendora Citizen of the Year Banquet will be held on April 18, 2024 honoring 2023 Citizen of the Year Dr. Cliff Hamlow.

CITY MANAGER AND CITY ATTORNEY STATEMENTS
Item #8. Page 7
Meeting Date: 3/26/2024 / Packet Page #: 32
Minutes Tuesday, March 12, 2024 Page 3 of 6
City Council Meeting City Council, Successor Agency and Housing Authority City Manager Raymond provided contact information relating to the Sheriff’s Department, issues involving the unincorporated area of Glendora, the development plan associated with Sunflower campus site, and confirmed that the overgrown vegetation at the Sunflower campus site will be taken care of.

SPECIAL ITEMS

4. Glendora Motel
A motion was made by Michael Allawos, seconded by Gary Boyer to continue agenda item #4 to the April 9, 2024 City Council meeting.

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

PUBLIC HEARINGS

5. Consideration of Activity Proposed for the Annual Action Plan FY 2024-2025 for the Community Development Block Grant (CDBG) Program and a Substantial Amendment to the FY 2023-2024 CDBG Annual Action Plan
Item title was read into the record and the public hearing was declared opened.

Staff report and PowerPoint was presented.

There was no one wishing to provide public testimony.

City Council discussion included fair housing amount range, funding justification, road census, Pavement Conditions Index (PCI) census, and water infrastructure repairs.

Public Hearing was declared closed.

A motion was made by Michael Allawos, seconded by Karen K. Davis, to 1. Accept the activity and projects to be included in the FY 2024-2025 CDBG One-Year Action Plan; 2. Approve Substantial Amendment to the FY 2023-2024 CDBG Annual Action Plan; and 3. Commence the required 30-day public comment period for both the FY 24-25 Plan and FY 23-24 Amendment.

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

CONSENT CALENDAR
A motion was made by Michael Allawos, seconded by Karen K. Davis, to approve Consent Calendar Items #8 and #9 as presented affirming the actions appropriate to each item.

Item #8. Page 8
Meeting Date: 3/26/2024 / Packet Page #: 33
Minutes Tuesday, March 12, 2024 Page 4 of 6
City Council Meeting City Council, Successor Agency and Housing Authority

6. Affirm the Minutes from February 13, 2024 Special and Regular City Council Meetings The City Council, Successor Agency and Housing Authority approved the minutes as presented.

7. Review and Affirm Disbursements for February 2024 in the amount of $7,220,696.32 The City Council reviewed and affirmed disbursements for February 2024 in the amount of $7,220,696.32.

8. Notices of Completion of Louie Pompei Memorial Sports Park Artificial Turf Conversion and Replacement Projects
The City Council 1. Approve and accepted the completion of the Artificial Turf Replacement of Field 3 at Louie Pompei Memorial Sports Park by FieldTurf USA, Inc; 2. Approved and accepted the completion of the Artificial Turf Conversion of Fields 1, 2, 4, and 5 at Louie Pompei Memorial Sports Park by Ohno Construction Company; and 3. Authorized the Mayor to sign the Notices of Completion for recordation.

9. Declare Listed Vehicles as Surplus Property and Authorize Staff to Sell at Auction or Dispose as Necessary
The City Council declared the vehicles and equipment listed in the staff report as surplus and authorize staff to sell said vehicles and equipment at auction or dispose as deemed necessary.

UNFINISHED BUSINESS

10. City of Glendora Rebranding Update
A motion was made by Karen K. Davis, seconded by Gary Boyer, to approve moving forward with the presented Glendora Rebrand Logo Concept.

An oral roll call vote was conducted, and the motion carried 4 - 1 as follows: AYES: Gary Boyer, Karen K. Davis, David J. Fredendall, Mendell Thompson; NOES: Michael Allawos; ABSENT: None; ABSTAIN: None.

NEW BUSINESS

11. Award the Construction Contract to Ruiz Concrete and Paving Inc. for Route 66 Sidewalk and Curb Ramp Rehabilitation Project, Plan No. 1377 and Lone Hill Avenue Sidewalk and Curb Ramp Rehabilitation Project, Plan No. 1381 in an amount not to exceed $290,307 A motion was made by Michael Allawos, seconded by Karen K. Davis, to 1. Adopt a Categorical Exemption from the California Environmental Quality Act pursuant to Section 15301(c) of the California Code of Regulations; 2. Award the Construction Contract to Ruiz Concrete and Paving Inc. for Route 66 Sidewalk and Curb Ramp Rehabilitation Project, Plan No. 1377 and Lone Hill Avenue Sidewalk and Curb Ramp Rehabilitation Project, Plan No. 1381 in the amount of $263,915; 3. Authorize any necessary change orders in an amount not to exceed 10% of the original contract amount or $26,400;

4. Authorize a supplemental appropriation from Fund 256 RMRA (SB1) to the project budget in the Item #8. Page 9
Meeting Date: 3/26/2024 / Packet Page #: 34
Minutes Tuesday, March 12, 2024 Page 5 of 6
City Council Meeting City Council, Successor Agency and Housing Authority amount of $135,800; and 5. Authorize the City Manager or his designee to execute the agreement including minimal and/or non-substantive changes.

12. Award a Construction Contract with Kalban, Inc. for the Curb Ramp Project in an amount not to exceed $269,148
A motion was made by Karen K. Davis, seconded by Gary Boyer, to 1. Adopt a Categorical Exemption from the California Environmental Quality Act pursuant to Section 15301(c) of the California Code of Regulations; 2. Approve the Construction Contract to Kalban, Inc. for the Curb Ramp Project, FY 2023- 2024 in the amount of $244,680 with a 10% contingency in the amount of $24,468 for a total amount not to exceed of $269,148; 3. Authorize change orders in an amount not to exceed 10% ($24,468) of the contract amount of $244,680; 4. Authorize a supplemental appropriation from Fund 285 Community Development Block Grant (CDBG) available balance in the amount of $29,993; and 5. Authorize the City Manager or his designee to execute the agreement including minimal and/or non-substantive changes.

13. Approve an Amended and Restated City Manager Employment Agreement A motion was made by Michael Allawos, seconded by David J. Fredendall, to 1. Approve the Amended and Restated City Manager Employment Agreement and 2. Authorize the Mayor to execute the same following approval as to form by the City Attorney.

MEMBER/STAFF CLOSING COMMENTS
Mayor/Chair Thompson thanked City Manager Raymond for his continuous efforts as City Manager.

Council Member/Commissioner Boyer commented on copyrighting new branding and City Manager Raymond confirmed that that an Ordinance amending Glendora Municipal Code will be prepared and brought before council.

Mayor/Chair Thompson announced the upcoming the Wine Walk event scheduled for March 16, 2024.

ADJOURNMENT
Meeting adjourned at 8:51 PM.

Item #8. Page 10
Meeting Date: 3/26/2024 / Packet Page #: 35
Minutes Tuesday, March 12, 2024 Page 6 of 6
City Council Meeting City Council, Successor Agency and Housing Authority Kathleen R. Sessman, MMC
City Clerk/Communication Director
Minutes were approved on __________________ .

Item #8. Page 11
Meeting Date: 3/26/2024 / Packet Page #: 36

STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: MARCH 26, 2024
FROM: PUBLIC WORKS DISTRICT(S): 1
SUBJECT: NOTICE OF COMPLETION FOR BENDER AVENUE, CARTER DRIVE, SANTA FE AVENUE, AND NEWBURGH STREET WATER AND STREET IMPROVEMENT PROJECT – PLAN NO. 1327

RECOMMENDATION
That the City Council:

1. Approve and accept the completion of the CDBG Bender Avenue, Carter Drive, Santa Fe Avenue, and Newburgh Street, Water and Street Improvement Project – Plan No. 1327, constructed by Dominguez General Engineering, Inc. of Pomona California; and

2. Authorize the Mayor to sign the Notice of Completion for recordation.

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

EXECUTIVE SUMMARY
The City Council awarded the contract for the CDBG Bender Avenue, Carter Drive, Santa Fe Avenue, and Newburgh Street, Water and Street Improvement Project – Plan No. 1327, on September 13, 2022, in the amount of $2,346,900 plus a 10% contingency in the amount of $234,690 for a total amount of $2,581,590. The project has been completed with a total construction cost of $2,403,940.

The Project was funded by the Water Capital Improvement Fund, and Community Development Block Grant (CDBG) Fund Program, with a project budget of $2,890,600. The total project cost, including design, construction, and construction management, was $2,652,120, with the project being completed $238,480 under budget.

Staff recommends the City Council accept the project as complete and authorize the Mayor to sign and record the Notice of Completion.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
The City Council awarded the original construction contract on September 13, 2022, to Dominguez General Engineering, Inc. of Pomona, California in the amount of $2,346,900.

DISCUSSION
The Project was funded with the Adopted FY 2019-2021 Two-Year Budget using Water Capital Improvement Funds in the amount of 2,212,600, and subsequently with the Adopted FY 2021-2023 TwoYear Budget and FY 2022-23 Mid-Cycle Update in the combined amount of $678,000 using CDBG Funds for a total project budget of $2,890,600. CDBG Program provides annual grants on a formula-basis to states, cities, and counties to develop viable urban communities by providing decent housing and a suitable living environment, and by expanding economic opportunities, principally for low- and moderateincome persons.

Item #9. Page 1
Meeting Date: 3/26/2024 / Packet Page #: 37
Staff Report Page 2 of 3
This Project included installation of 6,790 linear feet of new water mains, abandonment of the existing mains, cold milling asphalt pavement, overlaying with asphalt rubber hot mix, removing existing sidewalk, curb, gutter, landscaping, construction of ADA curb ramps and PCC sidewalk, and constructing various other related improvements. Project locations are shown below.

PROJECT LOCATION
The CDBG Bender Avenue, Carter Drive, Santa Fe Avenue, and Newburgh Street, Water and Street Improvement Project – Plan No. 1327 was completed in accordance with the approved plans and specifications on August 30, 2023. The net increase in the total cost of the project is a result of four change orders, which are summarized below:

Change Order No. 1: Add 46 working days to the project due to weather delays and long lead time for materials. The is no change in cost due to this change order.

Change Order No. 2: Rescinded and incorporated in CCO No. 4.

Change Order No. 3: Minor changes to the scope of work due to field findings. Notable changes include relocating air vac, pouring concrete base and replacing an existing driveway. The change in cost due to this change order is an increase of $26,400.

Change Order No. 4: Miscellaneous quantity adjustments for the following: Installation of 8” PVC pipe, cold milling of A.C. pavement, and removal and replacement of concrete curbs, gutters and sidewalks.

The change in cost due to this change order is an increase of $30,650.

Staff recommends the City Council accept the project as complete and authorize the Mayor to sign and record the Notice of Completion.

FISCAL IMPACT
The City Council awarded the original construction contract to Dominguez General Engineering, Inc. in the amount of $2,346,900. In addition, a 10% contingency of $234,690 was also approved by City Council.

There were change orders totaling approximately 2.43% of the construction contract amount, therefore, the total construction cost was approximately $2,403,940.

Item #9. Page 2
Meeting Date: 3/26/2024 / Packet Page #: 38
Staff Report Page 3 of 3
The project budget and expenses are detailed below.

Funding Source Account No. Description Amount
Water Capital Projects
(Fund 502) 50200990.70000
FY 2020 CIP, Bender Carter Santa Fe
Newburgh Water Main Project.

Project No. 6020101, formerly 20657007
$2,212,600
CDBG
(Fund 285) 28500990.70000
FY 2022 and FY 2023 CIP, Bender Avenue,
Carter Dr, Santa Fe Ave, and Newburg St
Area Street Improvement Project.

Project No. 5520102, formerly 22656201
$678,000
Total Project Funding $2,890,600
Expenditure Amount
Notice of Bid Publication $350
Notice of Exemption $75
Design Plans - RKA Consulting Group $67,340
Total Construction Cost – Dominguez General Engineering $2,403,940 Meter and meter boxes $15,290
Construction Management - TKE Engineering $136,795
Material Testing - Converse Consultants $28,330
Total Project Cost $2,652,120
Remaining Budget $238,480
The remaining funds will be returned to the appropriate fund balance for use on future projects.

ENVIRONMENTAL DETERMINATION
Notice of Categorical Exemption was adopted by the City Council on September 13, 2022.

Prepared By Abel Paguio, Civil Engineering Assistant ll 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. Notice of Completion 1327
Item #9. Page 3
Meeting Date: 3/26/2024 / Packet Page #: 39
Rev. 9/2011
RECORDING REQUESTED BY:

CITY OF GLENDORA
WHEN RECORDED MAIL TO THIS ADDRESS:

CITY CLERK

CITY OF GLENDORA
116 E. Foothill Boulevard
Glendora, CA 91741

SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE

NOTICE OF COMPLETION
NOTICE IS HEREBY GIVEN THAT:

1. The undersigned is OWNER or agent of the OWNER of the interest or estate stated below in the property hereinafter described.

2. The full name of the OWNER is CITY OF GLENDORA.

3. The full address of the OWNER is 116 E. Foothill Boulevard, Glendora, CA 91741.

4. The nature of the interest or estate of the undersigned is: (i.e., In Fee.) Fee Interest.

5. A work of improvement on the property hereinafter described was COMPLETED on Wednesday, August 30, 2023.

6. The work of improvement completed is described as follows: Bender, Carter, Santa Fe & Newburgh Street Area Water and Street Improvement Project, Plan No. 1327.

7. The name of the original contractor, if any, for such work of improvement is Dominguez General Engineering, Inc..

8. The street address of said property is Bender Avenue between Carter Drive and Juanita Avenue; Washington Avenue , Pennsylvania Avenue, and Vermont Avenue between Carter Drive and Newburgh Street; Santa Fe Avenue between Carter Drive and Juanita Avenue; Carter Drive between Bender Avenue and Calmgrove Avenue; and Newburgh Street between Bender Avenue and Santa Fe Avenue..

9. The property on which said work of improvement was completed is in the City of GLENDORA, County of LOS ANGELES, State of CALIFORNIA, and is described as follows:

The scope of this project consisted of installation of new water mains, abandonment of the existing mains, cold milling asphalt pavement, overlaying with ARHM, removing existing sidewalk, curb, gutter, landscaping, construction of ADA curb ramps and PCC sidewalk, and constructing various other related improvements.

CITY OF GLENDORA
Date: March 26, 2024 Signature of Owner or agent: By________________________________________ MENDELL THOMPSON, Mayor

VERIFICATION
I, the undersigned, declare under penalty of perjury under the laws of the State of California, that I am the Mayor of the City of Glendora of the aforesaid interest or estate in the property described in the above Notice, that I have read the said Notice, that I know and understand the contents thereof, and that the facts stated therein are true and correct. _______________________________________________
aMarch 26, 2024 at Glendora, California MENDELL THOMPSON Item #9. Page 4
Meeting Date: 3/26/2024 / Packet Page #: 40

STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: MARCH 26, 2024
FROM: PUBLIC WORKS DISTRICT(S): CITYWIDE
SUBJECT: AUTHORIZE THE PURCHASE OF THREE DODGE DURANGO POLICE INTERCEPTOR

UNITS FROM NATIONAL AUTO FLEET GROUP IN AN AMOUNT NOT TO EXCEED $173,260.

RECOMMENDATION
That the City Council:

1. Authorize the Purchase of Three Dodge Durango Police Interceptor Units from National Auto Fleet Group, utilizing the Sourcewell cooperative purchasing agreement #091521-NAF, in an amount not to exceed $173,260.

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

EXECUTIVE SUMMARY
Three police patrol vehicles are being recommended for replacement due to age, mileage and overall condition. Due to the extremely limited availability of Ford Explorer Police Interceptor Utility vehicles, Public Works and Police Department staff have worked closely together to identify suitable alternatives for patrol vehicles to capitalize on what is available on the market and help ensure that officers have the equipment they need to continue protecting the community. The Dodge Durango Police Interceptor has been identified as a suitable alternative vehicle. The combined cost of replacing these vehicles is $173,260. Funding for these replacements is included in the FY23/24 vehicle replacement budget. Staff recommends the City Council authorize the purchase.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
Per California Government Code §6502 regarding Joint Powers Agreements, “if authorized by their legislative or other governing bodies, two or more public agencies by agreement may jointly exercise any power common to the contracting parties, including, but not limited to, the authority to levy a fee, assessment, or tax, even though one or more of the contracting agencies may be located outside this state.”
Per Glendora Municipal Code Section 2.40.090(c)(6), competitive procurement through the informal and formal procurement processes shall not be required when cooperative purchasing is available and undertaken or when goods can be obtained through federal, state, and/or other public entity pricing contracts or price agreements.

Sourcewell, formerly known as National Joint Powers Alliance (NJPA), is a government agency service cooperative available to all education and government entities, as well as non-public schools and nonprofit organizations. As a participating agency of Sourcewell (Member ID#94382), Glendora can legally utilize Sourcewell’s competitively bid cooperative purchasing agreements. National Auto Fleet Group was awarded Sourcewell cooperative purchasing agreement #091521-NAF for cars, trucks, vans, SUVs, cab chassis and other vehicles on November 4, 2021, with the agreement’s current term expiring November 8, 2025.

Item #10. Page 1
Meeting Date: 3/26/2024 / Packet Page #: 41
Staff Report Page 2 of 3

DISCUSSION
The Public Works Department’s Equipment Maintenance Division generally recommends replacing different vehicle types based upon age and/or mileage. These vehicles have all exceeded the recommended replacement mileage and age for Police Patrol vehicles and were evaluated by Fleet staff as the highest priority replacements within the current Police Department fleet.

Vehicle Type Basic Replacement Recommendation Criteria
Police Patrol Vehicles 3 Years or 80,000 Miles
Sedans & Light-Duty Vehicles/Equipment 10 Years or 100,000 Miles Medium-Duty Vehicles/Equipment 10 Years or 100,000 Miles Heavy-Duty Vehicles/Equipment Gas 15 Years or 100,000 Miles Heavy-Duty Vehicles/Equipment Diesel 15 Years or 150,000 Miles Below is a summary of the current condition of the vehicles being recommended for replacement.

Vehicle # Year Make Model Mileage Current Use
2 2018 Ford Police Interceptor Utility 107,803 Patrol
5 2019 Ford Police Interceptor Utility 86,028 Patrol
13 2018 Ford Police Interceptor Utility 96,598 Patrol
Currently the Police Department uses the Ford Explorer Police Interceptor Utility vehicles for its Patrol units. These vehicles have become extremely difficult to procure not just locally, but across the nation for a variety of reasons. Due to the extreme conditions under which patrol vehicles operate, they must frequently be replaced. Given the critical nature of public safety services, it is no longer feasible at this time to exclusively rely on using the Ford Explorers given their lack of availability. Public Works and Police Department staff worked together to identify suitable alternatives that could meet the needs and accommodate the necessary after-market modifications of Police patrol vehicles. Chief among the alternatives identified was the Dodge Durango Police Interceptor.

Upon receiving notice of the availability of these three vehicles, staff acted quickly to place a hold on them for the City and recommends that City Council approves their purchase in order to ensure a sufficient supply of patrol vehicles.

FISCAL IMPACT
The Internal Services Fund for Vehicles and Equipment (Fund 554) is used for maintaining the fleet and purchasing vehicle replacements. The adopted FY 23/24 budget includes sufficient funds in account 55470530.72350 for the purchase of police patrol vehicles.

ENVIRONMENTAL DETERMINATION
N/A
Prepared By Steve Flores, Equipment Maintenance Supervisor Concurs With Not Applicable
Reviewed By William Wittkopf, Public Works Director
Certified to Availability of Funds Marie Ricci, Deputy City Manager 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
Item #10. Page 2
Meeting Date: 3/26/2024 / Packet Page #: 42
Staff Report Page 3 of 3
ATTACHMENTS:

A. National Auto Fleet Group Quote
B. National Auto Fleet Group Sourcewell Contract
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091521-NAF
Rev. 3/2021 1
Solicitation Number: RFP #091521

CONTRACT
This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and 72 Hour LLC dba: National Auto Fleet Group, 490 Auto Center Drive, Watsonville, CA 95076 (Supplier).

Sourcewell is a State of Minnesota local government unit and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to eligible federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada.

Sourcewell issued a public solicitation for Automobiles, SUVs, Vans, and Light Trucks with Related Equipment and Accessories from which Supplier was awarded a contract.

Supplier desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell’s cooperative purchasing contracts (Participating Entities).

1. TERM OF CONTRACT
A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below.

B. EXPIRATION DATE AND EXTENSION. This Contract expires November 8, 2025, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended one additional year upon the request of Sourcewell and written agreement by Supplier.

C. SURVIVAL OF TERMS. Notwithstanding any expiration or termination of this Contract, all payment obligations incurred prior to expiration or termination will survive, as will the following: Articles 11 through 14 survive the expiration or cancellation of this Contract. All rights will cease upon expiration or termination of this Contract.

2. EQUIPMENT, PRODUCTS, OR SERVICES
A. EQUIPMENT, PRODUCTS, OR SERVICES. Supplier will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above.

Item #10. Page 14
Meeting Date: 3/26/2024 / Packet Page #: 54
091521-NAF
Rev. 3/2021 2
Supplier’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract.

All Equipment and Products provided under this Contract must be new and the current model.

Supplier may offer close-out or refurbished Equipment or Products if they are clearly indicated in Supplier’s product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity’s site.

This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed.

B. WARRANTY. Supplier warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship.

In addition, Supplier warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended. Supplier’s dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer. Any manufacturer’s warranty that extends beyond the expiration of the Supplier’s warranty will be passed on to the Participating Entity.

C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution and throughout the Contract term, Supplier must provide to Sourcewell a current means to validate or authenticate Supplier’s authorized dealers, distributors, or resellers relative to the Equipment, Products, and Services offered under this Contract, which will be incorporated into this Contract by reference. It is the Supplier’s responsibility to ensure Sourcewell receives the most current information.

3. PRICING
All Equipment, Products, or Services under this Contract will be priced at or below the price stated in Supplier’s Proposal.

When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity’s total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity’s requested delivery location.

Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase.

A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Supplier must permit the Equipment and Products to be

Item #10. Page 15
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091521-NAF
Rev. 3/2021 3
returned within a reasonable time at no cost to Sourcewell or its Participating Entities.

Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Supplier as soon as possible and the Supplier will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity.

Supplier must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition.

Sourcewell may declare the Supplier in breach of this Contract if the Supplier intentionally delivers substandard or inferior Equipment or Products.

B. SALES TAX. Each Participating Entity is responsible for supplying the Supplier with valid taxexemption certification(s). When ordering, a Participating Entity must indicate if it is a taxexempt entity.

C. HOT LIST PRICING. At any time during this Contract, Supplier may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract.

When Supplier determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below.

Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities.

4. PRODUCT AND PRICING CHANGE REQUESTS
Supplier may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Supplier Development Administrator. This approved form is available from the assigned Sourcewell Supplier Development Administrator.

At a minimum, the request must:
x Identify the applicable Sourcewell contract number;
x Clearly specify the requested change;
x Provide sufficient detail to justify the requested change;

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091521-NAF
Rev. 3/2021 4
x Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and x Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged.

A fully executed Sourcewell Price and Product Change Request Form will become an amendment to this Contract and will be incorporated by reference.

5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS

A. PARTICIPATION. Sourcewell’s cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities.

The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity’s authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Supplier understands that a Participating Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source.

Supplier is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract.

B. PUBLIC FACILITIES. Supplier’s employees may be required to perform work at governmentowned facilities, including schools. Supplier’s employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws.

6. PARTICIPATING ENTITY USE AND PURCHASING
A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Supplier that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Supplier. Typically, a Participating Entity will issue an order directly to Supplier or its authorized subsidiary, distributor, dealer, or reseller. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell

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contract number. All Participating Entity orders under this Contract must be issued prior to expiration or cancellation of this Contract; however, Supplier performance, Participating Entity payment obligations, and any applicable warranty periods or other Supplier or Participating Entity obligations may extend beyond the term of this Contract.

Supplier’s acceptable forms of payment are included in its attached Proposal. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity.

B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Supplier, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entities may require the use of a Participating Addendum; the terms of which will be negotiated directly between the Participating Entity and the Supplier. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract.

C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements not addressed in this Contract (such as ecommerce specifications, specialized delivery requirements, or other specifications and requirements), the Participating Entity and the Supplier may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement.

D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Supplier in the event of any of the following events:

1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the equipment, products, or services to be purchased; or

2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity’s requirements.

E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity’s order will be determined by the Participating Entity making the purchase.

7. CUSTOMER SERVICE
A. PRIMARY ACCOUNT REPRESENTATIVE. Supplier will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for:

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x Maintenance and management of this Contract;
x Timely response to all Sourcewell and Participating Entity inquiries; and x Business reviews to Sourcewell and Participating Entities, if applicable.

B. BUSINESS REVIEWS. Supplier must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, sales data reports, supply issues, customer issues, and any other necessary information.

8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Supplier must provide a contract sales activity report (Report) to the Sourcewell Supplier Development Administrator assigned to this Contract. Reports are due no later than 45 days after the end of each calendar quarter. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Supplier must submit a report indicating no sales were made).

The Report must contain the following fields:
x Participating Entity Name (e.g., City of Staples Highway Department); x Participating Entity Physical Street Address;
x Participating Entity City;
x Participating Entity State/Province;
x Participating Entity Zip/Postal Code;
x Participating Entity Contact Name;
x Participating Entity Contact Email Address;
x Participating Entity Contact Telephone Number;
x Sourcewell Assigned Entity/Participating Entity Number; x Item Purchased Description;
x Item Purchased Price;
x Sourcewell Administrative Fee Applied; and
x Date Purchase was invoiced/sale was recognized as revenue by Supplier.

B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Supplier will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Supplier may not charge Participating Entities more than the contracted price to offset the Administrative Fee.

The Supplier will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased

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by Participating Entities under this Contract during each calendar quarter. Payments should note the Supplier’s name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above “Attn: Accounts Receivable” or remitted electronically to Sourcewell’s banking institution per Sourcewell’s Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter.

Supplier agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract.

In the event the Supplier is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Supplier in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract’s expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date.

9. AUTHORIZED REPRESENTATIVE
Sourcewell's Authorized Representative is its Chief Procurement Officer.

Supplier’s Authorized Representative is the person named in the Supplier’s Proposal. If Supplier’s Authorized Representative changes at any time during this Contract, Supplier must promptly notify Sourcewell in writing.

10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant to this Agreement are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract.

B. ASSIGNMENT. Neither party may assign or otherwise transfer its rights or obligations under this Contract without the prior written consent of the other party and a fully executed assignment agreement. Such consent will not be unreasonably withheld. Any prohibited assignment will be invalid.

C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been duly executed by the parties.

D. WAIVER. Failure by either party to take action or assert any right under this Contract will not be deemed a waiver of such right in the event of the continuation or repetition of the circumstances giving rise to such right. Any such waiver must be in writing and signed by the parties.

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E. CONTRACT COMPLETE. This Contract represents the complete agreement between the parties. No other understanding regarding this Contract, whether written or oral, may be used to bind either party.For any conflict between the attached Proposal and the terms set out in Articles 1-22 of this Contract, the terms of Articles 1-22 will govern.

F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master-servant, or principal-agent.

11. INDEMNITY AND HOLD HARMLESS

Supplier must indemnify, defend, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys’ fees incurred by Sourcewell or its Participating Entities, arising out of any act or omission in the performance of this Contract by the Supplier or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. Sourcewell’s responsibility will be governed by the State of Minnesota’s Tort Liability Act (Minnesota Statutes Chapter 466) and other applicable law.

12. GOVERNMENT DATA PRACTICES
Supplier and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Supplier under this Contract.

13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT A. INTELLECTUAL PROPERTY

1. Grant of License. During the term of this Contract:
a. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and license to use thetrademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Supplier.
b. Supplier grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Supplier’s trademarks in advertising and promotional materials for the purpose of marketing Supplier’s relationship with Sourcewell.

2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to their respective subsidiaries, distributors, dealers,

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resellers, marketing representatives, and agents (collectively “Permitted Sublicensees”) in advertising and promotional materials for the purpose of marketing the Parties’ relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees.

3. Use; Quality Control.
a. Neither party may alter the other party’s trademarks from the form provided and must comply with removal requests as to specific uses of its trademarks or logos.
b. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party’s trademarks only in good faith and in a dignified manner consistent with such party’s use of the trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated.

4. As applicable, Supplier agrees to indemnify and hold harmless Sourcewell and its Participating Entities against any and all suits, claims, judgments, and costs instituted or recovered against Sourcewell or Participating Entities by any person on account of the use of any Equipment or Products by Sourcewell or its Participating Entities supplied by Supplier in violation of applicable patent or copyright laws.

5. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed catalog of suppliers which may be used until the next printing). Supplier must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions.

B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Supplier individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract.

C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Send all approval requests to the Sourcewell Supplier Development Administrator assigned to this Contract.

D. ENDORSEMENT. The Supplier must not claim that Sourcewell endorses its Equipment, Products, or Services.

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14. GOVERNING LAW, JURISDICTION, AND VENUE
The substantive and procedural laws of the State of Minnesota will govern this Contract. Venue for all legal proceedings arising out of this Contract, or its breach, must be in the appropriate state court in Todd County, Minnesota or federal court in Fergus Falls, Minnesota.

15. FORCE MAJEURE
Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party’s reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default.

16. SEVERABILITY
If any provision of this Contract is found by a court of competent jurisdiction to be illegal, unenforceable, or void then both parties will be relieved from all obligations arising from that provision. If the remainder of this Contract is capable of being performed, it will not be affected by such determination or finding and must be fully performed.

17. PERFORMANCE, DEFAULT, AND REMEDIES
A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows:

1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Supplier will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties.

2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Supplier may escalate the resolution of the issue to a higher level of management. The Supplier will have 30 calendar days to cure an outstanding issue.

3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Supplier must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Supplier fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, the Supplier will bear any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed.

B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default:

1. Nonperformance of contractual requirements, or

2. A material breach of any term or condition of this Contract.

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The party claiming default must provide written notice of the default, with 30 calendar days to cure the default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non-defaulting party may:
x Exercise any remedy provided by law or equity, or
x Terminate the Contract or any portion thereof, including any orders issued against the Contract.

18. INSURANCE

A. REQUIREMENTS. At its own expense, Supplier must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better, with coverage and limits of insurance not less than the following:

1. Workers’ Compensation and Employer’s Liability.

Workers’ Compensation: As required by any applicable law or regulation.

Employer's Liability Insurance: must be provided in amounts not less than listed below:

Minimum limits:
$500,000 each accident for bodily injury by accident
$500,000 policy limit for bodily injury by disease
$500,000 each employee for bodily injury by disease

2. Commercial General Liability Insurance. Supplier will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office (“ISO”) Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract.

Minimum Limits:
$1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury
$2,000,000 aggregate for Products-Completed operations
$2,000,000 general aggregate

3. Commercial Automobile Liability Insurance. During the term of this Contract, Supplier will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms

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no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent.

Minimum Limits:
$1,000,000 each accident, combined single limit

4. Umbrella Insurance. During the term of this Contract, Supplier will maintain umbrella coverage over Employer’s Liability, Commercial General Liability, and Commercial Automobile.

Minimum Limits:
$2,000,000

5. Network Security and Privacy Liability Insurance. During the term of this Contract, Supplier will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Supplier’s security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data – including but not limited to, confidential or private information, transmission of a computer virus, or denial of service.

Minimum limits:
$2,000,000 per occurrence
$2,000,000 annual aggregate
Failure of Supplier to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default.

B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Supplier must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Supplier Development Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf.

Failure to request certificates of insurance by Sourcewell, or failure of Supplier to provide certificates of insurance, in no way limits or relieves Supplier of its duties and responsibilities in this Contract.

C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Supplier agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Supplier’s commercial general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Supplier, and products and completed operations of Supplier. The policy provision(s) or endorsement(s) must further provide that coverage is

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primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds.

D. WAIVER OF SUBROGATION. Supplier waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Supplier or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Supplier or its subcontractors. Where permitted by law, Supplier must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors.

E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention.

19. COMPLIANCE
A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold.

B. LICENSES. Supplier must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Supplier conducts with Sourcewell and Participating Entities.

20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION
Supplier certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Supplier declares bankruptcy, Supplier must immediately notify Sourcewell in writing.

Supplier certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Supplier certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Supplier further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time.

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21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER

UNITED STATES FEDERAL AWARDS OR OTHER AWARDS
Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may have additional requirements based on specific funding source terms or conditions. Within this Article, all references to “federal” should be interpreted to mean the United States federal government.

The following list only applies when a Participating Entity accesses Supplier’s Equipment, Products, or Services with United States federal funds.

A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-

1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated herein by reference.

B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by nonfederal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Supplier must be in compliance with all applicable Davis-Bacon Act provisions.

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C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).

Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above.

D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Supplier certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Supplier must comply with applicable requirements as referenced above.

E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

Supplier certifies that during the term of this Contract will comply with applicable requirements as referenced above.

F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names

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of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Supplier certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.

G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Suppliers must file any required certifications. Suppliers must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Suppliers must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Suppliers must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352).

H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Supplier must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Supplier further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.

I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Supplier must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.

J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Supplier must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition.

K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Supplier agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Supplier that are directly pertinent to Supplier’s discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Supplier’s personnel for the purpose of interview and discussion relating to such documents.

L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation

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and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

M. FEDERAL SEAL(S), LOGOS, AND FLAGS. The Supplier not use the seal(s), logos, crests, or reproductions of flags or likenesses of Federal agency officials without specific pre-approval.

N. NO OBLIGATION BY FEDERAL GOVERNMENT. The U.S. federal government is not a party to this Contract or any purchase by an Participating Entity and is not subject to any obligations or liabilities to the Participating Entity, Supplier, or any other party pertaining to any matter resulting from the Contract or any purchase by an authorized user.

O. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS. The Contractor acknowledges that 31 U.S.C. 38 (Administrative Remedies for False Claims and Statements) applies to the Supplier’s actions pertaining to this Contract or any purchase by a Participating Entity.

P. FEDERAL DEBT. The Supplier certifies that it is non-delinquent in its repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowance, and benefit overpayments.

Q. CONFLICTS OF INTEREST. The Supplier must notify the U.S. Office of General Services, Sourcewell, and Participating Entity as soon as possible if this Contract or any aspect related to the anticipated work under this Contract raises an actual or potential conflict of interest (as described in 2 C.F.R. Part 200). The Supplier must explain the actual or potential conflict in writing in sufficient detail so that the U.S. Office of General Services, Sourcewell, and Participating Entity are able to assess the actual or potential conflict; and provide any additional information as necessary or requested.

R. U.S. EXECUTIVE ORDER 13224. The Supplier, and its subcontractors, must comply with U.S. Executive Order 13224 and U.S. Laws that prohibit transactions with and provision of resources and support to individuals and organizations associated with terrorism.

S. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT. To the extent applicable, Supplier certifies that during the term of this Contract it will comply with applicable requirements of 2 C.F.R. § 200.216.

T. DOMESTIC PREFERENCES FOR PROCUREMENTS. To the extent applicable, Supplier certifies that during the term of this Contract will comply with applicable requirements of 2 C.F.R. § 200.322.

Item #10. Page 30
Meeting Date: 3/26/2024 / Packet Page #: 70
091521-NAF
Rev. 3/2021 18

22. CANCELLATION
Sourcewell or Supplier may cancel this Contract at any time, with or without cause, upon 60 days’ written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Supplier’s Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation.

Sourcewell 72 Hour LLC dba: National Auto
Fleet Group
By: __________________________ By: __________________________ Jeremy Schwartz Jesse Cooper
Title: Chief Procurement Officer Title: Fleet Manager
Date: ________________________ Date: ________________________ Approved:

By: __________________________
Chad Coauette
Title: Executive Director/CEO
Date: ________________________

Item #10. Page 31
Meeting Date: 3/26/2024 / Packet Page #: 71
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Item #10. Page 32
Meeting Date: 3/26/2024 / Packet Page #: 72
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Item #10. Page 33
Meeting Date: 3/26/2024 / Packet Page #: 73

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Item #10. Page 34
Meeting Date: 3/26/2024 / Packet Page #: 74
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Item #10. Page 36
Meeting Date: 3/26/2024 / Packet Page #: 76
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Bid Number: RFP 091521 Vendor Name: 72 HOUR LLC

Item #10. Page 37
Meeting Date: 3/26/2024 / Packet Page #: 77
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Bid Number: RFP 091521 Vendor Name: 72 HOUR LLC

Item #10. Page 38
Meeting Date: 3/26/2024 / Packet Page #: 78
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Item #10. Page 39
Meeting Date: 3/26/2024 / Packet Page #: 79
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Bid Number: RFP 091521 Vendor Name: 72 HOUR LLC

Item #10. Page 40
Meeting Date: 3/26/2024 / Packet Page #: 80
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Bid Number: RFP 091521 Vendor Name: 72 HOUR LLC

Item #10. Page 41
Meeting Date: 3/26/2024 / Packet Page #: 81
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Item #10. Page 42
Meeting Date: 3/26/2024 / Packet Page #: 82
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Bid Number: RFP 091521 Vendor Name: 72 HOUR LLC

Item #10. Page 43
Meeting Date: 3/26/2024 / Packet Page #: 83
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Item #10. Page 44
Meeting Date: 3/26/2024 / Packet Page #: 84
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Item #10. Page 45
Meeting Date: 3/26/2024 / Packet Page #: 85
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Item #10. Page 46
Meeting Date: 3/26/2024 / Packet Page #: 86
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Item #10. Page 47
Meeting Date: 3/26/2024 / Packet Page #: 87

STAFF REPORT
TO: CHAIR AND AGENCY MEMBERS DATE: MARCH 26, 2024
FROM: ADMINISTRATIVE SERVICES DISTRICT(S): CITYWIDE
SUBJECT: CITY OF GLENDORA AND GLENDORA SUCCESSOR AGENCY INVESTMENT REPORT FOR FEBRUARY 2024

RECOMMENDATION
That the City/Agency/Authority Council:

1. Receive and file the Monthly Investment Activity Report for February 2024.

STRATEGIC FOCUS AREAS
 Goal 2: Maintain Financial Stability and Sustainability (MFSS)

EXECUTIVE SUMMARY
The City’s book value of cash and investments for February 2024 totaled $119,744,415. This is a decrease of $761,380 (0.63%) compared to the previous month. The decrease is due to payments for the Bennett Avenue Water Main/ Street project totaling $958,802 as well as Louie Pompei Memorial Park enhancements totaling $664,161. These payments were offset by $531,485 in Property Tax Revenues from the County of Los Angeles.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
Pursuant to Section 19 of the City’s FY 2023-24 Investment Policy, a monthly investment report must be provided to the City Council to provide a clear picture of the status of the current portfolio.

DISCUSSION
As prescribed in the Investment Policy for FY 2024, the attached investment report provides a listing of individual securities held at the end of the reporting period by authorized investment category, the average life and final maturity of all investments listed, coupon rate, discount or earnings rate, Par Value, Market Value and Book Value of each investment in the portfolio, including funds managed for the City by third parties.

There were two investment purchases (consisting of Certificates of Deposit and Limited Term Government Funds) for the month of February totaling $2,735,000; there were four securities that matured at $1,735,000, resulting in neither a gain nor a loss.

FISCAL IMPACT
There is no fiscal impact associated with the recommended action.

ENVIRONMENTAL DETERMINATION
Not applicable.

Item #11. Page 1
Meeting Date: 3/26/2024 / Packet Page #: 88
Staff Report Page 2 of 2
Prepared By Kylie Petrovick, Accountant
Concurs With Not Applicable
Reviewed By Kyle Johnson, Finance Director/City Treasurer Certified to Availability of Funds Kyle Johnson, Finance Director/City Treasurer Approved By Adam Raymond, City Manager
Legal Review Not Applicable
CEQA Review Not Applicable
ATTACHMENTS:

A. February 2024 Investment Report
Item #11. Page 2
Meeting Date: 3/26/2024 / Packet Page #: 89
Item #11. Page 3
Meeting Date: 3/26/2024 / Packet Page #: 90
Financial Advisor

CHEN/GIORDANO/CRAWFORD
213-972-1457
UBS Client Review
As of February 29, 2024
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 XXX283* CITY OF GL Non UBS Investment Bank of America@SX XXX279* CITY OF GL Non UBS Investment LAIF 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 #11. Page 4
Meeting Date: 3/26/2024 / Packet Page #: 91
Consolidated report prepared for City of Glendora
Asset Allocation Reviewas of February 29, 2024
Summary of Asset Allocation
Market
value ($)
% of
Portfolio
Cash 12,193,832.27 10.60
Cash 12,193,832.27 10.60 US 12,193,832.27 10.60
Fixed Income 102,789,152.23 89.40
US 102,789,152.23 89.40 US Fixed Income 17,635,808.85 15.34 Government 56,452,336.52 49.10 Municipals 256,292.24 0.22 Corporate IG Credit 28,444,714.62 24.74 Equity 0.00 0.00Commodities 0.00 0.00Non-Traditional 0.00 0.00Other 0.00 0.00Total Portfolio $114,982,984.50 100%Balanced mutual funds and Insurance & Annuity products are allocated in the 'Other' category Cash 10.60%US Fixed Income 89.40%
Total Value: $114,982,984.50
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: March 01, 2024 Page 2 of 40 Item #11. Page 5
Meeting Date: 3/26/2024 / Packet Page #: 92
Consolidated report prepared for City of Glendora
Sources of Portfolio Valueas of February 29, 2024
Market Value Net amount you invested (net of fees)
02/22 12/22 02/24
5075
100125150
$ Millions
MTD
01/31/2024 to
02/29/2024
QTD
12/31/2023 to
02/29/2024
ITD
02/23/2022 to
02/29/2024
YTD
12/31/2023 to
02/29/2024
Opening value 110,509,962.15 105,216,329.40 105,216,329.40 40,589,214.16 Net deposits/withdrawals 1,716,882.23 6,515,718.80 6,515,718.80 70,829,409.31Div./interest income 307,935.14 462,771.04 462,771.04 3,384,061.15Change in accr. interest -133,367.46 -171,363.02 -171,363.02 266,155.29Change in value -238,953.10 139,002.74 139,002.74 -2,906,380.96Closing value 112,162,458.96 112,162,458.96 112,162,458.96 112,162,458.96Net Time-weighted ROR -0.06 0.40 0.40 0.06Performance returns are annualized after 1 year. Net deposits and withdrawals include program and account fees.Benchmarks - Annualized time-weighted returnsUS Treasury Bill - 3 Mos 0.42 0.86 0.86 3.72BofA Corp/Gov 1-5Y -0.64 -0.23 -0.23 0.37BBG Agg Bond -1.41 -1.68 -1.68 -2.93Past performance does not guarantee future results and current performance may be lower/higher than past data presented.Report created on: March 01, 2024 Page 3 of 40 Item #11. Page 6
Meeting Date: 3/26/2024 / Packet Page #: 93
Consolidated report prepared for City of Glendora
Bond Summaryas of February 29, 2024Bond OverviewTotal quantity 107,562,000Total market value $102,455,729.44Total accrued interest $333,422.79Total market value plus accrued interest $102,789,152.23Total estimated annual bond interest $1,874,473.25Average yield to maturityAverage coupon 1.77%

5.05%1.83%5.04%
Average current yieldAverage yield to worstAverage modified duration 1.48Average effective maturity 1.72 Investment Type AllocationInvestment type Taxable ($) Total ($) Tax-exempt /
deferred ($)
% of
bond
port.

Certificates of deposit 17,635,808.85 0.00 17,635,808.85 17.16Municipals 256,292.24 0.00 256,292.24 0.25U.S. corporates 28,444,714.62 0.00 28,444,714.62 27.67U.S. federal agencies 53,081,111.44 0.00 53,081,111.44 51.64U.S. treasuries 3,371,225.08 0.00 3,371,225.08 3.28Total $102,789,152.23 $0.00 $102,789,152.23 100% Credit Quality of Bond HoldingsA Aaa/AAA/AAA 16 26,296,069.33 25.58B Aa/AA/AA 22 34,299,371.10 33.37C A/A/A 16 24,557,902.95 23.87D Baa/BBB/BBB 0 0.00 0.00E Non-investment grade 0 0.00 0.00F Certificate of deposit 75 17,635,808.85 17.17G Not rated 0 0.00 0.00Total 129 $102,789,152.23 100%Effective credit rating % of
port.

Value on
Issues 02/29/2024 ($)
Bond Maturity Schedule
Effective maturity schedule
2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2035 + Other 0 1020304050

18.5%

40.9%

25.8%

8.8%

5.6%

0.2% 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: March 01, 2024 Page 4 of 40 Item #11. Page 7
Meeting Date: 3/26/2024 / Packet Page #: 94
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024Summary of Portfolio Holdings Unrealized
Cost basis ($) gain/loss (%)
Est. annual
income ($)
Unrealized
gain/loss ($)
Value on
02/29/2024 ($)
Current
yield (%)
% of
portfolio
A Cash 3,854,311.47 12,193,832.27 0.00 0.00% 447,547.82 3.67% 10.60% Cash 3,854,311.47 12,193,832.27 0.00 0.00% 447,547.82 3.67% 10.60% US 3,854,311.47 12,193,832.27 0.00 0.00% 447,547.82 3.67% 10.60% B Fixed Income 107,550,582.8 102,789,152.23 -4,761,430.65 -4.43% 1,874,473.25 1.82% 89.40% US 107,550,582.88 102,789,152.23 -4,761,430.65 -4.43% 1,874,473.25 1.82% 89.40% US Fixed Income 18,212,868.88 17,635,808.85 -577,060.03 -3.17% 391,486.00 2.22% 15.34% Government 59,135,046.93 56,452,336.52 -2,682,710.40 -4.54% 956,306.50 1.69% 49.10% Municipals 250,000.00 256,292.24 6,292.23 2.52% 12,872.50 5.02% 0.22% Corporate IG Credit 29,952,667.07 28,444,714.62 -1,507,952.45 -5.03% 513,808.25 1.81% 24.74% 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 $111,404,894.35 $114,982,984.50 $-4,761,430.65 -4.27% $2,322,021.07 2.02% 100% Balanced mutual funds and Insurance & Annuity products are allocated in the 'Other' category B
A
Accrued interest, if any, has been included in the total market value.Report created on: March 01, 2024 Page 5 of 40 Item #11. Page 8
Meeting Date: 3/26/2024 / Packet Page #: 95
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (continued)
Details of Portfolio Holdings
% of
asset
class
Est. annual
Cost basis ($) income ($)
Unrealized
gain/loss
(%)
Unrealized
Market value ($) gain/loss ($)
Current
yield (%)
Total Portfolio $114,982,984.50 $-4,761,430.65 -4.27% $2,322,021.07 2.02% 100% $111,404,894.35 100% % of
portfolio
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) / Cash Avg Price Market value ($)
Price on
02/29/2024
($)
% of
Cash
% of
portfolio
Cash
US
Outside ASSET(1) 1.00 329,034.82 329,034.82 0.00 0.00% NA NA 2.70% 0.29%[Outside Account @SXXXX279]

1.00 Outside ASSET(1) 1.00 2,491,490.72 2,491,490.72 0.00 0.00% NA NA 20.43% 2.17%[Outside Account @SXXXX283]

1.00 UBS INSURED SWEEP 1,243,694.11 1.00 1,243,694.11 1,243,694.11 0.00 0.00% 13,058.79 1.05% 1.08%PROGRAM

1.00 10.20%
UBS SELECT TREASURY 8,339,520.80 0.00 0.00 8,339,520.80 0.00 0.00% 434,489.03 5.21% 7.25%INSTITUTIONAL FUND

1.00 68.39%
USD CASH -209,908.18 1.00 1.00 -209,908.18 -209,908.18 0.00 0.00% NA NA -1.72% -0.18% Total US $3,854,311.47 $12,193,832.27 $0.00 0.00% $447,547.82 3.67% 100% 10.60% Total Cash $3,854,311.47 $12,193,832.27 $0.00 0.00% $447,547.82 3.67% 100% 10.60% Total Cash $3,854,311.47 $12,193,832.27 $0.00 0.00% $447,547.82 3.67% 100% 10.60% (1)Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: March 01, 2024 Page 6 of 40 Item #11. Page 9
Meeting Date: 3/26/2024 / Packet Page #: 96
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (continued)
Unrealized
gain/loss ($)
Unrealized
gain/loss
Quantity (%)
Current
Cost basis ($) yield (%)
Est. annual
income ($)
Purchase
price ($) /
Avg Price Market value ($)
Amort/Accr.($)
as of
Fixed Income 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
AFFINITY PLUS MN US RT 245,000.00 100.00 245,000.00 247,181.78 0.00 2,181.78 0.89% 12,372.50 5.01% 0.21%05.0500% MAT 03/20/26LICU SHARE CERTIFICATE 100.77 0.24%
ALLY BK UT US RT 245,000.00 100.00 245,000.00 241,090.50 0.00 -3,909.50 -1.60% 8,697.50 3.61% 0.21%03.5500% MAT 06/30/26FIXED RATE CD

97.81 0.23%
AMERICAN COMM BK GA 245,000.00 100.00 245,000.00 228,709.14 0.00 -16,290.86 -6.65% 980.00 0.43% 0.20%US RT 00.4000% MAT09/22/25 FIXED RATE CD

93.34 0.22%
ARBOR FINL CREDIT MI US 245,000.00 100.00 245,000.00 250,343.85 0.00 5,343.85 2.18% 12,250.00 4.89% 0.22%RT 05.0000% MAT 04/03/28FIXED RATE CD 101.83 0.24%
BANK3 TENNESSEE TN US RT 245,000.00 100.00 245,000.00 229,288.38 0.00 -15,711.62 -6.41% 980.00 0.43% 0.20%00.4000% MAT 08/28/25FIXED RATE CD

93.59 0.22%
BANKUNITED NA FLOR FL US 245,000.00 100.00 245,000.00 227,026.80 0.00 -17,973.20 -7.34% 2,327.50 1.03% 0.20%RT 00.9500% MAT 03/31/26FIXED RATE CD

92.66 0.22%
BEAL BANK - PLANO TX US 245,000.00 100.00 245,000.00 245,957.01 0.00 957.01 0.39% 5,390.00 2.19% 0.21%RT 02.2000% MAT 04/17/24FIXED RATE CD

99.60 0.24%
BELL ST B&T ND US RT 245,000.00 100.00 245,000.00 236,931.58 0.00 -8,068.42 -3.29% 3,920.00 1.65% 0.21%01.6000% MAT 02/27/25FIXED RATE CD

96.70 0.23%
BK HAPOALIM BM NY US RT 245,000.00 100.00 245,000.00 227,478.77 0.00 -17,521.23 -7.15% 1,225.00 0.54% 0.20%00.5000% MAT 12/15/25FIXED RATE CD

92.74 0.22%
BMO HARRIS BK NA IL US RT 245,000.00 100.00 245,000.00 226,960.65 0.00 -18,039.35 -7.36% 1,960.00 0.86% 0.20%00.8000% MAT 03/18/26FIXED RATE CD

92.48 0.22%
BMW BANK NORTH AME UT 245,000.00 100.04 245,107.90 239,440.48 -205.99 -5,667.42 -2.31% 4,410.00 1.84% 0.21%US RT 01.8000% MAT03/04/25 FIXED RATE CD

96.85 0.23%
BOKF NA OK US RT 245,000.00 100.00 245,000.00 245,657.00 0.00 657.00 0.27% 11,637.50 4.74% 0.21%04.7500% MAT 02/17/27FIXED RATE CD 100.11 0.24%
(1)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: March 01, 2024 Page 7 of 40 Item #11. Page 10
Meeting Date: 3/26/2024 / Packet Page #: 97
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
CADENCE BANK MS US RT 245,000.00 100.00 245,000.00 247,676.94 0.00 2,676.94 1.09% 13,107.50 5.29% 0.22%05.3500% MAT 07/05/24FIXED RATE CD

99.96 0.24%
CAPITAL ONE BK USA VA US 245,000.00 100.00 245,000.00 225,778.81 0.00 -19,221.19 -7.85% 2,817.50 1.25% 0.20%RT 01.1500% MAT 11/24/26FIXED RATE CD

91.85 0.22%
CAPITAL ONE NA VA US RT 245,000.00 100.00 245,000.00 225,778.81 0.00 -19,221.19 -7.85% 2,817.50 1.25% 0.20%01.1500% MAT 11/24/26FIXED RATE CD

91.85 0.22%
CENTERSTATE BK NA FL US 245,000.00 100.00 245,000.00 234,879.65 0.00 -10,120.35 -4.13% 2,450.00 1.04% 0.20%RT 01.0000% MAT 04/30/25FIXED RATE CD

95.54 0.23%
CFG COMMUNITY BANK 245,000.00 100.00 245,000.00 241,367.62 0.00 -3,632.38 -1.48% 9,310.00 3.86% 0.21%MD US RT 03.8000% MAT03/11/26 FIXED RATE CD

98.33 0.23%
CHAMBERS BANK AK US RT 108,000.00 100.00 108,000.00 101,040.94 0.00 -6,959.06 -6.44% 378.00 0.37% 0.09%00.3500% MAT 09/22/25FIXED RATE CD

93.40 0.10%
CIBC BANK ILLINOIS IL US RT 245,000.00 100.00 245,000.00 251,848.69 0.00 6,848.69 2.80% 12,250.00 4.86% 0.22%05.0000% MAT 03/24/26FIXED RATE CD 100.63 0.25%
CITADEL FED CREDIT PA US 245,000.00 100.00 245,000.00 237,052.30 0.00 -7,947.70 -3.24% 4,042.50 1.71% 0.21%RT 01.6500% MAT 02/27/25CREDIT UNION SHARE CERT

96.75 0.23%
CITIZENS ST BK CLA WI US 219,000.00 100.00 219,000.00 214,107.54 0.00 -4,892.46 -2.23% 3,723.00 1.74% 0.19%RT 01.7000% MAT 10/31/24FIXED RATE CD

97.77 0.21%
COMMUNITY BK TN US RT 245,000.00 100.00 245,000.00 229,342.75 0.00 -15,657.25 -6.39% 980.00 0.43% 0.20%00.4000% MAT 08/26/25FIXED RATE CD

93.61 0.22%
COMMUNITYWIDE FED IN 245,000.00 100.00 245,000.00 243,016.98 0.00 -1,983.02 -0.81% 5,512.50 2.27% 0.21%US RT 02.2500% MAT06/28/24 FIXED RATE CD

99.02 0.24%
CONNEXUS CREDIT UN WI 245,000.00 100.00 245,000.00 242,064.90 0.00 -2,935.10 -1.20% 735.00 0.30% 0.21%US RT 00.3000% MAT05/28/24 CREDIT UNIONSHARE CERT

98.80 0.24%
(1)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: March 01, 2024 Page 8 of 40 Item #11. Page 11
Meeting Date: 3/26/2024 / Packet Page #: 98
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
CY-FAIR FED CREDIT TX US 245,000.00 100.00 245,000.00 249,546.73 0.00 4,546.73 1.86% 12,985.00 5.20% 0.22%RT 05.3000% MAT 07/14/28FIXED RATE CD 101.64 0.24%
DISCOVER BANK DE US RT 245,000.00 100.00 245,000.00 239,789.86 0.00 -5,210.14 -2.13% 7,840.00 3.27% 0.21%03.2000% MAT 05/24/27FIXED RATE CD

97.02 0.23%
EAGLEMARK SVGS BK NV 245,000.00 100.28 245,675.19 232,243.59 -427.90 -13,431.60 -5.47% 4,900.00 2.11% 0.20%US RT 02.0000% MAT03/02/27 FIXED RATE CD

93.81 0.23%
ENCORE BANK AR US RT 245,000.00 100.00 245,000.00 233,165.73 0.00 -11,834.27 -4.83% 1,960.00 0.84% 0.20%00.8000% MAT 05/15/25FIXED RATE CD

95.14 0.23%
ENERBANK UT US RT 245,000.00 100.00 245,000.00 232,178.68 0.00 -12,821.32 -5.23% 1,592.50 0.69% 0.20%00.6500% MAT 06/19/25FIXED RATE CD

94.75 0.23%
ESSENTIAL FED CRED LA US 245,000.00 100.00 245,000.00 249,391.07 0.00 4,391.07 1.79% 11,515.00 4.62% 0.22%RT 04.7000% MAT 06/15/27LICU SHARE CERTIFICATE 101.61 0.24%
FIRST CAROLINA BK NC US 245,000.00 100.00 245,000.00 231,975.63 0.00 -13,024.37 -5.32% 1,470.00 0.63% 0.20%RT 00.6000% MAT 06/26/25FIXED RATE CD

94.68 0.23%
FIRST NATL BK KS US RT 245,000.00 100.00 245,000.00 240,984.45 0.00 -4,015.55 -1.64% 4,532.50 1.88% 0.21%01.8500% MAT 08/30/24FIXED RATE CD

98.36 0.23%
FIRST ST BK AR US RT 245,000.00 100.00 245,000.00 240,925.65 0.00 -4,074.35 -1.66% 4,410.00 1.83% 0.21%01.8000% MAT 08/30/24FIXED RATE CD

98.34 0.23%
FLAGSTAR BANK, FSB MI US 245,000.00 100.00 245,000.00 235,057.80 0.00 -9,942.20 -4.06% 2,572.50 1.09% 0.20%RT 01.0500% MAT 04/30/25FIXED RATE CD

95.59 0.23%
GREAT STHN BK MO US RT 245,000.00 100.00 245,000.00 244,103.20 0.00 -896.80 -0.37% 11,025.00 4.52% 0.21%04.5000% MAT 10/20/25FIXED RATE CD

99.52 0.24%
GREENSTATE CREDIT IA US 245,000.00 100.00 245,000.00 226,948.10 0.00 -18,051.90 -7.37% 2,327.50 1.03% 0.20%RT 00.9500% MAT 04/16/26FIXED RATE CD

92.56 0.22%
(1)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: March 01, 2024 Page 9 of 40 Item #11. Page 12
Meeting Date: 3/26/2024 / Packet Page #: 99
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
HOME LN INVT BK RI US RT 245,000.00 100.00 245,000.00 229,363.33 0.00 -15,636.67 -6.38% 980.00 0.43% 0.20%00.4000% MAT 08/29/25FIXED RATE CD

93.59 0.22%
HORIZON BK NE US RT 245,000.00 100.00 245,000.00 235,280.51 0.00 -9,719.49 -3.97% 3,185.00 1.35% 0.20%01.3000% MAT 04/15/25FIXED RATE CD

95.98 0.23%
JPMORGAN CHASE BK OH 245,000.00 100.00 245,000.00 230,428.64 0.00 -14,571.36 -5.95% 1,715.00 0.74% 0.20%US RT 00.7000% MAT09/30/25 FIXED RATE CD

93.76 0.22%
LAFAYETTE FED CRED MD 245,000.00 100.00 245,000.00 238,337.61 0.00 -6,662.39 -2.72% 7,962.50 3.34% 0.21%US RT 03.2500% MAT06/15/27 LICU SHARECERTIFICATE

97.16 0.23%
LIBERTY FED CREDIT IN US 245,000.00 100.00 245,000.00 245,936.47 0.00 936.47 0.38% 12,495.00 5.08% 0.21%RT 05.1000% MAT 03/08/24LICU SHARE CERTIFICATE

99.99 0.24%
LIVE OAK BKG CO NC US RT 245,000.00 100.00 245,000.00 224,295.96 0.00 -20,704.04 -8.45% 1,960.00 0.87% 0.20%00.8000% MAT 08/13/26FIXED RATE CD

91.49 0.22%
MCHENRY SVGS BK IL US RT 245,000.00 100.00 245,000.00 238,992.60 0.00 -6,007.40 -2.45% 4,287.50 1.79% 0.21%01.7500% MAT 11/29/24FIXED RATE CD

97.55 0.23%
MEDALLION BK UT US RT 245,000.00 100.00 245,000.00 230,488.65 0.00 -14,511.35 -5.92% 1,347.50 0.58% 0.20%00.5500% MAT 07/30/25FIXED RATE CD

94.08 0.22%
METRO CREDIT UNION MA 245,000.00 100.00 245,000.00 228,078.86 0.00 -16,921.14 -6.91% 4,165.00 1.83% 0.20%US RT 01.7000% MAT02/18/27 LICU SHARECERTIFICATE

92.96 0.22%
MONEY ONE FED CRED MD 248,000.00 100.85 250,098.04 245,838.02 -12,167.11 -4,260.02 -1.70% 4,960.00 2.02% 0.21%US RT 02.0000% MAT09/23/24 FIXED RATE CD

98.26 0.24%
MORGAN STANLEY BK UT 245,000.00 100.00 245,000.00 243,624.04 0.00 -1,375.96 -0.56% 10,412.50 4.27% 0.21%US RT 04.2500% MAT02/02/26 FIXED RATE CD

99.12 0.24%
(1)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: March 01, 2024 Page 10 of 40 Item #11. Page 13
Meeting Date: 3/26/2024 / Packet Page #: 100
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
MORGAN STANLEY PRV NY 245,000.00 100.00 245,000.00 241,365.07 0.00 -3,634.93 -1.48% 4,900.00 2.03% 0.21%US RT 02.0000% MAT08/22/24 FIXED RATE CD

98.48 0.23%
MORTON CMNTY BK IL US 245,000.00 100.00 245,000.00 232,172.87 0.00 -12,827.13 -5.24% 1,470.00 0.63% 0.20%RT 00.6000% MAT 06/19/25FIXED RATE CD

94.75 0.23%
NEW ORLEANS FIREME LA 245,000.00 100.00 245,000.00 254,455.49 0.00 9,455.49 3.86% 12,250.00 4.81% 0.22%US RT 05.0000% MAT07/17/28 FIXED RATE CD 103.70 0.25%
NEW YORK CMNTY BK NY 245,000.00 100.00 245,000.00 224,650.27 0.00 -20,349.73 -8.31% 1,715.00 0.76% 0.20%US RT 00.7000% MAT07/01/26 FIXED RATE CD

91.58 0.22%
OCEANFIRST BK NA NJ US 245,000.00 100.00 245,000.00 244,696.33 0.00 -303.67 -0.12% 7,962.50 3.25% 0.21%RT 03.2500% MAT 07/01/24FIXED RATE CD

99.32 0.24%
PACIFIC CREST SVGS WA US 245,000.00 100.00 245,000.00 234,555.65 0.00 -10,444.35 -4.26% 2,940.00 1.25% 0.20%RT 01.2000% MAT 04/30/25FIXED RATE CD

95.74 0.23%
PACIFIC WSTN BK CA US RT 245,000.00 100.00 245,000.00 236,537.73 0.00 -8,462.27 -3.45% 3,307.50 1.40% 0.21%01.3500% MAT 04/16/25FIXED RATE CD

96.04 0.23%
PENTAGON FED CREDI VA 245,000.00 100.00 245,000.00 227,916.72 0.00 -17,083.28 -6.97% 4,165.00 1.83% 0.20%US RT 01.7000% MAT02/18/27 CREDIT UNIONSHARE CERT

92.98 0.22%
PREMIER CMNTY BK WI US 245,000.00 100.00 245,000.00 246,338.17 0.00 1,338.17 0.55% 12,740.00 5.17% 0.21%RT 05.2000% MAT 12/13/27FIXED RATE CD 100.30 0.24%
RAYMOND JAMES BK N FL 245,000.00 100.00 245,000.00 240,894.44 0.00 -4,105.56 -1.68% 4,410.00 1.83% 0.21%US RT 01.8000% MAT11/08/24 FIXED RATE CD

97.77 0.23%
SALLIE MAE BANK UT US RT 245,000.00 100.00 245,000.00 243,624.64 0.00 -1,375.36 -0.56% 8,207.50 3.37% 0.21%03.3500% MAT 08/05/24FIXED RATE CD

99.20 0.24%
SAN FRANCISCO FED CA US 245,000.00 100.00 245,000.00 235,043.27 0.00 -9,956.73 -4.06% 2,695.00 1.15% 0.20%RT 01.1000% MAT 03/27/25LICU SHARE CERTIFICATE

95.93 0.23%
(1)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: March 01, 2024 Page 11 of 40 Item #11. Page 14
Meeting Date: 3/26/2024 / Packet Page #: 101
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
SAVOY BK NY US RT 245,000.00 100.00 245,000.00 233,223.02 0.00 -11,776.98 -4.81% 1,960.00 0.84% 0.20%00.8000% MAT 05/13/25FIXED RATE CD

95.16 0.23%
SOMERSET TRUST CO PA US 245,000.00 100.00 245,000.00 235,027.02 0.00 -9,972.98 -4.07% 2,450.00 1.04% 0.20%RT 01.0000% MAT 03/19/25FIXED RATE CD

95.90 0.23%
STATE BANK OF INDI NY US 245,000.00 100.00 245,000.00 227,963.00 0.00 -17,037.00 -6.95% 2,205.00 0.97% 0.20%RT 00.9000% MAT 03/25/26FIXED RATE CD

92.66 0.22%
STOCKMAN BK MT US RT 245,000.00 100.00 245,000.00 233,522.12 0.00 -11,477.88 -4.68% 1,470.00 0.63% 0.20%00.6000% MAT 06/10/25FIXED RATE CD

95.18 0.23%
SYNCHRONY BANK UT US 245,000.00 100.00 245,000.00 239,512.67 0.00 -5,487.33 -2.24% 4,900.00 2.05% 0.21%RT 02.0000% MAT 03/25/25FIXED RATE CD

96.90 0.23%
TECHNOLOGY CREDIT CA 245,000.00 100.00 245,000.00 247,622.88 0.00 2,622.88 1.07% 12,250.00 4.95% 0.22%US RT 05.0000% MAT03/23/26 CREDIT UNIONSHARE CERT 100.69 0.24%
TEXAS EXCHANGE BK TX US 245,000.00 100.00 245,000.00 228,060.36 0.00 -16,939.64 -6.91% 1,470.00 0.64% 0.20%RT 00.6000% MAT 10/23/25FIXED RATE CD

93.08 0.22%
THIRD FED S&L ASSN OH US 245,000.00 100.00 245,000.00 240,709.75 0.00 -4,290.25 -1.75% 4,777.50 1.98% 0.21%RT 01.9500% MAT 11/25/24FIXED RATE CD

97.74 0.23%
TOYOTA FINL SVG BK NV US 245,000.00 100.00 245,000.00 227,324.59 0.00 -17,675.41 -7.21% 2,205.00 0.97% 0.20%RT 00.9000% MAT 04/22/26FIXED RATE CD

92.47 0.22%
UBS BANK UT US RT 245,000.00 100.00 245,000.00 225,366.37 0.00 -19,633.63 -8.01% 2,082.50 0.92% 0.20%00.8500% MAT 06/16/26FIXED RATE CD

91.96 0.22%
USALLIANCE FED CRE NY US 245,000.00 100.00 245,000.00 229,153.23 0.00 -15,846.77 -6.47% 1,225.00 0.53% 0.20%RT 00.5000% MAT 09/29/25FIXED RATE CD

93.45 0.22%
VALLEY STRONG CRED CA 240,000.00 100.00 240,000.00 238,397.92 0.00 -1,602.08 -0.67% 6,840.00 2.87% 0.21%US RT 02.8500% MAT06/21/24 FIXED RATE CD

99.27 0.23%
(1)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: March 01, 2024 Page 12 of 40 Item #11. Page 15
Meeting Date: 3/26/2024 / Packet Page #: 102
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
US Fixed Income
VALLEYSTAR CR UN M VA 245,000.00 100.00 245,000.00 246,938.65 0.00 1,938.65 0.79% 12,250.00 4.96% 0.21%US RT 05.0000% MAT03/20/26 LICU SHARECERTIFICATE 100.67 0.24%
VIGO CNTY FED CR U IN US 245,000.00 100.00 245,000.00 245,289.07 0.00 289.07 0.12% 12,862.50 5.24% 0.21%RT 05.2500% MAT 07/16/24LICU SHARE CERTIFICATE

99.93 0.24%
WEBBANK UT US RT 245,000.00 100.00 245,000.00 242,273.59 0.00 -2,726.41 -1.11% 857.50 0.35% 0.21%00.3500% MAT 05/28/24FIXED RATE CD

98.80 0.24%
WELLS FARGO BK NA SD US 245,000.00 100.00 244,987.75 246,176.87 0.00 1,189.12 0.49% 10,045.00 4.08% 0.21%RT 04.1000% MAT 02/06/29FIXED RATE CD 100.22 0.24%
Total US Fixed Income $18,212,868.88 $17,635,808.85 $-12,801.00 $-577,060.03 -3.17% $391,486.00 2.22% 17.16% 15.34% Government
FEDERAL FARM CREDIT 2,000,000.00 100.00 2,000,000.00 1,941,111.11 0.00 -58,888.89 -2.94% 19,400.00 1.00% 1.69%BANK 00.970 % DUE120924 DTD 120921 FC06092022

96.84 1.89%
FFCB BOND 00.440 % DUE 2,000,000.00 100.00 2,000,000.00 1,950,753.33 0.00 -49,246.67 -2.46% 8,800.00 0.45% 1.70%092324 DTD 092321 FC03232022

97.35 1.90%
FFCB BOND 00.600 % DUE 2,000,000.00 100.00 2,000,000.00 1,894,653.33 0.00 -105,346.67 -5.27% 12,000.00 0.63% 1.65%061625 DTD 061621 FC12162021

94.61 1.84%
FFCB BOND 00.600 % DUE 2,000,000.00 100.00 2,000,000.00 1,865,126.67 0.00 -134,873.33 -6.74% 12,000.00 0.64% 1.62%112425 DTD 112420 FC05242021

93.10 1.81%
FFCB BOND 00.610 % DUE 2,000,000.00 100.00 2,000,000.00 1,900,853.33 0.00 -99,146.67 -4.96% 12,200.00 0.64% 1.65%052325 DTD 082321 FC11232021

94.88 1.85%
FFCB BOND 00.660 % DUE 2,000,000.00 100.00 2,000,000.00 1,884,133.33 0.00 -115,866.67 -5.79% 13,200.00 0.70% 1.64%091525 DTD 091521 FC03152022

93.91 1.83%
(1)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: March 01, 2024 Page 13 of 40 Item #11. Page 16
Meeting Date: 3/26/2024 / Packet Page #: 103
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
Government
FFCB BOND 00.680 % DUE 2,000,000.00 100.00 2,000,000.00 1,903,897.78 0.00 -96,102.22 -4.81% 13,600.00 0.71% 1.66%051925 DTD 051921 FC11192021

95.01 1.85%
FFCB BOND 00.710 % DUE 2,000,000.00 100.00 2,000,000.00 1,915,848.89 0.00 -84,151.11 -4.21% 14,200.00 0.74% 1.67%042125 DTD 042121 FC10212021

95.54 1.86%
FFCB BOND 01.840 % DUE 2,000,000.00 100.00 2,000,000.00 1,853,953.33 0.00 -146,046.67 -7.30% 36,800.00 1.98% 1.61%012627 DTD 012622 FC07262022

92.53 1.80%
FFCB NTS 00.940 % DUE 2,000,000.00 100.00 2,000,000.00 1,827,865.56 0.00 -172,134.44 -8.61% 18,800.00 1.03% 1.59%092826 DTD 092821 FC03282022

91.00 1.78%
FHLB BOND 00.625 % DUE 2,000,000.00 100.00 2,000,000.00 1,892,103.33 0.00 -107,896.67 -5.39% 12,500.00 0.66% 1.65%063025 DTD 063021 FC12302021

94.50 1.84%
FHLB BOND 01.050 % DUE 1,000,000.00 96.84 968,385.25 918,386.67 0.00 -49,998.58 -5.16% 10,500.00 1.14% 0.80%081326 DTD 081321 FC02132022

91.79 0.89%
FHLB BOND 01.780 % DUE 2,000,000.00 100.00 2,000,000.00 1,847,058.89 0.00 -152,941.11 -7.65% 35,600.00 1.93% 1.61%021027 DTD 021022 FC08102022

92.26 1.80%
FHLB BOND 02.010 % DUE 3,215,000.00 95.65 3,075,098.40 2,984,945.32 0.00 -90,153.08 -2.93% 64,621.50 2.16% 2.60%022527 DTD 022522 FC08252022

92.82 2.90%
FHLB BOND 05.400 % DUE 2,000,000.00 100.00 2,000,004.30 1,998,540.00 -0.96 -1,464.30 -0.07% 108,000.00 5.40% 1.74%022428 DTD 022423 FC08242023

99.85 1.94%
FHLB BOND 05.450 % DUE 490,000.00 100.00 490,000.00 501,018.33 0.00 11,018.33 2.25% 26,705.00 5.33% 0.44%031627 DTD 121622 FC03162023

99.78 0.49%
FHLB BOND 05.650 % DUE 2,000,000.00 100.00 2,000,004.47 2,038,120.56 -0.79 38,116.09 1.91% 113,000.00 5.54% 1.77%042828 DTD 042823 FC10282023 100.01 1.98%
FHLB BOND STEP-UP 2,000,000.00 100.00 2,000,000.00 1,866,396.67 0.00 -133,603.33 -6.68% 17,500.00 0.94% 1.62%0.875% DUE 063026 DTD063021 FC 12302021

93.17 1.82%
(1)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: March 01, 2024 Page 14 of 40 Item #11. Page 17
Meeting Date: 3/26/2024 / Packet Page #: 104
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
Government
FHLB NTS 1.0500% DUE 2,000,000.00 100.00 2,000,000.00 1,869,690.00 0.00 -130,310.00 -6.52% 21,000.00 1.12% 1.63%033026 DTD 033021 FC09302021

93.05 1.82%
FHLB NTS 1.1500% DUE 2,000,000.00 100.00 2,000,000.00 1,838,751.67 0.00 -161,248.33 -8.06% 23,000.00 1.25% 1.60%082626 DTD 082621 FC02262022

91.93 1.79%
FHLB NTS 1.5000% DUE 2,000,000.00 100.00 2,000,000.00 1,869,640.00 0.00 -130,360.00 -6.52% 30,000.00 1.60% 1.63%063026 DTD 063021 FC12302021

93.23 1.82%
FHLMC MED TERM NTS 1,000,000.00 99.85 998,500.00 942,070.00 0.00 -56,430.00 -5.65% 5,000.00 0.53% 0.82%00.500 % DUE 072325 DTD072320 FC 01232021

94.16 0.92%
FHLMC MED TERM NTS 2,000,000.00 100.00 2,000,000.00 1,904,810.56 0.00 -95,189.44 -4.76% 14,600.00 0.77% 1.66%00.730 % DUE 052825 DTD052820 FC 11282020

95.06 1.85%
FHLMC MED TERM NTS 2,000,000.00 100.00 2,000,000.00 1,995,156.11 0.00 -4,843.89 -0.24% 61,000.00 3.06% 1.74%03.050 % DUE 062824 DTD062822 FC 12282022

99.24 1.94%
FHLMC MED TERM NTS 1,000,000.00 100.00 1,000,000.00 997,793.33 0.00 -2,206.67 -0.22% 51,000.00 5.11% 0.87%05.100 % DUE 012728 DTD013023 FC 07272023

99.33 0.97%
FHLMC MED TERM NTS 1,175,000.00 100.00 1,175,000.00 1,178,185.56 0.00 3,185.56 0.27% 62,275.00 5.29% 1.02%05.300 % DUE 012726 DTD012723 FC 07272023

99.80 1.15%
FNMA NTS 00.500 % DUE 1,000,000.00 100.00 999,950.00 939,808.33 0.00 -60,141.67 -6.01% 5,000.00 0.53% 0.82%081425 DTD 081420 FC02142021

93.96 0.91%
FNMA NTS 00.540 % DUE 2,000,000.00 100.00 2,000,000.00 1,864,040.00 0.00 -135,960.00 -6.80% 10,800.00 0.58% 1.62%102725 DTD 102720 FC04272021

93.02 1.81%
FNMA NTS 00.560 % DUE 2,000,000.00 100.00 2,000,000.00 1,862,673.33 0.00 -137,326.67 -6.87% 11,200.00 0.60% 1.62%111725 DTD 111720 FC05172021

92.98 1.81%
FNMA NTS 04.125 % DUE 988,000.00 99.59 983,948.13 975,877.24 0.00 -8,070.89 -0.82% 40,755.00 4.18% 0.85%082825 DTD 083022 FC02282023

98.77 0.95%
(1)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: March 01, 2024 Page 15 of 40 Item #11. Page 18
Meeting Date: 3/26/2024 / Packet Page #: 105
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
Government
INTL FIN CORP NTS 00.500 2,000,000.00 100.00 2,000,000.00 1,857,848.89 0.00 -142,151.11 -7.11% 10,000.00 0.54% 1.62%% DUE 051526 DTD 052821FC 11152021

92.75 1.81%
US TSY NOTE 01.125 % DUE 1,000,000.00 98.21 982,052.13 919,949.70 0.00 -62,102.43 -6.32% 11,250.00 1.22% 0.80%10/31/26 DTD 10/31/21 FC04/30/22

91.62 0.89%
US TSY NOTE 01.750 % DUE 1,500,000.00 97.67 1,465,036.50 1,463,481.92 0.00 -1,554.58 -0.11% 26,250.00 1.79% 1.27%12/31/24 DTD 12/31/19 FC06/30/20

97.28 1.42%
US TSY NOTE 02.375 % DUE 1,000,000.00 99.71 997,067.75 987,793.46 0.00 -9,274.29 -0.93% 23,750.00 2.40% 0.86%08/15/24 DTD 08/15/14 FC02/15/15

98.69 0.96%
Total Government $59,135,046.93 $56,452,336.52 $-1.75 $-2,682,710.40 -4.54% $956,306.50 1.69% 54.92% 49.10% Municipals
SULPHUR SPRINGS CAL UNI 250,000.00 100.00 250,000.00 256,292.24 0.00 6,292.24 2.52% 12,872.50 5.02% 0.22%TAX SR F BE/R/ 5.149090124 DTD 110322

99.97 0.25%
Total Municipals $250,000.00 $256,292.24 $0.00 $6,292.23 2.52% $12,872.50 5.02% 0.25% 0.22%Corporate IG Credit AMAZON COM INC NTS B/E 1,000,000.00 100.12 1,001,231.46 951,561.11 -3,593.94 -49,670.35 -4.96% 8,000.00 0.84% 0.83%00.800% 060325DTD060320CALL@MW+10BP

94.97 0.93%
CATERPILLAR FINL SERVICE 2,026,000.00 100.90 2,044,264.26 1,946,598.81 -52,222.66 -97,665.45 -4.78% 29,377.00 1.51% 1.69%01.450% 051525DTD051520 FC111520CALL@MW+20BP

95.66 1.89%
CHARLES SCHWAB CORP 2,000,000.00 99.49 1,989,860.00 1,842,340.00 0.00 -147,520.00 -7.41% 18,000.00 0.98% 1.60%NTS 00.900% 031126DTD121120 FC031121CALL@MW+10BP

91.70 1.79%
(1)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: March 01, 2024 Page 16 of 40 Item #11. Page 19
Meeting Date: 3/26/2024 / Packet Page #: 106
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
Corporate IG Credit
COMCAST CORP NEW B/E 1,000,000.00 103.78 1,037,780.95 977,852.50 -81,432.13 -59,928.45 -5.77% 33,750.00 3.45% 0.85%03.375% 081525DTD052715 FC081515CALL@MW+20BP

97.65 0.95%
E I DU PONT DE NEMOURS 2,141,000.00 101.03 2,163,009.23 2,038,462.75 -43,829.17 -124,546.48 -5.76% 36,397.00 1.79% 1.77%01.700% 071525DTD051520 FC011521CALL@MW+25BP

95.00 1.98%
HONEYWELL INTL NTS B/E 1,122,000.00 100.58 1,128,457.20 1,107,475.09 -52,626.58 -20,982.11 -1.86% 25,806.00 2.33% 0.96%02.300% 081524DTD080819CALL@MW+10BP

98.62 1.08%
IBM CORP NTS B/E 03.000% 1,664,000.00 100.46 1,671,640.30 1,670,001.49 -131,288.44 -1,638.81 -0.10% 49,920.00 2.99% 1.45%051524 DTD051519FC111519CALL@MW+15BP

99.49 1.62%
INTEL CORP NTS B/E 1,054,000.00 103.03 1,085,924.48 1,048,977.10 -101,845.32 -36,947.38 -3.40% 35,836.00 3.42% 0.91%03.400% 032525DTD032520CALL@MW+45BP

98.07 1.02%
JOHN DEERE CAPITAL CORP 1,124,000.00 101.31 1,138,733.78 1,097,908.84 -54,329.78 -40,824.94 -3.59% 23,042.00 2.10% 0.95%02.050% 010925DTD010920 FC070920 NTSB/E

97.39 1.07%
JOHN DEERE CPTL CORP 2,000,000.00 100.07 2,001,487.75 1,852,491.11 -2,416.63 -148,996.64 -7.44% 14,000.00 0.76% 1.61%00.700% 011526DTD010721 FC071521 MEDTERM NTS

92.54 1.80%
JPMORGAN CHASE & CO 1,200,000.00 100.00 1,200,000.00 1,084,796.00 0.00 -115,204.00 -9.60% 9,600.00 0.88% 0.94%00.800% 022626DTD022621 FC082621 MEDTERM NTS

90.39 1.06%
JPMORGAN CHASE & CO 1,017,000.00 101.83 1,035,601.07 1,000,397.48 -74,365.51 -35,203.60 -3.40% 31,781.25 3.18% 0.87%B/E 03.125% 012325DTD012315 FC072315

98.06 0.97%
(1)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: March 01, 2024 Page 17 of 40 Item #11. Page 20
Meeting Date: 3/26/2024 / Packet Page #: 107
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (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 02/29/2024
Price on
02/29/2024
($)
% of
Fixed
Income
% of
portfolio
US
Corporate IG Credit
MASTERCARD INC NTS B/E 2,000,000.00 100.88 2,017,531.78 1,956,355.56 -65,203.75 -61,176.22 -3.03% 40,000.00 2.04% 1.70%02.000% 030325DTD120319 FC030320CALL@MW+10BP

96.84 1.90%
MICROSOFT CORP B/E 1,000,000.00 102.04 1,020,362.11 978,895.00 -74,126.44 -41,467.11 -4.06% 27,000.00 2.76% 0.85%02.700% 021225DTD021215 FC081215CALL@MW+12.5BP

97.76 0.95%
MORGAN STANLEY FIN LLC 2,000,000.00 100.00 2,000,000.00 1,776,176.67 0.00 -223,823.33 -11.19% 21,000.00 1.18% 1.54%01.050% 082726DTD082721 FC022722 MEDTERM NTS

88.80 1.73%
TARGET CORP NTS B/E 2,000,000.00 101.55 2,031,026.63 1,953,950.00 -101,425.34 -77,076.63 -3.79% 45,000.00 2.30% 1.70%02.250% 041525DTD033120 FC101520CALL@MW+30BP

96.86 1.90%
TOYOTA MOTOR CRDT 2,000,000.00 99.45 1,988,920.00 1,955,663.89 0.00 -33,256.11 -1.67% 12,500.00 0.64% 1.70%CORP 00.625% 091324DTD091321 FC031322 NTSB/E

97.50 1.90%
TRUIST BANK NTS B/E 1,386,000.00 100.63 1,394,694.54 1,356,986.78 -43,717.19 -37,707.76 -2.70% 29,799.00 2.20% 1.18%02.150% 120624DTD120619 FC060620

97.41 1.32%
UNITED HEALTH GROUP INC 2,000,000.00 100.11 2,002,141.53 1,847,824.44 -2,623.78 -154,317.09 -7.71% 23,000.00 1.24% 1.61%01.150% 051526DTD051921 FC111521CALL@MW+07.50BP

92.06 1.80%
Total Corporate IG Credit $29,952,667.07 $28,444,714.62 $-885,046.66 $-1,507,952.45 -5.03% $513,808.25 1.81% 27.67% 24.74% Total US $102,789,152.23 $-897,849.41 89.40% $107,550,582.88 $-4,761,430.65 -4.43% $1,874,473.25 1.82% 100% $102,789,152.23 $-897,849.41 89.40% $107,550,582.88 Total Fixed Income $-4,761,430.65 -4.43% $1,874,473.25 1.82% 100% (1)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: March 01, 2024 Page 18 of 40 Item #11. Page 21
Meeting Date: 3/26/2024 / Packet Page #: 108
Consolidated report prepared for City of Glendora
Portfolio Holdingsas of February 29, 2024 (continued)Total Portfolio $114,982,984.50 $-4,761,430.65 -4.27% $2,322,021.07 2.02% 100% $111,404,894.35 100% Unrealized
gain/loss
(%)
Unrealized
gain/loss ($)
% of
asset
class
Est. annual
Cost basis ($) income ($)
Current
Market value ($) yield (%)
% of
portfolio
Total accrued interest (included in market values): $333,422.79 Balanced mutual funds represented in multiple asset classes based on Morningstar allocations. (1)Assets held at other financial institutions are included in this report. We have not verified, and are not responsible for, the accuracy or completeness of this information.Accrued interest, if any, has been included in the total market value.Report created on: March 01, 2024 Page 19 of 40 Item #11. Page 22
Meeting Date: 3/26/2024 / Packet Page #: 109
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024Summary of Bond HoldingsMaturityYear Yield to
maturity (%)
Yield to
worst (%)
Unrealized
Issues gain/loss ($) Mkt. value ($)
Est. annual
income ($)
Adjusted
cost basis ($)
Modified
duration
Current
Quantity yield (%) % of bond portfolio maturing
2024 28 19,304,000 380,068.00 2.01% 5.31% 5.31% 0.51 19,279,914.33 -324,308.29 19,027,466.80

18.50%
2025 51 44,073,000 556,338.75 1.33% 5.00% 5.00% 1.27 44,280,971.78 -2,303,306.43 42,099,869.41

40.97%
2026 31 28,540,000 389,885.00 1.47% 5.03% 5.03% 2.14 28,483,926.66 -2,019,988.66 26,532,110.44

25.83%
2027 12 9,665,000 228,651.50 2.52% 4.61% 4.57% 2.69 9,525,773.59 -455,774.54 9,094,728.75

8.85%
2028 6 5,735,000 309,485.00 5.39% 5.36% 5.26% 2.21 5,735,008.77 7,968.33 5,788,799.96

5.61%
2029 1 245,000 10,045.00 4.09% 4.05% 4.05% 4.45 244,987.75 556.15 246,176.87

0.24%
2030 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/A2049 0 0 N/A N/A N/A2049 + 0 0 N/A N/A N/AOther 0 0 N/A N/A N/ATotal 129 107,562,000 $1,874,473.25 1.83% 5.05% 5.04% 1.48 $107,550,582.88 $-5,094,853.44 $102,789,152.23Includes all fixed-rate securities in the selected portfolio. Average yields and durations exclude Structured Product, Pass-Through, Perpetual Preferred, and Foreign securities.Accrued interest, if any, has been included in the total market value.Report created on: March 01, 2024 Page 20 of 40 Item #11. Page 23
Meeting Date: 3/26/2024 / Packet Page #: 110
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (continued)
Effective rating/
Underlying rating
(Mdy/Fitch/S&P)
Mkt. value ($)/
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 ($)

5.05%5.04%
11/18/2025 N/A 1.48$107,550,582.8 N/A $102,455,729.44
$-5,094,853.44
107,562,000

1.83% $333,422.79

1.77% $1,874,473.25 100%
$102,789,152.23
Total Bond Portfolio
Details of Bond Holdings
Est. annual
income ($)/
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 99.991
958.52

5.10%

5.10% -22.05
03/08/2024 0.02 244,977.95 0.24%

5.51%
LIBERTY FED CREDIT IN US RT 12,495.00 5.51%05.1000% MAT 03/08/24LICU SHARE CERTIFICATE /IN CD
245,000 245,000.00 99.595
1,949.26

2.20%

2.21% -992.25
04/17/2024 0.13 244,007.75 0.24%

5.27%
BEAL BANK - PLANO TX US 5,390.00 5.27%RT 02.2000% MAT 04/17/24FIXED RATE CD /TX CD
1,664,000 1,671,640.30 99.494
14,421.33

3.00%

3.02% -16,060.14
05/15/2024 0.21 1,655,580.16 1.62%

5.38%
49,920.00 5.38%

NR/NR/NR
A3/A-/A- IBM CORP NTS B/E 03.000%
051524 DTD051519FC111519 CALL@MW+15BP
245,000 245,000.00 98.802

0.00 0.30%

0.30% -2,935.10
05/28/2024 0.24 242,064.90 0.24%

5.26%
CONNEXUS CREDIT UN WI 735.00 5.26%US RT 00.3000% MAT05/28/24 CREDIT UNIONSHARE CERT /WI CD
245,000 245,000.00 98.798
218.49

0.35%

0.35% -2,944.90
05/28/2024 03/28/2024 0.24 242,055.10 0.24%

5.35%5.35%
100.00
WEBBANK UT US RT 857.5000.3500% MAT 05/28/24FIXED RATE CD /UT CD
240,000 240,000.00 99.270
149.92

2.85%

2.87% -1,752.00
06/21/2024 03/21/2024 0.31 238,248.00 0.23%

5.23%5.23%
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 99.018
422.88

2.25%

2.27% -2,405.90
06/28/2024 0.32 242,594.10 0.24%

5.29%
COMMUNITYWIDE FED IN US 5,512.50 5.29%RT 02.2500% MAT 06/28/24FIXED RATE CD /IN CD
2,000,000 2,000,000.00 99.241
10,336.11

3.05%

3.07% -15,180.00
06/28/2024 03/28/2024 0.32 1,984,820.00 1.94%

5.36%5.36%
100.00
61,000.00

NR/NR/NR
FHLMC MED TERM NTS Aaa/AA+/AA+03.050 % DUE 062824 DTD062822 FC 12282022Includes 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: March 01, 2024 Page 21 of 40 Item #11. Page 24
Meeting Date: 3/26/2024 / Packet Page #: 111
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 99.324
1,352.53

3.25%

3.27% -1,656.20
07/01/2024 0.33 243,343.80 0.24%

5.27%
OCEANFIRST BK NA NJ US RT 7,962.50 5.27%03.2500% MAT 07/01/24FIXED RATE CD /NJ CD
245,000 245,000.00 99.964
2,765.14

5.35%

5.35% -88.20
07/05/2024 0.34 244,911.80 0.24%

5.40%
CADENCE BANK MS US RT 13,107.50 5.40%05.3500% MAT 07/05/24FIXED RATE CD /MS CD
245,000 245,000.00 99.931
458.12

5.25%

5.25% -169.05
07/16/2024 0.37 244,830.95 0.24%

5.43%
VIGO CNTY FED CR U IN US 12,862.50 5.43%RT 05.2500% MAT 07/16/24LICU SHARE CERTIFICATE /IN CD
245,000 245,000.00 99.200
584.64

3.35%

3.38% -1,960.00
08/05/2024 0.42 243,040.00 0.24%

5.23%
SALLIE MAE BANK UT US RT 8,207.50 5.23%03.3500% MAT 08/05/24FIXED RATE CD /UT CD
1,122,000 1,128,457.20 98.616
1,003.57

2.30%

2.33% -21,985.68
08/15/2024 07/15/2024 0.45 1,106,471.52 1.08%

5.37%5.37%
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 98.688
913.46

2.38%

2.41% -10,187.75
08/15/2024 0.57 986,880.00 0.96%

5.28%
23,750.00 5.28%

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 98.478

93.97 2.00%

2.03% -3,728.90
08/22/2024 0.47 241,271.10 0.24%

5.26%
MORGAN STANLEY PRV NY 4,900.00 5.26%US RT 02.0000% MAT08/22/24 FIXED RATE CD /NY CD
245,000 245,000.00 98.361

0.00 1.85%

1.88% -4,015.55
08/30/2024 0.50 240,984.45 0.24%

5.17%
FIRST NATL BK KS US RT 4,532.50 5.17%01.8500% MAT 08/30/24FIXED RATE CD /KS CD
245,000 245,000.00 98.337

0.00 1.80%

1.83% -4,074.35
08/30/2024 0.50 240,925.65 0.24%

5.17%
FIRST ST BK AR US RT 4,410.00 5.17%01.8000% MAT 08/30/24FIXED RATE CD /AR CD
250,000 250,000.00 99.971
6,364.74

5.15%

5.15% -72.50
09/01/2024 0.48 249,927.50 0.24%

5.21%
12,872.50 5.21%

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 97.495
5,763.89

0.63%

0.64% -39,020.00
09/13/2024 0.52 1,949,900.00 1.90%

5.40%
12,500.00 5.40%

NR/NR/NR
TOYOTA MOTOR CRDT A1/A+/A+CORP 00.625% 091324DTD091321 FC031322 NTSB/EIncludes 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: March 01, 2024 Page 22 of 40 Item #11. Page 25
Meeting Date: 3/26/2024 / Packet Page #: 112
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 97.347
3,813.33

0.44%

0.45% -53,060.00
09/23/2024 0.55 1,946,940.00 1.90%

5.25%
8,800.00 5.25%

NR/NR/NR
FFCB BOND 00.440 % DUE Aaa/AA+/AA+092324 DTD 092321 FC03232022 248,000 250,098.04 98.257
2,160.66

2.00%

2.04% -6,420.68
09/23/2024 0.55 243,677.36 0.24%

5.15%
MONEY ONE FED CRED MD 4,960.00 5.15%US RT 02.0000% MAT09/23/24 FIXED RATE CD/MD CD
219,000 219,000.00 97.766

0.00 1.70%

1.74% -4,892.46
10/31/2024 N/A 214,107.54 0.21%
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 97.767
1,365.29

1.80%

1.84% -5,470.85
11/08/2024 0.67 239,529.15 0.23%

5.11%
RAYMOND JAMES BK N FL 4,410.00 5.11%US RT 01.8000% MAT11/08/24 FIXED RATE CD /FL CD
245,000 245,000.00 97.736
1,256.55

1.95%

2.00% -5,546.80
11/25/2024 0.72 239,453.20 0.23%

5.10%
THIRD FED S&L ASSN OH US 4,777.50 5.10%RT 01.9500% MAT 11/25/24FIXED RATE CD /OH CD
245,000 245,000.00 97.548

0.00 1.75%

1.79% -6,007.40
11/29/2024 0.74 238,992.60 0.23%

5.09%
MCHENRY SVGS BK IL US RT 4,287.50 5.09%01.7500% MAT 11/29/24FIXED RATE CD /IL CD
1,386,000 1,394,694.54 97.411
6,870.32

2.15%

2.21% -44,578.08
12/06/2024 11/06/2024 0.74 1,350,116.46 1.32%

5.63%5.63%
100.00
29,799.00

NR/NR/NR
TRUIST BANK NTS B/E A2/A/A02.150% 120624DTD120619 FC060620 2,000,000 2,000,000.00 96.840
4,311.11

0.97%

1.00% -63,200.00
12/09/2024 0.76 1,936,800.00 1.89%

5.17%
19,400.00 5.17%

NR/NR/NR
FEDERAL FARM CREDIT Aaa/AA+/AA+BANK 00.970 % DUE120924 DTD 120921 FC06092022 1,500,000 1,465,036.50 97.277
4,326.92

1.75%

1.80% -5,881.50
12/31/2024 0.81 1,459,155.00 1.42%

5.12%
26,250.00 5.12%

NR/NR/NR
US TSY NOTE 01.750 % DUE NR/AA+/NR12/31/24 DTD 12/31/19 FC06/30/20 Total 2024 19,304,000 1.98% 09/06/2024 $380,068.00

2.01%

5.31%5.31%

0.51$19,279,914.33
$-324,308.29
$18,955,606.04
$71,860.76

18.50%
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: March 01, 2024 Page 23 of 40 Item #11. Page 26
Meeting Date: 3/26/2024 / Packet Page #: 113
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 ($)/
Unreal. g/l ($)
1,124,000 1,138,733.78 97.394
3,200.28

2.05%

2.10% -44,025.22
01/09/2025 0.83 1,094,708.56 1.07%

5.18%
23,042.00 5.18%

NR/NR/NR
JOHN DEERE CAPITAL CORP A1/A+/A02.050% 010925DTD010920 FC070920 NTSB/E 1,017,000 1,035,601.07 98.055
3,178.13

3.13%

3.19% -38,381.72
01/23/2025 10/23/2024 0.87 997,219.35 0.97%

5.36%5.36%
100.00
31,781.25

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

03.125% 012325DTD012315 FC072315
1,000,000 1,020,362.11 97.762
1,275.00

2.70%

2.76% -42,742.11
02/12/2025 11/12/2024 0.92 977,620.00 0.95%

5.14%5.14%
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 96.698

21.48 1.60%

1.65% -8,089.90
02/27/2025 0.99 236,910.10 0.23%

5.00%
BELL ST B&T ND US RT 3,920.00 5.00%01.6000% MAT 02/27/25FIXED RATE CD /ND CD
245,000 245,000.00 96.747

22.15 1.65%

1.71% -7,969.85
02/27/2025 0.99 237,030.15 0.23%

5.00%
CITADEL FED CREDIT PA US 4,042.50 5.00%RT 01.6500% MAT 02/27/25CREDIT UNION SHARE CERT/PA CD
2,000,000 2,017,531.78 96.840
19,555.56

2.00%

2.07% -80,731.78
03/03/2025 02/03/2025 0.97 1,936,800.00 1.89%

5.25%5.25%
100.00
40,000.00

NR/NR/NR
MASTERCARD INC NTS B/E Aa3/NR/A+02.000% 030325DTD120319 FC030320CALL@MW+10BP 245,000 245,107.90 96.853
2,150.63

1.80%

1.86% -7,818.05
03/04/2025 0.97 237,289.85 0.23%

5.03%
BMW BANK NORTH AME UT 4,410.00 5.03%US RT 01.8000% MAT03/04/25 FIXED RATE CD /UT CD
245,000 245,000.00 95.902

67.12 1.00%

1.04% -10,040.10
03/19/2025 1.04 234,959.90 0.23%

5.01%
SOMERSET TRUST CO PA US 2,450.00 5.01%RT 01.0000% MAT 03/19/25FIXED RATE CD /PA CD
1,054,000 1,085,924.48 98.069
15,329.84

3.40%

3.47% -52,277.22
03/25/2025 02/25/2025 1.02 1,033,647.26 1.01%

5.27%5.27%
100.00
35,836.00

NR/NR/NR
A3/A-/A- INTEL CORP NTS B/E

03.400% 032525DTD032520CALL@MW+45BP
245,000 245,000.00 96.900
2,107.67

2.00%

2.06% -7,595.00
03/25/2025 1.03 237,405.00 0.23%

5.01%
SYNCHRONY BANK UT US RT 4,900.00 5.01%02.0000% MAT 03/25/25FIXED 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: March 01, 2024 Page 24 of 40 Item #11. Page 27
Meeting Date: 3/26/2024 / Packet Page #: 114
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 95.930

14.77 1.10%

1.15% -9,971.50
03/27/2025 1.06 235,028.50 0.23%

5.00%
SAN FRANCISCO FED CA US 2,695.00 5.00%RT 01.1000% MAT 03/27/25LICU SHARE CERTIFICATE/CA CD
245,000 245,000.00 95.983
122.16

1.30%

1.35% -9,841.65
04/15/2025 1.11 235,158.35 0.23%

4.98%
HORIZON BK NE US RT 3,185.00 4.98%01.3000% MAT 04/15/25FIXED RATE CD /NE CD
2,000,000 2,031,026.63 96.860
16,750.00

2.25%

2.32% -93,826.63
04/15/2025 03/15/2025 1.08 1,937,200.00 1.89%

5.15%5.15%
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 96.043
1,232.38

1.35%

1.41% -9,694.65
04/16/2025 1.09 235,305.35 0.23%

4.99%
PACIFIC WSTN BK CA US RT 3,307.50 4.99%01.3500% MAT 04/16/25FIXED RATE CD /CA CD
2,000,000 2,000,000.00 95.540
5,048.89

0.71%

0.74% -89,200.00
04/21/2025 1.11 1,910,800.00 1.87%

4.76%
14,200.00 4.76%

NR/NR/NR
FFCB BOND 00.710 % DUE Aaa/AA+/AA+042125 DTD 042121 FC10212021 245,000 245,000.00 95.535
818.90

1.00%

1.05% -10,939.25
04/30/2025 1.13 234,060.75 0.23%

4.98%
CENTERSTATE BK NA FL US 2,450.00 4.98%RT 01.0000% MAT 04/30/25FIXED RATE CD /FL CD
245,000 245,000.00 95.591
859.85

1.05%

1.10% -10,802.05
04/30/2025 1.13 234,197.95 0.23%

4.98%
FLAGSTAR BANK, FSB MI US 2,572.50 4.98%RT 01.0500% MAT 04/30/25FIXED RATE CD /MI CD
245,000 245,000.00 95.737

0.00 1.20%

1.25% -10,444.35
04/30/2025 1.15 234,555.65 0.23%

4.97%
PACIFIC CREST SVGS WA US 2,940.00 4.97%RT 01.2000% MAT 04/30/25FIXED RATE CD /WA CD
245,000 245,000.00 95.158

85.92 0.80%

0.84% -11,862.90
05/13/2025 1.19 233,137.10 0.23%

4.96%
SAVOY BK NY US RT 1,960.00 4.96%00.8000% MAT 05/13/25FIXED RATE CD /NY CD
2,026,000 2,044,264.26 95.662
8,486.69

1.45%

1.52% -106,152.14
05/15/2025 1.17 1,938,112.12 1.89%

5.19%
29,377.00 5.19%

NR/NR/NR
CATERPILLAR FINL SERVICE A2/A+/A01.450% 051525DTD051520 FC111520CALL@MW+20BP 245,000 245,000.00 95.139

75.18 0.80%

0.84% -11,909.45
05/15/2025 1.20 233,090.55 0.23%

4.95%
ENCORE BANK AR US RT 1,960.00 4.95%00.8000% MAT 05/15/25FIXED RATE CD /AR 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: March 01, 2024 Page 25 of 40 Item #11. Page 28
Meeting Date: 3/26/2024 / Packet Page #: 115
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 ($)/
Unreal. g/l ($)
2,000,000 2,000,000.00 95.006
3,777.78

0.68%

0.72% -99,880.00
05/19/2025 1.19 1,900,120.00 1.85%

4.94%
13,600.00 4.94%

NR/NR/NR
FFCB BOND 00.680 % DUE Aaa/AA+/AA+051925 DTD 051921 FC11192021 2,000,000 2,000,000.00 94.880
3,253.33

0.61%

0.64% -102,400.00
05/23/2025 1.20 1,897,600.00 1.85%

4.94%
12,200.00 4.94%

NR/NR/NR
FFCB BOND 00.610 % DUE Aaa/AA+/AA+052325 DTD 082321 FC11232021 2,000,000 2,000,000.00 95.056
3,690.56

0.73%

0.77% -98,880.00
05/28/2025 05/28/2024 1.21 1,901,120.00 1.86%

4.86%4.86%
100.00
14,600.00

NR/NR/NR
FHLMC MED TERM NTS Aaa/AA+/NR00.730 % DUE 052825 DTD052820 FC 11282020 1,000,000 1,001,231.46 94.965
1,911.11

0.80%

0.84% -51,581.46
06/03/2025 05/03/2025 1.22 949,650.00 0.93%

4.97%4.97%
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 95.182
326.22

0.60%

0.63% -11,804.10
06/10/2025 1.25 233,195.90 0.23%

4.51%
STOCKMAN BK MT US RT 1,470.00 4.51%00.6000% MAT 06/10/25FIXED RATE CD /MT CD
2,000,000 2,000,000.00 94.611
2,433.33

0.60%

0.63% -107,780.00
06/16/2025 1.26 1,892,220.00 1.85%

4.94%
12,000.00 4.94%

NR/NR/NR
FFCB BOND 00.600 % DUE Aaa/AA+/AA+061625 DTD 061621 FC12162021 245,000 245,000.00 94.749

43.63 0.65%

0.69% -12,864.95
06/19/2025 1.29 232,135.05 0.23%

4.81%
ENERBANK UT US RT 1,592.50 4.81%00.6500% MAT 06/19/25FIXED RATE CD /UT CD
245,000 245,000.00 94.748

40.27 0.60%

0.63% -12,867.40
06/19/2025 1.29 232,132.60 0.23%

4.76%
MORTON CMNTY BK IL US 1,470.00 4.76%RT 00.6000% MAT 06/19/25FIXED RATE CD /IL CD
245,000 245,000.00 94.679

12.08 0.60%

0.63% -13,036.45
06/26/2025 1.31 231,963.55 0.23%

4.76%
FIRST CAROLINA BK NC US 1,470.00 4.76%RT 00.6000% MAT 06/26/25FIXED RATE CD /NC CD
2,000,000 2,000,000.00 94.501
2,083.33

0.63%

0.66% -109,980.00
06/30/2025 06/30/2024 1.30 1,890,020.00 1.84%

4.93%4.93%
100.00
12,500.00

NR/NR/NR
FHLB BOND 00.625 % DUE Aaa/NR/AA+063025 DTD 063021 FC12302021 2,141,000 2,163,009.23 95.003
4,448.52

1.70%

1.79% -128,995.00
07/15/2025 06/15/2025 1.33 2,034,014.23 1.99%

5.51%5.51%
100.00
36,397.00

NR/NR/NR
E I DU PONT DE NEMOURS A3/A/A01.700% 071525DTD051520 FC011521CALL@MW+25BPIncludes 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: March 01, 2024 Page 26 of 40 Item #11. Page 29
Meeting Date: 3/26/2024 / Packet Page #: 116
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 ($)/
Unreal. g/l ($)
1,000,000 998,500.00 94.157
500.00

0.50%

0.53% -56,930.00
07/23/2025 1.36 941,570.00 0.92%

4.87%
5,000.00 4.87%

NR/NR/NR
FHLMC MED TERM NTS Aaa/AA+/NR00.500 % DUE 072325 DTD072320 FC 01232021 245,000 245,000.00 94.077

0.00 0.55%

0.58% -14,511.35
07/30/2025 1.41 230,488.65 0.22%

4.89%
MEDALLION BK UT US RT 1,347.50 4.89%00.5500% MAT 07/30/25FIXED RATE CD /UT CD
1,000,000 999,950.00 93.960
208.33

0.50%

0.53% -60,350.00
08/14/2025 05/14/2024 1.42 939,600.00 0.92%

4.84%4.84%
100.00
5,000.00

NR/NR/NR
FNMA NTS 00.500 % DUE Aaa/AA+/AA+081425 DTD 081420 FC02142021 1,000,000 1,037,780.95 97.654
1,312.50

3.38%

3.46% -61,240.95
08/15/2025 05/15/2025 1.40 976,540.00 0.95%

5.06%5.06%
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 93.606

8.05 0.40%

0.43% -15,665.30
08/26/2025 1.48 229,334.70 0.22%

4.86%
COMMUNITY BK TN US RT 980.00 4.86%00.4000% MAT 08/26/25FIXED RATE CD /TN CD
245,000 245,000.00 93.586

2.68 0.40%

0.43% -15,714.30
08/28/2025 1.49 229,285.70 0.22%

4.85%
BANK3 TENNESSEE TN US RT 980.00 4.85%00.4000% MAT 08/28/25FIXED RATE CD /TN CD
988,000 983,948.13 98.773

0.00 4.13%

4.18% -8,070.89
08/28/2025 05/28/2024 1.43 975,877.24 0.95%

4.99%4.99%
100.00
40,755.00

NR/NR/NR
FNMA NTS 04.125 % DUE Aaa/AA+/AA+082825 DTD 083022 FC02282023 245,000 245,000.00 93.587

75.18 0.40%

0.43% -15,711.85
08/29/2025 1.49 229,288.15 0.22%

4.85%
HOME LN INVT BK RI US RT 980.00 4.85%00.4000% MAT 08/29/25FIXED RATE CD /RI CD
2,000,000 2,000,000.00 93.906
6,013.33

0.66%

0.70% -121,880.00
09/15/2025 1.50 1,878,120.00 1.83%

4.80%
13,200.00 4.80%

NR/NR/NR
FFCB BOND 00.660 % DUE Aaa/AA+/AA+091525 DTD 091521 FC03152022 245,000 245,000.00 93.343

18.79 0.40%

0.43% -16,309.65
09/22/2025 03/22/2024 1.55 228,690.35 0.22%

4.83%4.83%
100.00
AMERICAN COMM BK GA 980.00US RT 00.4000% MAT09/22/25 FIXED RATE CD /GA CD
108,000 108,000.00 93.403
165.70

0.35%

0.37% -7,124.76
09/22/2025 1.52 100,875.24 0.10%

4.78%
CHAMBERS BANK AK US RT 378.00 4.78%00.3500% MAT 09/22/25FIXED RATE CD /AK 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: March 01, 2024 Page 27 of 40 Item #11. Page 30
Meeting Date: 3/26/2024 / Packet Page #: 117
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 93.447
208.08

0.50%

0.54% -16,054.85
09/29/2025 03/29/2024 1.56 228,945.15 0.22%

4.82%4.82%
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 93.761
714.19

0.70%

0.75% -15,285.55
09/30/2025 03/31/2024 1.54 229,714.45 0.22%

4.83%4.83%
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 99.523
271.85

4.50%

4.52% -1,168.65
10/20/2025 03/20/2024 1.58 243,831.35 0.24%

4.80%4.80%
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 93.076

24.16 0.60%

0.64% -16,963.80
10/23/2025 03/23/2024 1.63 228,036.20 0.22%

4.98%4.98%
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 93.019
3,660.00

0.54%

0.58% -139,620.00
10/27/2025 10/27/2024 1.61 1,860,380.00 1.82%

4.97%4.97%
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 92.975
3,173.33

0.56%

0.60% -140,500.00
11/17/2025 11/17/2024 1.67 1,859,500.00 1.81%

4.87%4.87%
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 93.098
3,166.67

0.60%

0.64% -138,040.00
11/24/2025 1.69 1,861,960.00 1.82%

4.79%
12,000.00 4.79%

NR/NR/NR
FFCB BOND 00.600 % DUE Aaa/AA+/AA+112425 DTD 112420 FC05242021 245,000 245,000.00 92.743
258.42

0.50%

0.54% -17,779.65
12/15/2025 1.75 227,220.35 0.22%

4.76%
BK HAPOALIM BM NY US RT 1,225.00 4.76%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%

5.00%5.00%

1.27$44,280,971.78
$-2,303,306.43
$41,977,665.35
$122,204.06

40.97%
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: March 01, 2024 Page 28 of 40 Item #11. Page 31
Meeting Date: 3/26/2024 / Packet Page #: 118
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 2,001,487.75 92.539
1,711.11

0.70%

0.76% -150,707.75
01/15/2026 1.82 1,850,780.00 1.81%

4.91%
14,000.00 4.91%

NR/NR/NR
JOHN DEERE CPTL CORP A1/A+/A00.700% 011526DTD010721 FC071521 MEDTERM NTS 1,175,000 1,175,000.00 99.800
5,535.56

5.30%

5.31% -2,350.00
01/27/2026 04/27/2024 1.79 1,172,650.00 1.14%

5.41%5.41%
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 99.124
770.24

4.25%

4.29% -2,146.20
02/02/2026 1.82 242,853.80 0.24%

4.73%
MORGAN STANLEY BK UT US 10,412.50 4.73%RT 04.2500% MAT 02/02/26FIXED RATE CD /UT CD
1,200,000 1,200,000.00 90.393

80.00 0.80%

0.89% -115,284.00
02/26/2026 02/26/2025 1.92 1,084,716.00 1.06%

5.99%5.99%
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 98.330
459.12

3.80%

3.86% -4,091.50
03/11/2026 03/11/2024 1.89 240,908.50 0.24%

4.67%4.67%
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 91.697
8,400.00

0.90%

0.98% -155,920.00
03/11/2026 02/11/2026 1.96 1,833,940.00 1.79%

5.26%5.26%
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 92.477
392.00

0.80%

0.87% -18,431.35
03/18/2026 03/18/2024 2.01 226,568.65 0.22%

4.67%4.67%
100.00
BMO HARRIS BK NA IL US RT 1,960.0000.8000% MAT 03/18/26FIXED RATE CD /IL CD
245,000 245,000.00 100.766
305.08

5.05%

5.01% 1,876.70
03/20/2026 1.95 246,876.70 0.24%

4.66%
AFFINITY PLUS MN US RT 12,372.50 4.66%05.0500% MAT 03/20/26LICU SHARE CERTIFICATE/MN CD
245,000 245,000.00 100.668
302.05

5.00%

4.97% 1,636.60
03/20/2026 1.95 246,636.60 0.24%

4.66%
VALLEYSTAR CR UN M VA 12,250.00 4.66%US RT 05.0000% MAT03/20/26 LICU SHARECERTIFICATE /VA 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: March 01, 2024 Page 29 of 40 Item #11. Page 32
Meeting Date: 3/26/2024 / Packet Page #: 119
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 ($)/
Unreal. g/l ($)
245,000 245,000.00 100.687
939.73

5.00%

4.97% 1,683.15
03/23/2026 1.96 246,683.15 0.24%

4.65%
TECHNOLOGY CREDIT CA US 12,250.00 4.65%RT 05.0000% MAT 03/23/26CREDIT UNION SHARE CERT/CA CD
245,000 245,000.00 100.631
5,302.74

5.00%

4.97% 1,545.95
03/24/2026 1.90 246,545.95 0.24%

4.67%
CIBC BANK ILLINOIS IL US RT 12,250.00 4.67%05.0000% MAT 03/24/26FIXED RATE CD /IL CD
245,000 245,000.00 92.659
948.45

0.90%

0.97% -17,985.45
03/25/2026 2.00 227,014.55 0.22%

4.66%
STATE BANK OF INDI NY US 2,205.00 4.66%RT 00.9000% MAT 03/25/26FIXED RATE CD /NY CD
2,000,000 2,000,000.00 93.047
8,750.00

1.05%

1.13% -139,060.00
03/30/2026 N/A 1,860,940.00 1.82%
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 92.664

0.00 0.95%

1.03% -17,973.20
03/31/2026 03/31/2024 N/A 227,026.80 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 92.559
178.55

0.95%

1.03% -18,230.45
04/16/2026 2.10 226,769.55 0.22%

4.63%
GREENSTATE CREDIT IA US 2,327.50 4.63%RT 00.9500% MAT 04/16/26FIXED RATE CD /IA CD
245,000 245,000.00 92.465
785.34

0.90%

0.97% -18,460.75
04/22/2026 2.08 226,539.25 0.22%

4.63%
TOYOTA FINL SVG BK NV US 2,205.00 4.63%RT 00.9000% MAT 04/22/26FIXED RATE CD /NV CD
2,000,000 2,000,000.00 92.748
2,888.89

0.50%

0.54% -145,040.00
05/15/2026 05/15/2024 N/A 1,854,960.00 1.81%
N/AN/A
100.00
10,000.00

NR/NR/NR
INTL FIN CORP NTS 00.500 % Aaa/NR/AAADUE 051526 DTD 052821 FC11152021 2,000,000 2,002,141.53 92.059
6,644.44

1.15%

1.25% -160,961.53
05/15/2026 04/15/2026 2.13 1,841,180.00 1.80%

4.99%4.99%
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 91.956

74.17 0.85%

0.92% -19,707.80
06/16/2026 06/16/2024 2.26 225,292.20 0.22%

4.55%4.55%
100.00
UBS BANK UT US RT 2,082.5000.8500% MAT 06/16/26FIXED RATE CD /UT CD
245,000 245,000.00 97.811
1,453.55

3.55%

3.63% -5,363.05
06/30/2026 02/29/2024 2.28 239,636.95 0.23%

4.42%4.42%
100.00
ALLY BK UT US RT 03.5500% 8,697.50MAT 06/30/26 FIXED RATECD /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: March 01, 2024 Page 30 of 40 Item #11. Page 33
Meeting Date: 3/26/2024 / Packet Page #: 120
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 2,000,000.00 93.174
2,916.67

0.88%

0.94% -136,520.00
06/30/2026 03/30/2024 N/A 1,863,480.00 1.82%
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 93.232
5,000.00

1.50%

1.61% -135,360.00
06/30/2026 N/A 1,864,640.00 1.82%
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 91.577
286.62

0.70%

0.76% -20,636.35
07/01/2026 2.27 224,363.65 0.22%

4.54%
NEW YORK CMNTY BK NY 1,715.00 4.54%US RT 00.7000% MAT07/01/26 FIXED RATE CD /NY CD
1,000,000 968,385.25 91.792
466.67

1.05%

1.14% -50,465.25
08/13/2026 03/13/2024 2.37 917,920.00 0.90%

4.62%4.62%
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 91.488
150.36

0.80%

0.87% -20,854.40
08/13/2026 2.42 224,145.60 0.22%

4.47%
LIVE OAK BKG CO NC US RT 1,960.00 4.47%00.8000% MAT 08/13/26FIXED RATE CD /NC CD
2,000,000 2,000,000.00 91.928
191.67

1.15%

1.25% -161,440.00
08/26/2026 N/A 1,838,560.00 1.79%
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 88.803
116.67

1.05%

1.18% -223,940.00
08/27/2026 08/27/2025 2.40 1,776,060.00 1.73%

5.95%5.95%
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 90.999
7,885.56

0.94%

1.03% -180,020.00
09/28/2026 2.49 1,819,980.00 1.78%

4.68%
18,800.00 4.68%

NR/NR/NR
FFCB NTS 00.940 % DUE Aaa/AA+/AA+092826 DTD 092821 FC03282022 1,000,000 982,052.13 91.621
3,739.70

1.13%

1.23% -65,842.13
10/31/2026 2.57 916,210.00 0.89%

4.49%
11,250.00 4.49%

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 91.849
748.76

1.15%

1.25% -19,969.95
11/24/2026 2.64 225,030.05 0.22%

4.34%
CAPITAL ONE BK USA VA US 2,817.50 4.34%RT 01.1500% MAT 11/24/26FIXED RATE CD /VA CD
245,000 245,000.00 91.849
748.76

1.15%

1.25% -19,969.95
11/24/2026 2.64 225,030.05 0.22%

4.34%
CAPITAL ONE NA VA US RT 2,817.50 4.34%01.1500% MAT 11/24/26FIXED RATE CD /VA 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: March 01, 2024 Page 31 of 40 Item #11. Page 34
Meeting Date: 3/26/2024 / Packet Page #: 121
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 ($)/
Unreal. g/l ($)
Total 2026 28,540,000 1.40% 05/30/2026 $389,885.00

1.47%

5.03%5.03%

2.14$28,483,926.66
$-2,019,988.66
$26,463,938.00
$68,172.44

25.83%
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 92.529
3,373.33

1.84%

1.99% -149,420.00
01/26/2027 2.77 1,850,580.00 1.81%

4.61%
36,800.00 4.61%

NR/NR/NR
FFCB BOND 01.840 % DUE Aaa/AA+/AA+012627 DTD 012622 FC07262022 2,000,000 2,000,000.00 92.259
1,878.89

1.78%

1.93% -154,820.00
02/10/2027 05/10/2024 2.81 1,845,180.00 1.80%

4.62%4.62%
100.00
35,600.00

NR/NR/NR
FHLB BOND 01.780 % DUE Aaa/NR/AA+021027 DTD 021022 FC08102022 245,000 245,000.00 100.112
382.60

4.75%

4.74% 274.40
02/17/2027 05/17/2024 0.21 245,274.40 0.24%

4.21%4.71%
100.00
BOKF NA OK US RT 11,637.5004.7500% MAT 02/17/27FIXED RATE CD /OK CD
245,000 245,000.00 92.963
319.51

1.70%

1.83% -17,240.65
02/18/2027 2.89 227,759.35 0.22%

4.22%
METRO CREDIT UNION MA 4,165.00 4.22%US RT 01.7000% MAT02/18/27 LICU SHARECERTIFICATE /MA CD
245,000 245,000.00 92.976
125.52

1.70%

1.83% -17,208.80
02/18/2027 2.89 227,791.20 0.22%

4.22%
PENTAGON FED CREDI VA US 4,165.00 4.22%RT 01.7000% MAT 02/18/27CREDIT UNION SHARE CERT/VA CD
3,215,000 3,075,098.40 92.822
718.02

2.01%

2.17% -90,871.10
02/25/2027 05/25/2024 2.85 2,984,227.30 2.91%

4.61%4.61%
100.00
64,621.50

NR/NR/NR
FHLB BOND 02.010 % DUE Aaa/NR/AA+022527 DTD 022522 FC08252022 245,000 245,675.19 93.807
2,416.44

2.00%

2.13% -15,848.04
03/02/2027 2.84 229,827.15 0.22%

4.22%
EAGLEMARK SVGS BK NV US 4,900.00 4.22%RT 02.0000% MAT 03/02/27FIXED RATE CD /NV CD
490,000 490,000.00 99.781
12,091.43

5.45%

5.46% -1,073.10
03/16/2027 03/16/2024 2.71 488,926.90 0.48%

5.53%5.53%
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 97.023
2,083.51

3.20%

3.30% -7,293.65
05/24/2027 3.01 237,706.35 0.23%

4.19%
DISCOVER BANK DE US RT 7,840.00 4.19%03.2000% MAT 05/24/27FIXED RATE CD /DE 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: March 01, 2024 Page 32 of 40 Item #11. Page 35
Meeting Date: 3/26/2024 / Packet Page #: 122
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 ($)/
Unreal. g/l ($)
245,000 245,000.00 101.612
441.67

4.70%

4.63% 3,949.40
06/15/2027 3.04 248,949.40 0.24%

4.18%
ESSENTIAL FED CRED LA US 11,515.00 4.18%RT 04.7000% MAT 06/15/27LICU SHARE CERTIFICATE /LA CD
245,000 245,000.00 97.156
305.41

3.25%

3.35% -6,967.80
06/15/2027 3.11 238,032.20 0.23%

4.18%
LAFAYETTE FED CRED MD US 7,962.50 4.18%RT 03.2500% MAT 06/15/27LICU SHARE CERTIFICATE/MD CD
245,000 245,000.00 100.304
593.37

5.20%

5.18% 744.80
12/13/2027 06/12/2024 0.28 245,744.80 0.24%

4.13%5.11%
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 2.40% 03/05/2027 $228,651.50

2.52%

4.61%4.57%

2.69 $9,525,773.59
$-455,774.54
$9,069,999.05
$24,729.70

8.85%
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 99.326
4,533.33

5.10%

5.13% -6,740.00
01/27/2028 04/27/2024 3.49 993,260.00 0.97%

5.29%5.29%
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 2,000,004.30 99.852
1,500.00

5.40%

5.41% -2,964.30
02/24/2028 05/24/2024 3.54 1,997,040.00 1.95%

5.44%5.44%
100.00
108,000.00

NR/NR/NR
FHLB BOND 05.400 % DUE Aaa/NR/AA+022428 DTD 022423 FC08242023 245,000 245,000.00 101.825
872.60

5.00%

4.91% 4,471.25
04/03/2028 04/03/2026 1.98 249,471.25 0.24%

4.09%4.51%
100.00
ARBOR FINL CREDIT MI US RT 12,250.0005.0000% MAT 04/03/28FIXED RATE CD /MI CD
2,000,000 2,000,004.47 100.007
37,980.56

5.65%

5.65% 135.53
04/28/2028 04/28/2024 0.16 2,000,140.00 1.95%

5.50%5.65%
100.00
113,000.00

NR/NR/NR
FHLB BOND 05.650 % DUE Aaa/NR/AA+042828 DTD 042823 FC10282023 245,000 245,000.00 101.638
533.63

5.30%

5.21% 4,013.10
07/14/2028 07/14/2025 1.32 249,013.10 0.24%

4.07%4.88%
100.00
CY-FAIR FED CREDIT TX US 12,985.00RT 05.3000% MAT 07/14/28FIXED RATE CD /TX CD
245,000 245,000.00 103.695
402.74

5.00%

4.82% 9,052.75
07/17/2028 3.93 254,052.75 0.25%

4.08%
NEW ORLEANS FIREME LA US 12,250.00 4.08%RT 05.0000% MAT 07/17/28FIXED RATE CD /LA 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: March 01, 2024 Page 33 of 40 Item #11. Page 36
Meeting Date: 3/26/2024 / Packet Page #: 123
Consolidated report prepared for City of Glendora
Bond Holdingsas of February 29, 2024 (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 ($)/
Unreal. g/l ($)
Total 2028 5,735,000 5.40% 03/27/2028 $309,485.00

5.39%

5.36%5.26%

2.21 $5,735,008.77
$7,968.33
$5,742,977.10
$45,822.86

5.61%
Maturing 2029
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 ($)/
Unreal. g/l ($)
245,000 244,987.75 100.222
632.97

4.10%

4.09% 556.15
02/06/2029 4.45 245,543.90 0.24%

4.05%
WELLS FARGO BK NA SD US 10,045.00 4.05%RT 04.1000% MAT 02/06/29FIXED RATE CD /SD CD
Total 2029 245,000 4.10% 02/06/2029 $10,045.00

4.09%

4.05%4.05%

4.45 $244,987.75
$556.15
$245,543.90
$632.97

0.24%
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 ($)

5.05%5.04%
11/18/2025 N/A 1.48$107,550,582.8 N/A $102,455,729.44
$-5,094,853.44
107,562,000

1.83% $333,422.79 Total Bond Portfolio 1.77% $1,874,473.25 100% $102,789,152.23
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: March 01, 2024 Page 34 of 40 Item #11. Page 37
Meeting Date: 3/26/2024 / Packet Page #: 124
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: March 01, 2024 Page 35 of 40
Item #11. Page 38
Meeting Date: 3/26/2024 / Packet Page #: 125
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: March 01, 2024 Page 36 of 40
Item #11. Page 39
Meeting Date: 3/26/2024 / Packet Page #: 126
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: March 01, 2024 Page 37 of 40
Item #11. Page 40
Meeting Date: 3/26/2024 / Packet Page #: 127
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: March 01, 2024 Page 38 of 40
Item #11. Page 41
Meeting Date: 3/26/2024 / Packet Page #: 128
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: March 01, 2024 Page 39 of 40
Item #11. Page 42
Meeting Date: 3/26/2024 / Packet Page #: 129
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: March 01, 2024 Page 40 of 40
Item #11. Page 43
Meeting Date: 3/26/2024 / Packet Page #: 130

STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: MARCH 26, 2024
FROM: COMMUNITY DEVELOPMENT DISTRICT(S): 1, 2, 3
SUBJECT: RESOLUTION APPROVING ACQUISITION OF PERMANENT EASEMENT LOCATED AT 349 EAST JUANITA AVENUE

RECOMMENDATION
That the City Council:

1. Adopt a City Council Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL APPROVING

AND AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR ACQUISITION OF A PERMANENT EASEMENT LOCATED AT 349 EAST JUANITA AVENUE (ASSESSOR PARCEL NUMBERS 8643-016-055, -056) FROM CHARLES MARTIKAN, JR. AND CATHERINE R.

MARTIKAN & FINDING SUCH ACQUISITION EXEMPT FROM THE REQUIREMENTS OF THE CALIFORNIA ENVIRONMENTAL QUALITY ACT;” and

2. Authorize the City Manager to execute the documents necessary to complete the acquisition of the property identified as APN 8643-016-055, -056.

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

EXECUTIVE SUMMARY
The Glendora People Movement Project seeks to construct over 10 miles of active transportation improvements throughout Glendora. A key piece of the People Movement Project are the various Urban Trails which generally follow the three flood control channels in the city. The San Dimas Wash Urban Trail Phase 2 and 3 is a 1.5-mile extension of the existing Urban Trail and will travel from Sunflower Avenue/Gladstone Street to Arrow Highway and Grand Avenue. The project features a bicycling and walking path, native landscaping, signage and wayfinding, and other recreational amenities.

As part of this project, the City needs to acquire sections of property along the San Dimas Wash. This report seeks authorization to acquire an easement over property identified with assessor parcel numbers (APN) 8643-016-055, -056 (Property). The Property is located at 349 East Juanita Avenue in the City of Glendora.

Staff is recommending approval of the Resolution included as Attachment A for the acquisition of the property per terms of the Purchase and Sale Agreement (Agreement) included as Attachment B. Funding for the acquisition is included in the People Movement Project Capital Improvement Program fund.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
The Project initially consisted of two distinct elements, Urban Trails and first/last mile improvements.

Development of the Urban Trails System started in 2011 and has seen one mile completed in 2018 along the San Dimas Wash. The remaining Urban Trails are along the Big and Little Dalton Washes. The City is currently in the permitting and right-of-way phase to complete the San Dimas Wash Urban Trail.

Item #12. Page 1
Meeting Date: 3/26/2024 / Packet Page #: 131
Staff Report Page 2 of 2
In 2018, the City in partnership with the Los Angeles County Metropolitan Transportation Authority (Metro), began planning for access improvements to the Metro A (Gold) Line Glendora Station. Over the past four years, staff has engaged with residents, stakeholders, and our local partners to refine concepts and implement demonstration projects.

In March 2021, staff presented the Project to the City Council for approval to apply for a federal transportation earmark. In November 2021, staff presented an update to the City Council on the Project and the funding status.

On March 22, 2022, the City Council directed staff to proceed with final design and construction of Phase 1 improvements of the People Movement Project. Phase 1 includes first/last mile improvements along Glendora Avenue, and completion of the San Dimas and Little Dalton Urban Trails. The Congressional Member-Designated funding allows additional first/last mile improvements on Foothill Boulevard to be accelerated for inclusion in Phase 1. Phase 2 will include completion of the Big Dalton Urban Trail. Phase 3 consists of first/last mile improvements along Ada and Vermont Avenues, as well as a new walkway running between the intersections of Foothill/Grand and Carrol/Washington.

DISCUSSION
The subject property is located at the approximate midpoint of the San Dimas Wash Urban Trail Project and is 479 square feet. The easement will be used for native landscaping to beautify the area, provide native vegetation and habitat, and satisfy requirements from the Rivers and Mountains Conservancy grant.

FISCAL IMPACT
The acquisition price of $15,160.00 is budgeted in People Movement Project Capital Improvement Program (CIP) funds. The total cost of the San Dimas Urban Trail Phase 2 and 3 is estimated to be $3.2 million which includes right-of-way and construction.

ENVIRONMENTAL DETERMINATION
City Council approved a Categorical Exemption for the overall San Dimas Urban Trail Project on September 17, 2015. The City will also be revalidating the CEQA and NEPA documents before construction.

The easement acquisition of APN 8643-016-055, -056 is covered by the commonsense exemption under Section 15061(b)(3) of the California Environmental Quality Act. Acquisition of the property does not change use of the land or cause a significant effect on the environment.

Prepared By Steven Mateer, Transportation Manager
Concurs With Not Applicable
Reviewed By Jeff Kugel, Community Development Director
Certified to Availability of Funds Marie Ricci, Deputy City Manager 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. Resolution
B. Purchase and Sale Agreement
Item #12. Page 2
Meeting Date: 3/26/2024 / Packet Page #: 132
RESOLUTION CC 2024-__

A RESOLUTION OF THE CITY COUNCIL APPROVING AND

AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR
ACQUISITION OF A PERMANENT EASEMENT LOCATED AT 349 EAST JUANITA AVENUE (ASSESSOR PARCEL NUMBERS 8643-016-055 AND 8643-016-056) FROM CHARLES MARTIKAN, JR. AND CATHERINE R.

MARTIKAN & FINDING SUCH ACQUISITION EXEMPT FROM THE

REQUIREMENTS OF THE CALIFORNIA ENVIRONMENTAL QUALITY
ACT

THE CITY COUNCIL
City of Glendora, California
WHEREAS, Sellers, Charles Martikan, Jr. and Catherine R. Martikan (“Seller”) are the owners of that certain residential real property located in the City of Glendora, County of Los Angeles, State of California, located at 349 East Juanita Avenue, Glendora, CA (APN 8643-016- 055 and 8643-016-056); and,
WHEREAS, the City desires to acquire an easement upon the Property (the Easement) for the Glendora Urban Trail Phases 2 & 3; and,
WHEREAS, the Sellers desire to sell the Easement to the City, and the City desires to acquire the Easement from the Seller upon the terms and conditions set forth in that certain purchase and sale agreement (“Purchase and Sale Agreement”); and, WHEREAS, the City Manager has duly considered all the terms and conditions of the proposed Purchase and Sale Agreement and its implementation are in the best interests of the City of Glendora and the health, safety and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements; and, WHEREAS, by this Resolution, the City Council desires to approve the Purchase and Sale Agreement and the acquisition of APN 8643-016-055 and 8643-016-056 as provided for under the Purchase and Sale Agreement for the purchase price of Fifteen Thousand and One Hundred and Sixty Dollars ($15,160) with the funds allocated from the Glendora People Movement Program Capital Improvement Program funds.

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

SECTION 1. Acquisition of APN 8643-016-055 and 8643-016-056 is covered by the commonsense exemption under Section 15061(b)(3) of the California Environmental Quality Act.

Acquisition of the property does not change use of the land or cause a significant effect on the environment.

SECTION 2. The Purchase and Sale Agreement, in the form attached hereto as Exhibit “A” is hereby approved. The City Council hereby authorizes and directs the Mayor, or their Desginee, to execute the Purchase and Sale Agreement as well as other instruments that may be necessary or convenient to complete the acquisition on behalf of the City.

SECTION 3. The City Council authorizes and approves the payment of such moneys and Item #12. Page 3
Meeting Date: 3/26/2024 / Packet Page #: 133
Resolution No: CC 2024-___ Page 2 of 2
provision of other consideration as are provided for under such Agreement.

SECTION 4. The City Clerk shall certify 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, CA
BY:

MENDELL THOMPSON
Mayor
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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STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: MARCH 26, 2024
FROM: CITY MANAGER DISTRICT(S): CITYWIDE
SUBJECT: SISTER CITY UPDATE

RECOMMENDATION
That the City Council:

1. 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. In January 2024, staff received direction from the City Council to determine how many people would be able to attend with a budget of $50,000. Based on information from the Glendora Sister City Association (GSCA) and Moka representatives, a total of 10 to 12 people may attend; this total is inclusive of airfare, accommodations, dining, and various items to present to the Moka officials. At this time, Staff needs direction from the City Council on the composition of the delegation.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
In late 2023, Councilmembers Davis and Boyer requested an update on the City’s sister city programs and discussion on the City’s participation in Moka’s 70th Anniversary.

On January 23, 2024, the City Council discussed the City’s sister city programs with Merida, Mexico and Moka, Japan. After a brief discussion, the City Council appointed Council Members Boyer and Davis and any necessary staff to represent the City Council on the Glendora Sister City Association (GSCA); and directed staff to return to City Council with an update in March 2024. Additionally, the City Council approved a budget in the amount of $50,000 for Moka’s 70th Anniversary celebration trip and directed staff to make the necessary preparations in consultation with GSCA.

DISCUSSION
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 partnership with Moka is strengthened through the Glendora Unified School District’s (GUSD) robust relationship with Moka. 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; a large Moka delegation 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 and a single representative from Moka visited Glendora this month.

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Staff Report Page 2 of 2
The City has been invited to participate in Moka’s 70th Anniversary celebration alongside its other sister cities in Taiwan and Australia. In January, the City Council allocated $50,000 to the trip and directed staff to return in March 2024 with additional information and further discussion on the size and composition of the City’s delegation.

Currently, the GSCA President has indicated that three GSCA members and a guest are planning to attend. Additionally, it does not appear as anyone from GUSD will attend as a contingent is already traveling to Moka in July of this year.

Staff worked with GUSD’s Moka travel agent and Moka officials to determine the size of the City’s delegation based on a budget of $50,000. Based on flights ($950-$1,250) and hotels (room rates are total occupancy, not per night), staff anticipates approximately 10-12 people can attend. The budget will also cover any gift exchanges, food, and other needs. Moka officials will provide transportation during the duration of the trip.

In speaking with representatives from Moka and the GSCA President, the following itinerary is recommended:
 October 2 – Flight
 October 3 – Arrival at Narita Airport (Moka will arrange for transportation)  October 4 and 5 – Moka 70th Anniversary Celebration
 October 6 and 7 – Sightseeing Tour and City Official meetings  October 8/9 – Flight and Arrival in Los Angeles
Moka City Hall recently announced the creation of a Sister City Department in addition to the Moka International Exchange Association; the trip represents a good opportunity to have a more in-depth tour of Moka.

In order to move forward to travel arrangements, staff needs City Council direction on the composition and size of the City’s delegation.

FISCAL IMPACT
In January 2024, the City Council directed staff to allocated $50,000 for Moka’s 70th Anniversary Delegation. As such, 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:

N/A
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STAFF REPORT
TO: MAYOR AND COUNCIL MEMBERS DATE: MARCH 26, 2024
FROM: COMMUNITY DEVELOPMENT DISTRICT(S): CITYWIDE
SUBJECT: APPROVE A CONTRACT WITH PLACEWORKS, INC. FOR TECHNICAL PLANNING

ASSISTANCE TO DEVELOP A GLENDORA STATION AREA VISION PLAN TO BUILD

COMMUNITY CONSENSUS TOWARDS A PREFERRED DEVELOPMENT SCENARIO,

MAKE CODE RECOMMENDATIONS, AND PROVIDE MODEL DESIGN STANDARDS IN

THE FORM OF A VISION PLAN TO ACCOMMODATE HOUSING IN THE AREA WITHIN THE ½ MILE RADIUS AROUND THE GLENDORA METRO STATION AREA FOR AN AMOUNT NOT TO EXCEED $179,977 PLUS A 10% CONTINGENCY OF $17,998 FOR A TOTAL NOT-TO-EXCEED AMOUNT OF $197,975 (PROJECT # PLN22-0059)

RECOMMENDATION
That the City Council:

1. Approve a contract with PlaceWorks, Inc. for technical planning assistance to develop a Glendora Station Area Vision Plan to build community consensus towards a preferred development scenario, make code recommendations, and provide model design standards in the form of a vision plan to accommodate housing in the area within the ½ mile radius around the Glendora Metro Station area for an amount not to exceed $179,977 plus a 10% contingency of $17,998 for a total not-to-exceed amount of $197,975 (Project # PLN22-0059);

2. Approve an increase in estimated revenues and supplemental appropriation in the amount of $197,975 to Fund 208 – Grant Funds; and

3. Authorize the City Manager or their designee to execute the agreement, including minimal and non-substantive changes.

STRATEGIC FOCUS AREAS
 Goal 1: Implement Strategic Economic Development (ISED) Objective 4: Create a Vision and Development Plan for the Village/Gold Line area.

Task 1: Complete conceptual development plans for future housing and commercial developments.

Task 2. Identify key sites for targeted development.

Task 3. Identify daytime vs nighttime needs.

EXECUTIVE SUMMARY
The Glendora Station Area Vision Plan (Station Area Vision Plan) implements the City Council’s 2023- 2025 Strategic Plan. Specifically, the project implements Goal 1: Implement Strategic Economic Development; Objective 4: Create a Vision and Development Plan for the Village/Gold Line Area. To fund this effort, the City applied and was awarded $200,000 from the Los Angeles County Metropolitan Transportation Authority (Metro) Communities Technical Assistance Program (TOC TAP). Funding for the Station Area Vision Plan includes a local match of $20,000 in already-budgeted staff time, for a total project cost not to exceed $220,000. The Station Area Vision Plan involves technical planning assistance to build community consensus towards a preferred development scenario, make code recommendations, and provide model design standards in the form of a vision plan to accommodate required housing in the area within the ½ mile radius around the Glendora Metro Station (light rail system) which is currently Item #14. Page 1
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under construction. The selected consultant will coordinate the work with the City’s consultant currently developing objective design standards for all development types within the City. The development of objective design guidelines is also a part of the City Council’s Strategic Plan: Goal 1; Objective 5; Task 3.

Additionally, the Station Area Vision Plan advances the following Metro policy goals:
1) Engage organizations, jurisdictions, and the public. 2) Distribute transit benefits to all.
3) Capture value created by transit.

The City released a Request For Proposals (Attachment C) for professional consulting services to prepare the Station Area Vision Plan consistent with the requirements of the TOC TAP grant award and prepare the accompanying environmental determination documents. PlaceWorks Inc. (PlaceWorks) was the only respondent; however, their proposal was still reviewed, evaluated, and scored by a committee of City staff (Community Development Director, Economic Development and Housing Manager, City Planner, and Principal Planner). An interview was conducted, and they received passing scores in all criteria.

Therefore,staff recommends entering into a contract with PlaceWorks for these services (Attachment A).

Upon execution of the contract, staff will work with PlaceWorks to complete this advanced planning task.

LEGISLATIVE HISTORY / PREVIOUS ACTIONS
The Station Area Vision Plan project will further a range of land planning policies, programs, and capital projects that the City has adopted. In addition, the Station Area Vision Plan will support the City’s compliance with State mandates under the Housing Element Law.

General Plan and Housing Element
State law requires every city in California to maintain a General Plan to guide the long-term physical, social, and economic growth of the community. In 2007, the City of Glendora completed a comprehensive update to the General Plan, known as “Community Plan 2025”. The update was a community-driven process that identified strategic goals and priorities pertaining to new development and the quality of life in Glendora. The General Plan includes seven mandatory elements, or chapters, as required by State law:

Land Use, Housing, Circulation, Open Space and Recreation, Safety, Conservation, and Noise. It also includes two optional elements: Air Quality and Historic Preservation. The Housing Element is updated every eight years on a schedule that is mandated by State law. The City Council adopted an updated Housing Element for the period covering 2021-2029 in December 2022. The Housing Element includes the City’s strategy and adopted policies to comply with the Regional Housing Needs Assessment (RHNA).

Under the RHNA process, Southern California Association of Governments (SCAG) is given a housing needs determination by the State of California and allocates units to each jurisdiction within the region.

Development of the SCAG region housing unit allocation for the 6th RHNA Cycle began in 2019. SCAG adopted a RHNA Final Allocation for the region in 2021. The RHNA is the State’s projection of additional housing units needed to accommodate projected household growth at all income levels. Each locality’s RHNA is segmented into four income categories of very low, low, moderate, and above moderate income.

Glendora’s 6th Cycle RHNA allocation by income level is below (Table 1):

Table 1: Glendora - 6th Cycle RHNA
Housing Unit Allocation by Income Category
Income Units
Very Low 735
Low 386
Moderate 388
Above Moderate 767
Total 2,276
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The adopted housing element identifies 60 separate sites (some composed of multiple properties) which were designated as RHNA housing sites to demonstrate how the total RHNA units could be accomplished.

Within ½ mile of the Glendora station there are 10 sites (see attached map), which combined will be 1,283 units based on current zoning.

Route 66 Specific Plan
The City adopted the Route 66 Corridor Specific Plan in 2003, which has been updated a number of times, most recently in 2023. The Route 66 Corridor Specific Plan establishes a comprehensive policy and regulatory guidance document for all properties within the Route 66 Corridor Specific Plan project area.

The area surrounding the future Metro Station is planned to provide a mix of high density residential and commercial development that reinforces pedestrian activity and transit utilization. The Route 66 Corridor Specific Plan is a community-based plan, developed with extensive input by policy makers, business owners and property owners. The policy and regulatory elements of the specific plan are reflective of public consultation with business and property owners, developers, appointed and elected officials, staff, and the general public.

People Movement Project
Transportation Planning is also heading up the People Movement Project, which envisions a viable active transportation network spanning over 10 miles of bicycle and pedestrian facilities throughout the City. The People Movement Project contains two components: completion of the Urban Trail System and First/Last Mile Improvements. The Urban Trail System component is construction of roughly eight miles of Class I bicycle and pedestrian facilities along three flood control channels. The First/Last Mile improvements are strategic improvements aimed at making access to the new Metro A Line station intuitive and safe. Key elements include the City’s first protected bicycle lanes, curb extensions, and a protected intersection, also known as a Dutch intersection, which would be the first of its kind in Los Angeles County.

Objective Design Standards
Government Code §65913.4 requires cities to establish objective design standards for qualifying residential development types. PlaceWorks was selected to prepare objective design standards for residential, commercial, and mixed-use development for zoning and specific area plans. Objective design standards provide clear expectations on architectural design, massing, and site layout for residents, property owners, developers, and staff and officials administering, interpreting design standards. This is an ongoing, complex project involving an analysis of Glendora’s existing Municipal/Zoning Code and Specific Area Plans to identify areas that need to be changed to be objective and to follow State housing law, and, where possible, consolidation of related codes. The final product will be repealing and replacing the Zoning Code’s current Appendix 21.B Design Guidelines in its entirety, with a new section, Appendix 21.B Design Standards.

Glendora Station Area Vision Plan
In November 2022, the City applied for a TOC TAP grant from Metro to create the Glendora Station Area Vision Plan. The plan will build community consensus towards a preferred development scenario, make code recommendations, and provide model design standards in the form of a vision plan to accommodate housing in the area within the ½ mile radius around the Glendora Metro Station area. Metro awarded Glendora $200,000 in 2023 to create the plan. Though not intended to be regulatory in nature, this plan will be an important tool in tying these past and ongoing legislative actions and projects together and articulating a vision and development guidebook in one document.

DISCUSSION
The Glendora Station area, including the Village, is receiving substantial investment in terms of transportation and mobility improvements and will face development and redevelopment pressures in the future. The area within walking distance (1/2 mile) of the Glendora Station is especially important to meeting Glendora’s Housing Element RHNA numbers. Depending on the pace of development, Staff believes that as many as 1,283 residential units and mixed-use development could develop within the ½ mile of the Glendora Metro Station in the coming years (Table 1). Therefore, it is critical to get ahead of Item #14. Page 3
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the development with a consensus-driven vision plan articulating and broadcasting the type of development the City is seeking for this area. Eventually, this plan will form the basis of regulatory and code updates to help implement this vision. It will also inform the future update to the City’s General Plan Land Use Element.

Table 2: RHNA Sites Within ½ Mile of Glendora Station
Site # RHNA 100% Units
4 274
7 123
9 48
32 425
33 51
34 53
35 71
39 24
48 95
56 119
Total 1283
The selected consultant for the contract is PlaceWorks, a California based planning, design, and environmental consulting firm founded in 1975. The firm serves public and private sector clients in the fields of comprehensive planning, urban design, landscape architecture, environmental analysis and sciences, and GIS. Glendora has also utilized PlaceWork’s services for other past projects. The Strategic Area Vision Plan will involve analysis of sites, creating alternative development scenarios, and engaging the community and its leaders to create consensus-based development vision, including 3D renderings, for the station area. Staff will provide project management and review the work of the consultants. Staff recommends awarding the contract to PlaceWorks for their services to complete this work.

FISCAL IMPACT
This contract award includes a request for appropriations for the following amounts:

Use of Funds Source of Funds Amount
Glendora Station Vision Plan 28060400-59100 $179,977
Contingency (10%) 28060400-59100 $17,998
Total Appropriation Requested $197,975
The City will seek reimbursement for all but the $20,000 local match under the TOC TAP grant. The $20,000 local match is in the form of already-budgeted staff time.

ENVIRONMENTAL DETERMINATION
CEQA is not applicable for approval of a contract for consulting assistance for the creation of a vision plan. This item is not regulatory in nature. The contract does however include a budget item to help prepare and process any necessary California Environmental Quality Act (CEQA) documents for the Vision Plan itself.

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Prepared By Hans Friedel, AICP, Principal Planner
Concurs With Not Applicable
Reviewed By Jeff Kugel, Community Development Director
Certified to Availability of Funds Kyle Johnson, Finance Director/City Treasurer Marie Ricci, Deputy City Manager
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. Contract
B. PlaceWorks Proposal
C. Request for Proposals
D. Glendora Station Area Vicinity Map
E. PowerPoint
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CONTRACT SERVICES AGREEMENT
By and Between

CITY OF GLENDORA
and
PLACEWORKS, INC.

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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 1

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF GLENDORA AND
PLACEWORKS, INC.

THIS AGREEMENT FOR CONTRACT SERVICES (herein “Agreement”) is made and entered into this ____ day of ________, 2024 by and between the City of Glendora, a California municipal corporation (“City”) and PlaceWorks, Inc., a California Sub-Chapter “S” Corporation (“Consultant”). City and Consultant 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. Consultant, following submission of a proposal or bid for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services.

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

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

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

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase “highest 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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1.2 Consultant’s Proposal.

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

1.3 Compliance with Law.

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

1.4 California Labor Law.

If the Scope of Services includes any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws, including the following requirements:
(a) Public Work. The Parties acknowledge that some or all of 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. Consultant shall post job site notices, as prescribed by regulation.
(b) Prevailing Wages. Consultant 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, Consultant acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages, and Consultant 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. Consultant 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 Consultant 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 Consultant or by any subcontractor. (d) Payroll Records. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subconsultant 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.
(e) Apprentices. Consultant 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. Consultant shall be responsible for compliance with DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 8
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 3 these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Consultant 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, Consultant and each of its subconsultants shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement.
(f) Eight-Hour Work Day. Consultant acknowledges that eight (8) hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Consultant 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 Consultant 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, Consultant 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.” Consultant’s Authorized Initials ___________________
Randal W. Jackson, President
(i) Consultant’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Consultant 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. Consultant 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 pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.5 Licenses, Permits, Fees and Assessments.

Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant’s performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 9
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 4 against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.6 Familiarity with Work.

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

1.7 Care of Work.

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

1.8 Further Responsibilities of Parties.

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

1.9 Additional Services.

City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent (10%) of the Contract Sum or $50,000, whichever is less; or, in the time to perform of up to one hundred eighty (180) days, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other Consultants. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.10 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 DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 10
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 5 event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $197,975 (One Hundred Ninety-Seven Thousand Nine Hundred and Seventy-Five Dollars) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.9.

2.2 Method of Compensation.

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

2.3 Reimbursable Expenses.

Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings.

2.4 Invoices.

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. Consultant shall not invoice City for any duplicate services performed by more than one person.

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

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2.5 Waiver.

Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

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

3.2 Schedule of Performance.

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

3.3 Force Majeure.

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

3.4 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding two (2) 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 Term for one (1) additional one-year term.

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Consultant.

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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 7 The following principals of Consultant (“Principals”) are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

Randal W. Jackson, President & Principal
Kara Kosel, Vice Present, Finance
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Consultant.

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

4.3 Contract Officer.

The Contract Officer shall be the City’s Principal Planner, or such person as may be designated by the City Manager. It shall be the Consultant’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Consultant.

Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant’s employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City.

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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 8 City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontracting or Assignment.

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

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant 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. Consultant 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 $1,000,000 per occurrence, $2,000,000 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. Consultant 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 Consultant 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. Consultant 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 Consultant 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. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). (e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein.

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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 9 (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”.

5.2 General Insurance Requirements.
(a) Proof of insurance. Consultant 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. Consultant 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 Consultant, its agents, representatives, employees or subconsultants.
(c) Primary/noncontributing. Coverage provided by Consultant 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 non-contributory 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 Consultant or City will withhold amounts sufficient to pay premium from Consultant 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 Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(g) Enforcement of contract provisions (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (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 DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 15
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 10 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 Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. 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. Consultant 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 Consultant’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. Consultant 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 Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant 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. Consultant 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 Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant’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. (p) Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. (q) Additional insurance. Consultant 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, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 16
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 11 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 Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
(a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith;
(b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom; (c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees.

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

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant’s business, custody of the books and records may be given to DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 17
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 12 City, and access shall be provided by Consultant’s successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

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

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “documents and materials”) prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City’s sole risk and without liability to Consultant, and Consultant’s guarantee and warranties shall not extend to such use, reuse or assignment.

Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City.

6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 18
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 13 and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct.
(d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

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

7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default.

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

7.3 Retention of Funds.

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

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7.4 Waiver.

Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

7.5 Rights and Remedies are Cumulative.

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

7.6 Legal Action.

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

7.7 Termination Prior to Expiration of Term.

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

7.8 Termination for Default of Consultant.

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 20
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 15 completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated.

7.9 Attorneys’ Fees.

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

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

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.

8.2 Conflict of Interest.

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

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

8.3 Covenant Against Discrimination.

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

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8.4 Unauthorized Aliens.

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

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Glendora, 116 E. Foothill Blvd., Glendora, California 91741-3380, and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing.

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

9.2 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the 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 Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

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 DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 22
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 17 carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non-Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “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 ___________________
Randal W. Jackson, President
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.
[SIGNATURES ON FOLLOWING PAGE]
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Agreement – PlaceWorks (Glendora Station Area Vision Plan, PLN22-0059) 03.26.2024 18 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:

PLACEWORKS, INC., a California Sub-Chapter
“S” Corporation
Name: Randal W. Jackson
Title: President & Principal
Email: [email protected]
Name: Kara Kosel
Title: Vice President, Finance
Email: [email protected]
Address: 3 MacArthur Place, Suite 1100
Santa Ana, CA 92707
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.

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EXHIBIT “A”

SCOPE OF SERVICES
I. Consultant will perform the following Services:

Task 1. Procurement
Consultant shall confirm scope and schedule in alignment with subtask 1.3 identified below.

Deliverables:
 Refined Scope of Work, Schedule, and Budget
Task 2. Project Definition and Goals
In addition to the kick-off meeting, this task primarily encompasses the existing conditions analysis. Consultant’s existing conditions report shall include urban form diagrams, such as land-use plans, analytic summaries of lot sizes and building footprints, evaluation of development potential using individual site scoring criteria, first-last mile analysis, and summary opportunities/constraints diagrams. Consultant shall additionally assess the potential of the housing element sites located near the station, evaluating the housing yield for different development types.

Deliverables:
 Kick-Off Meeting Schedule, Agenda, and Summary Memo
 Site Tour
 Existing Conditions Report
Task 3. Identification of Alternatives Plans/Policies
Shortly following the completion of the Existing Conditions Report in Task 2, Consultant shall begin identifying development scenarios for the Station Area (Area within ½ mile of the Glendora Metro Station). These scenarios are likely to be distinguished by a few primary factors, such as the specific sites included in each scenario, the overall development intensity assumed on each site, possible new streets and pedestrian walkways identified within the large “superblocks” within the area, and potential phasing strategies.

Consultant proposes that certain outreach activities detailed in Task 4, such as interviews with property owners and a study session discussion with the Planning Commission and/or City Council precede the initiation of this task. These early conversations will be helpful in framing potential alternatives Consultant may consider and explore.

Deliverables:
 Alternative site development scenarios (up to three)
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 Preliminary numerical analysis of the development yield for each scenario  3D diagrams and renderings as required to illustrate the alternatives  Summary of primary regulatory changes required by each alternative Task 4. Evaluation of Alternatives
With the exception of the economic evaluation of the alternatives generated in Task 3, this task largely asks for public outreach as a means to vet the alternative Station Area scenarios. Consultant proposes a multiphase approach to outreach.

One-on-One Meetings. Between Tasks 2 and 3, as the Existing Conditions Report is being finalized and the generation of alternative site scenarios is beginning, Consultant proposes a series of one-on-one or small group stakeholder meetings. Consultant anticipates these will principally be with property owners in the area but may include interested developers. The purpose of these meetings will be to assess property owner interest in developing land within the Station Area, as well as the anticipated development types within the Station Area.

These one-on-one meetings should include the Los Angeles County Metropolitan Transportation Authority (Metro) staff, both staff responsible for administrating the Metro Communities Technical Assistance Program (TOC TAP) grant and staff responsible for managing the Joint Development site disposition. Metro staff have an interest in being engaged through the process funded by TOC TAP grants, with an expectation to receive and comment on intermediate work products. Meanwhile, Consultant knows that a significant site in the Station Area is owned by Metro and was recently presented for joint development proposals. Understanding the timing and potential parties of that property disposition process will be an important factor as Consultant develops alternatives for the Glendora Station Ara Vision Plan (Station Area Vision Plan).

Planning Commission Study Session. As with the Objective Design Standards work process, Consultant proposes that an early outreach moment during the Station Area planning process should be a study session with the Planning Commission (and/or City Council). For this meeting, the Planning Commission will be provided with the Existing Conditions Report and will have this background to inform their discussion and potential direction to the project team. As with the one-on-one interviews, Consultant anticipates this meeting occurring prior to the illustration of any alternatives, allowing the Planning Commission to help define these alternatives.

However, some early diagrammatic possibilities of the alternatives may be presented to the Planning Commission as prompts.

Open House/Stakeholder Meetings. Upon completion of the alternatives as defined in Task 3, and the outreach meetings identified above, Consultant believes it will be appropriate to share the alternatives with the broader public through a series of outreach meetings. Consultant has identified four different occasions for these meetings. The first meeting will occur shortly after the Planning Commission Study Session and offer DocuSign Envelope ID: F513405B-4833-4829-87C7-2EDD5BA830C8 Item #14. Page 26
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much the same material and discussion. Some early diagrams of potential alternatives may be provided in this meeting, but the purpose of the meeting will largely be to draw out community opinions regarding the Station Area so as to inform the definition of the alternatives.

Two subsequent meetings will be held after the alternatives are defined and illustrated.

These two meetings will be the primary opportunity for the community to weigh in on the alternatives and provide their opinions through various structured activities. One of these meetings could easily be formatted as an online forum or survey. Consultant notes that it may be possible to combine at least one of these open houses with a similar open house we have programmed for the Objective Design Standards project, increasing the reach of both outreach efforts.

The final open house meeting Consultant has programmed to occur after the public draft of the Station Area Vision Plan is completed, but before the plan is presented to Planning Commission and City Council for adoption. This final open house will allow property owners and members of the public to fully digest the plan and its recommendations outside of the hearing process, and to the extent that substantive comments are received in this meeting, those comments can be conveyed in the hearings.

At present, we anticipate all four meetings will be conducted as in-person events held within the City of Glendora, but we can easily re-position one of the two middle meetings into an online forum and/or survey if desired at that time.

Deliverables:
 Economic proforma-based feasibility assessment of the Task 3-generated alternatives  One-on-one interviews with property owners and/or area developers  Study Session with Planning Commission and/or City Council  Open Houses and/or Stakeholder Meetings (up to four)
 Online Forum or Survey in lieu of Stakeholder Meeting Task 5. Finalize Station Area Vision Plan
Following the stakeholder meetings and further discussion with City staff, Consultant expects that a consensus viewpoint will emerge for the desired Station Area Vision Plan. In all likelihood, the consensus view will represent some hybrid version of the initial scenarios. To represent this consensus plan, we will update the illustrative site plan and supporting diagrams describing the circulation patterns, blocks, building configurations, parking, open space areas, and other public realm amenities. Consultant shall package such illustrations into a single report to be presented at a final public open house and subsequent adoption hearings.

Consultant shall included the assessment of the CEQA review required to adopt the regulatory recommendations of the plan in the final Area Plan report.

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This version of the Station Area Vision Plan will also include a full schedule of implementation strategies and actions. This schedule may include specific adjustments to the Objective Design Standards, zoning changes, zoning and/or General Plan map amendments, additional housing policies, potential public improvements, and potentially financing strategies (such as Enhanced Infrastructure Financing District).

Finally, this task identifies a historic assessment of existing structures within the plan area. Consultant proposes to conduct this subtask during its existing conditions analysis in Task 2 and integrate this report within the existing conditions documentation.

Deliverables:
 Final Public Review Station Area Vision Plan
 Assessment of CEQA review required to adopt regulatory recommendations of the plan
 Historic Assessment of properties within the Station Area Task 6. Strategic Area Vision Plan Adoption
Consultant shall support City staff as the final Station Area Vision Plan is brought to hearings for adoption. Consultant anticipates up to three hearings between the Planning Commission and City Council during this process.

Following these hearings and direction from the Planning Commission and Council, Consultant shall prepare a final version of the Station Area Vision Plan, integrating any comments provided through the adopting motions. The final plan will also include all recommended implementation strategies.

Deliverables:
 Attendance and presentations at Planning Commission and City Council meetings.  Final Station Area Vision Plan
Task 7. Project Administration
The various subtasks outlined herein constitutes standard project management procedures Consultant routinely practices. This includes providing supplemental material to the City as required for the quarterly reports to Metro.

Deliverables:
 Standing bi-weekly meeting schedule
 Meeting agendas and minutes as needed
 Monthly invoices and project progress reports
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II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City:

A. Deliverables per task as noted above in Section I.

III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports:

A. Monthly invoices and project progress reports as itemized in Task 7.

IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

V. Consultant will utilize the following personnel to accomplish the Services:

A. Alan Loomis, AICP, Principal
B. Chad So, AICP, Associate
C. Erina Shimanuki, Associate
D. Jorge Estrada, Senior Associate
E. Jennifer Kelley, Senior Associate
F. Karen Gulley, Advisor
G. Steve Gunnells, Economic Analysis
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EXHIBIT “B”

SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
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EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. Consultant shall perform the following tasks at the following rates:

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III. Within the budgeted amounts for each Task, and with the approval of the Contract Officer, funds may be shifted from one Task subbudget to another so long as the Contract Sum is not exceeded per Section 2.1, unless Additional Services are approved per Section 1.9.

IV. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

V. The total compensation for the Services shall not exceed the Contract Sum as provided in Section 2.1 of this Agreement.

VI. The Consultant’s billing rates for all personnel are attached as Exhibit C-1. Not applicable.

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EXHIBIT “D”

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all services timely in accordance with the following schedule:

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II. Consultant shall deliver the following tangible work products to the City by the following dates.

III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2.

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Glendora Station Area
Vision Plan
Proposal for Services | November 16, 2023
for the City of Glendora
To San Dimas
To Azusa
$

GRAND AVE

VERMONT AVE
Civic CenterPost OfficeGlendora Village
TOD OpportunityHospitalAvalon Glendora
Apartments
RTE 66

GLENDORA AVE
Glendora Station
Item #14. Page 35
Meeting Date: 3/26/2024 / Packet Page #: 189
700 South Flower Street, Suite 600 | Los Angeles, CA 90017 | 213.623.1443 | PlaceWorks.com November 16, 2023
Hans Friedel, Principal Planner, and Jeff Kugel, Community Development Director City of Glendora
116 E. Foothill Boulevard
Glendora, CA 91741
Subject: Glendora Station Area Vision Plan
Dear Hans and Jeff:

Please accept the attached submittal as PlaceWorks’ proposal to prepare the Glendora Station Area Vision Plan for the City of Glendora.

We are excited to continue our relationship with Glendora through this transformative project. As we know from our research for the City’s Objective Design Standards, the sites identified as the future station area have significant development potential. Although this area is expected to shoulder a large portion of Glendora’s housing element numbers, we are cognizant that the scale and character of development here will be of concern to the community. The final Station Area Vision Plan will need to balance these multiple concerns.

Our team at PlaceWorks is ideally positioned to work with Glendora on this plan. As mentioned, we are currently drafting your Objective Design Standards, which will enable us to seamlessly integrate the Station Area Plan with that parallel task. Additionally, we have extensive experience preparing transit-oriented plans, both in the San Gabriel Valley/Inland Empire and with the Metro Transit Oriented Communities (TOC) grant funding your project. I personally drafted the first transit-oriented plan for Downtown Azusa over 10 years ago and 10 years ago secured one of the first rounds of Metro TOC grants to prepare a transit-oriented district plan in Glendale. Currently, PlaceWorks is working with the City of Artesia through a Metro TOC grant on their Downtown Specific Plan, which will be completed for public review in summer 2024.

Our team for the Glendora Station Area Vision Plan is a combination of staff from these various efforts. I will serve as Principal-in-Charge and Project Manager, as I currently do for the Design Standards work. Chad So, AICP, who is presently lead designer for the Artesia Downtown Specific Plan, will be our Assistant Project Manager and lead designer for Glendora. Erina Shimanuki will also join the design team, ensuring continuity with the Design Standards. Other PlaceWorks staff serving in supporting roles are also drawn from the Artesia team, other station area work we have done, and who have direct experience working in Glendora.

Please do not hesitate to contact me if you need more information. The PlaceWorks team looks forward to working with you on this interesting and challenging project. We look forward to your response.

Respectfully submitted,

PLACEWORKS
Alan Loomis, AICP
Principal, Urban Design
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Proposal for Services • PLACEWORKS i

TABLE OF CONTENTS

1. GENERAL QUALIFICATIONS 1
PlaceWorks ............................................................................................ 1

2. KEY PROJECT STAFF AND QUALIFICATIONS 5
Client List................................................................................................ 6

3. TECHNICAL PROPOSAL 7
Schedule...............................................................................................10 APPENDIX: RESUMES
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Proposal for Services • PLACEWORKS 1

1. GENERAL QUALIFICATIONS
This chapter describes our qualifications and our experience in completing projects similar in nature to the Glendora Station Area Vision Plan. We have also provided links to sample work products.

PlaceWorks
PlaceWorks is one of the West’s preeminent planning and design firms, with approximately 140 employees in six offices. We serve both publicand private-sector clients throughout the state in the fields of comprehensive planning, urban design, environmental review, landscape architecture, community outreach, and Geographic Information Systems (GIS).

At PlaceWorks, we blend vision and passion with pragmatic thinking.

We’re a talented, multidisciplinary team that thrives on bringing together a variety of perspectives to tackle complex problems. Even though each community is unique, and every challenge is different, we draw from a rich palette of experience to address the environmental, social, economic, and political implications of planning and urban design. Our firm develops context-sensitive solutions, providing creativity and innovation grounded in systems-based thinking. We recognize project constraints and believe that every challenge offers unique opportunities for those with the spirit to explore and collaborate.

Our experience in diverse areas—land use planning, environmental studies, urban design, and policy development and analysis—allows us to operate from an integrated perspective and process.

Our Capabilities
Urban Design and Transit Planning
To successfully create an urban environment requires an in-depth understanding of both land use planning and design. At PlaceWorks, our approach to urban design is enhanced by an expert understanding of transitoriented development, downtown revitalization, and corridor planning. We integrate cohesive transit and streetscape networks with their surrounding neighborhoods, buildings, open spaces, and public facilities— all while maintaining the unique character of each community. As experts in neighborhood design and site development, PlaceWorks’ interdisciplinary approach effectively integrates site engineering, land forming, project programming, community structure, building design, and landscape architecture. We provide our public- and private-sector clients with plans and designs that work.

Public transportation systems increasingly serve a vital role in thriving communities—increasing access and mobility, as well as enhancing the public realm and addressing community needs. PlaceWorks’ approach to Company Ownership
Company Type: California SCorporation
Office Locations
Los Angeles
Santa Ana (headquarters)
Ontario
San Luis Obispo
Berkeley
Sacramento
Primary Contact
Alan Loomis
Principal, Urban Design
700 S. Flower Street, Suite 600
Los Angeles CA 90017
213.623.1443 ext. 2101
[email protected]
Website
placeworks.com
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General Qualifications
2 CITY OF GLENDORA • Glendora Station Area Vision Plan
station area and network planning for fixed-rail and bus rapid transit promotes high-quality urban design, economic vitality, and local and regional connectivity.

Zoning Codes and Design Guidelines
When preparing design guidelines, PlaceWorks’ urban designers and landscape architects focus on the necessary design components to create or preserve good urban fabric and encourage high-quality building design. We address the broader issues, such as building massing, rhythm, and setback, as well as more detailed criteria such as signage, fenestration, and lighting, to ensure that consistent yet flexible standards guide future development. PlaceWorks constantly updates its in-house technical specifications and construction details to reflect the latest codes, trends, and sustainable practices, and is experienced with high-efficiency irrigation design and reclaimed water systems.

Award-Winning Public Engagement
The PlaceWorks team is invested not only in producing plans that are adoptable and implementable, but in developing an open, engaging, and interactive process that truly incorporates feedback from the public.

PlaceWorks’ work is founded on the principle that the success of a project lies with the ownership and involvement of community members. We integrate technical expertise with a community-based approach, developing a thorough understanding of the issues, existing conditions, and challenges that are relevant to each community.

Project Examples
Artesia Downtown Specific Plan and
Environmental Impact Report. The City kicked
off creation of the Artesia Downtown Specific
Plan in May 2023 with a completion goal of
early 2025, anticipating a new Metro Rail line
connecting Artesia with Los Angeles Union
Station. Funded with a Metro Transit Oriented
Communities (TOC) grant, the Downtown
Specific Plan will dictate the scale of future
development growth and opportunity in
Artesia’s downtown district, as well as curate
community gathering spaces, enhance
pedestrian and bicyclist experience, and create new housing opportunities.

Just under 100 acres in total area, the Specific Plan anticipates between 1,400 and 2,000 new residential units in various urban development typologies, fulfilling a significant portion of the City’s housing element obligations. Additionally, the Plan imagines possibilities for a downtown-serving parking structure and civic uses through a P3 public-private partnership.

Work product (existing conditions report): https://www.cityofartesia.us/DocumentCenter/View/6911/1- Attach-1
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General Qualifications
Proposal for Services • PLACEWORKS 3
Los Alamitos Town Center Strategic Plan. Los Alamitos faced the enormous challenge of creating a town center destination at the intersection of two nine-lane arterials. Building on previous General Planning efforts, PlaceWorks developed a series of urban design strategies to attract developers to the Town Center and help achieve the City’s priorities. The Strategic Plan is informed by meaningful engagement with numerous stakeholders. Its flexible development strategy can adapt to market disruptions and defines implementation strategies and incentives. Central to the Strategic Plan is the conversion of Pine Street into a landscaped “main street” to create a pedestrian-scaled environment that can be repurposed to host large-scale community events.

Work product: https://cityoflosalamitos.org/DocumentCenter/View/1696/Town-Center-Mixed-Use-PlanPDF Bellflower TOD Specific Plan and Environmental Impact Report.

PlaceWorks developed the Downtown Bellflower Station Area Specific Plan to help the City achieve its goals for comprehensive and quality development in the targeted areas and combine the City’s goals for the downtown area with the benefits of the West Santa Ana Branch Transit Corridor. The transit corridor will connect to a wide range of destinations in Los Angeles and Orange Counties and create opportunities for the city to reintroduce Bellflower as a thriving, experience-oriented district. The plan’s goals are to attract a range of new development, encourage multimodal transportation, and improve access to employment centers. PlaceWorks also conducted a parking management study that summarizes existing parking inventory, evaluates long-term trends, and makes recommendations for planning and managing parking.

Work product: cms5.revize.com/revize/bellflowerca/Document Center/Department/Planning/Planning Division/Zoning Information/Final Document - Oct 2019_Adopted_Optimized.pdf Tropico Station. PlaceWorks’ Alan Loomis (employed as Glendale’s Deputy Director of Urban Design at the time) obtained Metro TOC grant funding, hired consultants, managed an extensive community outreach effort targeted to the neighborhood’s diverse range of stakeholders, and prepared the implementation-oriented TOD plan. Included in this scope was the refinement of existing mixed-use zoning standards to align with the proposed TOD plan. He also directed City staff in securing over $1.5 million dollars in funding—through the LA Metro Call for Projects grants program— for first-mile/last-mile transportation infrastructure improvements around the train station.

Work product:
https://www.glendaleca.gov/home/showdocument?id=42074
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Proposal for Services • PLACEWORKS 5

2. KEY PROJECT STAFF AND QUALIFICATIONS
This chapter provides an overview of the key personnel that will be assigned to the project. We have also included a client list as requested. Resumes for the key staff identified are included in the appendix at the end of this proposal. Additional materials are available upon request.

Project Management Team
Alan Loomis, AICP, Principal, Principal-in-Charge and Project Manager, will ensure that all products are produced on time, on budget, and meet the highest standards of quality.

Additionally, he will be available to facilitate public workshops and critical meetings throughout the process. Alan is an award-winning urban designer, planner, and educator.

As Principal of Urban Design in PlaceWorks’ downtown LA office, Alan is responsible for leading our regional urban design practice while playing a role in projects throughout California. A 15-year veteran of City Hall, Alan has directed a wide range of urban design-based policy projects leading multidisciplinary teams through an equally wide range of public outreach programs. Alan brings extensive relevant experience to the team. Most notably, he is currently leading the Artesia Downtown Specific Plan and EIR (funded by a LACMTA TOC TAP grant) and the Glendora Objective Design Standards for Zoning & Specific Plans.

Chad So, AICP, Associate, Assistant Project Manager, will be responsible for the day-to-day management of the project, as well as for maintaining regular contact with City staff, facilitating workshops, and attending all project meetings. Chad is a valued member of PlaceWorks’ community planning and design team, with a background in landscape architecture and a deep passion for urban design. He develops urban design and streetscape design concepts, first/last mile plans for transit stations, and multimodal strategic and specific plans, including the Artesia Downtown Specific Plan and EIR. He uses technical analysis with computer-aided design programs and GIS in his design work and creates graphics, maps, and diagrams.

These are incorporated into plans and used to present planning and urban design concepts to clients, public meetings, and community workshops.

Support Staff
Name / Role Experience

ERINA SHIMANUKI
Associate
Project Designer
Erina’s recent experiences include developing specific plans for public and private sectors, writing objective design standards, performing design reviews, and conducting meaningful community outreach across California.

Erina’s focus at PlaceWorks is developing design standards, public realm design, streetscape design, placemaking, and design reviews.

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Key Projects and Staff Qualifications
6 CITY OF GLENDORA • Glendora Station Area Vision Plan
Name / Role Experience

ADDIE FARRELL
Principal
CEQA Principal in Charge
Addie is a seasoned project manager who navigates the California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA) processes for a wide range of project types, from remediation to recreation to entertainment to health care and beyond. She leads PlaceWorks’ CEQA/ NEPA practice for the Los Angeles region and oversees environmental staff from our Los Angeles office, managing diverse in‐house and subconsultant teams.

JORGE ESTRADA
Senior Associate
CEQA Project Manager
Jorge specializes in both environmental and community planning and design.

He prepares and manages environmental documents, specific plans, and entitlement services. He also manages General Plan and Specific Plan EIRs and Mitigated Negative Declarations (MNDs).

JENNIFER KELLEY
Senior Associate
CEQA Support
Jennifer leads CEQA and NEPA analyses for development and infrastructure projects from the proposal stage through entitlement. Expertise includes senior-level review of documents; coordination with clients, subconsultants, and public agencies; keeping project schedules and budgets on track; and supervising analyses prepared by junior staff.

KAREN GULLEY
Managing Principal, Design
Advisor
Karen has a talent for strategy and innovative problem solving that has been honed by 30 years of experience. Her skill with all facets of comprehensive planning and design for private and public-sector clients expands the opportunities for creative solutions. She has led six General Plans, more than 40 Specific Plans, dozens of long-range conceptual plans for transit-readiness, and vision plans to reposition large areas.

STEVE GUNNELLS
Chief Economist
Economic Analysis
Steve focuses on crafting plans, policies, and development projects that are grounded in regional and global economic realities. He helps his clients leverage market forces to achieve their goals. Most importantly, he uses his grasp of economics and real estate markets not only to overcome existing challenges but to help communities create visionary plans that capitalize on the possibilities, not just past trends.

Client List
• Karen Lee, Special Projects Manager, City of Artesia | 562-865-6262 | [email protected] | Downtown Specific Plan and EIR (2023 – Ongoing)
• Tom Oliver, Associate Planner, City of Los Alamitos | 562.431.3538 | [email protected] | Town Center Specific Plan (2021 – 2022)
• Jason Clarke, Senior Planner, City of Bellflower | 562.804.1424 | [email protected] | Bellflower TOD Specific Plan and EIR (2017 – 2019)
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Proposal for Services • PLACEWORKS 7

3. TECHNICAL PROPOSAL
This chapter describes the scope of services to be completed by PlaceWorks for the Glendora Station Area Vision Plan. To facilitate your review of this proposal, we have prepared a concise scope that emphasizes key components of our approach to this project, and parallels the tasks identified in the Request for Proposals (RFP).

We are flexible regarding the proposed scope of work and will work with you to prepare a more refined scope when we enter into a contract. We also recognize that it may be necessary to alter the scope as the project progresses and would be happy to work with you to ensure the successful completion of the project.

Task 1. Procurement
We read this first task as a City-driven effort but have reserved some hours to confirm scope and schedule in alignment with subtask 1.3 identified in the RFP.

Deliverables:
» Refined Scope of Work, Schedule, and Budget
Task 2. Project Definition and Goals
In addition to the kick-off meeting, this task primarily encompasses the existing conditions analysis. Our existing conditions report will include urban form diagrams, such as land-use plans, analytic summaries of lot sizes and building footprints, evaluation of development potential using individual site scoring criteria, first-last mile analysis, and summary opportunities/constraints diagrams. As provided in our qualifications, the existing conditions report created for the Artesia Downtown Specific Plan is precedent for the product of this task. As desired by the RFP, in this task we will additionally assess the potential of the housing element sites located near the station, evaluating the housing yield for different development types.

Deliverables:
» Kick-Off Meeting Schedule, Agenda, and Summary Memo
» Site Tour
» Existing Conditions Report
Task 3. Identification of Alternatives Plans/Policies
Shortly following the completion of the Existing Conditions Report in Task 2, we will begin identifying development scenarios for the Station Area. These scenarios are likely to be distinguished by a few primary factors, such as the specific sites included in each scenario, the overall development intensity assumed on each site, possible new streets and pedestrian walkways identified within the large “superblocks” within the area, and potential phasing strategies.

In our schedule, we propose that certain outreach activities detailed in Task 4, such as interviews with property owners and a study session discussion with the Planning Commission and/or City Council will Item #14. Page 43
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Technical Proposal
8 CITY OF GLENDORA • Glendora Station Area Vision Plan
precede the initiation of this task. These early conversations will be helpful in framing potential alternatives we may consider and explore.

Deliverables:
» Alternative site development scenarios (up to three)
» Preliminary numerical analysis of the development yield for each scenario » 3D diagrams and renderings as required to illustrate the alternatives » Summary of primary regulatory changes required by each alternative Task 4. Evaluation of Alternatives
With the exception of the economic evaluation of the alternatives generated in Task 3, this task largely asks for public outreach as a means to vet the alternative Station Area scenarios. Building on our previous experience with similar projects and our knowledge of Glendora, we propose a multiphase approach to outreach.

One-on-One Meetings. Between Tasks 2 and 3, as the Existing Conditions Report is being finalized and the generation of alternative site scenarios is beginning, we propose a series of one-on-one or small group stakeholder meetings. We anticipate these will principally be with property owners in the area but may include interested developers. The purpose of these meetings will be to assess property owner interest in developing land within the Station Area, as well as the anticipated development types within the Station Area.

These one-on-one meetings should include Metro staff, both staff responsible for administrating the TOC grant and staff responsible for managing the Joint Development site disposition. As we have experienced in Artesia, Metro TOC staff have an interest in being engaged through the process funded by TOC grants, with an expectation to receive and comment on intermediate work products. Meanwhile, we know that a significant site in the Station Area is owned by Metro and was recently presented for joint development proposals. Understanding the timing and potential parties of that property disposition process will be an important factor as we develop alternatives for the Station Area Plan.

Planning Commission Study Session. As with the Objective Design Standards work process, we propose an early outreach moment during the Station Area planning process should be a study session with the Planning Commission (and/or City Council). For this meeting, the Commission will be provided with the Existing Conditions Report and will have this background to inform their discussion and potential direction to the project team. As with the one-on-one interviews, we anticipate this meeting occurring prior to the illustration of any alternatives, allowing the Commission to help define these alternatives. However, some early diagrammatic possibilities of the alternatives may be presented to the Commission as prompts.

Open House/Stakeholder Meetings. Upon completion of the alternatives as defined in Task 3, and the outreach meetings identified above, we believe it will be appropriate to share the alternatives with the broader public through a series of outreach meetings. We have identified in our schedule four different occasions for these meetings. The first meeting will occur shortly after the Planning Commission Study Session and offer much the same material and discussion. Some early diagrams of potential alternatives may be provided in this meeting, but the purpose of the meeting will largely be to draw out community opinions regarding the Station Area so as to inform the definition of the alternatives.

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Technical Proposal
Proposal for Services • PLACEWORKS 9
We see two subsequent meetings after the alternatives are defined and illustrated. These two meetings will be the primary opportunity for the community to weigh in on the alternatives and provide their opinions through various structured activities. One of these meetings could easily be formatted as an online forum or survey. We will note that it may be possible to combine at least one of these open houses with a similar open house we have programmed for the Objective Design Standards project, increasing the reach of both outreach efforts.

The final open house meeting we have programmed to occur after the public draft of the Station Area Plan is completed, but before the plan is presented to Planning Commission and City Council for adoption. This final open house will allow property owners and members of the public to fully digest the plan and its recommendations outside of the hearing process, and to the extent that substantive comments are received in this meeting, those comments can be conveyed in the hearings.

Deliverables:
» Economic proforma-based feasibility assessment of the Task 3-generated alternatives » One-on-one interviews with property owners and/or area developers » Study Session with Planning Commission and/or City Council » Open Houses and/or Stakeholder Meetings (up to four)
» Online Forum or Survey in lieu of Stakeholder Meeting Task 5. Finalize Station Area Plan
Following the stakeholder meetings and further discussion with City staff, we expect that a consensus viewpoint will emerge for the desired Station Area Plan. In all likelihood, the consensus view will represent some hybrid version of the initial scenarios. To represent this consensus plan, we will update the illustrative site plan and supporting diagrams describing the circulation patterns, blocks, building configurations, parking, open space areas, and other public realm amenities. These illustrations will be packaged into a single report to be presented at a final public open house and subsequent adoption hearings.

Included in this final Area Plan report will be an assessment of the CEQA review required to adopt the regulatory recommendations of the plan.

This version of the Station Area Plan will also include a full schedule of implementation strategies and actions, although this particular subtask is called out within the RFP under Task 6. This schedule may include specific adjustments to the Objective Design Standards, zoning changes, zoning and/or General Plan map amendments, additional housing policies, potential public improvements, and potentially financing strategies (such as Enhanced Infrastructure Financing District).

Finally, within the task, the RFP identifies a historic assessment of existing structures within the plan area.

We propose to conduct this subtask during our existing conditions analysis in Task 2 and integrate this report within the existing conditions documentation.

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Technical Proposal
10 CITY OF GLENDORA • Glendora Station Area Vision Plan Deliverables:
» Final Public Review Station Area Plan
» Assessment of CEQA review required to adopt regulatory recommendations of the plan » Historic Assessment of properties within the Station Area Task 6. Plan Adoption
We will support City staff as the final Station Area Plan is brought to hearings for adoption. We anticipate up to three hearings between the Planning Commission and City Council during this process.

Following these hearings and direction from the Commission and Council, we will prepare a final version of the Station Area Plan, integrating any comments provided through the adopting motions. The final plan will also include all recommended implementation strategies.

Deliverables:
» Attendance and presentations at Planning Commission and City Council meetings. » Final Station Area Plan
Task 7. Project Administration
The various subtasks outlined in the RFP constitute standard project management procedures PlaceWorks routinely practices. This includes providing supplemental material to the City as required for the quarterly reports to Metro – a task we are currently performing for the City of Artesia.

Deliverables:
» Standing bi-weekly meeting schedule
» Meeting agendas and minutes as needed
» Monthly invoices and project progress reports
» Assistance as required preparing quarterly Metro reports Schedule
PlaceWorks’ proposed schedule for completion of the Glendora Station Area Vision Plan is shown in Figure

1. As shown in the schedule, we anticipate a project kick-off in January or February 2024, and with a generous 20-month schedule, we can complete the Station Area Plan by the end of 2025.

As noted previously regarding the outreach meetings in Task 4, there may be an opportunity to combine at least one of the open houses scheduled in summer 2024 with an open house we anticipate hosting for the Objective Design Standards process. At present, outreach meetings for the Objective Design Standards are likely to start in spring 2024. Provided the Station Area Plan work can begin quickly in the first months of 2024, we believe we can converge the timelines of these two efforts. An open house event that includes two gallery walls, one for the Station Area Plan and another for the Objective Design Standards, could be a compelling event and draw more people to comment on both planning efforts than a single workshop dedicated to each project. We would look forward to designing this event with you.

We believe this schedule is in keeping with your needs, but we are happy to revise this schedule if necessary.

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Technical Proposal
Proposal for Services • PLACEWORKS 11
FIGURE 1 SCHEDULE

M O N T H

2.1 Kick-Off Meeting2.2 / 2.3 / 2.4 Existing Condition 3.1 ID Alternatives3.2 Create Illustrative Graphics3.3 Identify Regulatory Changes4.1 Analyze Econ Viablity4.2 Consult Property Owners4.3 Public Outreach4.4 Public Input5.1 Prepare Station TOC5.2 CEQA Assessment5.3 Historical Inventory6.1 Hearings6.2 Implementation Strategies7.0 Project Management January 2024 
February 
March 
April   
May   
June 
July   
August  
September   
October   
November   
December 
January 2025  
February 
March   
April   
May 
June  
July  
August  
September 
October  
  

T A S K
< Existing Conditions Analysis
PC Hearing #2 >
City Council Hearing >
< Kickoff Meeting
PC Hearing #1 >
Staff
Alternatives >
PC and/or CC Study Session >
Final Station Plan >
< Reports
Deliverable Milestone Public Meeting
Open Houses / Stakeholder Mtgs >
Open Houses / Stakeholder Mtgs >
Report >
Open Houses / Stakeholder Mtgs >
PC and/or CC Study Session >
Admin Draft Station Plan >
Public Draft Station Plan > Report >
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RESUMES
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ALAN LOOMIS AICP
Principal, Urban Design
Alan Loomis is an award-winning urban designer, planner and educator.

As Principal of Urban Design in PlaceWorks’ downtown LA office, Alan is responsible for leading our regional urban design practice while playing a role in projects throughout California.

A fifteen-year veteran of City Hall, Alan has directed a wide range of urban design-based policy projects leading multi-disciplinary teams through an equally wide range of public outreach programs. As City Urban Designer for Santa Monica, California Alan was the City’s lead for Promenade 3.0, a comprehensive redesign proposal of the iconic Third Street Promenade. Before Santa Monica, Alan led the urban design program for the City of Glendale for twelve years. Starting in 2005 as the City’s first on-staff urban designer, and later as deputy director of the Community Development Department, he built an award-winning planning team that managed design review, historic preservation, citywide planning, and mobility programs.

Alan is a frequent speaker and tour guide on Los Angeles history and urbanism. He has participated in ULI TAP panels, sat on juries for APA Awards and the City of Los Angeles “LA Lights the Way” design competition, and served on interview panels to select new planners, urban designers and architects for the cities of Los Angeles, Pasadena, Santa Monica, and Santa Ana, among others. From 2014 to 2020 he also served on the Pasadena Design Commission.

HIGHLIGHTS OF EXPERIENCE
• Artesia Downtown Specific Plan and EIR | Artesia CA
• Glendora Objective Design Standards | Glendora CA
• Glendora Meda Avenue Plaza Urban Design | Glendora CA • San Bernardino Downtown Specific Plan, as part of the City’s General Plan Update | San Bernardino CA
• Los Alamitos Town Center Strategic Plan and Urban Design | Los Alamitos CA • Temecula Old Town Outdoor Dining Urban Design, Outreach, Zoning, and CEQA | Temecula CA
• Objective Design Standards for the cities of Temecula, Menifee, Wildomar, Murrieta, and Norco | Riverside County CA
• On-Call Design Services for:
» West Hollywood (Urban Design & Planning)
» El Monte (Architecture & Landscape Architecture)
» Rancho Cucamonga (Urban Design)
» Western Riverside Council of Governments (Objective Design Standards) • Community Design for:
» The Ontario Plan | Ontario CA
» Eastvale 2040 General Plan Update | Eastvale CA
» Fountain Valley 2040 General Plan Update | Fountain Valley CA » Livermore General Plan Update, Housing Element Update | Livermore CA

EDUCATION
• MA, Architecture, Southern
California Institute of Architecture
• BA, Religious Studies / Theology,
University of Detroit, Mercy

AFFILIATIONS
• American Planning Association
• Los Angeles Forum for Architecture
and Urban Design

LEADERSHIP & COMMUNITY
• Board of Advisors, Woodbury
University School of Architecture,
2019–Present
• Juror, “LA Lights the Way” Design
Competition for City of Los Angeles,
2020
• Juror, APA California Awards, 2020
• Member, Pasadena Design Review
Commission, 2014–2020
• Member, Glendale Arts Master Plan
Task Force, 2017–2018
• Member, Pasadena Civic Center
Task Force, 2017–2018
• Commission Chair, Pasadena Design
Review Commission, 2016–2017
Team member since 2020
Item #14. Page 49
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ALAN LOOMIS
Principal, Urban Design
[email protected]
• SB 2 Planning Grant Program Technical Assistance for the California Department of Housing & Community Development | Statewide

PRIOR EXPERIENCE
• Promenade 3.0, Vision Plan | Santa Monica CA
• South Glendale Community Plan, Comprehensive General Plan Policies and Design Guidelines | Glendale CA
• North Glendale Community Plan, Comprehensive General Plan Policies and Design Guidelines | Glendale CA
• Glendale Downtown Mobility Study, Comprehensive Transit, Parking, and Transportation Plan | Glendale CA
• Glendale Downtown Specific Plan, Urban Design Plan, Guidelines, and Zoning Standards | Glendale CA
• Downtown Newhall Specific Plan, Transit-Oriented District | Santa Clarita CA

PUBLICATIONS
• “The Americana at Brand,” in SAH Archipedia, University of Virginia Press, 2018 • “Panel: Dingbat as an Urban Typology,” in Dingbat 2.0: The Iconic Los Angeles Apartment as Projection of a Metropolis, Doppelhouse Press, 2016 • “Glendale’s Downtown Specific Plan,” in Planning Los Angeles, Planners Press, 2012 • “Streetscapes,” Form & Landscape, online “Pacific Standard Time” exhibit at pstp.edison.com, May 2013
• “The Once and Future Mall,” Forum Annual 2004, LA Forum for Architecture & Urban Design, 2004
• “Down by the River,” arcCA 4.03, Winter 2003/04
• “Urban Paranoia,” loudpaper volume 3, issue 3, February 2000

SPEAKING ENGAGEMENTS
• “Al Fresco 2.0: Long-Term Solutions” online panel for ULI-LA, October 18, 2022 • “Objective Design: A New Oxymoron?” panel | APA-OC, May 2021 • “City of Gardens” panel for 2016 APA-CA Conference, Pasadena CA • “Beyond the Freeway” panel for 2016 APA-CA Conference, Pasadena CA • “Laboratory for Modernity, Los Angeles, 1940-1990” for Pacific Standard Time Presents, Pasadena CA, 2013
• “New Urbanism and the Comprehensive Plan” panel at 2008 APA National Conference, Las Vegas NV
• “Creating Form-Based Comprehensive Plans” panel at 2008 16th Congress for New Urbanism, Austin TX
• “Implementing Form-Based Codes” panel at 2007 15th Congress for New Urbanism, Philadelphia PA
• Podcast: “Human City,” December 17, 2020
• Radio: “Promenade 3.0” appearance on DnA: Design and Architecture, KCRW

89.9 fm, September 3, 2019
• Podcast: “Archinect Next Up: Arroyo Seco Weekend,” June 24, 2017 • Radio: “A park on top of a freeway?” appearance on Take Two, KPCC 89.3 fm, March 15, 2016
• Podcast: “Curating the City: Urban Designer Alan Loomis on Archinect Sessions One-to-One #12,” February 22, 2016
• Video: “UNIQLO LA: Urban Designer Alan Loomis” interview for UNIQLO, July 7, 2014 AWARDS
• 2018 LA Conservancy Preservation Award | Glendale Central Library Renovation • 2016 ASLA Southern California Merit Award | Space 134 Vision Plan (Fwy Cap Park) • 2015 Implementation Award of Excellence, Large Jurisdiction | APA CA | Glendale Downtown Specific Plan / Mobility Study
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CHAD SO AICP
Associate
Chad So is a valued member of PlaceWorks’ community planning and design team, with a background in landscape architecture and a deep passion for urban design. He develops urban design and streetscape design concepts, first/last mile plans for transit stations, and multimodal strategic and specific plans. He uses technical analysis with computeraided design programs and GIS in his design work and creates graphics, maps, and diagrams. These are incorporated into plans and used to present planning and urban design concepts to clients, public meetings, and community workshops.

Before joining PlaceWorks, Chad was an urban designer at Here LA. He developed concepts, illustrations, maps, and narratives for multimodal, bicycle, and pedestrian strategic and specific plans at a scale from county to corridor to site. He trained community members in first/last mile audit methodology, oversaw station area analysis, and recommended urban design improvements. In other work experience, Chad was a design architect intern for the City of Los Angeles Department of Transportation’s Active Transportation Division.

HIGHLIGHTS OF EXPERIENCE
• Artesia Downtown Specific Plan and EIR | Artesia CA
• Glendora Objective Design Standards | Glendora CA
• San Bernardino (City) General Plan, Specific Plans, and Downtown Urban Design | San Bernardino CA
• Hollister General Plan Design Guidelines | Hollister CA • Sunnyvale Housing Development Objective Design Standards | Sunnyvale CA • Millbrae Station Area Specific Plan Update | Millbrae CA • Butte County Upper Ridge Community Plan | Butte County CA • Greater Higgins Area Plan | Nevada County CA
• Wildomar General Plan Update | Wildomar CA
• Hercules Waterfront Blocks ABCD Outreach | Hercules CA • Five Wounds Station Area Plan | San Jose CA

PRIOR EXPERIENCE
Design and Planning
• 405 Multimodal Corridor Plan | LA County CA
• Blue Line First/Last Mile Plan | Los Angeles, Long Beach, Compton CA • Brea Connecting the Core Active Transportation Plan | Brea CA • Crenshaw/LAX Northern Feasibility Study and TOC Analysis | LA County CA • Downey Pedestrian Plan | Downey CA
• Expo/Crenshaw First/Last Mile Plan | Los Angeles CA
• Glendale Pedestrian Master Plan | Glendale CA

EDUCATION
• BS, Landscape Architecture,
California State Polytechnic
University, Pomona
• Study Abroad, Santa Chiara Study
Center, Castiglion Fiorentino,
Tuscany, Italy

CERTIFICATIONS
• American Institute of Certified
Planners #35134

AFFILIATIONS
• American Planning Association
Team member since 2022
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CHAD SO
Associate
[email protected]
• Golden State District Specific Plan | Burbank CA
• Inglewood First/Last Mile Plan | Inglewood CA
• LA Metro Station Evaluation Program | LA County
• NextGen Bus Study | LA County CA
• North Hollywood to Pasadena BRT Urban Design Integration Guide | Los Angeles CA
• One San Pedro Transformation Plan | San Pedro CA
• Ocean Ave Artist in Residence | Santa Monica CA
• Purple (D Line) Extension First/Last Mile Plan | Los Angeles CA • Regional Dedicated Transit Lanes Study | Southern CA
• Transit to Parks Strategic Plan | LA County CA
• Willoughby Streetscape Design Project | West Hollywood CA Creative Community Outreach
• Climate Talks Box | LA County CA
• East San Gabriel Mobility Action Plan | LA County CA
• Little Tokyo Joint Development Guidelines | Los Angeles CA • Long Beach Vision Zero | Long Beach CA
• One Arroyo Creative Outreach | Pasadena CA
• Oxnard Sustainable Transportation Plan | Oxnard CA
• Santa Barbara Active Transportation Plan | Santa Barbara County CA • Uptown Land Use & Neighborhood Strategy | Long Beach CA Item #14. Page 52
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ERINA SHIMANUKI
Associate
Erina works on a variety of design projects at PlaceWorks, providing support to both southern and northern California offices. She has a strong passion for sustainable design and community-oriented planning, which has driven her academic and professional work. Her professional experience in sustainability began when she co-founded a Sunrise Movement chapter in San Luis Obispo.

Erina’s background in urban design was formed when she started as an urban designer in the Bay Area, where she worked on placemaking and streetscape design projects to improve people’s quality of life and enhance local communities. Her recent experiences include developing specific plans for public and private sectors, writing objective design standards, performing design reviews, and conducting meaningful community outreach across California.

Erina’s focus at PlaceWorks will be developing design standards, public realm design, streetscape design, placemaking, and design reviews. She also has strong skills in the Adobe Creative Suite, Lumion, SketchUp, ArcGIS, and AutoCAD.

HIGHLIGHTS OF EXPERIENCE
• Glendora Objective Design Standards | Glendora CA
• South Coast Village Specific Plan for CJ Segerstrom & Sons | Costa Mesa CA • Fairview Developmental Center Specific Plan and EIR | Costa Mesa CA • Metrolink Station Area Analysis—a project of the Southern California Association of Governments (SCAG), as a subconsultant to BAE Urban Economics | Southern California CA
• Old Town Temecula Parklets | Temecula CA
• Long Beach LGBTQ and Cultural Center Community Outreach | Long Beach CA
• Murrieta Objective Design Standards | Murrieta CA
• Anaheim Objective Design Standards | Anaheim CA
• San Jose Five Wounds Station Area Plan | San Jose CA

PRIOR EXPERIENCE
• City of Torrance Housing Corridor Overlay | Torrance CA. Completed due diligence and analyzed existing zoning code and development standards; identified potential housing overlay sites using GIS and produced maps; produced objective design standards graphics using SketchUp to streamline the housing development process; compiled a HCO document in InDesign to guide the City in addressing RHNA allocations for the 6th Cycle Housing Element Cycle.

EDUCATION
• BS, City and Regional Planning,
Minors in Sustainable Environments
and Landscape Architecture,
California Polytechnic State
Univeristy, San Luis Obispo
Team member since 2023
Item #14. Page 53
Meeting Date: 3/26/2024 / Packet Page #: 207

ERINA SHIMANUKI
Associate
[email protected]
• Design Review for the cities of El Monte, Temple City, and Cupertino | Reviewed architectural plans, met with city planners, analyzed zoning code and development standards; wrote 7- to 8-page memorandums; produced supplemental graphics.
• City of Torrance Housing Corridor Overlay | Torrance CA. Completed due diligence and analyzed existing zoning code and development standards; identified potential housing overlay sites using GIS and produced maps; produced objective design standards graphics using SketchUp to streamline the housing development process; compiled a HCO document in InDesign to guide the City in addressing RHNA allocations for the 6th Cycle Housing Element Cycle.
• City of Capitola Housing Element Update | Capitola CA. Managed project webpage; produced and launched an online housing needs survey on Typeform; conducted seven virtual stakeholder interviews to identify issues, opportunities, and potential sites for housing; created a PowerPoint presentation for community workshop and study session.
• 13th Street Commons | Oakland CA. Led a pavement-to-plaza project in Downtown Oakland as an assistant project manager; prepared concept design plans, installation plans, and cost estimates, and assisted in construction; and attended meetings with the City and non-profit organizations.

LEADERSHIP AND COMMUNITY
• Sunrise SLO Co-Founder, 2019
• Associated Students in Planning, College of Architecture and Environmental Design Representative, 2017-2018
Item #14. Page 54
Meeting Date: 3/26/2024 / Packet Page #: 208

ADDIE FARRELL
Principal
Addie is a seasoned project director who navigates the CEQA and NEPA processes for a wide range of project types, from remediation to recreation to infrastructure to health care and beyond. She excels at providing her clients with strategic and holistic support, advising on a broad array of technical and strategic issues. She oversees on-call contracts with various jurisdictions throughout Los Angeles overseeing CEQA services delivery as well as focused technical tasks. Her dedication and professional style have brought her a number of complex and highprofile projects that have earned awards from both AEP and APA. She is an active member of AEP, presenting on panels and trainings.

Addie leads PlaceWorks’ CEQA/NEPA practice for the Los Angeles region and oversees environmental staff from our Los Angeles office, managing diverse in‐house and subconsultant teams. She oversees all aspects of the environmental process and ensures adherence to budget and scope.

She also leads public and stakeholder meetings and excels at delivering public and staff presentations, even in high-pressure settings. She pays keen attention to quality and detail and maintains that attention in the most challenging situations.

HIGHLIGHTS OF EXPERIENCE
• Artesia Downtown Specific Plan EIR | Artesia CA
• Norwalk Entertainment District-Civic Center Specific Plan EIR | Norwalk CA • The Mercury Mixed-Use Development Project IS/MND | Pico Rivera CA • Del Amo Circle Residential Apartments Sustainable Communities Environmental Assessment (SCEA) | Torrance CA
• Malibu Middle and High Schools Specific Plan and EIR | Santa Monica-Malibu USD • McKinley Elementary School EIR for Campus Master Plan Update | Santa Monica-Malibu USD
• Anaheim General Plan Update EIR | Anaheim CA
• Great Park Phase 2 EIR | Irvine CA
• Bullhead Solar EIR | Kern County CA
• Grant Elementary School EIR for Campus Master Plan Update | Santa MonicaMalibu USD • Crescenta Valley High School Field Improvement Project EIR | Glendale USD • Bright Star Schools Rise Kohyang Charter High School IS/MND | Los Angeles USD
• Rose Bowl Operating Company Brookside Golf Club Expansion IS/MND | Pasadena CA
• Rose Bowl Operating Company Arroyo Seco Music and Arts Festival EIR Addendum | Pasadena CA
• Prologis Vermont and Redondo EIR | Los Angeles CA
• Peer Review Los Angeles Aerial Rapid Transit EIR for California State Parks | Los Angeles CA

EDUCATION
• BA, Natural Resource and
Environmental Geography, San
Diego State University

AFFILIATIONS
• Association of Environmental
Professionals

PROFESSIONAL ACTIVITIES
• Instructor, 2022 AEP CEQA
Essentials Workshop, Los Angeles
Chapter
• Panelist, AEP Annual Conference
2021, “Subsequent Environmental
Review Amidst a Sea of Evolving
CEQA Law and Regulations”
• Instructor, 2017 AEP CEQA
Essentials Workshop, Inland Empire
Chapter
• Chair, AEP Awards Committee, San
Diego Chapter | 2007–2009
Team member since 2020
Item #14. Page 55
Meeting Date: 3/26/2024 / Packet Page #: 209

ADDIE FARRELL
Principal
[email protected]
• Various Environmental Peer Reviews for City of Inglewood | Inglewood CA • Southwest Valley Community Plans EIR | Los Angeles CA • Multiview Drive Single-Family Residence IS/MND | Los Angeles CA • Medical Office Building at 508 Las Tunas Drive IS/MND Addendum | Los Angeles CA
• Sepulveda Basin Burrowing Owl Surveys | Los Angeles CA • EA Form Preparation for 6-Lot Subdivision | Granada Hills CA • Los Alamitos Town Center GPA Addendum | Los Alamitos CA

PRIOR EXPERIENCE
• Rancho Los Amigos EIR | Los Angeles County CA
• Inglewood Basketball and Entertainment Center EIR | Inglewood CA • Arroyo Seco Music and Arts Festival EIR | Pasadena CA • Treeland Homes EIR | Los Angeles CA
• Pacific Square San Gabriel Mixed-Use Project EIR | San Gabriel CA • Topock Compressor Station Environmental Review, Multiple EIRs under DTSC contract | Needles CA
• Santa Susana Field Laboratory Final EIR for DTSC | Ventura County CA • Shriners Hospital for Children MND | Pasadena CA
• Platinum Residential Project MND | Pasadena CA
• AngelFest Environmental Assessment | Los Angeles CA
• Hollywood Center EIR | Los Angeles CA
• Rose Bowl Lighting Replacement Project | Pasadena CA
• Griffith Park Performing Arts Center MND | Los Angeles CA • Hansen Dam Skate Park IS/MND and Environmental Assessment | Los Angeles CA
• Sheldon Skate Plaza IS/MND | Los Angeles CA
• Lake Machado Operation and Long-Term Maintenance Plan | Los Angeles CA • Point Fermin and Battery Osgood Historic Evaluation | Los Angeles CA • Exposition Park Rose Garden Historic Evaluation | Los Angeles CA • Kern County Solar Projects, Multiple EIRs | Kern County CA • Santa Barbara Courthouse | Santa Barbara CA

SPEAKING ENGAGEMENTS
• Panelist, AEP Annual Conference 2021, “Subsequent Environmental Review Amidst a Sea of Evolving CEQA Law and Regulations”
• Instructor, AEP CEQA Essentials Workshop, Los Angeles Chapter | 2022 • Instructor, AEP CEQA Essentials Workshop, Inland Empire Chapter | 2017 AWARDS
• Malibu Middle and High School Campus Specific Plan EIR | 2023 Outstanding Environmental Analysis Document, AEP California
• Norwalk Entertainment District - Civic Center Specific Plan EIR | 2023 Outstanding Environmental Analysis Document, AEP California; 2023 Environmental Planning Award of Merit, APACA-LA
• Arroyo Seco Music and Arts Festival EIR | 2018 Environmental Planning Award, APA; 2017 Merit Award, Outstanding Environmental Analysis Document, AEP
• Topock Compressor Station Soil Investigation EIR | 2016 Merit Award, Outstanding Environmental Analysis Document, AEP
Item #14. Page 56
Meeting Date: 3/26/2024 / Packet Page #: 210

JORGE ESTRADA
Senior Associate
Jorge is an exceptionally diverse planner. His knowledge and experience encompass the public and private sector, project management and administration, and both environmental and community planning.

He has reputation for thorough, quality work; attention to detail; and client satisfaction. Jorge has a clear understanding of planning and environmental principles and a solid working knowledge of their considerable regulatory systems, processes, and regulations. A natural communicator, he is known for his motivation, high energy, and expertise, which make him invaluable to project teams and clients alike.

Jorge processes, oversees, and manages all aspects of projects with a depth of knowledge and breadth of perspective that are assets to both the Environmental and Community Planning & Design teams.

His environment work focuses on CEQA compliance and spans a wide range of public- and private-sector projects, from general plans and specific plans to small infill projects. For community planning projects, he prepares and manages specific plans and provides entitlement services. He also provides in-house Spanish translations for an array of environmental and planning-related documents and materials.

HIGHLIGHTS OF EXPERIENCE
CEQA Environmental Services
• New Elementary and Middle School at 425 North Lyon Avenue MND | San Jacinto CA
• Pathways to College Charter School MND | Hesperia CA
• Real Journey Academies Charter High School MND | Fontana CA • General Plan EIRs for the cities of Temple City, Sierra Madre, and Industry | California
• Century Villages at Cabrillo Specific Plan EIR | Long Beach CA • Oak Creek Community Park Expansion and Improvements Plan | Irvine CA • Cornerstone Bible Church Expansion MND | Glendora CA
• Citrus Crossroads Commercial Retail Center MND | Fontana CA • Grand Central Recycling and Transfer Station EIR Addendum | Industry CA • Jackson Ranch Specific Plan EIR | Kings County CA
• Laverne Elementary Preparatory Academy MND | Hesperia CA • Cardon Arbor View School CEQA Exemption | Rancho Cucamonga CA • Desert Trails Preparatory Academy MND | Victorville CA • Glendora Self-Storage Facility MND | Glendora CA
• Lakeview Senior Living Subsequent EIR | Yorba Linda CA • Newport Crossings Mixed Use Project EIR | Newport Beach CA • Christ’s Church of the Valley Expansion MND | Rancho Cucamonga CA • San Bernardino Road Public Safety Facility MND |Rancho Cucamonga CA

EDUCATION
• BS, Urban & Regional Planning,
California Polytechnic State
University, Pomona
• Certificate in Engineering/
Architectural AutoCAD, California
State University, Long Beach

AFFILIATIONS
• American Planning Association
Team member since 2005
Item #14. Page 57
Meeting Date: 3/26/2024 / Packet Page #: 211

JORGE ESTRADA
Senior Associate
[email protected]
• Los Alamitos Luxury Apartments MND | Los Alamitos CA
• Sausalito Street Condominiums MND | Los Alamitos CA
• City Plaza Apartments and Hotel EIR Addendum | Orange CA • Specific Plan No. 12 (Hampton Inn & Suites) MND | Claremont CA • Hyatt Regency Expansion EIR | Newport Beach CA
• Chapman Apartments MND | Orange CA
• City Parkway Apartments MND | Orange CA
• Temple City Crossroads Specific Plan EIR | Temple City CA • Midtown Specific Plan EIR | Long Beach CA
• Yorba Linda Gardens Residential Development MND | Yorba Linda CA • San Juan Hills High School Campus Improvements MND | San Juan Capistrano CA • San Clemente High School Campus Improvements MND | San Clemente CA • Westside Gateway MND | Costa Mesa CA
• Specific Plan No. 3 MND | Walnut CA
• The Olson Company Townhomes on Washington Avenue MND | Orange CA • Covington Townhomes EIR Addendum | Yorba Linda CA
• Uptown Newport EIR | Newport Beach CA
• Harbor Corridor Specific Plan EIR | Santa Ana CA
• Magnolia Residential Project EIR | Upland CA
• Cash 4 Cans + Recycling Center CEQA Exemption | Westminster CA • San Bernardino TOD Overlay District EIR Addendum | San Bernardino CA • Industry Housing Element ND | Industry CA
• Valley Boulevard Widening MND | Industry CA
• Wenzlaff Elementary School Conversion MND | Desert Hot Springs CA • Serrano I and II Residential Project MND | Claremont CA • City Ventures Residential Project MND | Claremont CA
• Western Christian Schools Campus Improvements MND | Claremont CA • Taylor Morrison Residential Project MND Addendum | Claremont CA • Olson Company Residential Project MND | Claremont CA
• Frontier Enterprises, The Colony EIR Addendum | San Bernardino CA • Baldwin Park Industrial MND | Industry CA
• Oakbrook Village EIR Addendum | Laguna Hills CA
• Courts at Monte Vista MND Addendum | Claremont CA
• Police and Public Works Facilities EIR | San Gabriel CA • Irvine CEQA Guidelines | Irvine CA
• Section 19 Specific Plan EIR | Rancho Mirage CA
Urban/Comprehensive Planning
• Oak Springs Ranch Specific Plan and Specific Plan Amendment | Wildomar CA • Airport Gateway Specific Plan | San Bernardino and Highland CA • Lynwood Transit Area Specific Plan Amendment | Lynwood CA • Desert Land Ventures Specific Plan | Desert Hot Springs CA • Specific Plan No. 12 (Hampton Inn & Suites) | Claremont CA • Temple City General Plan Update Technical Background Report | Temple City CA • Centennial Specific Plan Green Program | Los Angeles County CA • Eastvale Specific Plan Parking Analysis | Eastvale CA • Sierra Madre General Plan Update Technical Background Report | Sierra Madre CA
• Ravenswood/4 Corners TOD Specific Plan | East Palo Alto CA • Renaissance Specific Plan | Rialto CA
• Third-Party Land Use Consistency Analysis for Meridian Mountain Specific Plan EIR | San Diego County CA
• University Heights Specific Plan | San Marcos CA
Item #14. Page 58
Meeting Date: 3/26/2024 / Packet Page #: 212

JENNIFER KELLEY
Senior Associate
Jennifer is a skilled environmental professional with nine years of experience leading CEQA and NEPA analyses for development and infrastructure projects. Jennifer has managed CEs, MNDs, and EAs for mixed-use, infill development projects from the proposal stage through entitlement, and served as a deputy project manager on large-scale EIRs. Jennifer’s management expertise includes seniorlevel review of documents; coordination with clients, subconsultants, and public agencies; keeping project schedules and budgets on track; and supervising analyses prepared by junior staff. Prior to joining PlaceWorks, Jennifer served in environmental planning and management roles where she used her background in urban planning and environmental design to lead numerous comprehensive land use and aesthetics compatibility analyses and produced supporting visual graphics. She is also proficient in producing quantitative studies to measure cumulative impacts on public services and utilities using local, regional, and state-level data.

HIGHLIGHTS OF EXPERIENCE
• Artesia Downtown Specific Plan EIR | Artesia CA
• Redondo Beach General Plan Update EIR | Redondo Beach CA • Great Park Phase 2 EIR | Irvine CA

PRIOR EXPERIENCE
Programmatic
• Downtown Community Plan Update/New Zoning Code EIR | Los Angeles CA • Los Angeles Sports and Entertainment District Specific Plan Addendum | Los Angeles CA
• The Terraces of Walnut Specific Plan EIR | City of Walnut Mixed-Use
• 1000 Grand MND | Los Angeles CA
• 11701 Santa Monica Boulevard MND | Los Angeles CA
• 1400 S. Figueroa Street MND | Los Angeles CA
• 777 North Front Street EIR | Burbank CA
• 7985 Santa Monica Boulevard EIR |West Hollywood CA
• City Market of Los Angeles EIR | Los Angeles CA
• Sapphire Project EIR | Los Angeles CA
• Sunset and Gordon EIR | Los Angeles CA
• 801 S. Olive Street MND | Los Angeles CA
• Apex II MND | Los Angeles CA
• G12 MND | Los Angeles CA

EDUCATION
• Master of City Planning,
Boston University
• Bachelor of Landscape
Architecture,
California Polytechnic State
University, San Luis Obispo

AFFILIATIONS
• Association of Environmental
Professionals
• American Planning Association
Team member since 2022
Item #14. Page 59
Meeting Date: 3/26/2024 / Packet Page #: 213

JENNIFER KELLEY
Senior Associate
[email protected]
• High Line West MND | Los Angeles CA
• Industrial Street Lofts MND | Los Angeles CA
• LA Main MND | Los Angeles CA
• La Tijera/Sepulveda Eastway MND | Los Angeles CA
• Olympic and Olive Mixed-Use Project MND | Los Angeles CA • Onyx MND | Los Angeles CA
• Panorama City Center EIR | Los Angeles
• The Alexan Addendum | Los Angeles CA
• Valencia Mixed-Use Project MND | Los Angeles CA
Industrial
• 1601 San Francisco Avenue MND | Long Beach CA
• 300 Studebaker Road Industrial Project MND | Long Beach CA Infrastructure
• Lyons Avenue/Dockweiler Drive Extension EIR | Santa Clarita CA • Pipeline Safety Enhancement Plan Various | Southern California Gas Company
Residential
• 780-808 Francesca Drive MND | Walnut CA
• Agave at Palm Canyon EA | County of Riverside CA
• Palo Verde MND | El Monte CA
• Rolland Curtis MND | Los Angeles CA
• Winnetka Williams Homes MND | Los Angeles CA
• Willowbrook III MND | County of Los Angeles CA
Schools & Institutional Campuses
• Kaiser Permanente Baldwin Hills Outpatient Medical Facility MND | Los Angeles CA
• Kaiser Permanente West Los Angeles Medical Center Parking Expansion MND | Los Angeles CA
• Santa Monica Community College Malibu Campus EIR | Malibu CA • Shalhevet High School and Fairfax Mixed-Use MND | Los Angeles CA Item #14. Page 60
Meeting Date: 3/26/2024 / Packet Page #: 214

KAREN GULLEY
Managing Principal, Design
Karen has a talent for strategy and innovative problem solving that has been honed by 30 years of experience. Her skill with all facets of comprehensive planning and design for private and public sector clients expands the opportunities for creative solutions. She has led six general plans, more than forty specific plans, dozens of long-range conceptual plans for transit-readiness, and vision plans to reposition large areas. Her deep understanding of the real estate and development fields inform all facets of her public-sector projects—master plans, transit plans, conceptual design studies and park plans, coding, design guidelines, and implementation programs.

Karen has extensive experience in developing community participation programs and facilitating public meetings and workshops. She is adept at establishing a rapport with her audience and communicating complex and often controversial issues clearly and accurately. She provides expertise in project visioning and implementation, project processing, negotiating conditions of approval, responding to political considerations, and handling communication between stakeholders.

Karen is responsible for leading a team of people and projects within the Community Planning & Design Team and maintaining quality control.

Karen’s strengths include handling the day-to-day management of large project teams where information sharing, issue management, problem solving, and policy development require extensive coordination. She is responsive to client needs and desires on a project and is dedicated to ensuring that the project stays on track and within budget.

HIGHLIGHTS OF EXPERIENCE
Urban Planning
• Southeast Area Specific Plan | Long Beach CA
• Advanced Technology Education Park (ATEP) Framework Plan | Tustin CA • Tustin Legacy Specific Plan Update | Tustin CA
• Carson Vision Plan | Carson CA
• Savi Ranch Vision Plan | Yorba Linda CA
Corridor Planning
• Beach Boulevard Specific Plan | Anaheim, CA
• Harbor Boulevard Specific Plan | Santa Ana CA
• Midtown Corridor Specific Plan | Long Beach CA
• Katella and Los Alamitos Boulevard Corridor Plan | Los Alamitos CA • Corridor revitalization: planning and implementation projects for the cities of Glendora, Covina, Azusa, San Dimas, Irwindale, and Chino as part of SCAG’s Compass Blueprint Demonstration Program

EDUCATION
• BA, Economics, University of
California, Santa Cruz
• Masters Program, Urban &
Regional Planning, California State
Polytechnic University, Pomona (all
but thesis)

CERTIFICATIONS
• Certificates from the International
Association for Public Participation
» Planning for Effective Public
Participation
» Strategies for Dealing with
Opposition and Outrage in Public
Participation

AFFILIATIONS
• American Planning Association
• Urban Land Institute
» National Urban Revitalization
Product Council
» Women’s Leadership Initiative
for District Chapter
Team member since 1991
Item #14. Page 61
Meeting Date: 3/26/2024 / Packet Page #: 215

KAREN GULLEY
Managing Principal, Design
[email protected]
Infill & Redevelopment
• Brea Core Visioning and Specific Plan | Brea CA
• CollegeTown Specific Plan | Fullerton CA
• Crafton Hills College Village Plan | Yucaipa CA
• Mixed Use Overlay Zones | Anaheim CA
• Stanton Plaza Specific Plan | Stanton CA
• Prospect Village, Downtown Tustin Redevelopment | Tustin CA Comprehensive Planning
• WRCOG Economic Development and Sustainability Framework Plan | Western Riverside County CA
• Rancho Cucamonga General Plan Update and EIR | Rancho Cucamonga CA • Economic Development Strategic Plan | San Bernardino County CA • Fontana General Plan Update & Zoning Code Consistency Program | Fontana CA • Temecula Inaugural General Plan Update and EIR | Temecula CA Large-Scale Land Planning
• MCAS Tustin Reuse Plan/Specific Plan | Tustin CA
• Harmony Specific Plan | Highland CA
• DeAnza Special Study, Mission Bay | San Diego CA
• Kennecott Master Plan | Salt Lake County UT
• Centennial Specific Plan, Tejon Ranch | Los Angeles County CA Plan Implementation
• Tustin Legacy Master Developer | Tustin and Irvine CA • Villages of Columbus Planning & Entitlements, MCAS Tustin | Tustin CA • Moffett Meadows Design & Processing | Irvine CA

ARTICLES
• “Repositioning Urban Corridors to Attract New Residential and Commercial Markets,” Urban Land, 2010
• “Sowing the Seeds of Regional Planning,” Urban Land, 2007 • “Reshaping the American Commercial Strip,” Urban Design Group Journal, Winter 2003

SPEAKING
• “Guiding Infill Development: What Planning Commissioners Need to Know” | OC Association of Planning Officials Forum, 2016
• “Got a College? New Town/Gown/Industry Collaboration” | 2015 APACA State Conference; 2015 WRCOG Visioning Workshop
• “Effective Elements of Corridor Planning” | APA San Diego Chapter, 2013 AWARDS
• 2015 Transportation Planning Award of Merit, APACA Orange Section | Fullerton College Connector (Streetcar) Study)
• 2013 Best of the Best Award, ULI Orange County/Inland Empire | WRCOG Sustainability Framework
• 2009 Compass Blueprint Achievement Award in Prosperity, SCAG | Coachella’s South East SOI Sustainability Project
Item #14. Page 62
Meeting Date: 3/26/2024 / Packet Page #: 216

STEVE GUNNELLS
Chief Economist
Steve’s career spans the spectrum of community planning and economic development. As PlaceWorks’ in-house economist, he plays a role in a great many of the firm’s active projects. He focuses on crafting plans, policies, and development projects that are grounded in regional and global economic realities. He helps his clients leverage market forces to achieve their goals. And most importantly, he uses his grasp of economics and real estate markets not only to overcome existing challenges but to help communities create visionary plans that capitalize on the possibilities, not just past trends.

Steve works with communities to bridge the gap between long-range planning policies and economic development—with community organizations and special districts to fund and implement priority projects—and with developers to guide project decision-making and obtain entitlements based on sound economic and market analysis. Steve has also served as the field director for a consulting team on a World Bank project in Yemen, an Economic Development Fellow with the International Economic Development Council, a county planning director in Virginia, and a planning and economic consultant in Michigan and Ohio.

HIGHLIGHTS OF EXPERIENCE
Economic and Market Analysis
• Logistics Industry Analysis | San Bernardino County CA • TDR Bank Benefits Analysis | Santa Fe County NM
• Fiscal Impact Analysis, New Jersey Highlands Water Quality Protection and Regional Planning Act | Chester NJ
• Economic Analysis, Collier County Rural Fringe Mixed-Use District TDR Restudy | Naples FL
• Evaluation of Irvine Business Complex TDR Program | Irvine CA • Market Analysis for the Downtown Redding Specific Plan | Redding CA • Market Analysis, Southwest Fresno Specific Plan | Fresno CA • Economic, Market, and Fiscal Analysis | San Clemente CA • Market Analysis and Mixed-Use Development Feasibility Study | Chino CA • Downtown Market Assessment and TOD Feasibility Study | Fontana CA • Washoe County Economic Forecast and Analysis | Washoe County NV • Fresno Marketplace | Fresno CA
• Dole Foods Atwater Plan and Market Analysis | Atwater CA Economic Development Planning
• Economic Development Element and Economic Development Strategic Action Plan | Corcoran CA
• Re-envisioning Chino: Implementing the 2025 General Plan | Chino CA

EDUCATION
• MSc, Development Management,
London School of Economics
• Master of Urban and Environmental
Planning, University of Virginia
• BA, Urban Planning, Virginia Tech

AFFILIATIONS
• American Planning Association
• Urban Land Institute
AWARDS
• 2013 Best of the Best Award, ULI
Orange County/Inland Empire |
WRCOG Sustainability Framework
• 2012 SCAG Compass Blueprint
Recognition Award, Achievement
in Sustainability | Re-envisioning
Chino: Implementing the 2025
General Plan
• Michael A. Hoffman Award (corecipient), Council of Virginia Archaeologists | Acquisition and
Preservation of the Morgan Jones
Kiln Site, a National Register Site
Team member since 2007
Item #14. Page 63
Meeting Date: 3/26/2024 / Packet Page #: 217

STEVE GUNNELLS
Chief Economist
[email protected]
• Economic Development Feasibility Study for the California Community Foundation | El Monte CA
• North Hemet Revitalization Plan | Riverside County CA • Economic Development Recommendations for the Southeast Industrial Area, SCAG Compass Blueprint Demonstration Project | Fullerton CA • Coachella Commercial Entertainment District Planning Study | Coachella CA Comprehensive Planning
• San Bernardino Countywide Plan | San Bernardino County CA • Bloomington Community Plan | Bloomington CA
• Westminster General Plan and EIR | Westminster CA
• CollegeTown Specific Plan | Fullerton CA
• Yucca Valley General Plan and EIR | Yucca Valley CA
• San Clemente General Plan and EIR | San Clemente CA
• Menifee General Plan and EIR | Menifee CA
• Industry General Plan Update and EIR | Industry CA
• Clovis General Plan Update and EIR | Clovis CA
• Economic Development Element, El Monte General Plan | El Monte CA • Economic Development Element, The Ontario Plan | Ontario CA • Strategic Plan Update: Community Profile and Environmental Scan | Torrance CA Urban and Regional Planning
• Sustainability Plan Framework, Western Riverside COG | Riverside County CA • 2015–2050 Growth Forecast Update | Kern Council of Governments • San Joaquin Valley Demographic Forecasts 2010 to 2050, Fresno COG | San Joaquin Valley CA
• Life on State Corridor Plan, Wasatch Front Regional Council | Multijurisdictional, Salt Lake County UT • 5600 West BRT Phase I Station Area Plan | Salt Lake County UT • Development Options around Transit Stations, SCAG Compass Demonstration Project | Azusa CA

PRIOR EXPERIENCE
• Downtown Development Plan, Buena Vista Charter Township | Saginaw County MI
• Downtown Development Plan and Tax Increment Financing Plan, Lyon Charter Township | Oakland County MI
• Development Plan and Tax Increment Financing Plan, Van Buren Charter Township | Wayne County MI
• Tax-Increment-Financing Plan, Detroit Armory Redevelopment | Oak Park MI • Economic Development Program | Richmond County VA
• Overall Economic Development Program | Westmoreland County VA • Urban Development, Management, and Tourism Assessment, World Bank | Republic of Yemen

SPEAKING ENGAGEMENTS
• “Rail and TOD: Getting on the Right Track” | 2015 ULI OC/IE District Council | Santa Ana CA
• “Economic Development for Planners” | 2011 Southern California Association of Governments’ Toolbox Tuesdays | Los Angeles CA
• “TOD and Downtown Development Opportunities” | 2010 Downtown Fontana Technical Advisory Roundtable | Fontana CA
• “Mixed-Use Development: Myth or Must” (Panelist) | 2009 Developer Conference, Multifamily Executive Conference | Las Vegas NV Item #14. Page 64
Meeting Date: 3/26/2024 / Packet Page #: 218
CITY OF GLENDORA (626) 914-8200
116 E. Foothill Boulevard, Glendora, California 91741
www.cityofglendora.org

REQUEST FOR PROPOSAL (RFP)
Glendora Station Area Vision Plan
LACMTA Transit Oriented Communities Technical Assistance Program ID# 9200000000TOC2302
QuestCDN#8759844
RFP Release Date: Thursday, October 19, 2023
Contact Name(s):

Address:

E-mail address:

Hans Friedel, Principal Planner
Jeff Kugel, Community Development Director
116 E. Foothill Boulevard
Glendora, CA 91741
[email protected]
[email protected]
Deadline for questions and objections: Thursday, November 9, 2023 Proposal Due Date: Thursday, November 16, 2023 AT 10:00 AM PST Electronic proposal submission through
QuestCDN is required

FAILURE TO REGISTER WITH QUESTCDN TO SUBMIT THE

PROPOSALS WILL DISQUALIFY THE PROPOSER
REGARDLESS OF CIRCUMSTANCES.

Item #14. Page 65
Meeting Date: 3/26/2024 / Packet Page #: 219
301444.10

INTRODUCTION
The City of Glendora seeks a qualified professional services consultant for technical planning assistance to build community consensus towards a preferred development scenario, make code recommendations, and provide model design standards in the form of a vision plan to accommodate required housing in the area within the ½ mile radius around the Glendora Metro (light rail system) Station which is currently under construction. The selected consultant will have to coordinate the work with the City’s consultant developing objective design standards for all development types within the City. This work advances the following Los Angeles County Metropolitan Transportation Authority (Metro) Policy Goals:

1. Engage organizations, jurisdictions, and the public

2. Distribute transit benefits to all

3. Capture value created by transit
Furthermore, it complies the City of Glendora City Council Strategic Plan (2023-2025) – Goal 1:

Implement Strategic Economic Development - Objective 4: Create a Vision and Development Plan for the Village/Gold Line area; and several goals and policies of the City’s General Plan.

By providing a foundation for transit-oriented housing development, this notional Glendora Station Area Vision Plan will partially contribute to meeting Glendora's regional housing needs assessment (RHNA) numbers in an area served by regional transit investment. Glendora currently has several Housing Element sites within ½ mile of the station. The City has already spearheaded water and sewer capacity studies/analysis for the area, identifying that there is the capacity for at least 1,000 residential dwelling units of mixed apartments and condos within the Glendora Station Area.

This project is the result of a $200,000 funding award from the LA Metro Transit Oriented Communities Technical Assistance Program (TOC TAP) and includes a local match of $20,000, for a total project cost not to exceed $220,000.

The project area is the ½ mile radius around the Glendora Metro Station located southeast of the intersection of Vermont Avenue and Ada Avenue in Glendora, CA.

Item #14. Page 66
Meeting Date: 3/26/2024 / Packet Page #: 220
301444.10

COMMUNITY SETTING
The City of Glendora is located where the 210 and 57 Freeways meet in the East San Gabriel Valley, about 15 miles east of Pasadena and 28 miles northeast of downtown Los Angeles.

Glendora is approximately 20 square miles in area with a population of approximately 50,000 people. Glendora is mostly a bedroom community, with most of the land area devoted to residential development. There is also a large area of hillside open space. Nearly 75% of the city’s housing stock is detached single-family homes. The city is built out, with only a handful of vacant properties remaining for infill development. The General Plan and Zoning Ordinance identify the Route 66 and Arrow Highway corridors as the primary locations for additional residential development. This will be in the form of higher-density multifamily and mixed-use development.

The downtown (Glendora Village) area has also been identified as having opportunities for additional multifamily and mixed-use projects. The City believes that the construction of the Foothill Gold Line Phase 2B extension (recently renamed Metro A-Line), anticipated to open for service in 2025, will increase demand and opportunities for housing around the future Glendora Station.

SCOPE OF WORK
Task 1: Consultant procurement

1.1 Issue RFP for consultants.

1.2 Select a consultant and approve the contract.

1.3 Refine process and timeline with the consultant.

Deliverables: Consultant contract, updated schedule (as needed) Services required by Glendora include, but are not limited to, the following:

Task 2: Definition of the problems/opportunities and goal setting

2.1 Convene a kickoff meeting with the consultant and City staff to identify and define strengths, weaknesses, opportunities, and threats in and around the station area.

2.2 Consultant and City team to analyze existing conditions in and around the station area.

2.3 Identify issues of concern and desired outcomes for the development of RHNA sites located within ½ mile of the Glendora Metro Station.

2.4 Identify affordable housing opportunities within the different development scenarios.

Deliverables: Kick-off meeting agenda/summary, summary report.

Task 3: Identification of alternative plans/policies (public engagement)

3.1 Create different development scenarios for the developable parcels around the station.

3.2 Create representative graphics and models (renderings, vignettes, etc.) of each scenario.

3.3 Identify the regulatory the basic regulatory changes necessary to achieve each scenario.

Deliverables: Design alternatives document, policy/regulatory analysis document, Item #14. Page 67
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Task 4: Evaluation of Alternatives

4.1 Analyze the economic viability of different development scenarios to achieve housing density goals.

4.2 Consult property owners and developers as part of this analysis.

4.3 Perform a robust, multifaceted engagement effort to inform the public about development options/scenarios in the ½ mile area around Glendora Station.

4.4 Seek public input on different affordable housing scenarios within the development alternatives explored.

Deliverables: Economic analysis report, public engagement summary, affordable housing capacity analysis
Task 5: Finalize Glendora Station Area Vision Plan

5.1 Prepare a graphics-rich vision plan for the Glendora Station TOC with desired vision, preferred development scenario, code recommendations, and model design standards.

5.2 Complete CEQA analysis associated with the policy/code recommendations.

5.3 Historical inventory architectural study and assessment.

5.4 Deliverables: Glendora Station Area Vision Plan, CEQA Analysis Recommendations, historical inventory.

Task 6: Plan Adoption

6.1 Conduct a series of public Planning Commission and City Council meetings to receive their feedback and get the plan adopted.

6.2 Include implementation strategies such as any necessary rezoning, zoning amendments, affordable housing policies, and design standards.

Deliverables: Adopted Plan
Task 7: Project Administration

7.1 Within 10 days of the kick-off meeting, the Consultant will prepare a meeting summary with project objectives, and action items. The summary memo will include the project schedule, milestones, and anticipated dates for public meetings.

7.2 The consultant will coordinate with staff with regular communications, and meetings, as needed over the course of the project to review the status and ensure that objectives and milestones are tracked with the project schedule.

7.3 The consultant will ensure that the invoices and budget are not to exceed approved amounts.

7.4 The consultant will submit all required materials for City reimbursement according to LACMTA quarterly reporting and expenditure requirements.

7.5 Meetings may be conducted as a video conference or in-person at City offices.

The consultant shall prepare a meeting summary, including action items, for each meeting.

Deliverables: Meeting materials, minutes, and financial reporting documentsDeliverables:

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CITY FACILITIES AND INFORMATION
Public meetings will be held at or near Glendora City Hall and the Glendora Station area.

Facility Address
Glendora City Hall 116 E. Foothill Boulevard, Glendora, CA 91741

RIGHTS TO PROPOSALS
All proposals, upon submission to the City of Glendora, shall become the City’s property for its use as deemed appropriate. By submitting a proposal, the consultant covenants not to make any claim for or have any right to damages because of any misinterpretation or misunderstanding of the specification, or because of any misinformation or lack of information. Nothing contained in this RFP shall create any contractual relationship between the consultant and the City of Glendora. The City accepts no financial responsibility for costs incurred by any consultant in responding to this RFP. The City has the following prerogatives regarding submitted proposals:
 To accept or reject any or all proposals.
 To award all or part of the project at its discretion.  To adopt any or all parts of a proposal.
 To utilize any or all ideas from proposals submitted.  To request additional information for the purposes of clarification.  To correct any math errors in any or all proposals submitted.  To change the deadline for submitting proposals upon appropriate notification to all consultants receiving the RFP.
 To accept or negotiate any modifications to the scope and fee of any proposal following the deadline for receipt of all proposals and prior to contract award.  To waive any irregularity or any non-conformity of proposals with this RFP, whether of a technical or substantive nature.

DISCLOSURE OF CONTENTS
All proposals accepted by the City shall become a matter of public record and shall be regarded as public, excepting those elements of each proposal that are identified by the consultant as business or trade secrets and plainly marked as “trade secret,” “confidential,” or “proprietary.” Each element of a proposal that the consultant desires not to be considered a public record must be clearly marked. Any blanket statement (i.e. regarding entire pages, documents, or other nonspecific designations) shall be insufficient and shall not bind the City in any way whatsoever.

If disclosure is required under the California Public Records Act or otherwise by law (despite the consultant’s request for confidentiality), the City shall not in any way be liable or responsible for the disclosure of any such records or part thereof.

AGREEMENT FOR SERVICES
The consultant will enter into an Agreement for Services with the City of Glendora based upon the contents of the RFP and the consultant’s proposal. The City’s Standard Agreement for Services is attached. The consultant must include with the proposal a description of any exceptions requested to the standard contract. If there are no exceptions requested, a statement to that effect must be included in the proposal.

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INSURANCE REQUIREMENTS
Prior to executing an Agreement for Services, the consultant will be required to provide the City proof of the required insurance. Consultants are encouraged to contact their insurance carriers during the proposal stage to ensure that the insurance requirements can be met if selected.

Insurance requirements are listed in Section 5 of the attached standard Agreement for Services.

CITY BUSINESS LICENSE
A City of Glendora business license will be required for the consultant and any subcontractors.

ASSIGNED REPRESENTATIVES
The City will assign a responsible representative to administer the contract and to assist the consultant in obtaining information. The consultant also shall assign a responsible representative (project manager) and an alternate, who shall be identified in the proposal. The consultant’s representative will remain in responsible charge of the consultant’s duties from the notice to proceed through project completion.

If the consultant’s primary representative should be unable to continue with the project, then the alternate representative identified in the proposal shall become the project manager. The City’s representative shall first approve any substitution of representatives or subcontractors identified in the proposal in writing. The City reserves the right to review and approve/disapprove all key staff and subcontractor substitution or removal and may consider such changes not approved to be a breach of contract.

ATTACHMENTS INCLUDED WITH THIS RFP
Name Description
Attachment A Standard Agreement for Services.

HOW TO OBTAIN THIS RFP

1. Request for Proposal (RFP) information can be downloaded at www.questcdn.com using QuestCDN# Contact QuestCDN at (952) 233-1632 or [email protected] for assistance in membership registration, downloading this digital project information and vBid Online Bid submittal. To submit a vBid online bid (which is required for this project) you must do so through the QuestCDN Bid Management System located at www.questcdn.com or via the City of Glendora website at http://www.cityofglendora.org/businesses/rfp-opportunities . You may register and download RFP documents electronically for free.

2. All addenda and notices related to this procurement will be posted by the City on QuestCDN.

In the event that this RFP is obtained through any means other than QuestCDN, the City will not be responsible for the completeness, accuracy, or timeliness of the final RFP document.

3. Each Proposal must conform and be responsive to all requirements set forth in the RFP.

Vendor/Consultants will need to register with the provider of this service, Quest Construction Data Network.

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PROCEDURE FOR SUBMITTING QUESTIONS AND INQUIRIES

1. All questions/inquiries must be made through the contact listed on the cover sheet of this document, via QuestCDN. The City will provide a written response to all questions in the form of an Addendum. Questions answered on QuestCDN shall be considered addenda to the RFP.

OBJECTIONS

1. Any objections as to the structure, content or distribution of this RFP must be submitted in writing to the Contact listed on the cover sheet of this document. Objections must be as specific as possible, and identify the RFP section number and title, as well as a description and rationale for the objection.

2. All objections, questions and inquiries must be received by the deadline stated on the cover sheet.

PROPOSAL SUBMITTAL REQUIREMENTS

GENERAL REQUIREMENTS
You must respond to this RFP by the due date and time as set in the RFP. Each Proposal must conform and be responsive to all requirements set forth in the RFP to be considered. The City of Glendora has implemented online project bidding using the QuestCDN Construction Data Network. In order to be considered a qualified bidder, the online proposal must be completed and submitted, all addenda must be acknowledged and uploaded to the site through www.questcdn.com
You can contact QuestCDN at (952) 233-1632 or [email protected] for assistance in membership registration and downloading this digital project information.

NO ORAL, FACSIMILE OR TELEPHONIC PROPOSALS/BIDS OR ALTERATIONS WILL BE CONSIDERED.

The City of Glendora reserves the right to reject any and all proposals, to waive any informalities in any proposal and select the one that best meets the City’s needs.

REQUIRED ELEMENTS

1. FORMATTING
The Proposal must be in Times New Roman, Arial or some similar, easily readable font. The size of the font cannot be any smaller than 11 and margins should be 1 inch or wider.

Proposals are limited to 15 pages excluding resumes.

2. COVER LETTER
Provide a cover letter providing an introduction of the company and general overview demonstrating your knowledge, skills, and experience with similar projects.

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3. TABLE OF CONTENTS

4. GENERAL QUALIFICATIONS
Companies experience in projects completed similar to this project. Provide an example of deliverable/report on a previous project. You may remove any proprietary information.

5. KEY PROJECT STAFF AND QUALIFICATIONS
a. Provide the names and background information on key staff members that will be assigned to this project.
b. Include a client list with contact information where your firm has performed similar services, and when they were performed.

6. TECHNICAL PROPOSAL
Provide a technical proposal and include the following:

Project/Design Approach
a. Provide a brief description of the plan and approach you will take to accomplish to complete the Scope of Services.
b. Please present a high-level timeline for the services performed, form project kick-off to completion.
c. Include key assumptions that you are making regarding the commitment of City time and resources that are required for the completion of services.

7. COST PROPOSAL
The cost of the proposal is not to exceed $220,000 as the City is seeking reimbursement under the LACMTA TOC TAP grant. Amendments to the City’s estimated budget need to be submitted with the consultant’s proposals, in the format approved by LAMTCA. Cost Proposals will not be considered until after the preliminary evaluation process is complete. a. Include any proposed variations to approved task and budget.

RFP ATTACHMENTS
A. Contract Services Agreement
B. Executed Agreement
C. Funding Agreement
D. Quarterly Progress Reporting Reference Guide
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SELECTION PROCESS AND EVALUATION CRITERIA

SELECTION PROCESS

1. Proposal Review Phase - Proposals will be evaluated per the criteria and weights listed in the table below.

2. Vendor Interview Phase - At the City’s discretion, firms submitting the highest scoring proposals may be interviewed and scored per the criteria and weights in the table below.

3. The Final Selection Phase - Will be based on the proposal earning the highest score at the completion of the Proposal Review Phase. If the City decides to conduct oral interviews, then the final selection will be based on the firm earning the highest combined score at the completion of the Vendor Interview Phase.

4. The City reserves the right to rely on information from sources other than the information provided by the respondents.

5. Final award shall be contingent upon selected firm (Consultant) accepting the Terms and Conditions listed in RFP.

SELECTION CRITERIA
City staff will evaluate each proposal received by the deadline based on the following criteria:

Criteria Point Value
Criteria Point
Value
Qualifications, background, references, and prior
experience of the consultant in preparing similar plans 25 Technical approach and understanding of the work to be performed
25 Experience with public engagement and consensus
building over controversial planning topics
25 Schedule for overall project and time required for each task
15 Cost of services to be performed as compared with the level of effort to be expended.
10 As part of the evaluation process, the City of Glendora may conduct interviews with those consultants whose proposal and qualifications are deemed to match the RFP requirements most closely. Alternatively, the City may elect not to conduct interviews and to select a consultant based solely on the strength of the written proposal. If the City elects to hold interviews, additional information about the interview process will be sent separately to those consultants selected for an interview. The City will negotiate a contract with the most qualified firm with compensation that the City determines is fair and reasonable based on the scope of work. Fee proposals from competing consultants may be used to assist City staff in determining fair and reasonable compensation.

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GROUNDS FOR DISQUALIFICATION

1. Factors, such as, but not limited to, any of the following, may disqualify a proposal without further consideration:
a. Failure to follow proposal requirements.
b. Evidence of collusion: Proposer represents and warrants that its proposal is genuine and made in the interest of or on behalf of any person not named therein; that the Proposer has not directly induced or solicited any other person to submit a sham proposal or any other person to refrain from submitting a proposal; and that the Proposer has not in any manner sought collusion to secure any improper advantage over any other person submitting a proposal.
c. Any attempt to improperly influence any member of the evaluation team. d. Existence of any lawsuit, unresolved contractual claim or dispute between Proposer and the City.
e. Evidence of incorrect information submitted as part of the proposal. f. Evidence of Proposer’s inability to successfully complete the responsibilities and obligations of the proposal.
g. Contact regarding this procurement with any City official or employee or evaluation team member other than the Procurement Contact from the time of issuance of this solicitation until a recommendation of award is made.
h. Proposer’s documented record of inadequate performance under any previous agreement with the City.

CONFLICT OF INTEREST
Proposer(s) may not have any interest in any potential future City procurements that may result from the work performed under the agreement resulting from this RFP.

GENERAL INFORMATION

1. The successful Proposer will be required to enter into an agreement with terms and conditions in substantial conformity with Attachment E of this RFP.

2. The successful Proposer will be required to demonstrate evidence of insurance in accordance with the insurance provisions listed in Attachment E of this RFP.

3. All costs associated with responding to this request are to be borne by the Proposer.

4. It is the City’s policy that the selected firm shall not discriminate, in any way, against any person on the basis of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law, in connection with or related to the performance of City of Glendora contracts.

5. An agreement shall not be binding or valid with the City unless and until it is approved by the City Council, if so required, and executed by authorized representatives of the City and of the Proposer.

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RIGHTS OF THE CITY OF GLENDORA

1. This RFP does not commit the City to enter into a contract, nor does it obligate the City to pay for any costs incurred in preparation and submission of proposals or in anticipation of a contract. The City reserves the right to:
a. Accept an offer in full, or in part, or to reject all offers. b. Make the selection based on its sole discretion.
c. Reject any and all proposals.
d. Postpone opening proposals for any reason.
e. Approve or disapprove the use of particular subconsultants. f. Negotiate with any, all or none of the Proposers.
g. Accept other than the lowest offer.
h. Waive informalities and irregularities in the Proposals. i. Enter into an agreement with another Proposer in the event the originally selected Proposer defaults or fails to execute an agreement with the City.

PUBLIC NATURE OF PROPOSAL MATERIAL

1. All correspondence with the City including responses to this RFP will become the exclusive property of the City and will become public records under the California Public Records Act (Cal. Government Code section 6250 et seq.) All documents that you send to the City will be subject to disclosure if requested by a member of the public.

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CONTRACT SERVICES AGREEMENT
By and Between

CITY OF GLENDORA
and
_____________________________________
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Project Name, Plan No. #### 1

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF GLENDORA AND
____________________
THIS AGREEMENT FOR CONTRACT SERVICES (herein “Agreement”) is made and entered into this ____ day of ________, 2023 by and between the City of Glendora, a California municipal corporation (“City”) and ___________________________, _________________ (“Consultant”). City and Consultant 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.

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

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

1.2 Consultant’s Proposal.

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

1.3 Compliance with Law.

1.4 California Labor Law.

If the Scope of Services includes any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws, including the following requirements:
(a) Public Work. The Parties acknowledge that some or all of 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. Consultant shall post job site notices, as prescribed by regulation.
(b) Prevailing Wages. Consultant 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, Consultant acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages, and Consultant 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. Consultant 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 Consultant 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 Consultant or by any subcontractor. (d) Payroll Records. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subconsultant 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.
(e) Apprentices. Consultant 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. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Item #14. Page 78
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Agreement, Consultant 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, Consultant and each of its subconsultants shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement.
(f) Eight-Hour Work Day. Consultant acknowledges that eight (8) hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Consultant 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 Consultant 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, Consultant 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.” Consultant’s Authorized Initials ___________________
(Name, Title)
(i) Consultant’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Consultant 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.

Consultant 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 pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any such failure by any subcontractor.

1.5 Licenses, Permits, Fees and Assessments.

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

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1.6 Familiarity with Work.

1.7 Care of Work.

1.8 Further Responsibilities of Parties.

1.9 Additional Services.

1.10 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.

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Project Name, Plan No. #### 5
ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $______ ( Dollars) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.9.

2.2 Method of Compensation.

2.3 Reimbursable Expenses.

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall 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. Consultant shall not invoice City for any duplicate services performed by more than one person.

2.5 Waiver.

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Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

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.

3.3 Force Majeure.

3.4 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding 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 Term for additional one-year terms.

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Consultant.

The following principals of Consultant (“Principals”) are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:
(Name), (Title)
(Name), (Title)
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Project Name, Plan No. #### 7
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Consultant.

4.3 Contract Officer.

The Contract Officer shall be _____________________________, or such person as may be designated by the City Manager. It shall be the Consultant’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Consultant.

City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with Item #14. Page 83
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any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

5.2 General Insurance Requirements.
(a) Proof of insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ Item #14. Page 84
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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. Consultant 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 Consultant, its agents, representatives, employees or subconsultants.
(c) Primary/noncontributing. Coverage provided by Consultant 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.

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(i) Notice of cancellation. Consultant 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 Consultant’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. Consultant 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 Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant 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. Consultant 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 Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant’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. (p) Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. (q) Additional insurance. Consultant 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, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for Item #14. Page 86
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which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
(a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith;
(b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom; (c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

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

6.2 Reports.

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

6.3 Ownership of Documents.

6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct.
(d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no Item #14. Page 88
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obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

7.2 Disputes; Default.

7.3 Retention of Funds.

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 Item #14. Page 89
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Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

7.5 Rights and Remedies are Cumulative.

7.6 Legal Action.

7.7 Termination Prior to Expiration of Term.

7.8 Termination for Default of Consultant.

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

7.9 Attorneys’ Fees.

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

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

8.2 Conflict of Interest.

8.3 Covenant Against Discrimination.

8.4 Unauthorized Aliens.

Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. § 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 Item #14. Page 91
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imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Glendora City CouncilMarch 26, 2024

Glendora City Council
March 26, 2024